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Agenda Packet City Council - 10/26/2021
o',A.,5r.,f,�r s City of Corpus Christi 1201 Leopard Street Corpus Christi,TX 78401 _ x w cctexas.com \ Meeting Agenda - Final-revised City Council Tuesday, October 26,2021 11:30 AM Council Chambers 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 ingles es limitado, habra un interprete ingles-espanol 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 Richard Milby, Corpus Christi Cross Project. C. Pledge of Allegiance to the Flag of the United States and to the Texas Flag to be led by Christian Nieto, Foy H. Moody High School student D. City Secretary Rebecca L. Huerta to call the roll of the required Charter Officers. E. Proclamations /Commendations 1. 21-1521 Proclamation declaring October 2021 as "Breast Cancer Awareness Month". Commendation recognizing Junior League of Corpus Christi's 75th Anniversary of Service to the Community. Commendation recognizing Ariel Garcia's 37 Years of Business with Geico Insurance. City of Corpus Christi Page 1 Printed on 10/25/2021 City Council Meeting Agenda-Final-revised October 26, 2021 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. Health District Transition Update b. FEMA Floodplain Management Rating System Update by Rolando Mata, Director of Public Works C. Regional Hispanic Contractors Association LUNA Award Recognition of Velma Pena, Contracts/Funds Administrator for Public Works H. BOARD &COMMITTEE APPOINTMENTS: (NONE) I. EXPLANATION OF COUNCIL ACTION: J. CONSENT AGENDA: (ITEMS 2 - 20) Consent-Second Reading Ordinances 2. 21-1496 Approval of the October 19, 2021 Regular Meeting Minutes. sponsors: City Secretary's Office 3. 21-1323 Ordinance authorizing the acceptance of a $15,000 grant from the Coastal Bend Regional Advisory Council for the Corpus Christi Fire Department Web Emergency Operations Center operations; and appropriating $15,000 into the Fire Grants Fund. sponsors: Fire Department 4. 21-1089 Zoning Case No. 0621-07, John C. Tamez (District 5). 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 City of Corpus Christi Page 2 Printed on 10/25/2021 City Council Meeting Agenda-Final-revised October 26, 2021 5. 21-1382 Ordinance amending the Urban Transportation Plan map of Mobility CC, a transportation element of the Comprehensive Plan of the City of Corpus Christi, by shifting a proposed C1 Minor Residential Collector to the east, thereby extending Martin Street toward the south approximately 1,100 feet and connecting Martin Street to Lands Road. sponsors: Planning & Environmental Services 6. 21-1381 Ordinance accepting and appropriating three Federal Emergency Management Agency - Public Assistance reimbursement grants in the amounts of up to $4,315,109.40 (sidewalk project), $9,214,870.50 (channel project) and $49,841.92 (stormwater project) for the Packery Channel Restoration to the Parks and Storm Water CIP Funds; and awarding a construction contract to Callan Marine, Ltd., in an amount of $12,359,049.30 for the Packery Channel Restoration Project, located in Council District 4, with FY2022 funding available from the Parks, TIF2, and Storm Water CIP Funds. Sponsors: Engineering Services, Parks and Recreation Department and Finance & Procurement 7. 21-1391 Ordinance authorizing a special events agreement with the Buccaneer Commission, Inc. for 2022-2026 Buc Day Festival and related activities to allow use of City property including Shoreline Blvd. between Water's Edge Park and Resaca as well as the barge dock and the circle driveway adjacent to the American Bank Center, with payment of fees not to exceed $50,550 in 2022, with an annual 3% revenue escalation. sponsors: Parks and Recreation Department 8. 21-1475 Ordinance authorizing an interlocal agreement with Nueces County ("County") for park improvements including a splash pad water feature at Westhaven Park located near the intersection of Cliff Maus Drive at Rockford Drive, with third party construction costs not to exceed $375,000.00, of which the County will pay $200,000.00 and the City will pay up to $175,000.00 for construction, with the City also responsible for the installation of water and wastewater lines needed for the project, estimated to be $75,000.00, and permitting for the project; appropriating $250,000.00 from the unreserved fund balance in the Community Enrichment Fund; and amending the operating budget. sponsors: Parks and Recreation Department 9. 21-1424 Ordinance approving the First Amended and Restated Addendum No. 1 to Lease Agreement with Foresight Corpus Christi Golf, L.L.C. a Texas Limited Liability Company, which provides for $500,000.00 from the Corpus Christi B Corporation for the addition of lighting improvements at the practice range and executive 9-hole course at the Gabe Lozano Golf Course; appropriating $500,000 from the Type B Fund; and amending the operating and capital budgets. sponsors: Parks and Recreation Department City of Corpus Christi Page 3 Printed on 10/25/2021 City Council Meeting Agenda-Final-revised October 26, 2021 10. 21-0133 Ordinance authorizing the acceptance of the Gulf of Mexico Energy Security Act ("GOMESA") grant funding from the Texas General Land Office - Coastal Management Program and appropriating an amount of $130,043.00 in the Community Development Grant Fund; and authorizing a Real Estate Sales Contract with Tracy Duncan in an amount of $355,000.00 for the acquisition of 22.2427 acres of land located adjacent to Laguna Madre and in the Redhead Pond area, for stormwater re-route associated with the Bond 2018 Laguna Shores street reconstruction projects, located in Council District 4, with FY 2022 funding available from the Community Development Grant Fund. sponsors: Engineering Services 11. 21-1185 Ordinance authorizing execution of all documents necessary to accept, amend, and appropriate a grant contract between the Department of State Health Services (DSHS) and the Corpus Christi-Nueces County Public Health District in the amount of$1,550,000 for the period August 18, 2021 through June 30, 2023 for activities to establish, expand, train and sustain public health workforce in support of Coronavirus 2019 (COVID-19) response through the following: hiring four full-time public health positions (two project managers, one public information officer and one accountant), adjusting compensation for current Health District staff who were involved in the pandemic response March 2020 through May 2021, providing indirect cost reimbursement for general government support, and procuring office supplies. sponsors: Health Department Consent- Contracts and Procurement 12. 21-1303 Resolution authorizing a five-year master service agreement with Intergraph Corporation dba Hexagon Safety & Infrastructure, of Madison, Alabama, in an amount not to exceed $2,885,084.09, for updated software and maintenance of the Public Safety Records Management System (RMS) / Intergraph Law Enforcement Automated Data System (I/LEAD) and Computer Aided Dispatch (CAD), with funding for FY 2022 in the amount of$1,402,000.00 from the MetroCom Fund. Sponsors: Information Technology Services, Police Department and Contracts and Procurement 13. 21-1304 Resolution authorizing the lease-purchase, via KS StateBank, of mobile data computers from Turn-Key Mobile, Inc., of Jefferson City, Missouri, for Police, Fire, Animal Control, and Airport Public Safety to be purchased through the TX DIR Cooperative for a total amount of$2,000,000.00, with funding for FY 2022 in the amount of$1,000,000.00 available through the Info Tech Fund and the remaining lease-purchase payment to commence in FY2023 and execution of all necessary contract documents related to this transaction. Sponsors: Information Technology Services, Police Department and Finance & City of Corpus Christi Page 4 Printed on 10/25/2021 City Council Meeting Agenda-Final-revised October 26, 2021 Procurement 14. 21-1075 Motion authorizing a one-year service agreement with Four M Drilling Corporation, dba Martin Water Wells of Robstown, Texas, for a total amount not to exceed $55,084.74 to plug three unusable water wells located near Lake Corpus Christi, with FY 2022 funding in an estimated amount of$55,084.74 available through the Water Fund. sponsors: Utilities Department and Finance & Procurement 15. 21-1072 Motion authorizing a one-year supply agreement, with an additional one-year option, with Univar Solutions USA, Inc. of Kent, Washington, for an estimated amount of$192,600.00, with a total estimated amount not to exceed $390,600.00 if the option period is exercised, for the purchase of Hydrofluorosilicic acid to be used during the water treatment process at the O. N. Stevens Water Treatment Plant, with FY 2022 funding available through the Water Fund. sponsors: Utilities Department and Finance & Procurement 16. 21-1318 Motion to authorize Amendment No. 2 to Supply Agreement No. 1261 with Chemtrade Chemicals, LLC, for the continued purchase of liquid ammonium sulfate solution for the Utilities Department and to amend the unit price for liquid ammonium from $204 per ton to $219 per ton and increase the total contract amount by $58,500.00 due to this higher cost per pound, with funding in the amount of$29,250.00 available in the FY 2022 Water Fund. sponsors: Utilities Department and Finance & Procurement 17. 21-1319 Motion to authorize Amendment No. 2 to Supply Agreement No. 1266 with Carus Corporation, for continued purchase of sodium permanganate for the treatment of potable drinking water at the O. N. Stevens Water Treatment Plant and to amend the unit price for sodium permanganate from $1.23 per pound to $1.63 per pound and increase the total contract amount by $1,165,080.00 due to this higher cost per pound, with FY 2022 funding in the amount of$582,540.00 available in the Water Fund. sponsors: Utilities Department and Finance & Procurement General Consent Items 18. 21-1406 Motion approving the 2021 Property Tax Levy of$149,146,111.13 based on the adopted property tax rate of$0.646264 per$100 valuation, in accordance with Section 26.09 (e) of the Texas Tax Code. sponsors: Finance &Procurement 19. 21-1484 Resolution authorizing 24 month extensions for a Water Arterial Transmission and Grid Main Construction and Reimbursement Agreement not to exceed $109,354.20 for installation of a water arterial transmission and grid main line, and a Developer Participation Agreement not to exceed $207,386.85 for partial construction of Oso Parkway with MPM City of Corpus Christi Page 5 Printed on 10/25/2021 City Council Meeting Agenda-Final-revised October 26, 2021 Development, LP for a planned residential development, Royal Creek Estates Unit 7, located south of Yorktown Boulevard and east of Cimarron Boulevard at 8399 Rock Crest Drive (District 5) sponsors: Development Services 20. 21-1485 Resolution authorizing 24 month extensions for a Water Arterial Transmission and Grid Main Construction and Reimbursement Agreement not to exceed $183,810.74 for installation of a water arterial transmission and grid main line, and a Developer Participation Agreement not to exceed $185,005.37 for partial construction of Oso Parkway with MPM Development, LP for a planned residential development, Royal Creek Estates Unit 8, located south of Yorktown Boulevard and east of Cimarron Boulevard at 8399 Rock Crest Drive. (District 5) sponsors: Development Services K. RECESS FOR LUNCH L. PUBLIC HEARINGS: (ITEM 21) 21. 21-1387 Ordinance amending the Wastewater Collection System Master Plan for the Allison Service Area, a public utility element of the Comprehensive Plan of the City of Corpus Christi, by adjusting the boundary line between basins 37 and 40, adding 15 acres to basin 40, with the subject area located on the southside of Northwest Boulevard (FM 624) between FM 1889 and CR 69. sponsors: Planning & Environmental Services and Utilities Department M. INDIVIDUAL CONSIDERATION ITEMS: (NONE) N. FIRST READING ORDINANCES: (NONE) O. BRIEFINGS: (ITEM 22) 22. 21-1180 Update on the current Community Enrichment Fund (CEF) process and the proposed new practices and priorities to utilize the CEFs. sponsors: Parks and Recreation Department P. EXECUTIVE SESSION: Q. ADJOURNMENT City of Corpus Christi Page 6 Printed on 10/25/2021 City of Corpus Christi 1201 Leopard Street / Corpus Christi,TX 78401 cctexas.com Meeting Minutes City Council Tuesday, October 19,2021 11:30 AM Council Chambers Addendums may be added on Friday. A. Mayor Paulette M. Guajardo to call the meeting to order. Mayor Guajardo called the meeting to order at 11:35 a.m B. Invocation to be given by Pastor Greg Hood, REACH Ministries. Pastor Greg Hood, REACH Ministries, gave the invocation. C. Pledge of Allegiance to the Flag of the United States and to the Texas Flag to be led by Michelle Shin, Veteran's Memorial High School student. Michelle Shin, Veteran's Memorial High School student, led the Pledge of Allegiance to the Flag of the United States and to the Texas Flag. D. City Secretary Rebecca L. Huerta to call the roll of the required Charter Officers. City Secretary Rebecca L. Huerta called the roll and verified that a quorum of the City Council and the required Charter Officers were present to conduct the meeting. Charter Officers: City Manager Peter Zanoni, City Attorney Miles K. Risley and City Secretary Rebecca L. Huerta. Present: 9- 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 E. Proclamations /Commendations 1. 21-1456 Presentation of Flag to the Family of Richard Martinez on behalf of Governor Abbott. Proclamation declaring October 15, 2021 - November 15, 2021 as "Hindu Heritage Celebration Month". Proclamation declaring September 2021 as "Suicide Prevention Month". Swearing-In Ceremony for Newly Appointed Board, Commission, Committee and Corporation Members. The Proclamations were presented and the Swearing-In Ceremony was held. City of Corpus Christi Page 1 Printed on 1012212021 City Council Meeting Minutes October 19, 2021 F. PUBLIC COMMENT: Mayor Guajardo opened the public comment period and stated that there were no public comments. G. CITY MANAGER'S COMMENTS / UPDATE ON CITY OPERATIONS: Mayor Guajardo referred to City Manager's comments. a. 42nd Fire Fighter Academy Graduation Recap City Manager Zanoni reported on the 42nd Fire Fighter Academy Graduation and stated that all 38 firefighters graduated as paramedics. Fire Chief Robert Rocha stated that Corpus Christi's fire department is fully staffed and thanked City staff and Elected Officials for their support. b. Announcement of new Public Works Director, Rolando Mata City Manager Zanoni announced the new Public Works Director Rolando Mata. C. JFK Causeway Maintenance Project Update, Presented by TXDOT City Manager Zanoni reported on the JFK Causeway update and that the Texas Department of Transportation (TxDOT) has commissioned a rehabilitation project. TxDOT Area Engineer Ernest Longoria presented information on the following topics: history of bridge; project overview; lane closure restrictions: long term (December to May) short-term (June to November); PR 22 existing bridge section; PR 22 phase 1-3 bridge section; project phasing phase 1 of 3; phase 2 of 3; phase 3 of 3; project team and other project details. Council Members, Mr. Longoria and City Manager Zanoni discussed the following topics: a Council Member's personal experience and concern with lane closures during Spring Break due to heavy traffic; and Council Members' request to start looking into a Regional Parkway as an alternate route to the island. d. Connections to Assistance Event at Salinas Park, Presented by Tracey Cantu, Interim Director of Neighborhood Services City Manager Zanoni stated that the Connections to Assistance Event will be held at Salinas Park Pavilion on Saturday, October 23, 2021 from 9:00 a.m. to 12:00 p.m. Interim Director of Neighborhood Services Tracey Cantu presented information on the following topics: connections to assistance; city programs and partner agencies; and map of Salinas Park. Council Members and Interim Director Cantu discussed the following topics: a Council City of Corpus Christi Page 2 Printed on 1012212021 City Council Meeting Minutes October 19, 2021 Member thanked staff for doing a great job in coordinating this event; and a Council Member's request to consider bringing back City Hall in the Mall event. e. COVID-19 Virtual Town Hall Reminder City Manager Zanoni reported that the COVID-19 virtual Town Hall will be held on October 21, 2021 at 7 p.m. The purpose of the Town Hall is to the educate the community and to answer any unanswered questions. Local health care experts will host the Town Hall. f. Seawater Desalination Update by Michael Murphy, Chief Operations Officer City Manager Zanoni stated that from this point forward, the Seawater Desalination updates will be limited to once a month. Chief Operations Officer Michael Murphy gave a brief update on the Seawater Desalination. He said the Texas Commission on Environmental Quality (TCEQ) will hold a public meeting virtually on November 16, 2021 at 7:00 p.m. to discuss the La Quinta site water right and use permit. Council Members and Mr. Murphy discussed the following topics: in response to a Council Member's question regarding moving forward with land acquisition, City Manager Zanoni stated that staff is working on developing a town hall for community engagement before moving forward with land acquisition; land acquisition cannot move forward until all questions from Council have been answered; and determining what the best option is for securing a water source for the future. H. BOARD &COMMITTEE APPOINTMENTS: (NONE) I. EXPLANATION OF COUNCIL ACTION: J. CONSENT AGENDA: (ITEMS 2 - 13) Approval of the Consent Agenda Mayor Guajardo referred to the Consent Agenda. Council Members requested that Items 11 and 13 be pulled for individual consideration. A motion was made by Council Member Lerma, seconded by Council Member Martinez to approve the Consent Agenda with the exception of Items 11 and 13. The motion carried by the following vote: Aye: 9- 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 Abstained: 0 City of Corpus Christi Page 3 Printed on 1012212021 City Council Meeting Minutes October 19, 2021 2. 21-1457 Approval of the October 12, 2021 Regular Meeting Minutes. The Minutes were approved on the consent agenda. Consent-Second Reading Ordinances 3. 21-1325 Ordinance accepting a grant in the amount of$59,000.00 from the State of Texas Governor's Homeland Security Grants Division for overtime and retirement for sworn police officers supporting the FY 2022 Local Border Security Program; and appropriating $59,000.00 in the Police Grants Fund. This Ordinance was passed on second reading on the consent agenda. Enactment No: 032573 4. 21-1277 Zoning Case No. 0821-04, Michael Gallardo and Nancy Torres: (District 2) Ordinance rezoning property at or near 4110 Molina Drive from the "CN-1" Neighborhood Commercial District to the "RS-6" Single-Family 6 District. (Planning Commission and Staff recommend Approval) This Ordinance was passed on second reading on the consent agenda. Enactment No: 032574 5. 21-1278 Zoning Case No. 0821-05, Michael McDonough: (District 3) Ordinance rezoning property at or near 6342 Old Brownsville Road from the "RS-6" Single-Family 6 District to the "FR" Farm Rural District. (Planning Commission and Staff recommend Approval) This Ordinance was passed on second reading on the consent agenda. Enactment No: 032575 6. 21-0997 Zoning Case No. 0721-01, Southern Builders Co, LLC (District 2). Ordinance rezoning a property located at or near 548 Cole Street from the "CG-2" General Commercial District and "RS-6" Single-Family 6 District to the "RS-TH/PUD" Townhouse District with a Planned Unit Development. (Planning Commission and Staff recommend Approval) This Ordinance was passed on second reading on the consent agenda. Enactment No: 032576 7. 21-1395 Ordinance amending the City's Film Ordinance to only require permits for filming that excludes the public from public property, providing for fee and insurance waivers, and providing for existing penalties. This Ordinance was passed on second reading on the consent agenda. Enactment No: 032577 City of Corpus Christi Page 4 Printed on 1012212021 City Council Meeting Minutes October 19, 2021 Consent-Public Safety First Reading Ordinances 8. 21-1323 Ordinance authorizing the acceptance of a $15,000 grant from the Coastal Bend Regional Advisory Council for the Corpus Christi Fire Department Web Emergency Operations Center operations; and appropriating $15,000 into the Fire Grants Fund. This Ordinance was passed on first reading on the consent agenda. Consent- Contracts and Procurement 9. 21-1302 Motion authorizing a three-year supply agreement with two one-year renewal options with Ergon Asphalt & Emulsions, Inc., of Austin, Texas, for emulsion oil in an amount not to exceed $1,252,485.00, and potential $2,080,275.00 if options are exercised, with FY 2022 funding in an amount not to exceed $417,495.00 available through the Streets Fund. This Motion was passed on the consent agenda. Enactment No: M2021-192 10. 21-1329 Motion authorizing a three-year service agreement with two additional one-year options in an amount not to exceed $137,640.00 for the initial three-year term and a potential amount not to exceed $232,120.00 if both option years are exercised, for mowing and grounds maintenance for Group Storm Water Group 2 (Rights of way, triangles, circles, interchange, and medians in 24 areas), with Maldonado Nursery & Landscaping Inc. of San Antonio, Texas with an office in Corpus Christi, Texas for the Public Works Department, with FY 2022 funding in an amount not to exceed $45,880.00 available through the Storm Water Fund. This Motion was passed on the consent agenda. Enactment No: M2021-193 11. 21-1379 Motion authorizing the approval of an additional services request with Pape-Dawson Engineers, Inc., San Antonio, Texas, for a comprehensive storm water master plan in a total amount of$1,192,000.00 with FY 2022 funding available from the Development Services Fund. Mayor Guajardo referred to Item 11. Council Members, Director of Development Services Al Raymond, Assistant Director of Public Works Gabriel Hinojosa and Pape-Dawson Engineers Senior Vice President Cara Tackett discussed the following topics: a Council Member wants to ensure that duplicate efforts are not being paid for by the City and the County; Pape-Dawson Engineers is in the process of opening an office in Corpus Christi; and the importance of keeping Corpus Christi in mind as a Coastal community when working on drainage design. City of Corpus Christi Page 5 Printed on 1012212021 City Council Meeting Minutes October 19, 2021 Council Member Pusley made a motion to approve the motion, seconded by Council Member Hernandez. This Motion was passed and approved with the following vote: Aye: 9- 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 Abstained: 0 Enactment No: M2021-194 Consent- Capital Projects 12. 21-0907 Motion authorizing the award of a professional services contract to LJA Engineering, Corpus Christi, Texas, to provide design, bid, and construction phase services for the Salinas Park Improvements project, located in Council District 3, in an amount of$69,625.00, with FY 2022 funding available from the Community Development Block Grant Fund. This Motion was passed on the consent agenda. Enactment No: M2021-195 13. 21-0998 Resolution rejecting the low bid of Clore Equipment, LLC as non-responsive for failure to demonstrate the required experience by not completing the Statement of Experience and awarding a construction contract to Reytec Construction Resources, Inc., Corpus Christi, TX, for the reconstruction of Callicoatte Road from IH37 to Up-River Road, located in City Council District 1, with new concrete pavement and utility improvements in an amount of$1,927,197.50, with FY 2022 funding available from the Streets Bond 2018, Storm Water, Wastewater, Water, and Gas Funds. Mayor Guajardo referred to Item 13. Council Members, Director of Engineering Jeff Edmonds and City Manager Peter Zanoni discussed the following topics: a Council Member's concern that local companies are not being prioritized in the procurement process; the City's procurement policies are being reviewed by an outside consultant, and their report will be complete in November; and a local preference ordinance is being developed that Council will receive in December. Council Member Smith made a motion to approve the resolution, seconded by Council Member Hernandez. This Resolution was passed and approved with the following vote: Aye: 8- Mayor Guajardo, Council Member Barrera, Council Member Hernandez, Council Member Hunter, Council Member Lerma, Council Member Martinez, Council Member Molina and Council Member Smith Nay: 1 - Council Member Pusley Abstained: 0 City of Corpus Christi Page 6 Printed on 1012212021 City Council Meeting Minutes October 19, 2021 Enactment No: 032578 N. FIRST READING ORDINANCE: (ITEM 18) 18. 21-1475 Ordinance authorizing an interlocal agreement with Nueces County ("County") for park improvements including a splash pad water feature at Westhaven Park located near the intersection of Cliff Maus Drive at Rockford Drive, with third party construction costs not to exceed $375,000.00, of which the County will pay $200,000.00 and the City will pay up to $175,000.00 for construction, with the City also responsible for the installation of water and wastewater lines needed for the project, estimated to be $75,000.00, and permitting for the project; appropriating $250,000.00 from the unreserved fund balance in the Community Enrichment Fund; and amending the operating budget. Mayor Guajardo deviated from the agenda and referred to Item 18. Interim Director of Parks and Recreation Dr. Dante Gonzalez presented information on the following topics: Interlocal agreement; background; splash pad; rendering; and staff recommends approval. Council Members, Interim Director Gonzalez, Assistant City Manager Neiman Young and Nueces County Commissioner Joe Gonzalez discussed the following topics: Council Members thanked staff and Commissioner Gonzalez for their leadership; and a Council Member's concern that the project has been funded with community enrichment funds, considering the fund is being audited. Council Member Barrera made a motion to approve the ordinance, seconded by Council Member Molina. This Ordinance was passed on first reading and approved with the following vote: Aye: 8- Mayor Guajardo, Council Member Barrera, Council Member Hunter, Council Member Lerma, Council Member Martinez, Council Member Molina, Council Member Pusley and Council Member Smith Nay: 1 - Council Member Hernandez Abstained: 0 K. RECESS FOR LUNCH Mayor Guajardo recessed the Council meeting for lunch at 1:51 p.m. Mayor Guajardo reconvened the meeting at 2:51 p.m. L. PUBLIC HEARINGS: (ITEMS 14 - 16) 14. 21-1089 Zoning Case No. 0621-07, John C. Tamez (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 City of Corpus Christi Page 7 Printed on 1012212021 City Council Meeting Minutes October 19, 2021 recommend Approval) Mayor Guajardo referred to Item 14. Director of Development Services Al Raymond presented information on the following topics: aerial overview; zoning pattern and adjacent development; land use; public notification; and planning commission and staff recommend approval. Council Members and Director Raymond discussed the following topics: this property is in the 500 year floodplain; and the applicant requested RS-4.5 and has not requested a Planned Unit Development (PUD) at this time. Mayor Guajardo opened the public hearing. Jeff Coin with LJA Engineering, the applicant's representative, stated that the applicant prefers the RS-4.5 density and the development will be in kind of what was originally submitted in the preliminary plat. Council Members, Mr. Coin, Director of Water Utilities Kevin Norton, City Manager Zanoni and Director Raymond discussed the following topics: a Council Member's concern with RS-4.5 zoning because of density, drainage, and limitations on the capacity of the wastewater lift station that is currently under construction; how to provide sewer service to the Greenwood wastewater treatment plant to open up housing opportunity and development in the area; and a Council Member recommends RS-6 zoning for this property. The applicant, John Tamez, 823 Kinney St., stated that he has owned this property for about 20 years and has been working on the lift station for about three years. In response to a Council Member, he said he did not have an issue building in a 500-year floodplain. Council Members, Mr. Coin and Mr. Tamez discussed the following topics: base flood elevation for 100 years is about 17 feet; this property has a buffer for the storm water coming in because of the 50 to 70 acres; road access issues will be addressed; and the lift station capacity is what needs to be focused on. Mayor Guajardo closed the public hearing. Council Member Hunter made a motion to approve the ordinance, seconded by Council Member Barrera. This Ordinance was passed on first reading and approved with the following vote: Aye: 7- Mayor Guajardo, Council Member Barrera, Council Member Hunter, Council Member Lerma, Council Member Molina, Council Member Pusley and Council Member Smith Nay: 2- Council Member Hernandez and Council Member Martinez Abstained: 0 City of Corpus Christi Page 8 Printed on 1012212021 City Council Meeting Minutes October 19, 2021 15. 21-1382 Ordinance amending the Urban Transportation Plan map of Mobility CC, a transportation element of the Comprehensive Plan of the City of Corpus Christi, by shifting a proposed C1 Minor Residential Collector to the east, thereby extending Martin Street toward the south approximately 1,100 feet and connecting Martin Street to Lands Road. Mayor Guajardo referred to Item 15. Director of Planning Daniel McGinn presented information on the following topics: study area and UTP; background; Urban Transportation Plan; UTP/zoning/AICUZ; Saratoga downs unit 4 subdivision layout; and planning commission and staff recommend approval. Mayor Guajardo opened the public hearing. There were no comments from the Council or the public. Mayor Guajardo closed the public hearing. Council Member Pusley made a motion to approve the ordinance, seconded by Council Member Hunter. This Ordinance was passed on first reading and approved with the following vote: Aye: 9- 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 Abstained: 0 16. 21-1381 Ordinance accepting and appropriating three Federal Emergency Management Agency - Public Assistance reimbursement grants in the amounts of up to $4,315,109.40 (sidewalk project), $9,214,870.50 (channel project) and $49,841.92 (stormwater project) for the Packery Channel Restoration to the Parks and Storm Water CIP Funds; and awarding a construction contract to Callan Marine, Ltd., in an amount of$12,359,049.30 for the Packery Channel Restoration Project, located in Council District 4, with FY2022 funding available from the Parks, TIF2, and Storm Water CIP Funds. Mayor Guajardo referred to Item 16. Director of Engineering Jeff Edmonds stated that the purpose of this item is to award a construction contract to assist with Hurricane Harvey repairs. A Council Member and Director of Engineering Edmonds discussed the following topics: the scope is to restore the damage done by Hurricane Harvey with a projected completion date of March 2023. Council Member Smith made a motion to approve the ordinance, seconded by Council Member Molina. This Ordinance was passed on first reading and approved with the City of Corpus Christi Page 9 Printed on 1012212021 City Council Meeting Minutes October 19, 2021 following vote: Aye: 9- 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 Abstained: 0 M. INDIVIDUAL CONSIDERATION ITEMS: None N. FIRST READING ORDINANCES: (ITEMS 17-22) 17. 21-1391 Ordinance authorizing a special events agreement with the Buccaneer Commission, Inc. for 2022-2026 Buc Day Festival and related activities to allow use of City property including Shoreline Blvd. between Water's Edge Park and Resaca as well as the barge dock and the circle driveway adjacent to the American Bank Center, with payment of fees not to exceed $50,550 in 2022, with an annual 3% revenue escalation. Mayor Guajardo referred to Item 17. President and CEO of Buccaneer Commission Johnny Philipello presented information on the following topics: 2021 event recap; 2022 event map; event dates for 2022 event; PBR Pendleton Whisky velocity tour finals; Buc Days robotics rodeo tech challenge; Buc Days Leadership program 2022; and new Buc Days office coming. Council Members and Mr. Philipello discussed the following topics: a Council Member commended the Buccaneer team for their diligence with the events; and Wings Over South Texas will be held on the seawall in 2023. Mayor Guajardo opened public comment. There were no comments from the public. Mayor Guajardo closed public comment. Council Member Barrera made a motion to approve the ordinance, seconded by Council Member Molina. This Ordinance was passed on first reading and approved with the following vote: Aye: 9- 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 Abstained: 0 19. 21-1424 Ordinance approving the First Amended and Restated Addendum No. 1 to Lease Agreement with Foresight Corpus Christi Golf, L.L.C. a Texas Limited Liability Company, which provides for $500,000.00 from the Corpus Christi B City of Corpus Christi Page 10 Printed on 1012212021 City Council Meeting Minutes October 19, 2021 Corporation for the addition of lighting improvements at the practice range and executive 9-hole course at the Gabe Lozano Golf Course; appropriating $500,000 from the Type B Fund; and amending the operating and capital budgets. Mayor Guajardo referred to Item 19. Interim Director of Parks and Recreation Dr. Dante Gonzalez stated that this item is to authorize an amendment with Foresight Corpus Christi Golf to add funding of an additional $500,000 for lighting improvements at the Gabe Lozano Golf Course. Mayor Guajardo opened public comment. There were no comments from the Council or the public. Mayor Guajardo closed public comment. Council Member Pusley made a motion to approve the ordinance, seconded by Council Member Barrera. This Ordinance was passed on first reading and approved with the following vote: Aye: 9- 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 Abstained: 0 20. 21-0133 Ordinance authorizing the acceptance of the Gulf of Mexico Energy Security Act ("GOMESK) grant funding from the Texas General Land Office - Coastal Management Program and appropriating an amount of$130,043.00 in the Community Development Grant Fund; and authorizing a Real Estate Sales Contract with Tracy Duncan in an amount of$355,000.00 for the acquisition of 22.2427 acres of land located adjacent to Laguna Madre and in the Redhead Pond area, for stormwater re-route associated with the Bond 2018 Laguna Shores street reconstruction projects, located in Council District 4, with FY 2022 funding available from the Community Development Grant Fund. Mayor Guajardo referred to Item 20. Director of Engineering Jeff Edmonds stated that this item appropriates the additional funds from the Gulf of Mexico Energy Security Act (GOMESA) grant and authorizes the real estate purchase agreement. LJA Engineering Environmental Project Manager Jay Gardner stated that this is a good news project with additional educational opportunities. Mayor Guajardo opened public comment. There were no comments from the public. City of Corpus Christi Page 11 Printed on 1012212021 City Council Meeting Minutes October 19, 2021 Mayor Guajardo closed public comment. Council Member Smith made a motion to approve the ordinance, seconded by Council Member Hernandez. This Ordinance was passed on first reading and approved with the following vote: Aye: 9- 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 Abstained: 0 21. 21-1213 Ordinance authorizing the execution of the First Amended Lease and Operating Agreement with Texas State Aquarium Association to adjust the term to 20 years from the effective date of this amendment and provide up to $3,000,000.00 for construction of new Wildlife Rescue Center. Mayor Guajardo referred to Item 21. Director of Finance Heather Hurlbert presented information on the aquarium lease amendment. Council Members, Director Hurlbert and City Manager Zanoni discussed the following topics: the City of Corpus Christi has contributed about $25 million to the Texas State Aquarium. Mayor Guajardo opened public comment. There were no comments from the public. Mayor Guajardo closed public comment. Council Member Lerma made a motion to approve the ordinance, seconded by Council Member Molina. This Ordinance was passed on first reading and approved with the following vote: Aye: 8- Mayor Guajardo, Council Member Barrera, Council Member Hernandez, Council Member Hunter, Council Member Lerma, Council Member Martinez, Council Member Molina and Council Member Smith Abstained: 1 - Council Member Pusley 22. 21-1185 Ordinance authorizing execution of all documents necessary to accept, amend, and appropriate a grant contract between the Department of State Health Services (DSHS) and the Corpus Christi-Nueces County Public Health District in the amount of$1,550,000 for the period August 18, 2021 through June 30, 2023 for activities to establish, expand, train and sustain public health workforce in support of Coronavirus 2019 (COVID-19) response through the following: hiring four full-time public health positions (two project managers, one public City of Corpus Christi Page 12 Printed on 1012212021 City Council Meeting Minutes October 19, 2021 information officer and one accountant), adjusting compensation for current Health District staff who were involved in the pandemic response March 2020 through May 2021, providing indirect cost reimbursement for general government support, and procuring office supplies. Mayor Guajardo referred to Item 22. Director of Public Health Annette Rodriguez presented information on the following topics: 2021 CDC public health crisis response Co-Ag Public Health Workforce grant. Mayor Guajardo opened public comment. There were no comments from the Council or the public. Mayor Guajardo closed public comment. Council Member Pusley made a motion to approve the ordinance, seconded by Council Member Molina. This Ordinance was passed on first reading and approved with the following vote: Aye: 9- 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 Abstained: 0 O. RECESS FOR CORPORATION MEETING: (ITEM 23) Mayor Guajardo recessed the Council meeting for the Corporation Meeting at 4:26 p.m. 23. 21-1454 Annual Board Meeting of the Corpus Christi Housing Finance Corporation to elect officers, consider a resolution amending and reaffirming the Corpus Christi Housing Finance Corporation's Investment Policy and Investment Strategy, consider a resolution increasing the bond issuance fee and consider an inducement resolution for$15,000,000 in Multifamily Revenue Bonds for a new 144 unit affordable housing multi-family development at Greenwood Drive and Golihar Road. This Corporation Meeting was held. P. RECONVENE CITY COUNCIL MEETING: Mayor Guajardo reconvened the meeting at 5:06 p.m. Q. BRIEFINGS: (NONE) R. EXECUTIVE SESSION: (ITEM 24) Mayor Guajardo referred to Executive Session Item 24. The Council went into Executive City of Corpus Christi Page 13 Printed on 1012212021 City Council Meeting Minutes October 19, 2021 Session at 5:06 p.m. The Council returned from Executive Session at 6:15 p.m. 24. 21-1476 Executive Session pursuant to Texas Government Code § 551.071 and Texas Disciplinary Rules of Professional Conduct Rule 1.05 to consult with attorneys concerning legal issues related to the Corpus Christi-Nueces County Public Health District, various lawsuits, including, but not limited to, John F. Smith v. Nueces County Texas and/or Corpus Christi-Nueces County Public Health District, other legal issues related to the personnel, structure, and/or operation of said district, Texas Health and Safety Code Chapter 121, the Cooperative Agreement to Operate a Public Health District and amendments, reformations, and attachments thereto, other laws and regulations governing public health districts, members and membership in the public health district, grants to the members of the public health district, and any potential actions that may be performed pursuant to the aforesaid statutes, agreement(s), and regulations. This E-Session Item was passed after executive session. The following resolution was considered: Resolution withdrawing the City of Corpus Christi from the Corpus Christi-Nueces County Public Health District effective 90 days after notice; authorizing agreements with Health Services Providers for the provision of health services; and authorizing the creation of the City of Corpus Christi Health Department. Council Member Pusley made a motion to approve the resolution, seconded by Council Member Hernandez. This Resolution was passed and approved with the following vote: Aye: 8- Mayor Guajardo, Council Member Barrera, Council Member Hernandez, Council Member Hunter, Council Member Lerma, Council Member Martinez, Council Member Pusley and Council Member Smith Absent: 1 - Council Member Molina Abstained: 0 Enactment No: 032579 S. ADJOURNMENT There being no further business, Mayor Guajardo adjourned the meeting at 6:28 p.m City of Corpus Christi Page 14 Printed on 1012212021 so �o p A v µoRPORP�g4 AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting 10/19/2021 DATE: October 19, 2021 TO: Peter Zanoni, City Manager FROM: Robert Rocha, Fire Chief rrocha@cctexas.com (361) 826-3935 Acceptance of a grant from the Coastal Bend Regional Advisory Council for the Corpus Christi Fire Department WebEOC Operations CAPTION: Ordinance authorizing the acceptance of a $15,000 grant from the Coastal Bend Regional Advisory Council for the Corpus Christi Fire Department Web Emergency Operations Center operations; and appropriating $15,000 into the Fire Grants Fund. SUMMARY: This ordinance authorizes the acceptance of a grant in the amount of $15,000 from the Coastal Bend Regional Advisory Council. This grant helps to fund the annual cost of the operations for the Web Emergency Operations Center system. BACKGROUND AND FINDINGS: The Corpus Christi Fire Department (CCFD) was awarded a grant of $15,000 from the Coastal Bend Regional Advisory Council (CBRAC). CBRAC has awarded grant funding to the CCFD's Emergency Management Division for the last 15 years. The grant funding will be used for the Web Emergency Operations Center (WebEOC) annual maintenance cost of approximately $10,000. The remaining funding will be used for emergency management operations. Last year, CCFD received $15,000 for this grant. The WebEOC system is a web-based crisis management system that is used to improve coordination and communication efforts while planning, responding to, or recovering from man- made or natural disasters. The WebEOC system allows the City to track residents that are transported by the City to emergency shelters in other cities. City departments also utilize the system to request resources from the State during an emergency event. All City departments store their emergency operation plans on the WebEOC system and enter their daily operations during a disaster event. ALTERNATIVES: An alternative to accepting the grant is to find other funding for the WebEOC system, which will leave the City financially responsible for the functions and maintenance of the system until other sources of funding are found. FINANCIAL IMPACT: Acceptance of grant funding in the amount of $15,000 and appropriating $15,000 to the Fire Grants Fund. Funding Detail: Fund: 1062 Fire Grants Organization/Activity: 820555L CBRAC-WebEOC 21-22 Mission Element: 888 Revenue Project # (CIP Only): N/A Account: 340000 Contributions & Donations Amount: $15,000.00 RECOMMENDATION: Staff recommends that City Council authorize the ordinance accepting and appropriating the CBRAC grant of$15,000 in order to continue WebEOC operations. LIST OF SUPPORTING DOCUMENTS: Ordinance Ordinance authorizing acceptance of $15,000 grant from the Coastal Bend Regional Advisory Council for the City's WebEOC operations; and appropriating $15,000 into Fire Grants Fund. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The City Manager or designee is authorized to accept a grant from the Coastal Bend Regional Advisory Council in the amount of $ 15,000 for the benefit of the City' s WebEOC operations. SECTION 2. That $15,000 is appropriated in the No. 1062 Fire Grant Fund to purchase equipment, services, technical support and training for the City's WebEOC. 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 so �o o� A P v AGENDA MEMORANDUM µoRPORPg4 Public Hearing & First Reading Ordinance for the City Council Meeting 10/19/21 1852 Second Reading Ordinance for the City Council Meeting 10/26/21 DATE: September 30, 2021 TO: Peter Zanoni, City Manager FROM: Al Raymond, AIA, Director Development Services Department AlRaymond@cctexas.com (361) 826-3575 Rezoning a property at or near 2302 County Road 43 CAPTION: Zoning Case No. 0621-07, John C. Tamez (District 5). 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) 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 104.90 acres in size and is currently zoned "FR" Farm Rural District, consists of vacant property, and has remained since annexation in 2019. To the south and west are properties outside of the City Limits and consist of vacant undeveloped land. To the north is another recently annexed property recently zoned "RS-4.5" Single-Family 4.5 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 north was also annexed and is the first half of the proposed single-family residential subdivision. A wastewater lift station is currently under construction to provide service to the subdivision. However, the lift station does not have unlimited capacity. Once 75% of 0.45 million gallons per day is reached (approximately 0.34 million gallons per day), no additional homes can be serviced. Public Input Process Number of Notices Mailed 1 within 200-foot notification area 1 outside notification area As of August 17„ 2021: In Favor In Opposition 0 inside notification area 0 inside notification area 0 outside notification area 22 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 a rea. 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 rezoning to the "RS-4.5" Single-Family 4.5 District. 2. Approval of the rezoning to the "RS-22" Single-Family 22 District. Them i nim um lot size of 0.5 acres allows serviceability by septic systems and therefore would not need to connect to City wastewater. 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 August 4, 2021. Vote Count: For: 6 Opposed: 0 Absent: 3 Abstained: 0 Staff recommends approval of the zoning request. LIST OF SUPPORTING DOCUMENTS: Ordinance Presentation - Aerial Map Planning Commission Final Report Case No. 0621-07, John C. Tamez (District 5). 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 104.90 acre tract of land out of a called 281.0337 acre tract, described in Doc. #200201903, Official Records of Nueces County, Texas, and being out of the south half of Section 6, Laureles Farm Tracts, a map of which is recorded in Volume 3, Page 15, Map Records of Nueces County, as shown in Exhibit "A": 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. 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 2 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 3 of 6 Exhibit A EXHIBIT "14" METES AND BOUNDS PROPERTY DESCRIPTIONS THE STATE OF TEXAS COUNTY OF NUECES Field notes description of a 104,M1 acre tract of lent out of a ca led 251,0337 acre tract., doscftacl In Doc, tt 200201903,Official Records of Nueces County, Texas,and being out of the south half of Section 6, Laureles F=arm Tract's,a map of which is recorded in Volume 3, Page 15, Map Records of Nueces C;DunN, Texas, Said 104.8991 acre tract of land is situated in the city limits rrf Corps's Christi, and is described by mates and bounds as follows. COMMENCING at a 518 inch iiron rW tound at the intersection of County Road 43 and County Road 22 for the southwest corner of said 281.0337 acre tract,excluding the �Ounty road right-of-way,and southwest corner of said SeCtilon 6,for the POINT OF BEGINNING and southwest corner of this tract; THENCE N 01:]'4928"W, a distance of 12'31.31 feet, along the centerline of said Cuuwy Road 43 and west boundary of this tract, and west boundary of said Section 6, to a point for the northwest corner of this tract; THENCE N B9"10'40" E, at 20,00 feet the east right-of-way of said Courtt-V Road 43 in all, a distance of 2892.92 feet to a point; THENCE S 2800329"E,a distance of 282.45 feet to a point-, THENCE S 63'04'06" E.a distance of 1205,11 feet to a point: THENCE N 85°32'35" E,a distance of 162-74 feet to a point; THENCE 5 49'27`25"E, a distance of 252,88 feet to a paint on the east boundary nt this tract; THENCE 5 00049'20" E, a distance of 257.68 feet to a point on the southeast darner of This tract; THENCE S 89"10'40" W, along thr` -cath boundary of this tract, a distance of 4432.27 feet, to the POINT OF BEGINNING, and containing 104,8991 acres,more or less; Bo inoary r)escription tc-r 1L^ .23 1 Acre Ir2aCt- hx",Italt 'A' Page 1 of 2 Page 4 of 6 This field note description is accompanied by a araw,ng of this 104.8991 acre tract,'Exhibit B'- I.Albert E. Franco,Jr., Registered Professional Land Surveyor of Texas,do hereby certify that this description was performed under my direct supervision and is true and correct to the best of my knowledge, this the 1Ith day of JuCy,202 1. V Albert E. Franco,Jr„R.P.L.S. Texas Registration 04471 Prepared by UA Surveying, Inc. Boundary Description for 104.8991 Acre bract—Exhibit''A' Page 2of2 Page 5 of 6 Exhibit B UJ � � � � � � � � /\x, R LU L Al Al 2 \ ip EOe �, !� , :f, 15 - �� /�/ � \\/ /§ e 2�® ' / \� v g 10, LU \ � � \� �� �#�{\\ _ / E �\ � � k |j [§F CP z uA1,02,61I.T.N EP YO �v 411-9 W03�ju=nVH* 'UV 4M-LHVd 31U43N 3U .jowaL mwj 1� -U*V�u NWA f3-OdAul VH3M�013 inu 11 f"L*39 arm" 33iffkU 3*DU3 13 13131WI Uqli M K '"V VMkUA"an TION a VVI VA VIA 31Wd Page 6 of 6 PLANNING COMMISSION FINAL REPORT Case No. 0621-07 INFOR No. 21ZN1024 Planning Commission Hearin Date: June 23, 2021 and August 4, 2021 r- Owner: John C. Tamez ° Applicant: LJA Engineering, Inc .� Location Address: 2302 County Road 43 aN Legal Description: A 104.90-acre tract of land out of a called 281 .03 acre tract, — °' described in Doc. #200201903, Official Records of Nueces County, Texas, and abeing out of the south half of Section 6, Laureles Farm Tracts, a map of which m is recorded in Volume 3, Page 15, Map Records of Nueces County, Texas located along the east side of County Road 43, west of Yorktown Boulevard, 06 and south of Farm-to-Market Road 43. From: "FR" Farm Rural District To: "RS-4.5" Single-Family 4.5 District 'Es Area: 104.90 acres N Purpose of Request: To allow for the construction of a single-family residential subdivision. Existing Zoning District Existing Future Land Use Land Use Medium Density Site "FR" Farm Rural District Vacant Residential, Floodplain Conservation, and = Commercial ca Medium Density N North "OCL" Outside City Limits Vacant Residential and 0 Floodplain Conservation Medium Density N J South "OCL" Outside City Limits Vacant Residential, FloodplainConservation, and X Commercial East "RS-6" Single-Family 6 District Vacant Medium Density Residential West "OCL" Outside City Limits Vacant Medium Density Residential Area Development Plan: The subject property is located within the boundaries 06 of the London Area Development Plan and is planned for a Medium Density a Residential and Floodplain Conservation area. The proposed rezoning to the M ° "RS-4.5" Single-Family 4.5 District is generally consistent with the adopted a o Comprehensive Plan (Plan CC) but results in a change to the Future Land Use Q Map (FLUM). City Council District: 3 Zoning Violations: None Staff Report Page 2 ° Transportation and Circulation: The subject property has approximately 1 ,323 feet of street frontage County Road 43 which is designated as a "A2" ° Secondary Arterial Street. According to the Urban Transportation Plan, "A2" a N Secondary Arterial Streets can convey a capacity between 20,000 and 32,000 L Average Daily Trips (ADT). Street Urban Transportation Proposed Existing Traffic Plan Type Section Section Volume }' 100' ROW U) d County "A2" Secondary Arterial Not Built N/A Road 43 54 paved Staff Summary: Development Plan: The subject property is 104.8991 acres in size. The applicant is proposing a large single-family residential subdivision. The applicant proposes 1 ,004 single-family residential lots with lot sizes ranging from approximately 54 feet wide by 120 feet deep, to 70 feet wide by 130 feet deep. These lot dimensions conform to the "RS- 4.5" Single-Family 4.5 District development standards. 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 north is another recently annexed property zoned "FR" Farm Rural District that has recently applied to be rezoned to the "RS-4.5" Single-Family 4.5 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, Commercial, 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). 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). • 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 north was also annexed and will be the first half of the proposed single-family residential subdivision. • A wastewater lift station is currently under construction to provide service to the subdivision. • Construction of County Road 43 is being coordinated between the developer, the County, and Development Services. • Staff has recently recommended approval of a zoning case directly to the north, which is currently zoned "FR" Farm Rural District that has also applied to be rezoned to the "RS-4.5" Single-Family 4.5 District. • Planning Commission tabled the case on July 7, 2021 at the request of the applicant. The applicant has amended the boundaries of the zoning case which reduces the acreage from 185.0871 acres to 104.8991 acres. Planning Commission and Staff Recommendation (August 4, 2021): Approval of the change of zoning from the "FR" Farm Rural District to the "RS-4.5" Single- Family 4.5 District. Staff Report Page 4 Number of Notices Mailed — 1 within 200-foot notification area. 15 outside notification area As of August 17, 2021: In Favor — 0 inside notification area _ — 0 outside notification area 0 In Opposition — 0 inside notification area — 22 outside notification area 0 z Totaling 0.00% of the land within the 200-foot notification area in opposition. a *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 5 RS a pP Z G G R5- FR SUBJECT PR6PFRTY CR 22 �i nae Created:7 21 0 7,000 2,0 00 Prep-ed By Feed Department ofnevefoPm-t Sersrdes CASE: 0621-47 SUBJECT PROPERTY WITH ZONING - ® Su6jed GOPefty — — SUBJECT -„ PROPER— \ �g RM-7 Multifamily l R Light hnJ-tat RM-2 Multifamily2 H Heart'hdu'strul RM-3 Multifamily3 Pll❑ Plan ned W nit Oev.Overlay y DN Prole ssi ona l Off ce RS-10 Single Family l0 RM-AT Mu.ltifamilyAT RS& gle Family6 _ Corp—Ch'Fi Bay CN-1 Neighborhood Commercial RS6.5 SiSin glia Fmily 4.5 4 CN-2NeighborhoodC.ommerc'a'I RSTF Two-Family CR-1 Re—1 Cmemial RS15 Single Family 15 CR-2 Resort Ce mal RE Residen' tel Estate 'ep C61 GereralCom—ommercel RSTH Townhouse CO-2 G neral Commercal Sp Special Penn it CIWensive Comuem RV Recreational brehide Park CBO D—rdown Commercial RMH Manufactured Home GR-3 Resort Comme m ial FR Farm Rural City of H Historic Overlay BP 6usirress Park LOCATION MAP C ti I Zoning Case #0621 -07 John C. Tamez Rezoning for a Property at 2302 County Road 43 From "FR" to "RS-4.5" O � t g � oa Qo g 0 Q SUBJECT �G3 PROPERTY City Council Oct. 19, 2021 Aerial Overview - 4 3� yf �' q CP { �1 FR V y �� Su�N✓rte/� ;��� PROPERTY s NSA-u7- Im J, Z Zoning Pattern and Adjacent Development NRs.a .... 1 [Fm Buffer Yards: N/A OCL o M-4&,,.TF lii rt'-° Setbacks: OCL R04 �,, � R� ��� Street: 20 feet leos Side/Rear: 5 feet SUBJECT PG®PEM Parking: Qa=a loss 2 per dwelling Uses Allowed: Single-Family Homes, Home Occupations, Group Homes. Land Use Existing Land Use Future Land Use z� NSUBJECT, SUBJECij PROPERTY/ // PROPERTY M2 j O Vacant O Drainage _ Park O Low Density - Commercial _ Floodplain Residential OLow Density Conservation/ public/Semi-Public O Med.Density ® Permanent Residential Preservation Residential Open Space Public Notification 1 Notices mailed inside 200' buffer R 15 Notices mailed outside 200' buffer P� N £� Notification Area t ® R5 Opposed: 0 (0.00%) Separate Opposed Owners. 0 SUBJECT PROPERTY CR 22 In Favor: 0 (0.00%) M Notified property owner's land in square feet/Total square footage of all property in the notification area = 1%. -=1 Percentage of public opposition 5 Planning Commission and Staff Recommendation Approval of the "RS-4.5" Single-Family 4.5 District Utilities Water: 48-inch CSCP Wastewater: .�; In process rR , Gas: SUrJEC7 Not Available Pf�OO P�447 � Storm Water: Not Available Preliminary Plat w '1 7 7 III j I ,� z -- W . 77 F w: g Previous Notice Area W 0 R a y m a d c FR SUB.IECT PROPERTY 9\is CR-22 9 R s 14 0 - b a c i "1 4 i f ff� m _ s SUB EG f/ kib r Feet `" GALS. 0621-07 Aerial with Subject Property SUBJECT Subject P20P8RF .`4 Properly N A v r Map scale: 1:10,000 1 i M City of tocArroPChfisti se F AGENDA MEMORANDUM NIoHP�HPtE� Public Hearing and First Reading for the City Council Meeting October 19, 2021 1852 Second Reading for the City Council Meeting of October 26, 2021 DATE: September 23, 2021 TO: Peter Zanoni, City Manager peterz(a)cctexas.com 361-826-3220 FROM: Daniel McGinn, AICP, Director of Planning Dan ielmc(a)cctexas.com 361-826-7011 Urban Transportation Plan Amendment— Realignment of Martin Street to Lands Road CAPTION: Ordinance amending the Urban Transportation Plan (UTP) map of Mobility CC, a transportation element of the Comprehensive Plan of the City of Corpus Christi, by shifting a proposed C1 Minor Residential Collector to the east, thereby extending Martin Street toward the south approximately 1,100 feet and connecting Martin Street to Lands Road. SUMMARY: As requested by Urban Engineering, on behalf of the landowner/developer MVR Construction Company, this ordinance amends the Urban Transportation Plan by realigning a proposed C1 Minor Residential Collector Street from within the proposed Saratoga Downs Unit 4 single-family subdivision to the east edge of the subdivision, resulting in the connection of Martin Street to the future Lands Road. The realignment creates a more efficient transportation network that is coordinated with future land uses. BACKGROUND AND FINDINGS: The segment of Martin Street proposed for realignment is categorized as a C1 Minor Residential Collector. This request is associated with the future development of Saratoga Downs Unit 4, which is a 33-acre single-family development located approximately 1,450 feet west of the Crosstown Extension (SH 286) and 1,300 feet north of Saratoga Boulevard (SH 357). The Collector street type collects and distributes traffic to and from local streets, other collectors, arterials, and freeway frontage roads. The function of this street type is to "collect" neighborhood traffic and strategically direct the traffic to the arterial grid system. However, the Collector street system should not create high speed "short cuts" through residential neighborhoods. The ideal Collector street intersection spacing between Arterials is 0.25 to 0.50 miles apart. On-street parking and direct access to single-family dwellings from this street type is discouraged. The proposed change will impact the subject property along with the neighboring property to the east. The current alignment proposes a C1 Collector to curve through the subject property connecting into the future Lands Road. The proposed realignment shifts the road east, making it a straight connection between Martin Street and Lands Road. The proposed realignment would also split the necessary right-of-way between the subject property and the undeveloped property to the east. One of the items considered when developing the Urban Transportation Plan was to place proposed streets on property lines when possible. The placement of streets along property lines allows for shared responsibility for construction and equal access to the properties. Land Use The current zoning of the subject property is RS-4.5 Single-Family and the affected property to the east is zoned IL Light Industrial. Shifting the Collector Street to the east along the border of the two properties creates a buffer between the two conflicting land uses. Additionally, the areas east of the subject property and east of the proposed extension of Martin Street are within the Navy's Accident Potential Zone 2 (APZ-2), where non-residential and less intense commercial and industrial uses are recommended. Grid System With the grid pattern, Arterial streets are planned every 1 to 1'/2 miles with Collector streets filling in the grid of Arterial streets and spaced every 114 to '/2 mile. A grid system increases the street network's ability to handle traffic. The grid pattern increases connectivity, increases the number of routes available to all users, and helps address congestion. Having alternate routes available to drivers/pedestrians/bicyclists makes for a more convenient transportation system for all users; assists emergency responders; and facilitates convenient detours during construction. Analysis of the Amendment Overall, connectivity is adequate in both the current plan and proposed realignment, but the shifting of the alignment east addresses a few issues. The proposed amendment will: • Maintain an adequate and efficient street network for the proposed land uses. • Improve connectivity by creating a grid pattern of streets. • Better separate residential uses from light industrial uses. ALTERNATIVES: No viable alternatives were evaluated. FISCAL IMPACT: Adoption of this plan amendment does not have a financial impact. Funding Detail: Fund: N/A Organization/Activity: N/A Mission Element: N/A Project # (CIP Only): N/A Account: N/A RECOMMENDATION: Staff, Planning Commission, and the Transportation Advisory Commission recommend approval of the proposed amendment to the Urban Transportation Plan. LIST OF SUPPORTING DOCUMENTS: • Ordinance with Map Exhibit • Applicant Request for UTP amendment • PowerPoint Ordinance amending the Urban Transportation Plan (UTP) map of Mobility CC, a transportation element of the Comprehensive Plan of the City of Corpus Christi, by shifting a proposed C1 Minor Residential Collector to the east, thereby extending Martin Street toward the south approximately 1,100 feet and connecting Martin Street to Lands Road. WHEREAS, the Transportation Advisory Commission and Planning Commission have forwarded to the City Council their recommendation concerning the amendments to the Corpus Christi Urban Transportation Plan map of Mobility CC, a transportation element of the Comprehensive Plan of the City of Corpus Christi, Texas; WHEREAS, Planning Commission held a public hearing regarding amendments to the Corpus Christi Urban Transportation Plan map, during which all interested persons were allowed to be heard; WHEREAS, City Council held a public hearing, regarding amendments to the Corpus Christi Urban Transportation Plan map, during which all interested persons were allowed to be heard; and WHEREAS, the City Council has determined that these amendments would best serve public health, necessity, and convenience, and the general welfare of the City of Corpus Christi, and its citizens; BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The Corpus Christi Urban Transportation Plan map of Mobility CC, an element of the Comprehensive Plan of the City of Corpus Christi, Texas (the "Comprehensive Plan"), is amended for a realignment of Martin Street to Lands Road, a planned C1 Minor Residential Collector, as shown on Exhibit "A," which is attached to this ordinance and incorporated into this ordinance by reference as if fully set out in its entirety. SECTION 2. To the extent the amendments made by this ordinance represent a deviation from the Comprehensive Plan, the Comprehensive Plan is amended to conform to the amendments made by this ordinance. SECTION 3. The Comprehensive Plan, as amended from time to time and except as changed by this ordinance, remains in full force and effect. SECTION 4. Any ordinance or part of any ordinance in conflict with this ordinance is expressly repealed by this ordinance. SECTION 5. The City Council intends that every section, paragraph, subdivision, clause, phrase, word, or provision of this ordinance be given full force and effect for its purpose. Therefore, if any section, paragraph, clause, phrase, word, or provision of this ordinance is held invalid or unconstitutional by final judgment of a court of competent jurisdiction, that judgment shall not affect any other section, paragraph, subdivision, clause, phrase, word, or provision of this ordinance. SECTION 6. This ordinance is effective 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 EXHIBIT x.- UTP Amendment - Deletion and Replacement of Collector Roadway "' Nam s DORADO C1 {„ O °�- R�narssloN �� -fid 1 m�� x �r � � D• � ., ._ b • Al - f S Padre la{srn g �p w` a 5araooga Blvd m.. r, �= 017 JUSTIFY - — KENTUCKYDERRY I. -ter =` SECRETARIAT —`- ti PMM-Op •• tidy "�i'Gfi�� r"s:�IF.�rnrrir���i C1 94G rte- ^+ TTN L' . Ic GCT iO � 3j OI IIIIIIIIG U ',. ®® 4 i b - LANDS x lip Jo, a' W A3 ----_-- SARATOGA �n Legend UTP Roadways ----- MajorArterial-Proposed - Proposed Development Site Minor Arterial-Existing Minor Collector-Existing NuecesPercels Secondary Arterial-Existing ---- Minor Collector-Proposed Existing Road Centerline ...... Secondary Arterial-Proposed Freeway-Existing �( UTP Road Deletion Major Arterial-Existing —- UTP Road Addition 0 500 1,000 2,000 Feet Job No. 4916.C1.00 URBAN ENGINEERING August 18, 2021 Annika Gunning Yankee, AIG Planning Manager City of Corpus Christi 1201 leopard Street Corpus Christi, Texas 78401 Subject: URBAN TRANSPORTATION PLAN AMENDMENT REQUEST Dear Annika: Per your request, please see responses to task associated with "Urban Transportation Plan Amendment Guidelines for Evaluation." TASK 1 EVALUATE NEED FOR THOROUGHFARE PLAN AMENDMENT Proposed UTP Amendment is necessary to maintain alignment of UTP street (Martin Street) on property line and avoid all of its ROW dedication and improvement cost being borne by a single property Owner. The realignment also provides a division between residentially zoned property and light industrial property within the AICUZ zone that the existing alignment does not. The proposed alignment places the UTP collector road on the perimeter of a residential development and light industrial property where it better serves its intended function rather than traversing through the middle of the proposed residential development. Additionally, the proposed alignment placing collector on the perimeter of the proposed residential development makes the land uses more efficient. The proposed realignment does not impact or otherwise change the mobility or capacity of existing system. TASK 2 EVALUATE POTENTIAL IMPACT ON CITY MASTER PLANS, CIP OR BOND PROGRAM The proposed realignment does not impact City Master Plans, CIP or Bond Program. TASK 3 RECOMMEND POTENTIAL MODIFICATIONS TO THE UTP We are recommending a minor realignment to the current UTP that does not impact mobility or capacity and better serves proposed land uses and development. Please consider the requested UTP Amendment and let me know if you have any questions. Sincerely, URBAN ENGINEERING MFHIek Murray F. Hudson, P. E. (361)854-3101 2725 SWANTNER DR. + CORPUS CHRISTI,TEXAS 78404 FAX (361)854-6001 www.urbaneng com TBPF Flrm X145 TBPLS Firm µ10032400 Exhibit Martin street C1 collector partially ' developed. Lands Road C1 collector partially developed. a. Zoning (, Un-named C1 collector undeveloped. IL Zoning e f CURRENT URBAN • TRANSPORTATION PLAN � AV gill j! 1111im-mg! March 24,2021 1:7,200 Transportation Plan Collector2 Existing Beach Parking Existing o 0.05 0.1 0.2 mi Arterial Al Existing 0 0.1 0.2 0.4 km Collector2 Proposed Beach Parking Proposed Arterial Al Proposed Collector3 Existing -- Arterial RA1 Proposed Arterial A2 Existing Collector3 Proposed - Arterial RA2 Existing Arterial A2 Proposed Gulf Beach Arterial RA2 Proposed Arterial A3 Existing Freeway Existing " Arterial RA3 Proposed Arterial A3 Proposed Freeway Proposed Railroad Collectorl Existing Bikeway Existing Runway Texas Parks & Wldlife, Esri, HERE, Garmin, INCREMENT P, Intermap,USGS,METI/NASA,EPA,USDA Collectorl Proposed UE GIS Bikeway Proposed Sea Wall Urban Engineering Exhibit .,n Martin street C1 Eliminate this collector partially ' alignment. developed. Lands Road C1 collector partially developed. r, RS-4.5 !" Zoning a a`' Proposed new alignment. Extend °u. Martin Street C1 collector. IL Zoning r, k PROPOSED URBAN TRANSPORTATION PLAN •.� /` NETWORK ` March 24,2021 1:7,200 Transportation Plan Collector2 Existing Beach Parking Existing o 0.05 0.1 0.2 mi Arterial Al Existing 0 0.1 0.2 0.4 km Collector2 Proposed Beach Parking Proposed Arterial Al Proposed Collector3 Existing -- Arterial RA1 Proposed Arterial A2 Existing Collector3 Proposed - Arterial RA2 Existing Arterial A2 Proposed Gulf Beach Arterial RA2 Proposed Arterial A3 Existing Freeway Existing " Arterial RA3 Proposed Arterial A3 Proposed Freeway Proposed Railroad Collectorl Existing Bikeway Existing Runway Texas Parks & Wldlife, Esri, HERE, Garmin, INCREMENT P, Intermap,USGS,METI/NASA,EPA,USDA Collectorl Proposed UE GIS Bikeway Proposed Sea Wall Urban Engineering OFFSET RIOI-ITS-OF-WAY Right-of-way dedications during the subdivision process are intended to be shared equally between adjacent property owners. Occasionally, existing development one side of the roadway will become an obstacle to increasing the right-of-way equally on both sides of the roadway. In such cases an more right-of-way will need to be acquired on one side of the roadway then the other, In such cases the City will acquire, through dedication, up to one half of the total street right-of-way with the re- maining "offset" portion to be purchased by the City or some other public entity. Until the City has the funds available for purchase of the rights-pf--way, a building line shall be placed on the property, as indicated by an offset right-of-way designation on the Transportation Plan Map and / or subdivi- sion plat. The purpose of the building line is to prevent structures from being erected on property that will later be purchased for street widening. Yard requirements must be measured from the future right-of-way line established by the Building Line. The following is a list of streets where an off-set may occur: i • Wooldridge Road between Rodd Field Road and the extension of Ennis Joslin Drive • State Highway 361 between the Packery Channel and the Port Aransas City Limits • County Road 52 (Haven Drive) extended east of McKenzie Road • Holly Road east of Rodd Field Drive • Chapman Ranch Road (State Highway 286) south F.M. 43 • Graham Road between Laguna Shores Road and the Cayo Del Oso • Clarkwood Road between State Highway 44 and I.H. 37 • Carbon Plan Road between IH 37 and Nueces River • Cimarron Boulevard between Yorktown and Oso Parkway Note: a minimum 20 foot yard requirement must be provided in addition to the above rights-of-way. I UTP Amendment - Deletion and Replacement of Collector Roadwayma `• _ D \I�IIIIIIIIIII, - DORADOC-7 O i JUSTIFY Jill 110510 110 1111111 1112211OW .._�_ KENTUCK _ Y DE J' ECRETARIAT �rpA Ay I O�-C �` Z �Uk W ¢. CO LANDS LANDS ` N w w CO N OWQ� saaaTOGA A3 Legend UTP Roadways ..... Major Arterial - Proposed - Proposed Development Site Minor Arterial - Existing Minor Collector- Existing NuecesParcels Secondary Arterial - Existing - Minor Collector- Proposed Existing Road Centerline ------ Secondary Arterial - Proposed Freeway - Existing X X UTP Road Deletion Major Arterial - Existing ■ UTP Road Addition 0 500 1,000 2,000 g Feet Urban Transportation Plan (UTP) Amendment - Realignment of Martin Street to Lands Road City Council Presentation October 19, 2021 Study Area & UTP Martin�treet� - UTP Amendment Request �' �age�N ,. 1 r _Prepmed o.rN«�xnt s� ' f, FI PartN 8aunes • ' I. ... .. . $ fITP A3 F, S5RaaAwaYs ♦n+ Ct 1 AY �Im«Arnnel.ExnYng i ` Y A, C7 A, Cs L ._4F«Asti al.Piepee.d 1 JC1 Al Q — C1' �Seeeneay Anew.Esisenp —•A2••••/�./ E' — 1 j ..sx�cnamy cir,im.Piopey.a ° ' v AI �tN«ARnaL E:esiy Holly Rd -'A2' —'A1��A1 - —un«Gn[eebr.Exnbnp •Cj�'1 1 f Ati A3 A? 1 I —SeconGm�oNecler.Exi6tlnp �nn C7'j JII` +r rr 1 V 1 -�•x..x:a+e:x:r,E mk. Gi P•eeha •�9 t.armmee A3 1 A'7 1 •• Pakw.s Cgtcry...Pmn..fA SaraGtoga Blvd 1 1 A] A3 A3 3' Proposed xsd Develo ment G+ .-L—oe�wc,:ar lNx-l---------——-lY....—' A3• 1 F,; Ai-� Ile cl C, F F3 2 �I ' Background • MVR Construction Company (landowner) has plans to construct a 33-acre single-family development. • The current UTP proposes a C1 Collector Street to cut through the center of the subject property. • MVR Construction Co. is requesting to realign the proposed C1 Collector by shifting it to the east of their property. Urban Transportation Plan Martin Street - UTP Amendment Request J �a - Legend '• xel sw mos DOr�Af O. � MISSION a _ V � C _xruin9 3e�Guatciline U�Ro4d , EL PASn „�,, T eecma a G h --w.zl s.WrWWy an.n,r-P.o�..a r�.� ]u SiIFY� �Wlu¢�wnnenx.;.xrMinp ..� C ..W}Iuyr:n�kn�-pro{;reea KEH,jCXY❑ERBY �fGllhlner Gelxta E.v-9 O LL — I�IIMncr Cele..§.Pr ,d SEC.—WAT Ft f.e.ey-E.�wiw HAYS ENP m p tleiup� Ci x W r- � ere.rr .A,'..— Q � ( y � � ti a C1 !ANUS, iANDS �r ci y x z o a 4 a � w S a Y a A.3 —A3.... sARATccu..----'3 -_A3—,A3— � a 4 v W UTP/Zoning/AICUZ Martin Street- UTP Amendment Request Legentl � Pend 6eunea 61�d i � rz RraaaT � Ire]iwmraann hiauq ■ I 1 �rn�...e.re.ryrn.��wig r 854,5 �� ry —,.-� ..d. ------ ��.�'•; a>an 4 R5 4.r 'a °y, L j Yan�W Oouev 1 rf(`- 3wMnp Obnkl Al ri Saratoga Downs Unit 4 Subdivision Layout 2 � 6 Recommendation Staff and Planning Commission recommends approval. The realignment of the future street will: • Maintain an adequate and efficient street network for the proposed land uses in the area. • Improve connectivity. • Provide buffer between the subject property (single-family) and the neighboring Light Industrial property. �pUS C °° , Ili off' y 11 ,a AGENDA MEMORANDUM NCOAp 0 P p9E0 1852 First Reading for the City Council Meeting of October 19, 2021 Second Reading for the City Council Meeting of October 26, 2021 DATE: October 19, 2021 TO: Peter Zanoni, City Manager FROM: Jeff H. Edmonds, P. E., Director of Engineering Services 0effreye(a)-cctexas.com (361) 826-3851 Dante Gonzalez, Interim Director of Parks and Recreation DanteG(a-)cctexas.com (361) 826-7323 Heather Hurlbert, Director of Finance & Procurement Heatherh3(a-)cctexas.com (361) 826-3227 Construction Contract Award Packery Channel Restoration Project CAPTION: Ordinance accepting and appropriating three Federal Emergency Management Agency - Public Assistance reimbursement grants in the amounts of up to $4,315,109.40 (sidewalk project), $9,214,870.50 (channel project) and $49,841.92 (stormwater project) for the Packery Channel Restoration to the Parks and Storm Water CIP Funds; and awarding a construction contract to Callan Marine, Ltd., in an amount of$12,359,049.30 for the Packery Channel Restoration Project, located in Council District 4, with FY2022 funding available from the Parks, TIF2, and Storm Water CIP Funds. SUMMARY: This ordinance accepts and appropriates a Federal Emergency Management Agency (FEMA) - Public Assistance (PA) reimbursement grant in the total amount of up to $13,579,821.82 to assist with Hurricane Harvey repairs to the Packery Channel as a result of Hurricane Harvey. This item also awards the Packery Channel Restoration construction contract to Callan Marine, Ltd. in the amount of$12,359,049.30. This project includes repairs to shoreline protection, sidewalks, bollards and other damaged structures at the Packery Channel. BACKGROUND AND PURPOSE: Hurricane Harvey made landfall in the vicinity of Rockport, TX as a Category 4 storm on August 25, 2017. As the hurricane approached, the westerly winds caused gulf waters to flow into Corpus Christ Bay through the Port Aransas and Packery Channels. As the eye of the storm passed to the north of Corpus Christi, the winds continued to increase in intensity and reversed to an easterly direction. The wind reversal caused a sudden and intense flow reversal in the Packery Channel. The high velocity flow caused extensive erosion that undermined the channel's articulated block mat revetment system and adjoining walkways. On August 26, 2017, President Trump signed a major disaster declaration for the State of Texas opening the door for FEMA Public Assistance Funds. City staff worked with FEMA officials from the date of the disaster declaration until January 30, 2020 to secure the assistance. On that date, FEMA announced the determination that the United States Army Corps of Engineers (USACE) had authority to restore the Packery Channel which rendered the project ineligible for FEMA funding due to CFR 44 CFR § 206.226. The regulation states that, "generally, disaster assistance will not be made available under the Stafford Act when another Federal agency has specific authority to restore facilities damaged or destroyed by an event which is declared a major disaster." In May 2021, the FEMA reversed their earlier position and declared that the Packery Channel repairs were not eligible for USACE assistance. That determination re-opened the door for FEMA Public Assistance. The City was notified on September 14, 2021 that the Packery Channel Restoration project had cleared eligibility, which was then followed by the receipt of an official FEMA PA award letter. The FEMA PA award is intended to fund 90% of the repair cost leaving a 10% local share. The FEMA PA obligated amount is $13,579,821.82. The City is the subrecipient and the funding flows to the City through the Texas Division of Emergency Management. The FEMA PA Program funds large projects as reimbursements in arrears. When the applicant submits documentation of eligible costs, FEMA will release funds in the amount of 90% of the eligible cost amount. When combined with the design costs and an allowance for testing and other costs during construction, the total FEMA eligible costs are currently estimated at around $13 million. That will require a final local match of about$1.3 million which will come from TIF2 funding. The Packery Channel Restoration Project consists of repairs to shoreline protection and related appurtenances at Packery Channel. Work includes demolition and removal of damaged articulating block mat revetment, concrete walkway, and bollard/cable barriers; construction of riprap revetment; placement of riprap as toe protection along the Iandside section of two jetties; re-setting displaced riprap and armorstone blocks along two jetties; construction of new concrete walkways; construction of a drainage swale lined with concrete block mats; improvements to five existing storms drains; construction of five new storm drains; and replacement of a section of aluminum handrail along one walkway. PROJECT TIMELINE: 2021 - 2023 October 2021 — March 2023 Construction Project schedule reflects City Council award in October 2021 with anticipated completion in March 2023. COMPETITIVE SOLICITATION PROCESS The Packery Channel Restoration project was originally advertised for construction in October 2019. No bids were received. The Contracts and Procurement Department reissued a Request for Bids in August 2021. On September 15, 2021, the City received bids from three firms. The City analyzed the bids in accordance with the contract documents and determined Callan Marine, Ltd. is the lowest responsive and responsible bidder. A summary of the bids is provided below: BID SUMMARY CONTRACTOR BASE BID Callan Marine, Ltd. $12,359,049.30 Brizo Construction $15,893,797.50 Cayo, LLC $18,545,850.00 Engineer's Opinion of Probable Construction Cost $15,600,000.00 Callan Marine, Ltd. has not previously conducted work for the City of Corpus Christi but has extensive experience with similar types of projects. They have completed projects such as: U.S. Army Corps of Engineers Lower Bay Reach, Channel Improvement Project, Corpus Christi; MODA Dock Dredging, Ingleside, TX; Flint Hills Resources Maintenance Dredging, Corpus Christi, TX; Voestalpine Maintenance Dredging, Corpus Christi, TX; and other channel improvements in Texas. ALTERNATIVES: Not awarding the construction contract will delay the Packery Channel Restoration project and risk further damage and erosion. FISCAL IMPACT: The fiscal impact in FY2022 is appropriating three grants for an amount up to $13,529,979.00 to the Parks and Storm Water CIP Funds. The City has a 10% project cost share for a budgeted amount of $1,503,331.10 available from the TIF2 Fund. The construction contract award is an amount of$12,359,049.30 with funding available from the Parks,TIF2, and Storm Water CIP Funds. FUNDING DETAIL: The Capital Improvement Program (CIP) shows the project is planned for FY2022 and FY2023. The project is ready to be implemented and expenditures are within budget as shown in the CIP for the combined fiscal years. Reference project H17019 in the FY21-22 CIP. Fund: Park CIP (Fund 3280) Mission Elem: Mng Parks & Rec Facilities (141 ) Project: Packery Channel TDEM Restoration (Project No. 21200) Account: Construction (550910) Activity: 21200-3280-EXP Amount: $9,214,870.50 Fund: PackChProjTIF2 (Fund 3278) Mission Elem: Packery Channel (717) Project: Packery Channel TDEM Restoration (Project No. 21200) Account: Construction (550910) Activity: 21200-3278-EXP Amount: $2,187,316.64 Fund: Park CIP (Fund 3280) Mission Elem: Mng Parks & Rec Facilities (141 ) Project: Packery Channel TDEM Sidewalk (Project No. 21201) Account: Construction (550910) Activity: 21201-3280-EXP Amount: $780,548.39 Fund: PackChProjTIF2 (Fund 3278) Mission Elem: Packery Channel (717) Project: Packery Channel TDEM Sidewalk (Project No. 21201) Account: Construction (550910) Activity: 21201-3278-EXP Amount: $86,728.00 Fund: Storm Water CIP (Fund 3480) Mission Elem: Drainage Infra — Surface/Pipes (043) Project: Packery Channel TDEM Sewer (Project No. 21202) Account: Construction (550910) Activity: 21202-3480-EXP Amount: $49,841 .92 Fund: Storm Water 2021 CIP (Fund 4533) Mission Elem: Drainage Infra — Surface/Pipes (043) Project: Packery Channel TDEM Sewer (Project No. 21202) Account: Construction (550910) Activity: 21202-4533-EXP Amount: $39,743.85 RECOMMENDATION: Staff recommends awarding a construction contract for Packery Channel Restoration Project (District 4) in the amount not to exceed $12,359,049.30 to Callen Marine, Ltd. LIST OF SUPPORTING DOCUMENTS: Ordinance Location Map Bid Tabs Award Letters Ordinance accepting and appropriating three Federal Emergency Management Agency - Public Assistance reimbursement grants in the amounts of up to $4,315,109.40 (sidewalk project), $9,214,870.50 (channel project) and $49,841.92 (stormwater project) for the Packery Channel Restoration to the Parks and Storm Water CIP Funds; and awarding a construction contract to Callan Marine, Ltd., in an amount of$12,359,049.30 for the Packery Channel Restoration Project, located in Council District 4, with FY2022 funding available from the Parks, TIF2, and Storm Water CIP Funds. Be it ordained by the City Council of the City of Corpus Christi, Texas: Section 1. The Federal Emergency Management Agency (FEMA) grant in the amount of $4,315,109.40 for the Packery Channel Sidewalk Project and the FEMA grant in the amount of$9,214,870.50 for the Packery Channel Restoration Project is accepted and appropriated in Fund No. 3280. Section 2. The FEMA grant in the amount of $49,841.92 for the Packery Channel Storm Sewer Project is accepted and appropriated in Fund No. 3480. Section 3. The City Manager or designee is authorized to execute a construction contract with Callen Marine, Ltd. of Corpus Christi, Texas as the lowest responsive, responsible bidder in the amount of$12,359,049.30 for the Packery Channel Restoration Project. 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 Page 1 of 2 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 2 of 2 � ww. e a N SCALE: N.T.S. Mw PROJECT LOCATION VICINITY MAP ; NOT TO SCALE 361 P22 LAGUNA PROJECT LOCATION MADRE RESORT P'�C E Y CHA EL WHITECAP GULF O F MEXICO S EA p/ BOB HALL PIER LOCATION MAP Project Number: H 17019 NOT TO SCALE CITY COUNCIL EXHIBIT PACKERY CHANNEL RESTORATION CITY OF CORPUS CHRISTI,TEXAS VONI DEPARTMENT OF ENGINEERING SERVICES .y" IY 11 p ,d SCALE: N.T.S. I� d 361 t i PROJECT LOCATION �4. CK E RCHA «�- ♦ �� aW 7wW ..,, 1116 .. 11 s, L < '_ AERIA NOT TO SCALE Project Number: H 17019 CITY COUNCIL EXHIBIT PACKERY CHANNEL RESTORATION CITY OF CORPUS CHRISTI,TEXAS VONI DEPARTMENT OF ENGINEERING SERVICES TABULATION OF BIDS CITY OF CORPUS CHRISTI,TEXAS-CONTRACTS AND PROCUREMENT DEPT. BID DATE:September 15,2021 COCC PACKERY CHANNEL RESTORATION Callan Marine,Ltd Brizo Construction CAYO,,LLC PROJECT H17019 4800 Old Port Industrial 9100 CanniffStreet 1400 Everman Pkwy 116 RFB 3797 Galveston,TX 77586 Houston,TX 77017 Fort Worth,TX 76140 ITEM DESCRIPTION UNIT QUANTITY UNIT PR AMOUNT UNIT PR AMOUNT UNIT PR AMOUNT PART A-GENERAL Al Mobilization Max.S% LS 1 $ 317,895.00 $ 317,895.00 $ 794,302.00 $ 794,302.00 $ 900,000.00 $ 900,000.00 A2 Bonds&Insurance AL 1 $ 210,914.00 $ 210,914.00 $ 114,000.00 $ 114,000.00 $ 140,000.00 $ 140,000.00 A3 Construction Surveys LS 1 $ 80,557.00 $ 80,557.00 $ 41,137.00 $ 41,137.00 $ 150,000.00 $ 150,000.00 A4 Pre-Construction Hazard LS 1 Survey $ 12,400.00 $ 12,400.00 $ 154,263.00 $ 154,263.00 $ 50,000.00 $ 50,000.00 AS SWPPP LS 1 $ 54,531.00 $ 54,531.00 $ 121,000.00 $ 121,000.00 $ 150,000.00 $ 150,000.00 Demolition/Removal of A6 Concrete Walkway(Sta SF 18,830 24+405 to 42+735) $ 3.00 $ 56,490.00 $ 15.50 $ 291,865.00 $ 20.00 $ 376,600.00 Demolition/Removal of ABM A7 Revetment(Sta 28+OON to LS 1 34+72N) $ 30,974.00 $ 30,974.00 $ 32,630.00 $ 32,630.00 $ 250,000.00 $ 250,000.00 Demolition/Removal of ABM A8 Revetment(Sta 20+OOS to LS 1 42+735) $ 103,860.00 $ 103,860.00 $ 85,870.00 $ 85,870.00 $ 750,000.00 $ 750,000.00 Reach 1--Re-Set Jetty Armor A9 Stone EA 84 $ 401.00 $ 33,684.00 $ 2,571.00 $ 215,964.00 $ 2,000.00 $ 168,000.00 A10 Reach 1--Aluminum Handrail LS 1 Sta 44+09N to 44+39N $ 13,395.00 $ 13,395.00 $ 5,399.00 $ 5,399.00 $ 5,000.00 $ 5,000.00 Reach 2 Landside Jetty A11 Improvements(Sta 34+72N to LF 818 42+90N) $ 923.00 $ 755,014.00 $ 1,200.00 $ 981,600.00 $ 900.00 $ 736,200.00 Reach 2 Landside Jetty Al2 Improvements(Sta 42+735 to LF 872 51+455) $ 846.00 $ 737,712.00 $ 1,100.00 $ 959,200.00 $ 750.00 $ 654,000.00 Reach 3 Revetment(Sta A13 2+50N to 6+70N) LF 420 $ 786.00 $ 330,120.00 $ 1,300.00 $ 546,000.00 $ 1,500.00 $ 630,000.00 Reach 3 Revetment(Sta A14 7+80N to 10+50N LF 270 $ 1,913.39 $ 516,615.30 $ 1,400.00 $ 378,000.00 $ 1,800.00 $ 486,000.00 Reach 3 Revetment(Sta A15 10+50N to 28+OON LF 1,750 $ 978.00 $ 1,711,500.00 $ 1,350.00 $ 2,362,500.00 $ 1,250.00 $ 2,187,500.00 Reach 3 Revetment(Sta A16 28+OON to 34+72N LF 672 $ 1,068.00 $ 717,696.00 $ 1,800.00 $ 1,209,600.00 $ 2,200.00 $ 1,478,400.00 Reach 3 Revetment(Sta A17 O+OOS to 14+305 LF 1,430 $ 691.00 $ 988,130.00 $ 1,200.00 $ 1,716,000.00 $ 1,100.00 $ 1,573,000.00 Reach 3 Revetment(Sta A18 16+705 to 20+OOS LF 330 $ 1,326.10 $ 437,613.00 $ 1,100.00 $ 363,000.00 $ 1,800.00 $ 594,000.00 Reach 3 Revetment(Sta A19 20+OOS to 27+OOS LF 700 $ 2,121.00 $ 1,484,700.00 $ 2,020.00 $ 1,414,000.00 $ 2,600.00 $ 1,820,000.00 Reach 3 Revetment(Sta A20 27+OOS to 42+735) LF 1,573 $ 1,410.00 $ 2,217,930.00 $ 1,850.00 $ 2,910,050.00 $ 2,000.00 $ 3,146,000.00 Reach 3 Drainage Swale(Sta A21 16+905 to 42+73S LF 2,583 $ 196.00 $ 506,268.00 $ 95.00 $ 245,385.00 $ 250.00 $ 645,750.00 Reach 3 Discharge Pipe A22 Improvements North Bank EA 5 $ 8,056.00 $ 40,280.00 $ 17,175.00 $ 85,875.00 $ 20,000.00 $ 100,000.00 Reach 3 New Inlet Structures A23 and Discharge Pipe(South EA 5 Bank) $ 8,056.00 $ 40,280.00 $ 5,547.00 $ 27,735.00 $ 30,000.00 $ 150,000.00 A24 Concrete Walkway(Sta SF 18,830 24+405 to 42+73S) $ 27.00 $ 508,410.00 $ 11.35 $ 213,720.50 $ 30.00 $ 564,900.00 Bollard/Cable Barriers(Sta A25 24+405 to 42+73S LS 1 $ 51,240.00 $ 51,240.00 $ 166,157.00 $ 166,157.00 $ 200,000.00 $ 200,000.00 Replace Wire Rope&Bollard A26 Covers in Bollard/Cable LS 1 Barriers 8+40N to 34+72N $ 69,681.00 $ 69,681.00 $ 150,576.00 $ 150,576.00 $ 150,000.00 $ 150,000.00 Replace Wire Rope&Bollard A27 Covers in Bollard/Cable LS 1 Barriers O+OOS to 14+305 $ 68,153.00 $ 68,153.00 $ 82,434.00 $ 82,434.00 $ 100,000.00 $ 100,000.00 Replace Wire Rope&Bollard A28 Covers in Bollard/Cable LS 1 Barriers 16+705 to 24+405 $ 36,727.00 $ 36,727.00 $ 42,935.00 $ 42,935.00 $ 50,000.00 $ 50,000.00 A29 Fill Voids with Cementitious CY 115 Fill $ 264.00 $ 30,360.00 $ 360.00 $ 41,400.00 $ 700.00 $ 80,500.00 Removal and Disposal of A30 Submerged Items from EA 16 Channel $ 5,995.00 $ 95,920.00 $ 2,575.00 $ 41,200.00 $ 10,000.00 $ 160,000.00 A31 Allowance for Unanticipated LS 1 Repairs $ 100,000.00 $ 100,000.00 $ 100,000.00 $ 100,000.00 $ 100,000.00 $ 100,000.00 SUBTOTAL: $12,359,049.30 $15,893,797.50 $18,545,850.00 OTAL BASE BID: $12,359,049.30! 1 $15,893,797.501 5,850 nn Page 1 of 1 61'i T D E ��'yct'ux To T xm A&M Uri WERSTl Y SYMM September 13, 2021 Alma Casas Assistant Director of Finance Corpus Christi DUNS Number 069457786 FIPS Number 355-17000-00 Subject: Public Assistance Grant, 4332, Texas Hurricane Harvey Catalog of Federal Domestic Assistance (CFDA) number 97.036 Federal Award Identification Number (FAIN), 4332DRTXP0000001 FEMA Project Worksheet 4514 Project Title: Packery Channel Restoration Period of Performance 2/25/2018 to 2/25/2019 An award to your Public Assistance subgrant has been completed by the Texas Division of Emergency Management (IDEM). PW 4514 Version/ Total Subgrant Federal Federal Cost Local Cost Local Cost Amendment Date Amount Cost Share Share Amount Share Share Amount Percentage Percentage 0 8/31/2021 $10,238,745.00 90.00% $9,214,870.50 10.00% $1,023,874.50 Totals $10,238,745.00 $9,214,870.50 $1,023,874.50 This award is not for Research or Development as defined in 2 CFR 200.87. No indirect costs are available with this award, unless authorized by Section 324 of the Stafford Act. Direct Administrative Costs are allowable as outlined in the project scope. A copy of the project worksheet can be viewed at the version tab in GMS for this project, grants.tdem.texas.gov and is also attached for your convenience. Your project worksheet may have environmental and historical considerations and conditions that must be met. A copy of the Record of the Environment Consideration 10_"3 1.aPosada 1)r Ste "00 Aki"s(In IeXas 7S 24 Hours: �12-=424-2208, Fax 512-424-2444 (REC) can be viewed at the version tab in GMS for this project as well and is also attached. The terms and conditions remain in effect as outlined in the original Grant Terms and Conditions, and any subsequent State amendments. Pursuant to 44 CFR §206.206, Appeals, you may appeal this determination within 60 days of receipt of this notification. You will need to provide your appeal with any documentation supporting your position to your assigned TDEM PA Support Affiliate within the allotted time. If you elect to appeal, the appeal must: 1) Contain documented justification supporting your position 2) Specify the monetary figure in dispute and 3) Cite the provisions in federal law, regulation or policy with which you believe the initial action was inconsistent. If you have any questions, please contact Cory McCabe at (512) 499-1404 or email at cory.mccabe@cohnreznick.com. I0; �a TIDE II 4 la P� Fra iRlE T7Ex4s A,6u91 UniwERsrrr 51rsrEtt June 2, 2021 Alma Casas Assistant Director of Finance Corpus Christi DUNS Number 069457786 FIPS Number 355-17000-00 Subject: Public Assistance Grant, 4332, Texas Hurricane Harvey Catalog of Federal Domestic Assistance (CFDA) number 97.036 Federal Award Identification Number (FAIN), 4332DRTXP0000001 FEMA Project Worksheet 7357 Project Title: Packery Channel Sidewalk Period of Performance 8/25/2017 to 2/25/2019 An award to your Public Assistance subgrant has been completed by the Texas Division of Emergency Management (TDEM). PW 7357 Version/ Total Subgrant Federal Federal Cost Local Cost Local Cost Amendment Date Amount Cost Share Share Amount Share Share Amount Percentage Percentage 0 5/25/2021 $4,794,566.00 90.00% $4,315,109.40 10.00% $479,456.60 Totals $4,794,566.00 $4,315,109.40 $479,456.60 This award is not for Research or Development as defined in 2 CFR 200.87. No indirect costs are available with this award, unless authorized by Section 324 of the Stafford Act. Direct Administrative Costs are allowable as outlined in the project scope. A copy of the project worksheet can be viewed at the version tab in GMS for this project, grants.tdem.texas.gov and is also attached for your convenience. Your project worksheet may have environmental and historical considerations and conditions that must be met. A copy of the Record of the Environment Consideration I0;; 1. il'n tul i [7r 5t2 '106 A111111 [ex�iti IN I,1 '-4 11OLI I--4,4-„[} 1 p� �l--4'4--444 (REC) can be viewed at the version tab in GMS for this project as well and is also attached. The terms and conditions remain in effect as outlined in the original Grant Terms and Conditions, and any subsequent State amendments. Pursuant to 44 CFR §206.206, Appeals, you may appeal this determination within 60 days of receipt of this notification. You will need to provide your appeal with any documentation supporting your position to your assigned TDEM PA Support Affiliate within the allotted time. If you elect to appeal, the appeal must: 1) Contain documented justification supporting your position 2) Specify the monetary figure in dispute and 3) Cite the provisions in federal law, regulation or policy with which you believe the initial action was inconsistent. If you have any questions, please contact Cory McCabe at (512) 499-1404 or email at cory.mccabe@cohnreznick.com. I0; Capital Improvement Plan 2022 2024 City of Corpus Christi, Texas Project# H17019 Project Name Packery Channel Restoration . Type Improvement/Additions Department Parks and Recreation Useful Life 25 years Contact Park Director Category Park Improvements Priority 2 Critical-Asset Condition Status Active = c Description Hurricane Harvey tidal influences resulted in significant damage to Packery Channel and undermining of structures along channel.Preliminary investigations indicate displaced armor stone blocks along inner portion of jetties. Channel bank protection along inner portion of jetties needs to be repaired or replaced.Damaged walkways and storm drain outfalls will also be repaired. Permitting with United States Army Corps of Engineers will be required. Justification Meets the departments mission to manage and maintain parks,beaches,open spaces and recreational facilities for the community. Expenditures Prior Years 2022 2023 2024 Total Construction/Rehab 8,600,000 8,600,000 17,200,000 Design 400,000 400,000 Eng,Admin Reimbursements 66,512 900,000 900,000 1,866,512 Tom 466,512 9,500,000 9,500,000 19,466,512 Funding Sources Prior Years 2022 2023 2024 Total Certification of Obligation 4,956,576 5,200,000 10,156,576 Grant-FEMA 4,300,000 4,300,000 Tax Increment Finance District 466;512 4,543,424 5,009,936 Total 466,512 9,500,000 9,500,000 19,466,512 Budget Impact/Other 71 Increased annual maintenance cost to be budgeted in the Parks and Recreation operating budget to maintain improvements and amenities. 73 so �o o� A H AGENDA MEMORANDUM µoRPORPg4 First Reading Ordinance for the City Council Meeting October 19, 2021 1852 Second Reading Ordinance for the City Council Meeting October 19, 2021 DATE: October 19, 2021 TO: Peter Zanoni, City Manager FROM: Dante Gonzalez, Interim Director of Parks and Recreation DanteGCa)-cctexas.com (361) 826-7323 Buc Days 5-Year Special Events Agreement CAPTION: Ordinance authorizing a special events agreement with the Buccaneer Commission, Inc. for 2022- 2026 Buc Day Festival and related activities to allow use of City property including Shoreline Blvd. between Water's Edge Park and Resaca as well as the barge dock and the circle driveway adjacent to the American Bank Center, with payment of fees not to exceed $50,550 in 2022, increasing annually in the amounts stated in the agreement. SUMMARY: Special events agreement to allow for the use of City property and provide City services for the Buc Days Festival 2022-2026 events to include: Night Parade, Parade Pachanga, Professional Bull Riding, Rodeo Corpus Christi, BBQ on the Bay, and the Wings Over South Texas Air Show. BACKGROUND AND FINDINGS: Since 1938, the Buccaneer Commission Inc, a non-profit organization, has annually hosted the Buc Days Festival in Corpus Christi, Texas in support of bringing entertaining, educational, and cultural events to the Coastal Bend. There are a series of events in the Buc Days Festival to include: Night Parade, Parade Pachanga, Professional Bull Riding, Rodeo Corpus Christi, BBQ on the Bay, and the Wings Over South Texas Air Show. The Buc Days Festival will be held during the following dates from 2022 through 2026. Thursday, May 5, 2022 until Sunday, May 15, 2022; Thursday, May 4, 2023 until Sunday, May 14, 2023; Thursday, May 2, 2024 until Sunday, May 12, 2024; Thursday, May 1, 2025 until Sunday, May 11, 2025; Thursday, April 30, 2026 until Sunday, May 10, 2026. Buc Days requires participation from multiple City Departments. This proposed special events agreement includes a detailed list of fees the Buccaneer Commission will be charged for City services. ALTERNATIVES: An alternative would be for the City to deny allowance of permits and service support for the proposed special events agreement for 2022-2026 Buc Days Festival. It is in the best interest of the City to allow for all of the requested permits and services be afforded to the festival as it is an economic generator for the City and has remained a long-standing tradition in our community. FISCAL IMPACT: The agreement will provide revenue that will reimburse and offset Public Works, Solid Waste, Parks & Recreation, Police, and Fire departments expenses for services provided for the Buc Days event. With this agreement, the Buccaneer Commission, Inc agrees to pay each year the City a total cost of$50,550 for the 2022, $50,550 for 2023, $52,066 for 2024, $53,627 for 2025, and $55,235 for 2026 which include a 3% increase due to inflation for the last 3 years of the agreement. In some years where the Air Show will be included as part of the Buc Days Events, the Buccaneer Commission, Inc will pay an additional $6,000 to offset additional expenses incurred by the Parks and Recreation, Police, and Fire/EOC departments. The funding detail lists the department expenses that will be offset by the collected revenue. FUNDING DETAIL Fund: 1041 Streets Organization/Activity: 12320 Street, Signs & Svc. M E: 888 Account: 343697 Special Events Amount: $14,250 Fund: 4300 Stormwater Organization/Activity: 32000 Stormwater M E: 888 Account: 343697 Special Events Amount: $7,500 Fund: 1020 General Fund Organization/Activity: 11740 Police M E: 888 Account: 343697 Special Events Amount: $23,000 Fund: 1020 General Fund Organization/Activity: 12910 Parks and Rec M E: 888 Account: 343697 Special Events Amount: $4,000 Fund: 1020 General Fund Organization/Activity: 12010 Fire/EOC Mission Element: 888 Account: 343697 Special Events Amount: $1,800 RECOMMENDATION: Staff recommends approval of the ordinance authorizing a special events agreement with the Buccaneer Commission, Inc. for 2022-2026 Buc Days Festival and related activities. LIST OF SUPPORTING DOCUMENTS: Ordinance Agreement Ordinance authorizing a special events agreement with the Buccaneer Commission, Inc. for 2022-2026 Buc Day Festival and related activities to allow use of City property including Shoreline Blvd. between Water's Edge Park and Resaca as well as the barge dock and the circle driveway adjacent to the American Bank Center, with payment of fees not to exceed $50,500 in 2022, increasing annually in the amounts stated in the agreement. Be it ordained by the City Council of the City of Corpus Christi, Texas: SECTION 1. That the City Manager or his designee is authorized to execute special events agreement with the Buccaneer Commission, Inc. for 2022-2026 Buc Day Festival and related activities to allow use of City property including Shoreline Blvd. between Water's Edge Park and Resaca as well as the barge dock and the circle driveway adjacent to the American Bank Center, with payment of fees not to exceed $50,500 in 2022, increasing annually in the amounts stated in the agreement. 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 1 BUC DAYS 2022 - 2026 SPECIAL EVENTS AGREEMENT State of Texas § Know All By These Presents: County of Nueces § Whereas, City Council has previously authorized agreements for use of City property for the Buc Days events, Now, therefore, this Special Events Agreement ("Special Events Agreement") is entered into between the City of Corpus Christi, a Texas home-rule municipal corporation ("City"), acting through its duly designated City Manager, and the Buccaneer Commission, Inc. ("Commission"), a Texas non-profit corporation, acting through its duly designated agent, is in consideration of the covenants contained herein. 1. DEFINITIONS. As used in this Agreement, the following terms shall have the following meanings. A. American Bank Center Grounds — means the American Bank Center complex and parking lots managed by the City's contractor. B. City — means the City of Corpus Christi, a Texas home-rule municipality. C. City Attorney — means the City of Corpus Christi's City Attorney or designee. D. City Council — means the City Council of the City of Corpus Christi, Texas. E. City Manager — means the City of Corpus Christi's City Manager, or the City Manager's designee. F. City Secretary — means the City of Corpus Christi's City Secretary, or designee. G. Commission — means the Buccaneer Commission, Inc., a Texas non-profit corporation. H. Commission's Agent — means a duly authorized representative of the Buccaneer Commission. 1. Corpus Christi - Nueces County Health District— means a joint entity between the City of Corpus Christi and Nueces County which provides health services to residents of both political subdivisions. J. Buc Days Events — means the annual Buccaneer Days Festival ("Buc Days"), including carnival, parade, BBQ cookoff, rodeo, Professional Bull Riding, Wings over South Texas Air Show, and other activities sponsored by the Commission. The dates are described in Exhibit A. K. Fire Chief — means the Chief of the City of Corpus Christi's Fire Department, or designee. 2 L. Special Events Agreement—means this document, as approved by the City Council and executed by the City Manager. M. Parade Event—means the annual Buccaneer Days Junior Parade and/or Illuminated Night Parade. N. Parks Director — means the Director of the City of Corpus Christi's Parks & Recreation Department, or designee. O. Police Chief— means the Chief of the City of Corpus Christi's Police Department, or designee. P. Premises — means the sites for the Buc Days Events identified herein. Q. Risk Manager— means the Director of the City of Corpus Christi's Risk Management Division, or designee. R. Public Works Director — means the Director of the City of Corpus Christi's Public Works Department S. Solid Waste Director—means the Director of the City of Corpus Christi's Solid Waste Department. T. Wings Over South Texas or Air Show Event— means the air show to be performed along the Corpus Christi bayfront on applicable event years. Commission will inform the City no later than January 1 of the event year if the Air Show will occur as part of Buc Days for that year. 2. TERM. This Special Events Agreement takes effect upon execution by the City Manager. The Commission will be entitled to use of the Premises described below, for the Buc Days Events in calendar years 2022 through 2026 for the dates identified on Exhibit A. 3. PREMISES AND PERMITTED USES. A. For the BBQ Cookoff and Wings Over South Texas Event: use of Shoreline Boulevard, between Waters Edge Park and Resaca as well as the barge dock and circle drive adjacent to the American Bank Center, as depicted in attached Exhibit B. B. For any Buc Days Events to be conducted at the American Bank Center Grounds, Commission is responsible to obtain a separate agreement with the City's General Manager of the American Bank Center. 4. PREMISES REVISIONS. Premises may be revised in coordination between the Parks Director and Commission's Agent if necessary due to emergency City operations. 5. FINAL EVENT LAYOUT DIAGRAM. The Commission's Agent must provide the Parks Director a diagram explaining the final layout for all related activities at least two weeks prior to the Buc Days Events. 3 6. PLANNING MEETINGS. Prior to Buc Days Events, the Premises will be reviewed with regard to the areas of set-up, parking, traffic control, barricades, traffic signs, security, fire lanes, and fencing. 7. ADMISSION FEE. Commission may charge an admission fee. Special Events connected with Commission may charge another fee to help defray the cost of entertainment. 8. COMMISSION'S OBLIGATIONS. A. Permit Fees. The Commission must pay City all applicable City permit fees as established by City ordinance, including but not limited to the following: one-time Parks and Recreation Special Event Permit fee, Health Permit/Vendor Fees, Development Services Permit Fees, Animal Permit Fee, Traffic Engineering Street Closure Permit Fees and Parade Permit Fees. B. Costs of City Services. City agrees to provide the following services each year for the Buc Days Events, excluding the airshow cost, not to exceed costs shown below: 1) Public Works: Street Sweeping and Inlets Cleaning; not to exceed $1,875 in 2022 and 2023. 2) Traffic Control - Parades: Traffic Control Plan development and delivery/pick-up of traffic control barricades; not to exceed $8,000 in 2022 and 2023. 3) Traffic Control- Carnival:Traffic Control Plan development and delivery/pick-up of traffic control barricades; not to exceed $4,375 in 2022 and 2023. 4) Solid Waste: Street cleanup before the initial opening day of the Buc Days Parade and after final closing of the Buc Days Parade; not to exceed $7,500 in 2022 and 2023. 5) Parks and Recreation: Daily trash pick-up on streets depicted on the Traffic Control Plan attached as Exhibit D in accordance with the final schedule of hours to be prepared by the Director using the 2021 schedule of hours provided on Exhibit F as a guide; not to exceed $4,000 in 2022 and 2023. 6) Police: Security at Buc Days Carnival; and traffic control for the Parade; not to exceed $23,000 in 2022 and 2023. 7) Fire/EOC: Medical support and emergency management operations support at the Buc Days Parade; in accordance with the final schedule of hours to be prepared by the Fire Chief of designee using the 2021 schedules provided on Exhibit G as a guide, not to exceed $1,800 in 2022 and 2023. 8) Commission agrees to pay the City the total cost of $50,500 for the 2022 Event year with the following cost increases for 2023 -- 2026 for the City services defined in this subsection B: 2023: $50,550 0 2024: $52,066 4 s 2025: $53,627 • 2026: $55,235 On years that the Air Show will be included as part of Buc Days Events, the Commission agrees to pay the City an additional $6,000 for the following services: 1) Parks and Recreation: deliver and pick-up trash receptacles for Air Show Event. 2) Police: traffic control for Air Show Event. 3) Traffic Control: Traffic Control Plan development and delivery/pick-up of traffic control barricades 4) Fire/EOC: Medical support and emergency management operations support at the Air Show Event. The Parks Director will invoice the Commission within thirty (30) calendar days after the conclusion of the Buc Days. Upon receipt of written request of the Commission's Agent, the Parks Director will furnish reasonable supporting documentation of the charges within ten (10) calendar days. Commission's failure to pay the undisputed charges on City's invoice within 30 days after submittal to Commission shall result in a late payment fee being assessed against Commission. The late payment fee shall be calculated to be 5% of the amount due, as shown on City's invoice, less any disputed amounts, and said fee will be added to the net amount payable to the City. C. Weather Considerations If there is a hurricane or other weather activity, or event outside the control of the parties that eliminates the Event or that reduces attendance at the Event by more than 50% from the prior year's attendance levels, the City Manager is delegated the authority to adjust the amount and billing of City's Costs. D. City Sponsorship Recognition As additional consideration for City services, the Commission will name the City as a sponsor of the Buc Days Events. The City logo will be placed on the sponsor section of the website. Four (4) banners will be placed on the fence of the festival site for its duration, to be designed by the City and provided by Buc Days. The Police Department will be provided booth space in the Festival for their recruitment effort. The Commission will provide a scholarship(s) in fields beneficial to the City work force. E. Deposit. The Commission must pay a deposit of $4,000 at least one month in advance of the Event, made payable to the City. The deposit will be used to reimburse City for any costs incurred for repairs and damages to City property. If no costs are incurred and all invoices for City costs are paid, the deposit will be returned to the Commission within 30 days after the Event. F. Reimbursement for Damages to City Property. During the course of the Buc Days Events, damages may occur to City property. This includes, but is not limited to, damages to the turf, utility infrastructure, water and/irrigation lines and related equipment caused by negligent acts or omissions of the Commission, its employees, 5 volunteers, vendors, contractors, or subcontractors. City will give the Commission an opportunity to rectify these damages, prior to utilizing the Deposit and finally invoicing the Commission for any additional cost of repair. Parks Director will provide the Commission's Agent a punch list of damages to City property, within seven (7) days after the Commission has vacated the property, following the conclusion of the Buc Days Events. Commission will have the opportunity to restore all items on the punch list to original condition within ten (1 0) days after receipt of the punch list. If Commission does not timely restore the items on the punch list, the City may use the Deposit for cost of repairs and invoice the Commission for the balance of the repairs. Commission will pay City's invoice for damages, within 30 days after City tenders the invoice to Commission's Agent, less any amount(s) the Commission has disputed. If Deposit is not needed for repairs, then City shall return Deposit to Commission within 30 days after end of Buc Days Events. 9. GENERAL PERMITS. Commission shall obtain and pay for necessary permits for the Buc Days Events from City Departments, including but not limited as outlined below. A.Temporary Street Closure Permit. The City street closure process will govern any necessary street closures. Commission must provide the Public Works Director and Parks Director its site plan for the Buc Days Events, application for the requested street closure, and proof of all affected property owners' approval of the proposed temporary street closure, in accordance with City Ordinance. All street closures on a temporary basis are subject to the requirements of City Code of Ordinances. The temporary street closure permit is part of the Special Event Permit application process. B.Special Event Permit. Commission will obtain a Special Event Permit from the Parks & Recreation Department for use of any Park property. C. Temporary Promotional Event Permit Commission will obtain a Temporary Promotional Event Permit from Development Services in order to install electrical service for the Event. Further, a Certificate of Occupancy, which involves inspections, must be completed by the proper inspector, to have all temporary services, such as, food, electrical, plumbing, tents, and structures, inspected. It is the responsibility of the Commission to call each inspector for an appointment to inspect and get approval for each temporary service before the Event begins. Commission may obtain an Electrical Permit and Tent Permit in lieu of the Temporary Promotional Event Permit to satisfy this requirement. D.Parade Permits. Commission must obtain Parade Permits for both the Junior Parade and Illuminated Night Parade, as specified in the City Code of Ordinances. E.Animal Permit. Commission must obtain an Animal Permit from Animal Control for the Rodeo, as specified in City Code of Ordinances. F. Vendor Permit. Commission must ensure all mobile food units and temporary food service establishments comply with all requirements of the Corpus Christi-Nueces County Health District for the sale of foods and the protection of the public welfare. Commission shall be responsible for payment of all City Health Permit /Vendor and 6 related fees. (For example, the Temporary Food Service Establishment Permit Fees established in City Code of Ordinances § 19-33.) G. Alcohol and Food Vendors. The Commission may contract with third party alcohol and food concessionaires for the American Bank Center Grounds for any of the Buc Days Events. Commission must require all vendors to obtain and comply with appropriate permits, including permits from the Alcoholic Beverage Commission for the sale of alcohol, from the City for consumption and sale of alcoholic beverages on City property adjacent to and within the American Bank Center Grounds, and must comply with all requirements of the Corpus Christi - Nueces County Health District for the sale of foods and the protection of the public welfare. Commission shall be responsible for payment of all City Health Permit /Vendor and related fees. (For example, the Temporary Food Service Establishment Permit Fees established in City Code of Ordinances § 19-33.) Any vendor that sells alcoholic beverages must furnish proof of Liquor Liability Insurance in the same amounts set out in §18 INSURANCE. Said Certificate of Insurance must be furnished to the Risk Manager at least two weeks prior to the starting date of the Event, annually. H.Fireworks Permit. If Fireworks are being hosted, Commission must obtain Fireworks Permit from the Fire Department. I. Water Events. For any water events, Commission must obtain necessary permits from the United States Coast Guard. J. Additional Permits. Commission's Agent shall notify the Parks Director of any special conditions imposed by any permitting agency. K.Music Licenses. Commission is solely responsible for obtaining licenses and permission from copyright owner(s) prior to the performance of music at the Event. 10. ADDITIONAL PREMISES REQUIREMENTS A.Barricades Traffic Signs. The Commission must comply with traffic control plan approved by City Traffic Engineer. Street access to Premises may not be blocked or partially blocked without detour signage and alternate street access B.Parkina. The Commission will provide parking and signage for people with disabilities in close proximity to the entrances of the Event and its related activities. C.Sig nacle and Advertisin . All signage on City property outside of the Premises must be pre-approved by the Director of Parks and Recreation. On certain advertising for the Event, Lessee shall recognize the City as a major contributor to the Event. Commission will be allowed to install Buc Days event banners on AEP owned light poles between April 15 — May 15 annually. Banners will be located along the seawall on Shoreline Blvd between the Barge Dock and Furman Blvd; depicted on attached Exhibit H. D.Rest Rooms, Drinking Water and First Aid. The Commission must provide adequate portable rest rooms, including restrooms for people with special needs, and 7 drinking water for the public as determined by the Parks Director. A First Aid station must also be provided at each site throughout the duration of the Event and its related activities E. Fence. Commission may provide a temporary six-foot (6) chain link fence, with gates for access, on City-managed property, upon prior approval of the Parks Director. The fence will help improve security, crowd control, litter control, and keep bicycles, skateboards, animals, and personal coolers out of the Buc Days Events area. Request for fence for any property of the American Bank Center Grounds will be coordinated by Commission with the manager of the American Bank Center. F. Storm Water System Protection. Commission must install screens, approved by City's Executive Director of Public Utilities, across all storm water inlets along Shoreline and within any closed streets within the Premises. Drainage must not be blocked. Commission must remove the screens immediately after the close of the Event. However, Commission must remove screens (along with any trash that has accumulated over the screens) immediately if heavy rain is imminent, or upon the direction of the City's Executive Director of Public Utilities. G.Construction. The construction work for displays and stages must be conducted in accordance with City Building Codes and restrictions. Construction that causes damages will only be allowed if Commission provides the Parks Director prior written assurances that Commission will remedy said damages in accordance with §S COMMISSIONS FINANCIAL OBLIGATIONS above and Parks Director approves the construction in writing. H.Temporary Buildings. Commission must receive prior approval from the Parks Director to place any Temporary Buildings on any grounds used for the Premises. All these buildings must be removed at the end of the use period established each year. 1. Pavement Curbs Sidewalks Seawall. Any work which involves holes or other changes in any of the Premises including but not limited to, the pavement, curbs, sidewalks, or seawall, requires the prior written approval by City Director of Public Works. However, tent staking on asphalt parking lots is allowed so long as the tent holes are no greater than 1.5". J. Permissible Vendor Location Markings. No paint or semi-permanent markings will be permitted which in any way obliterate or deface any pavement markings or signs heretofore existing for the guidance of motor vehicles or pedestrians. Chalk markings or removable sidewalk decals may be used to pre-mark locations on the sidewalk or street. (Painted markings of any type will only be permitted in grassy areas). K. Landscaping. Landscaped areas within the Premises or utilized for the Buc Days Events must be protected by the Commission. L. Safety Protocols. Commission will develop and maintain health safety protocols for the Events to be reviewed by the Corpus Christi — Nueces County Public Health District Director or Assistant Director. 8 11. VENDORS A. The Illuminated Night Parade, Junior Parade, and Wings Over South Texas are referred to in this section as "Special Events." B. Commission or its designee shall have exclusive authority to administer and issue Buccaneer Commission Street Vendor Permits to permit vending for the Special Events on the public sidewalks, in accordance with the following requirements. C. Vendors who hold a lease or permit from the City to operate within the Premises may continue to operate under the terms of their lease or permit and are not required to obtain a Buccaneer Commission Street Vendor Permit. D. Street Vendor Permit Duration. Commission or its designee shall have exclusive authority to administer and issue Buccaneer Commission_Street Vendor Permits for the following time periods, which may be further designated by the City Manager: 1) Buc Days Illuminated Night Parade: 8:00 AM the day of the event, until one hour after the conclusion of the Illuminated Night Parade; 2) Buc Days Junior Parade: 6:00 AM the day of the event, until one hour after the conclusion of the Junior Parade. 3) Wings Over South Texas: 6:00 AM the day of the event, until one hour after the conclusion of the air show. E. Street Vendor Fees. Commission shall have the authority to determine permit fees for its Buccaneer Commission vendor permits which fee shall be one hundred dollars ($100.00) for each vendor and/or vending unit unless the Buccaneer Commission establishes a higher fee. F. Prohibited Items. Commission shall further ensure that no Street Vendor sells the following items identified by the Police Chief: silly string, or any similar squirting device; poppers or any similar noise device; stink bombs or smoke bombs, or any similar device; or lasers or any similar laser producing device. No alcoholic beverages may be sold by a Street Vendor. G. Food & Beverage Requirements. 1) Commission shall ensure that all Food and Beverage Vendors comply with all requirements of the Corpus Christi - Nueces County Public Health Department, and all other local, State or Federal laws, rules, and regulations regarding the sale and storage of food. 2) Commission shall require all food and beverage street vendors to clean the area around each food and beverage booth. The cleanup will be hourly and immediately after the conclusion of each Special Event. All trash cleaned up must be properly deposited in a trash bag provided by the Commission and taken to a location designated by the Commission. 9 H. Stationary Verdin Booths. 1) Commission desires to place Stationary Vending Booths on real property owned by the City during Special Events. The Commission may place a Stationary Vending Booth at a specific location that has been reviewed and approved in writing by the City Manager, Police Chief, Fire Chief, Public Works Director, Parks Director, Director of Property and Facilities Management Department, and Solid Waste Director, 2) Commission shall obtain all necessary permits prior to the placement of Stationary Vending Booths. Booths may be placed at City-approved locations no earlier than 48 hours prior to the start of a Special Event. Commission shall promptly remove or relocate booths at Commission's sole expense if deemed necessary by the City Manager or designee for repair to City or other public utilities, or for protection of public health and safety. All Stationary Parade Vending Booths must be removed, and property restored to original condition within 24 hours after the conclusion of a Special Event. 1. Parade Viewing Area 1) Commission may establish an exclusive VIP parade viewing area in the perimeter of Heritage Park, in the area agreed to by Parks Director. 2)Commission shall restore all City property used for viewing to its original condition within 24 hours of the conclusion of a Parade Event. 12. WINGS OVER SOUTH TEXAS EVENT A. Commission may set up viewing tents and general viewing areas no earlier than the Monday prior to the first Airshow Event day. An event plan will be provided to the City no later than 30 days prior to the Airshow Event. Commission may charge fees and authorize use of the viewing tents and viewing areas. Commission shall ensure that tents are placed in compliance with all applicable City codes. All tents must be removed, and property restored to original condition within 48 hours after the conclusion of the Air Show. B. Commission shall ensure that all food and beverage vendors at the Air Show comply with all requirements of the Corpus Christi - Nueces County Public Health District, and all other local, State or Federal laws, rules, and regulations regarding the sale and storage of food. Commission has exclusive authority to administer and issue Airshow Vendor Permits to permit vending on the public sidewalks where any street closure is made for the event. 13. CLEAN UP. Commission must require all vendors to clean a designated zone adjacent to their respective booths at regularly scheduled intervals. Commission may designate the zone, but it will not be less than 10 feet by 20 feet in the immediate area around each food and beverage booth. The cleanup will be hourly and immediately after closing the Events each day. All trash cleaned up must be properly deposited in a trash bag provided by the Commission and taken to a location designated by the Commission. Commission is responsible to hire and work cleanup crews during and after the Buc Days Event. 10 14. RIGHT OF COMMISSION TO USE PUBLIC STREETS. Commission acknowledges that the control and use of public streets is declared to be inalienable by the City and except for the use privilege granted herein, this Special Events Agreement does not confer any right, title, or interest in the public property described herein. The privilege to use the City property granted herein is subject to the approval of the City Council as required by ordinance and the compliance by Commission with the terms and conditions contained within this Special Events Agreement. 15. EMERGENCY VEHICLE LANES, Commission must always maintain Emergency Vehicle Lanes upon the Premises as may be designated by the Fire Chief. These lanes must be kept clear of all obstructions. 16. SECURITY. During Buc Days Carnival Event, the Commission agrees to utilize CCPD officers to provide security, to be coordinated through a CCPD-designated liaison. Costs for the CCPD officers are as detailed in §8 COMMISSIONS FINANCIAL OBLIGATIONS, above. However, the full costs for the liaison are to be invoiced separately to the Commission. Commission may provide additional security officers during the Buc Days Events, and after the Event closes each night, until it opens the next day. Commission will assign the security officers duties. If the City Police Chief determines it is necessary, the Police Chief will assign Police Officers to provide off-site crowd and traffic control for the Event as needed and include costs of police officers in the costs, §8 COMMISSIONS FINANCIAL OBLIGATIONS, above. The Police Officers will be assigned duty stations by the Police Chief, or designee. 17. SAFETY HAZARDS. The Commission, upon written notice of identified Safety Hazards by the Police Chief, Fire Chief, Parks Director, Public Works Director, or Risk Manager, must correct the Safety Hazard, within six hours or other time frame included in the written notice of Safety Hazards, The Commission will provide a safety consultant to coordinate safety issues with the City. 18. INSURANCE. Commission's Agent must furnish to the Risk Manager, Commercial General Liability Insurance for the length of the Buc Days Event and its related activities protecting against liability to the public. The insurance must have a minimum policy limit of $1,000,000 Combined Single Limit per occurrence for personal injury, death and property damage. Commission is required to provide a $1,000,000 Combined Single Limit Automobile Liability Policy, providing coverage for owned, non-owned and hired vehicles. Subcontractors and vendors who will be loading or unloading equipment, temporary structures, carnival rides, stages, bleachers, and any other associated materials to be utilized for the Event must have comparable insurance policies, which must be filed at least two weeks prior to each Event. Commission must also furnish insurance in the form of an accident policy for volunteers with minimum limits of $10,000 for death or dismemberment and minimum limits of $5,000 for medical expenses. if alcohol is served at any of the Commission's Events on Premises, then Liquor Liability Insurance in the amount of $1,000,000 Combined Single Limit must be provided by the entity serving the alcohol. The City must be named as an Additional Insured on all liability policies. Commission must furnish the Certificates of Insurance in at least the above minimum amounts to the City's 11 Risk Manager two weeks prior to the non-exclusive use period each year. Commission must provide insurance as detailed in the attached Insurance Requirements Exhibit. Commission must require all volunteers to sign an accident waiver form that Commission must keep on file. The City Attorney will approve the final form. In the event of accidents of any kind, Commission must furnish the Risk Manager with copies of all reports of the accidents while the reports are forwarded to any other interested parties. In addition, Commission must provide copies of all insurance policies to the City Attorney upon City Manager's written request. Said insurance must not be canceled, non-renewed or materially changed without 30 days prior written notice to the Parks Director. The Risk Manager may increase the limits of insurance upon two (2) months written notice to Commission. 19. INDEMNITY. Commission shall indemnify, defend and hold City, its officers, agents and employees ("Indemnitees') harmless of, from, and against all claims, demands, actions, damages, losses, costs, liabilities, expenses, and judgments recovered from or asserted against Indemnitees on account of injury or damage to person or property arising out of or related to the Buc Days Events and associated activities, or when any injury or damage is the result, proximate or remote, of the violation by Indemnitees or by Commission, its officers, contractors, vendors, employees or agents, C Indemnitors') of any law, ordinance, or governmental order of any kind, or when the injury or damage arise out of, or be caused, either proximately or remotely, wholly or in part, by an act or omission, negligence, or misconduct on the part of the Indemnitors under this Agreement. It is intended that the Commission will indemnify Indemnitees for Indemnitors proportionate fault, including, but not limited to, negligence, which causes such damages or injury, but not if the damage or injury results from gross negligence or willful misconduct of Indemnitees. Commission covenants and agrees that if City is made a party to any litigation against Commission or in any litigation commenced by any party, other than Commission relating to this injury or damage defined in this indemnity provision of this Agreement, Commission shall defend City upon receipt of immediate and diligent notice regarding commencement of the litigation. 20. NOTICE. Notice may 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 deposit if sent certified mail. Notice must be sent as follows: If to City: If to Commission: Director of Parks and Recreation President & CEO City of Corpus Christi The Buccaneer Commission, Inc. P.O. Box 9277 P.O. Box 30404 Corpus Christi, TX 78469-9277 Corpus Christi, TX 78463-0404 (361) 880-3461 (361) 884-8331 or 882-3242 FAX (361) 880-3864 FAX (361) 882-5735 12 21. DISPUTE RESOLUTION. City and the Commission agree that any disputes which may arise between them concerning this Special Events Agreement, such as determining the amount of damage to City property occurring as a result of the Event, or regarding an invoiced amount, will be submitted for determination and resolution, first to the Parks Director, with a right to appeal to the City Manager. The decision of the City Manager will be final unless that decision is appealed to the City Council by giving written notice of appeal to the City Secretary within ten (10) days after the written decision of the City Manager has been sent to the Commission. In the Event of appeal, the decision of the City Council will be final. Upon a resolution of the dispute, either by agreement of the parties or as the result of an appeal, the disputed amount will be considered due and payable to the City within ten (10) calendar days of the resolution. This Special Events Agreement in no way waives the Commission's rights to seek other legal remedies during the appeals process. 22. ASSIGNMENT. Commission may not assign or transfer this Special Events Agreement in whole or any part of the Premises or make any alteration therein without the prior written consent of the City. 23. BREACH, TERMINATION. Any failure on the part of Commission to perform any of the covenants contained in this Special Events Agreement, or any breach of any covenant or condition by Commission entitles City to terminate this Special Events Agreement without notice or demand of any kind, notwithstanding any license issued by City and no forbearance by City of any prior breach by Commission is a waiver by or estoppel against City. In case of termination City is entitled to retain any sums of money theretofore paid by Commission and the sums inure to the benefit of City as a set-off against any debt or liability of Commission to City otherwise accrued by breach hereof. 24. NOT PARTNERSHIP OR JOINT VENTURE. This Special Events Agreement may not be construed or deemed by the parties hereto as a partnership, joint venture, or other relationship that requires the City to cosponsor or incur any liability, expense, or responsibility for the conduct of the Event or associated activities. Payments received from Commission by the City are compensation for provision of City services as described herein and for the right of Commission to use public property for the limited purpose described herein. 25. CITY SERVICES SUBJECT TO APPROPRIATION. The Commission recognizes that the services provided by the City pursuant to this Special Events Agreement are subject to the City's annual budget approval and appropriation. The continuation of any contract after the close of any fiscal year of the City, which fiscal year ends on September 30 of each year, is subject to appropriations and budget approval. The City does not represent that the expenditures required by the City for the provision of services required by this Special Events Agreement will be adopted by future City Councils, said determination being within the sole discretion of the City Council at the time of adoption of each fiscal year budget. 26. COMPLIANCE WITH LAWS. Commission must comply with all applicable federal, state, and local laws and regulations, including without limitation compliance with Americans with Disabilities Act requirements, all at Commission's sole expense and cost. 27. NON-DISCRIMINATION. Commission warrants that they are and will continue to be an Equal Opportunity Employer and hereby covenants that no employee, participant, invitee, 13 or spectator will be discriminated against because of race, creed, sex, handicap, color, or national origin. 28. ENTIRETY CLAUSE. This Special Events Agreement and the incorporated and attached Exhibits constitute the entire Special Events Agreement between the City and Commission for the use granted. All other Special Events Agreements, promises, and representations, unless contained in the Special Events Agreement, are expressly revoked, as the parties intend to provide for a complete understanding within the provisions of this Special Events Agreement and its Exhibits, of the terms, conditions, promises, and covenants relating to Commission's operations and the Premises to be used in the operations. The unenforceability, invalidity, or illegality of any provision of the Special Events Agreement does not render the other provisions unenforceable, invalid, or illegal This Agreement takes effect on date of last signature. CITY OF CORPUS CHRISTI Name: Title: Approved as to form: By: Lisa Aguilar, Assistant City Attorney For the City Attorney 14 THE BUCC ER COMMISSION, INC. By: Johnny P ipello, President/Chief Executive Officer Date: 1"L/ Z I 15 EXHIBIT A — EVENT DATES EXHIBIT B - BUC DAY EVENTS SITE EXHIBIT EXHIBIT C - INSURANCE EXHIBIT D —TRAFFIC CONTROL PLAN (incorporated by reference) EXHIBIT E -- Left Blank EXHIBIT F - SCHEDULE OF HOURS FOR PARKS & RECREATION for 2021 EXHIBIT G -- SCHEDULE OF HOURS FOR CCFD AND EOC for 2021 EXHIBIT H — BUC DAYS BANNERS 16 EXHIBIT A Event Dates Buc Days May 5 — 15, 2022 May 4 — 14, 2023 May 2 — 12, 2024 May 1 — 11, 2025 April 30 — May 10, 2026 Night Parade &_Parade Pachanga May 7, 2022 May 6, 2023 May 4, 2024 May 3, 2025 May 2, 2026 Professional Bull Riding May 6 - 7, 2022 May 5 - 6, 2023 May 3 - 4 2024 May 2 - 3, 2025 May 1 - 2, 2026 Rodeo Corpus Christ & BBQ on the Bay May 11 — 14, 2022 May 10 — 13, 2023 May 8 — 11, 2024 May 7 — 10, 2025 May 6 — 9, 2026 Wings Over South Texas May 6 -- 7, 2023 (Confirmed) May 4 — 5, 2024 May 3 —4, 2025 May 2 — 3, 2026 Individual event dates may adjust: year to year and written acceptance of changes may be made by Parks Director at the request of the Commission 17 EXHIBIT B BBQ By The Bay I I I 2faz3242s nn �A184A1S1l�l� H11 q 9 8 7 l i � ❑ III' III{ ++ "" 41 1RIIAH Wings Over South Texas BOATERS ALLOWED IN THIS AM =d4V10W BOAYM ALLOWED IN THIS AREA 1i:%27-49-2.73 N 27-47-5.46 W 97-22-42.97 W97-22-41.02 NO BOATERS ALLOWED INSIDE RECTANGLE WITHOUT PRIOR AUTHORIZATION z � DATES/TIMES OF CLOSURE THURSDAY,APRIL 29.2021 11:30AM-4:30PM CDT FRIDAY,APRIL 30,2021 1130AM-4:30PM CDT SATURDAY,MAY 1,2021 11:30AM-4.30PM COT SUNDAY,MAY 2,2021 11:30AM-4:30PM CDT ,.�` BOATERS NO N 2749.2.70 ALLOWED IN THIS AREA "'�`!. N27'17"3.69 W 97-23-16.10 `'"' W 97-Z3-74.62,,�? 7-HEADS REMAIN OPEN f 1 1 .j BOATERS ALLOWED IN THIS AREA I 611[DAY FESTLVAL GROUNDSJ�V__ ,,� o v 1i T{,,,� K�•I I I I 7 f 11'44` • APRILI9-MAY9 f111064iF 17 =OkYS t uruXnw•Eal1 •o �' TUNE INTO JWINfibs-... AIR SHOW BUC DAYS FESTIVAL ' ! GROUNDS VER ' ' ` .BROADCAST WINGS OVER SOUTH TEXASYIP VfEWING ARFA TEXCORPUS ' WINGS OVER SOUTH TEXAS MAY 1 , f AIR SHOW CENTER START1PMLI°XIiVGTC?N FREE PUBLIC VIEWING _�.-reliant': � *Individual event layouts may adjust year to year and written acceptance of changes may be made by Parks Director at the request of the Commission 18 EXHIBIT C INSURANCE REQUIREMENTS I. COMMISSION'S LIABILITY INSURANCE A. Commission must not commence work under this agreement until all insurance required has been obtained and such insurance has been approved by the City. Commission must not allow any subcontractor Agency to commence work until all similar insurance B. Commission 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: $1,000,000 Per Occurrence 1. Commercial Broad Form 2. Premises — Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury AUTO LIABILITY (including) $1,000,000 Combined Single Limit 1. Owned 2. Hired and Non-Owned 3. Rented/Leased WORKERS' COMPENSATION Statutory EMPLOYER'S LIABILITY $500,000 1$500,0001$500,000 19 PROPERTY INSURANCE Vendor, at their own expense, shall be responsible for insuring all owned, leased or rented personal property. LIQUOR LIABILITY Vendor, at their own expense, shall be responsible for insuring all owned, leased or rented personal property. If Applicable C. In the event of accidents of any kind related to this agreement, Commission 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, Commission 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 Commission will be promptly met. B. Commission shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Commission'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 AW VII. C. Commission 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. Commission shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the followin33g address: City of Corpus Christi Attn: Risk Manager 20 P.O. Box 9277 Corpus Christi, TX 78469-9277 D. Commission 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, Commission shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Commission'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 Commission'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 Commission to remove the exhibit hereunder, and/or withhold any payment(s) if any, which become due to Commission hereunder until Commission demonstrates compliance with the requirements hereof. G. Nothing herein contained shall be construed as limiting in any way the extent to which Commission may be held responsible for payments of damages to persons or property resulting from Commission's or its subcontractor's performance of the work covered under this agreement. H. It is agreed that Commission'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. 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 Legal Dept—Buc Commission—Buc Days 2021 03/15/2021 Risk Management—Legat Dept. t— Noayro 64wr4Y3 aJwa 4 colivuarc,hYl 1wwprdro 1--S-d lowb,7 1 3Md O /1 vlruvlvnry SVX31 NYTd 1081NOO 911JAU SaH a fkl � LLV8 3 VMNOD 0 Alfa p l.X- ® jVNNyej scvo Ana smw sAvn one lzoz �ewxv ws 'w I.w� tit+.Yti .+ a'.w w�wdw , II IL as 66 ,gwp L O a u cu ssN +ro U * k {I 8 Z3 TI" QQQ } Q y, 0 4—+ O �� IS IIYY IIYd JS OIY UYd O T y Ty C: 4- O r— gg All NC6 ! 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T V7 N OL Vf m OL to tii ¢ G O Q O a O v mZ� fl m o v bo c a a Io -0 v ® C L7 a Io .o m m :c d. ty j O -� ro C0 41 In V O v ro ro �y in ;,,, �. �.. W (0 u A ro m ro v ro ro ro m ro u O E u u C c o U G C Q F- U V G C co ro ., o ro t a a; c o m a c s; ,, o ro W Z c ; in to cu w 2 a> ; n a� m o v y 4- v w m o v a m l7 w w 0 oo l07 �L w w Q � oo l�7 w w � 0 • ;aa Jj qj 9 y. r ro • tS°pJ d Ac i i W ��M A j ti 4Al,lyy �5t. f+t tQ4 �t ryh�}RilO. r�° w CITGo CITGO PRESENTS �.,.� BUCCANEER lose DAYS zz EVEN . PLAN 2021 Event Recap NO EVENT IN 2020. TICKETED ATTENDANCE REACHED 77,633 BUC DAYS RETURNED APRIL 29— MAY 9, 2021 ACROSS ALL EVENTS Buc Days reach included additional non-ticketed New Array of Events for Buc Days 2021 people Carnival and Rodeo Corpus Christi returned in TV a mitigated fashion ° The Night Parade was televised on KRIS6. It performed in the top g 10 spot for prime time telecast in a local market The Rodeo Corpus Christi Triple Crown event was broadcasted Nationally on CBS(just one of 3 events!) Postponed events included the BBQ, Concert Wings Over South Texas was broadcasted on KRIS6 Series and the Parades Streaming The PBR and Rodeo Corpus Christi events were streamed on New events included Wings Over South Texas RIDEPASS Airshow and the Buc Days PBR Velocity Tour Over 25K total views across both events Chute Out Bayfront An estimated 60,000 people enjoyed the Wings Over South Texas based upon aggregate mobile phone data collected in the downtown area 2021 Event Recap SCHOLARSHIPS & GRANTS AWARDED $190,500 DISTRIBUTED Despite the loss of a year, scholarships were allotted: 2020-2021 GIVING $•900F EVERY DOLLAR Leadership Program 2020 participant scholarships GENERATED GOES TOWARDS Leadership Program 2021 participant scholarships THE MISSION Local Colleges Military Warriors Support Foundation $1.4M IN Bucarader Family Scholarship SCHOLARSHIPS AND GRANTS TO DATE " a � 00 fm wrta Y a ti F AMERICAN- FmYr E N+�> BANK CENTER '°°° +` ;" 1 Qty nosx „a ' (Cr. • • • • •• �OFFl(E BUCCANEER COMMISSION Event Dates for 2022 Event CARNIVAL& TREASURE ISLAND days) PBR VT FINALS RODEO CORPUS CHRISTI & BBQ ON THE BAY ROBOTICS RODEO NIGHT JUNIOR PARADE PARADE PBR Pendleton Whisky Velocity Tour Finals IN THIS TWO-DAY CHAMPIONSHIP EVENT WILL BE HELD AT BUC DAYS IN 2022 �`DLUOn A PRESTIGIOUS CHAMPIONSHIP EVENTk� +1j/ THAT WILL NOT ONLY CROWN THE 2021 ' VELOCITY TOUR CHAMPION, BUT ALSO Lw PLAY AN INTEGRAL ROLE IN SHAPING THE - r,- 'r PEN y. ULTIMATE RACE FOR THE PBR WORLD ! CHAMPIONSHIP amf p ev AMERICAN BANK CENTER ARENA EVENT Gs t F�th1 ..PAS . MAY 6 & 7, 2022 ---5��� STANYWHESTE.RN TIME, . ANYWHERE:ANYTIME p._ M Buc Days Robotics Rodeo Tech Challenge NEW BUC DAYS EVENT FIRST IN TEXAS REGIONAL COMPETITION GUIDED BY ADULT COACHES AND MENTORS, . � • s, �� ' '� "° SMALL TEAMS OF STUDENTS DESIGN, BUILD, CODE AND OPERATE ANDROID `" SMARTPHONE—CONTROLLED ROBOTS TO COMPETE. AGES 12-18 FRIDAY, MAY 6 — SATURDAY, MAY 7 COMPETITION AND AWARDS WILL BE COMPLETED BY 4PM ON SATURDAY r _ or Buc Days Leadership Program 2022 REBRAND THE BUC DAY KING & QUEEN LEADERSHIP PROGRAM TO THE BUC DAYS LEADERSHIP PROGRAM PROVIDE ADDITIONAL SCHOLARSHIP INCENTIVES TO FIRST- GENERATION COLLEGE STUDENTS ALL SCHOLARS THAT COMPLETE THE PROGRAM TO RECEIVE $3,500 INTRODUCE A MENTORING PROGRAM, PAIRING PARTICIPANT WITH COMMISSIONERS BASED UPON CAREER INTERESTS PROVIDE OPPORTUNITIES TO RECEIVE MORE MONEY AFTER COMPLETING THEIR FINAL PROJECT FURTHER THE EVOLUTION OF THE PROGRAM AWAY FROM PAGEANTRY i New Buc Days Office Coming PURCHASED PROPERTY AT 1316 N CHAPARRAL ` + f ESTABLISHING ROOTS FOR THIS 83+ YEAR OLD 4 ORGANIZATION INVESTING IN DOWNTOWN " ALLOWS EASY ACCESS TO FESTIVAL SITE m w (AMERICAN BANK CENTER) Questions? so �o o� A H AGENDA MEMORANDUM µoRPORPg4 First Reading for the City Council Meeting of October 19, 2021 1852 Second Reading for the City Council Meeting of October 26, 2021 DATE: October 10, 2021 TO: Peter Zanoni, City Manager FROM: Dante Gonzalez, Interim Director of Parks and Recreation Department DanteGCa)-cctexas.com (361) 826-5728 West Haven Park Interlocal Agreement CAPTION: Ordinance authorizing an interlocal agreement with Nueces County ("County") for park improvements including a splash pad water feature at Westhaven Park located near the intersection of Cliff Maus Drive at Rockford Drive, with third party construction costs not to exceed $375,000.00, of which the County will pay $200,000.00 and the City will pay up to $175,000.00 for construction, with the City also responsible for the installation of water and wastewater lines needed for the project, estimated to be $75,000.00, and permitting for the project; appropriating $250,000.00 from the unreserved fund balance in the Community Enrichment Fund; and amending the operating budget. SUMMARY: This ordinance authorizes the City to enter into an agreement with Nueces County to install a splash pad at West Haven Park. Nueces County will be responsible for providing $200,000 and contracting and overseeing the construction of the splash pad. The City will be responsible for remaining project costs not to exceed $175,000, any permitting fees or other applicable fees related to the construction of the splash pad, including irrigation and backflow certification filing fees, installation of water and wastewater utilities, and maintenance of the premises and all improvements. BACKGROUND AND FINDINGS: In 2015, Nueces County Commissioner Joe A. Gonzalez and the Nueces County Inland Park Department approached the City to make improvements at West Haven Park. After deliberations, a joint project was established between Nueces County, West Oso ISD, and the City of Corpus Christi. In March 2016, City Council approved an interlocal agreement with Nueces County to make significant improvements to West Haven Park, located across the street from West Oso ISD administrative offices. Phase 1 of the joint project included a new walking trail, improved irrigation and turf for a multi-use athletic field, a half-basketball court, a new park sign with landscaping, exercise equipment, and lighting. As part of the agreement, West Oso ISD agreed to assist with maintenance to avoid increasing the maintenance burden required by the Parks and Recreation Department. In April 2017, City Council approved the purchase and installation of playground equipment at West Haven Park. As per the initial agreement in 2016, the playground installation was Phase 2 of the agreement which was then fulfilled by the City. The currently proposed splash pad installation came as a request of the citizens. Through the strong working relationship between Nueces County and the City of Corpus Christi, the proposed agreement was created and is being brought to City Council for consideration. ALTERNATIVES: The alternative would be to deny installation of the proposed water amenity for West Haven Park. However, this is not the recommended course of action. The citizens of Nueces County and the City of Corpus Christi have requested this splash pad to be installed at West Haven Park. Denying this installation would reduce citizen access to water amenities which are often utilized to mitigate the effects of hot weather. FISCAL IMPACT: The City of Corpus Christi will provide up to $175,000 for installation of a splash pad at West Haven Park, as well as installation of water and wastewater lines in the amount of$75,000 from the Community Enrichment Fund. This item appropriates$250,000 from the City's Community Enrichment fund and amends the Operating budget. FUNDING DETAIL: Fund: 4720 Organization/Activity: 21300, 21323, 21313, 21316, 21383, 21685 Mission Element: 141 Project # (CIP Only): N/A Account: 5500030 RECOMMENDATION: Staff recommends approval of this resolution authorizing the Interlocal Agreement with Nueces County for park improvements at West Haven Park. LIST OF SUPPORTING DOCUMENTS: Ordinance Interlocal Agreement Ordinance authorizing an interlocal agreement with Nueces County ("County") for park improvements including a splash pad water feature at Westhaven Park located near the intersection of Cliff Maus Drive at Rockford Drive, with third party construction costs not to exceed $375,000.00, of which the County will pay $200,000.00 and the City will pay up to $175,000.00 for construction, with the City also responsible for the installation of water and wastewater lines needed for the project, estimated to be $75,000.00, and permitting for the project; appropriating $250,000.00 from the unreserved fund balance in the Community Enrichment Fund; and amending the operating budget. Be it ordained by the City Council of the City of Corpus Christi, Texas: Section 1. The City Manager, or his designee, is authorized to execute an interlocal cooperation agreement with Nueces County for improvements to Westhaven Park located near the intersection of Cliff Maus Drive at Rockford Drive, with third party construction costs not to exceed $375,000.00, of which the County will pay $200,000.00 and the City will pay up to $175,000.00 for construction of the improvements, with the City also responsible for the installation of water and wastewater lines needed for the project, which is estimated to be an additional $75,000.00, and for permitting the project. A copy of the interlocal agreement will be filed with the office of the City Secretary. Section 2. Funds in the amount of $250,000.00 are appropriated from the unreserved fund balance in the Community Enrichment Fund No. 4720 for the Westhaven Park improvements project. Section 3. The FY 2021-2022 Operating Budget, adopted by Ordinance No. 032539, is amended to increase expenditures by $250,000.00. 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 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 INTERLOCAL AGREEMENT REGARDING WEST HAVEN PARK AGREEMENT BETWEEN NUECES COUNTY AND CITY OF CORPUS CHRISTI This Interlocal Cooperation Agreement("Agreement") is entered into by and between Nueces County, a political subdivision of the State of Texas, herein "County" and the City of Corpus Christi, a home rule municipality found in Nueces County, Texas, herein "City", under the authority and in accordance with the Interlocal Cooperation Act, as set out in Chapter 791 of the Texas Government Code. WHEREAS, Texas Government Code, Chapter 791, authorizes local governments of the state to enter into contracts for governmental functions and services to increase their efficiency and effectiveness, WHEREAS, City owns property located at 1700 Cliff Maus, Corpus Christi, Texas 78416, known as West Haven Park, "Premises" as described and identified on Exhibit A; WHEREAS, the County desires in conjunction with the City to make improvements to these Premises so as to provide Nueces County residents additional recreational facilities for their use and promote its public purpose of public recreation; WHEREAS, section 332.021 of the Texas Local Government Code, allows two political subdivisions to jointly, by agreement, construct park or recreational facilities located on property owned by either political subdivision; WHEREAS, the County and City will derive a mutual benefit from this agreement as City's Premises will be enhanced with additional park or recreational facilities and County will be able to provide additional recreational facilities to the residents of Nueces County; WHEREAS, the County, the City and all of their respective residents will be able to use the Premises and related improvements; NOW THEREFORE, the County and City, in consideration of the mutual promises and covenants herein, agree as follows: 1. Effective Date. This Agreement takes effect on the date of last signature (the "Effective Date"). 2. Contact Person/Agreement Administrator. For this Agreement, the contact person and Agreement administrator for the County is the Director of Community Services/ Inland Parks ("Director"). The contact person and Agreement administrator for the City is the Director of Parks and Recreation. Page 1 of 16 3. Premises. City agrees to allow County use of the Premises, as described and delineated in Exhibit A, the site map which is attached hereto and incorporated herein to this Agreement by reference, for construction and use of the Improvements. 4. Improvements. Improvements ("Improvements") to the park will be constructed as follows: a. construction of a splash pad; b. construction of a sidewalk from the main sidewalk to the splash pad site; c. construction of a fence completely surrounding the splash pad. The final site plan for the Improvements is subject to review and approval of the City Director of Parks & Recreation. Modifications to the Improvements and additional Improvements require notice pursuant to Provision 15 of this agreement and the subsequent written approval of both parties. Funding for the construction and engineering costs in an amount not to exceed $375,000 will be provided: a. County will provide $ 200,000; b. City shall be responsible for any remaining project costs not to exceed $175,000. The County shall be responsible to contract and oversee the construction for the Improvements specified above. The City will be responsible for any permitting fees, or any other applicable fees in relation to this construction, including irrigation and backflow certification filing fees. 5. Construction terms and conditions. In performing any construction at West Haven Park, City and County agree to comply with terms outlined on Exhibit B, as applicable. 6. Maintenance. The City will be responsible for the maintenance of the Premises and all improvements, including those constructed under this agreement, to be provided in same manner and level of maintenance as the level of maintenance prescribed by the City's Master Plan for parks. The City retains the right to remove any improvements at the Premises deemed to be in unsafe condition by the City's Director of Parks and Recreation after consulting with the County's Inland Parks Director. 7. Use of the Premises. City must not deny access to or use of the Premises or areas of the Premises to the general public for unorganized activities. County and City residents will have reasonable access to Premises and may reserve Page 2of16 events at Premises pursuant to City's reservation procedures and fees. This provision shall survive any termination of this agreement. 8. Primary Purpose. City must use and maintain the Premises as a recreational area open to the general public. Any use of the Premises shall be subject to the City's standard procedures and fees. 9. Additions and Alterations. a. County shall not make any additions or alterations to the Premises other than as set out herein without the City's prior written approval. 10. Utilities. City will build out the water and wastewater utilities at Premises at City's cost, estimated to be $75,000, this cost is in addition to the City's responsibility for any remaining project costs not to exceed $175,000 as specified in#4 above. City will pay for all utilities used at Premises. 11. Non-Discrimination. Neither party shall discriminate nor permit discrimination against any person or group of persons, as to employment and in the provision of services, activities, and programs, on the grounds of race, religion, national origin, sex, physical or mental disability, or age, or in any manner prohibited by the laws of the United States of the State of Texas. City will provide program access or remove barriers to accessibility under the American with Disabilities Act to allow individuals with disabilities the opportunity to participate and receive the benefits of services, programs and activities that are offered. 12. Compliance with Laws. a. Each party must comply with all Federal, State, and local government laws, rules, regulations, and ordinances, which may be applicable to its operation at the Premises and its performance under this Agreement. City will provide program access or remove barriers to accessibility under the American with Disabilities Act to allow individuals with disabilities the opportunity to participate and receive the benefits of services, programs and activities that are offered. b. All actions brought to enforce compliance with any law or to enforce any provision of this Agreement will be brought in Nueces County where this Agreement was executed and will be performed. Nothing herein shall be construed as a waiver of either party's governmental and sovereign immunity. Page 3of16 13. No Debts and Fiscal Funding. Neither party shall incur any debts or obligations on the credit of the other party during the term of this Agreement. In the event that payments or expenditures are made,they shall be made from current funds as required by Chapter 791, Texas Government Code. 14. Termination. If there is noncompliance with one or more of the provisions contained herein, written notice shall be provided to the non-compliant party to cure or begin curing the default(s) within ten (10) days of receipt of the notice. If compliance or substantial compliance with each provision identified by the written notice has not been achieved within ten(10) days of receiving said notice, the Agreement will terminate for cause upon written notice of termination and listing one or more areas of continued noncompliance. Either party may terminate this Agreement without cause upon thirty (30) days written notice to the other party. However, during construction of the Improvements under this Agreement, the agreement may only be terminated for cause. 15. Notice. All notices, demands, requests, or replies provided for or permitted, under this Agreement, by either party must be in writing and must be delivered to each of the appropriate individual(s) at the address designated below by one of the following methods: (1) by personal delivery; (2) by deposit with the United States Postal Service as certified or registered mail, return receipt requested, postage prepaid. Notice deposited with the United States Postal Service in the manner described above will be deemed effective two (2)business days after deposit with the United States Postal Service. All such notices/communications must be delivered to all parties at each of the following addresses: IF TO COUNTY: County Judge Nueces County 901 Leopard, Rm 303 Corpus Christi, Texas 78401 (361)888-0444 with copies to: Page 4 of 16 Director of Community Services/Inland Parks 4540 FM892 Robstown, Texas 78380 (361)387-5445 Commissioner Joe Gonzalez Nueces County Commissioner Precinct 2 901 Leopard Street, Room 303.07 Corpus Christi, Texas 78401 (361) 888-0296 IF TO CITY: City of Corpus Christi Attn: Director of Parks and Recreation P. O. Box 9277 Corpus Christi, Texas 78469 Any party may change the address to which notice is sent by using a method set out above. 16. Amendments. No alterations, changes, or modifications of the terms of this Agreement or the waiver of any provision will be valid unless made in writing with notice to all individuals designated pursuant to Provision 15 of this agreement and the subsequent written approval of both parties. 17. Waiver. a. The failure of either party to complain of any act or omission on the part of the other party, no matter how long the same may continue, will not be deemed a waiver by said party of any of its rights hereunder. b. No waiver of any covenant or condition or of the breach of any covenant or condition of this Agreement by either party at any time, express or implied, shall be taken to constitute a waiver of any subsequent breach of the covenant or condition nor shall justify or authorized the nonobservance on any other occasion of the same or any other covenant or condition hereof. c. If any action by a party requires the consent or approval of the other party on one occasion, any consent or approval given on said occasion will not Page 5 of 16 be deemed a consent or approval of the same or any other action at any other occasion. d. Any waiver or indulgence of default of any provision of this Agreement shall not be considered an estoppel against the non-defaulting party. It is expressly understood that, if at any time default in any of its conditions or covenants hereunder has occurred, the failure to promptly avail itself of said rights and remedies which the non-defaulting party may have will not be considered a waiver on the part of the non-defaulting party, but the non-defaulting party may at any time avail itself of said rights or remedies or elect to terminate this Agreement on account of said default. 18. Force Majeure. No party to this Agreement will be liable for failures or delays in performance due to any cause beyond their control including, without limitation, any failures or delays in performance caused by strikes, lock outs, fires, act of God or the public enemy, common carrier, severe inclement weather, riots or interference by civil or military authorities. The rights and obligations of the parties will be temporarily suspended during this period to the extent performance is reasonably affected. 19. Assignment. This Agreement may not be assigned, or transferred directly or indirectly. 20. Captions. The captions in this Agreement are for convenience only, are not a part of this Agreement, and do not in any way limit or amplify the terms and provisions of this Agreement. 21. Severability. a. If, for any reason, any section , paragraph, subdivision, clause, provision, phrase, or word of this Agreement or the application hereof to any person or circumstance is, to any extent, held illegal, invalid, or unenforceable under present or future law or by a final judgment of a court of competent jurisdiction, then the remainder of this Agreement, or the application of said term or provision to persons or circumstances other than those as to which it is held illegal, invalid, or unenforceable, will not be affected thereby, for it is the definite intent of the parities to this Agreement that every section, paragraph, subdivision, clause, provision, phrase, or word hereof be given full force and effect for its purpose. b. To the extent that any clause or provision is held illegal, invalid, or unenforceable under present or future law effective during the term of this Agreement, then the remainder of this Agreement is not affected thereby, and in lieu of each such illegal, invalid, or unenforceable clause or provision, a clause or provision, as similar in terms to such illegal, invalid, or unenforceable clause or provision as may be possible and be Page 6 of 16 legal, valid, and enforceable, will be added to this Agreement automatically. 22. Entirety Clause. This Agreement and the attached and incorporated exhibits constitute the entire agreement between the parties. EXECUTED IN DUPLICATE, each of which shall be considered an original, and effective on this the day of , 2021. NUECES COUNTY: ATTEST: Barbara Canales Kara Sands County Judge County Clerk CITY OF CORPUS CHRISTI ATTEST: Name: Name: Title: Title: Page 7of16 EXHIBIT "A" � f a N't F kC'1 l f r* x LLJ 4 h'Ex3, + 1 r ~ r w a Z W i � 7 LLJ — n♦�~r—i� -�'xJ Y�+�.�.s'� r �L �¢ �_WwF.�%we ° I �� rzlPanPasEosIT=PLAN %µEwK¢a..°����.x,.�¢°,.,�«, P 11 VLI 1_I-- Page 8 of 16 Exhibit B Terms retarding construction of improvements at West Haven Park A. When constructing the Improvements,the plans and specifications shall be prepared by state-licensed architects or engineers. The plans and specifications are subject to the written approval of both the City Manager or designee and the County. Construction shall not begin until both the City Manager or designee and the County has reviewed and approved the construction plans and specifications. B. The contractor shall maintain City park property in a sanitary, safe and clean condition during construction activities. C. The contractors who are awarded contracts for construction of the Improvements shall furnish the following bonds by surety companies authorized to do business in Texas: 1. Payment Bond - A payment bond in the amount of One Hundred Percent (100%) of the contract for construction of the Improvements shall be furnished for the protection of all persons, firms and corporations who may furnish materials or perform labor. The payment bond shall be made with County/City as an Obligee. 2. Performance Bond - A performance bond in the amount of One Hundred Percent(100%) of the contract for construction of the Improvements shall be furnished covering the faithful performance of the contract. The performance bond shall be made with County/City as an Obligee. D. All construction agreements for the Improvements shall include the following provisions: 1. Contractor does hereby agree to waive all claims, release, indemnify, defend and hold harmless the City of Corpus Christi and Nueces County and all of its officials, officers, agents and employees, in both their public and private capacities, from and against any and all liability, claims, losses, damages, suits, demands or causes of action including all expenses of litigation and/or settlement, court costs and attorney fees which may arise by reason of injury to or death of any person or for loss of, damage to, or loss of use of any property occasioned by error, omission, or negligent act of contractor, its officers, agents, employees, subcontractors, invitees or any other person, arising out of or in connection with the performance of this agreement, and contractor shall at his or her own cost and expense defend and protect the City of Corpus Christi and Nueces County from any and all such claims and demands. Page 9of16 2. Contractor does hereby agree to waive all claims, release, indemnify, defend and hold harmless the City of Corpus Christi and Nueces County and all of its officials, officers, agents and employees from and against any and all claims, losses, damages, suits, demands or causes of action, and liability of every kind including all expenses of litigation and/or settlement, court costs and attorney fees for injury or death of any person or for loss of, damages to, or loss of use of any property, rising out of or in connection with the performance of this agreement. Such indemnity shall apply whether the claims, losses, damages, suits, demands or causes of action arise in whole or in part from the negligence of the City of Corpus Christi or Nueces County, its officers, officials, agents or employees. It is the express intention of the parties hereto that the indemnity provided for in this paragraph is indemnity by Contractor to indemnify and protect the City of Corpus Christi and Nueces County from the consequences of the City of Corpus Christi's or Nueces County's own negligence,where that negligence is a sole or concurring cause of the injury, death or damage. 3. In any and all claims against any party indemnified hereunder by any employee of contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, the indemnification obligation herein provided shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable by or for contractor or any subcontractor under workman's compensation or other employee benefit acts. E. The contractor shall furnish insurance in such amounts as specified below and include in all construction agreements for the Improvements the following language: 1. Prior to commencement of any activity on City of Corpus Christi's property, contractor shall purchase and maintain during the term of this contract, at its own expense, hereinafter stipulated minimum insurance with companies duly authorized to do business in the State of Texas. Contractor shall not allow any subcontractor to commence work until all similar insurance of the subcontractor has been obtained. All insurance policies provided under this Agreement shall be written on an "occurrence" basis. Workers' Compensation as required by law. Employer's Liability Insurance of not less than $500,000.00 for each accident, $500,000.00 disease for each employee, $500,000.00 disease as policy limit. Page 10 of 16 Commercial General Liability Insurance, including Independent Contractor's Liability, Products/Completed Operations and Contractual Liability, covering, but not limited to the indemnification provisions of this contract, fully insuring Contractor's liability for injury to or death of employees of the City of Corpus Christi,Nueces County and third parties, extended to include personal injury liability coverage, and for damage to property of third parties, with a combined bodily injury and property damage minimum limit of $1,000,000 per occurrence. Comprehensive Automobile and Truck Liability Insurance, covering owned, hired and non-owned vehicles, with a combined single limit of $1,000,000 per occurrence. Builder's Risk. The contractor shall purchase an All Risk builder's risk policy in the amount of the construction cost for the duration of this project. 2. It is agreed by all parties to this Agreement that the insurance required under this Agreement shall: a. Be written with the City of Corpus Christi and Nueces County as additional insured on applicable policies and that the policy phrase "other insurance" shall not apply to the City of Corpus Christi where the City of Corpus Christi is an additional insured shown on the policy. b. Provide for thirty (30) days written notice of cancellation to the City of Corpus Christi and Nueces County, material change or any other cause. C. Be written through companies duly authorized to transact that class of insurance in the State of Texas. d. Waive subrogation rights for loss or damage so that insurers have no right to recovery or subrogation against the City of Corpus Christi or Nueces County, it being the intention that the required insurance policies shall protect all parties to the Agreement and be primary coverage for all losses covered by the policies. e. Provide a Certificate of Insurance evidencing the required coverages to: Page 11 of 16 City Manager City of Corpus Christi Post Office Box 9277 Corpus Christi, Texas 78469-9277 Risk and Safety Manager City of Corpus Christi Post Office Box 9277 Corpus Christi, Texas 78469-9277 County Judge Nueces County 901 Leopard Street, Room 303 Corpus Christi, Texas 78401 Risk Manager Nueces County 901 Leopard Street, Room 523 Corpus Christi, Texas 78401 F. All work to be performed by contractors, including all workmanship and materials, shall be of first-class quality and shall be performed in full compliance and in accordance with all federal, state and local laws, ordinances, codes and regulations, and such work shall be subject to City inspection and County inspection by their respective designees during the performance thereof and after it is completed. G. County nor its contractor shall neither give nor grant, nor purport to give or grant any mechanic's or materialmen's lien upon the City's property or upon any Improvements thereupon in the process of construction or repair, nor allow any condition to exist or situation to develop whereby any party should be entitled, as a matter of law, to a mechanic's or materialmen's lien against the City's property or Improvements thereon, and County shall discharge any such lien within thirty (30) days after notice of filing thereof. Page 12 of 16 H. County shall endeavor to ensure that construction under this Agreement is provided in an orderly and proper manner, considering the nature of such operation, so as not to unreasonably annoy, disturb, or endanger others. L Before any work on City property begins, City of Corpus Christi through its designees City Director of Capital Programs, the City Risk Manager or designee, and the City Manager and Nueces County through its designees Nueces County Judge and Nueces County Risk Manager shall receive proof/evidence of Contractor's insurance coverages and City building and construction permits. Page 13 of 16 EXHIBIT 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, Nueces County'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 and County must be listed as additional insureds 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, Bodily Injury and Property Damage required on all certificates or by applicable Per occurrence - aggregate policy endorsements Commercial General Liability Including: $1,000,000 Per Occurrence 1. Commercial Broad Form 2. Premises—Operations 3. Products/Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury AUTO LIABILITY (including) $500,000 Combined Single Limit 1. Owned 2. Hired and Non-Owned 3. Rented/Leased WORKERS' COMPENSATION Statutory EMPLOYER'S LIABILITY $500,000/$500,000 /$500,000 POLLUTION LIABILITY $1,000,000 Per Occurrence Page 14 of 16 INSTALLATION FLOATER Value of the Equipment and Materials C. In the event of accidents of any kind related to this agreement, Contractor must furnish both the City and County Risk Managers with copies of all reports of any accidents within 10 days of the accident. IL 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 and County at the addresses 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 and County at the following address: City of Corpus Christi Nueces County Attn: Risk Manager Attn: Timothy Everest, Risk Manager P.O. Box 9277 901 Leopard Street, Room 523 Corpus Christi, TX 78469-9277 Corpus Christi, Texas 78401 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 County and their officers, officials, employees, volunteers, and elected representatives as additional insureds 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 County; and Page 15 of 16 • Provide thirty(30)calendar days advance written notice directly to City and County 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. 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 and Count. City and County 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 and County 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 and County 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 and Nueces County 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 4-0 Contracts for General Services— Services Performed Onsite—Pollution —Installation Floater 04/14/2020 Risk Management—Legal Dept. Page 16 of 16 SS\ FOR ACCAP Cs% V ' CORPUS r, ACCREDIrEU CHRISTI 's = PAM �hA RECRFAt�P West Haven Park Interlocal Agreement City Council October 19, 2021 Interlocal Agreement CHRISTI PARK56 • Nueces County will provide $200,000 • City will provide up to $175,000 • Nueces County responsibilities: — Contracting and overseeing construction • City of Corpus Christi responsibilities: — Permitting fees / other applicable fees — Irrigation / backflow certification filing fees — Installation of water / wastewater utilities — Maintenance of premises and all improvements Background GGRPUS CHRISTI PARK56 • 2015 — Nueces County Commissioner Joe A. Gonzalez and Nueces County Inland Park Department approached City of Corpus Christi to make improvements at West Haven Park. — Joint project established. • 2016 — (Phase 1) City Council approved interlocal agreement with Nueces County to make improvements at West Haven Park including a new walking trail, improved irrigation and turf for multi-use athletic field, a half-basketball court, a new park sign with landscaping, exercise equipment, and lighting. Background GGRPUS CHRISTI PARK56 • 2017 — (Phase 2) City Council approved purchase and installation of playground equipment at West Haven Park. • 2021 — Proposed splash pad installation came as a request from residents. Nueces County and the City have worked together to provide the proposed agreement to fulfill this request. Splash Pad p CORPUS CHRISTI PARK56 1 I 5 Rendering GORPUS CHRISTI PARK56 - R� � Q u: O V 1 Q' a corvc��u«oe?«w 10 6 Recommendation CHRISTI PARK56 Staff recommends APPROVAL of this item . se X111 a.� H v AGENDA MEMORANDUM NONPOPPt EFirst Reading Ordinance for the City Council Meeting October 19, 2021 1852 Second Reading Ordinance for the City Council Meeting October 26, 2021 DATE: October 19, 2021 TO: Peter Zanoni, City Manager FROM: Dante Gonzalez, Interim Director of Parks and Recreation DanteG(a-)cctexas.com (361) 826-5728 Amendment to Lease Agreement with Foresight Corpus Christi Golf, L.L.C. CAPTION: Ordinance approving the First Amended and Restated Addendum No. 1 to Lease Agreement with Foresight Corpus Christi Golf, L.L.C. a Texas Limited Liability Company, which provides for$500,000.00 from the Corpus Christi B Corporation for the addition of lighting improvements at the practice range and executive 9-hole course at the Gabe Lozano Golf Course; appropriating $500,000 from the Type B Fund; and amending the operating and capital budgets. SUMMARY: This Ordinance authorizes an amendment to the two-year service agreement with Foresight Corpus Christi Golf, L.L.C. and provides for $500,000.00 from the Corpus Christi B Corporation for additional lighting improvements. The City will provide a total funding amount of$2,800,000 for the Gabe Lozano Golf Course project on a capital improvement basis. BACKGROUND AND FINDINGS: After Addendum No. 1 to Lease Agreement with Foresight Corpus Christi Golf, L.L.C. was approved by City Council on September 14, 2021, the Corpus Christi B Corporation Board approved additional funding in the amount of$500,000.00 for lighting improvements at the practice range and executive 9- hole course at the Gabe Lozano Golf Course. Once the lighting improvements have been completed, Foresight Golf plans to expand operating hours for the practice range and executive 9-hole course. The initial expansion will include remaining open and available for play until midnight each night. ALTERNATIVES: An alternative would be for the City to deny the additional funding and forego the installation of lighting improvements which would prevent Foresight Golf from their intended plans to expand operating hours. FISCAL IMPACT: The fiscal impact of the amendment for the City is a total funding amount of $2,800,000 in capital improvement expenditures. FUNDING DETAIL: Fund: 3297 Parks & Recreation CO's 2021 3251 Parks B Corp. Organization/Activity: 220183297EXP Gabe Lozano Golf Course 220183251 EXP Gabe Lozano Golf Course Mission Element: N/A Project # (CIP Only): 22018 Gabe Lozano Golf Course Account: 550910 Construction Contracted RECOMMENDATION: Staff recommends approval of the Ordinance approving the First Amended and Restated Addendum No. 1 to Lease Agreement with Foresight Corpus Christi Golf, L.L.C. a Texas Limited Liability Company, as presented. LIST OF SUPPORTING DOCUMENTS: Ordinance Amendment Presentation Ordinance approving the First Amended and Restated Addendum No. 1 to Lease Agreement with Foresight Corpus Christi Golf, L.L.C. a Texas Limited Liability Company, which provides for $500,000.00 from the Corpus Christi B Corporation for the addition of lighting improvements at the practice range and executive 9- hole course at the Gabe Lozano Golf Course; appropriating $500,000 from the Type B Fund; and amending the operating and capital budgets. WHEREAS, on November 8, 2016, residents of the City of Corpus Christi (the "City") passed Proposition 1 , Adopt Type B Sales Tax to Replace Expiring Portion of Type A Sales Tax, which authorized the adoption of a sales and use tax to be administered by a Type B Corporation at the rate of one-eighth of one percent to be imposed for 20 years with use of the proceeds for (1) 50% to the promotion and development of new and expanded enterprises to the full extent allowed by Texas law, (2) $500,000 annually for affordable housing, and (3)the balance of the proceeds for the construction, maintenance and repair of arterial and collector streets and roads; WHEREAS, the 1/8th cent sales tax authorized by passage of Proposition 1 was subsequently enacted by the City Council and filed with the State Comptroller of Texas, effective April 1 , 2018, to be administered by the Corpus Christi B Corporation Board; WHEREAS, following a public hearing held on September 20, 2021 , the Board has determined that it is in the best interest of the citizens of the City that Type B sales tax funds be used to pay for a certain public improvement, namely lighting improvements at the Gabe Lozano Golf Course; WHEREAS, the Project is consistent with the purposes for which the Type B sales tax was created and approved by the voters of the City; and WHEREAS, the addition of lighting improvements at Gabe Lozano Golf Course will allow for night time play at the practice range and the executive 9-hole course, which will directly create approximately seven new jobs and promote or develop new and expanded business enterprises in Corpus Christi through increased tourism-related revenue; NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL FOR THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The City Council specifically finds that the foregoing statements included in the preamble of this ordinance are true and correct and adopts such findings for all intents and purposes related to the authorization of this project. SECTION 2. That funds in the amount of $500,000.00 are appropriated from the Type B Sales Tax Fund No. 1146 and transferred to the CIP Fund No. 3251 for lighting improvements at the practice range and executive 9-hole course at the Gabe Lozano Golf Course. SECTION 3. That the FY2021-22 Operating Budget adopted by Ordinance No. 032539 is amended to increase expenditures by $500,000.00. SECTION 4. That the FY 2021-22 Capital Budget adopted by Ordinance No. 032540 is amended to increase revenues and expenditures by $500,000.00. SECTION 5. That the City Manager or designee is authorized to execute the First Amended and Restated Addendum No. 1 to Lease Agreement with Foresight Corpus Christi Golf, L.L.C. a Texas Limited Liability Company, which provides for $500,000.00 from the Corpus Christi B Corporation for the addition of lighting improvements at the practice range and executive 9-hole course at the Gabe Lozano Golf Course. 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 I 1st AMENDED AND RESTATED ADDENDUM NO. 1 TO LEASE AGREEMENT WITH FORESIGHT CORPUS CHRISTI GOLF,L.L.C. Whereas, on October 26, 2010, the City of Corpus Christi (herein referred to as "the City") and Foresight Corpus Christi Golf, L.L.C., a Texas Limited Liability Company and wholly owned subsidiary of Foresight Golf L.L.C., a Texas Limited Liability Company (herein referred to as "Operator") entered into a Lease Agreement; (herein referred to as the"Lease")regarding Oso GelfGetir- eBeach and*eGabe Lozano Golf Getir-se r,-epee.-a:o;(as defined in the Lease), Whereas, the Lease was amended by Amendment No. 1 on April 30, 2013, and Amendment No. 2 as of December 1, 2020; Whereas,the Lease authorized the Operator to segregate and hold the Capital Fund to fund capital improvement projects at the Golf Courses; Whereas,the Lease authorized Operator to make certain capital improvements to the Golf Courses with approval from the City Manager; Whereas,the Operator has proposed a capital improvement project to remodel the executive golf course and the practice range at Gabe Lozano (the "Project");-a*4 Whereas, Addendum No. 1 to Lease Agreement with Foresight Corpus Christi Golf, L.L.C. (herein referred to as "Addendum No. 1") was approved by the Corpus Christi City Council on September 14, 2021, Whereas, after initial aproval of Addendum No. 1, on September 20, 2021,the Corpus Christi B Corporation Board approved additional funding in the amount of $500,000 for lighting improvements at the executive golf course and the practice range at Gabe Lozano, and the parties now wish to amend and re-state Addendum No. 1 to include the additional improvements, and Whereas,the intent of this ,,,a�I"Amended and Restated Addendum No. 1 is to layout the responsibilities of each party specifically related to the Project. NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS: 1. The Paf6es- ap rues enter into this addendum, effective on the date of last signature, to authorize the Project under the terms of the Lease. 2. City and Operator agree that, in accordance with Sections 8.2 and 12.2 of the Lease and according to state law,the City authorizes the Operator to proceed with the Project,as more fully described in Attachment A, which is attached hereto and incorporated by reference. a. Development of Plans and Specifications. Operator will have the engineer or architect prepare all plans and bid specifications for the Project in compliance with all applicable City, State and Federal codes and regulations for a City public works project. Operator shall ensure that the contract with the engineer or architect for design includes the terms on attached Attachment B. 4812-3801-2412,v. 1 2 b. Project Bids. Operator shall competitively bid all construction contracts related to the Project in compliance with Texas law and in a commercially reasonable manner, including without limitation, advertising the Project and soliciting bids in a local newspaper. The specifications and contract terms for construction must include terms outlined in attached and incorporated Attachment C. Operator shall be responsible to provide oversight and contract management services including inspection services to verify work is timely and properly completed. Operator shall obtain all required City permits for the Project. c. Proiect Completion. Operator must cause the contractor to complete all work for the Project within three years following the Effective Date of this addendum. If construction of the Project is not completed within three years of the Effective Date, the City shall notify Operator in writing of such failure of completion and provide 60 days from the date of the notice for Operator to resolve the failure to complete the Project. If, after 60 days, and taking into account any extenuating circumstances that might have occurred through no fault of Operator, as determined by the City, City may terminate this addendum and have no further obligation to provide funding to Operator for this Project. Upon termination of this addendum for failure to timely complete the Project, the City may contract with a construction contractor to complete the project and seek all remedies available under any payment or performance bonds but will have no obligation to do so. In the event that the failure to complete the Project is a result of breach of contract or other failure on the part of Operator's contractor, Operator, with assistance from the City if necessary, will pursue any remedies from the contractor. If the failure to complete the Project is caused by Operator's fraudulent misappropriation of funds, then the Operator will re-pay the funds misappropriated from the City. d. Increased Hours. Once the Project, including the additional lighting improvements, is completed, Operator agrees to increase the hours during which the practice range and 9-hole executive golf course at Gabe Lozano are open and available for play. Initially, the Operator will keep the practice range and 9-hole executive golf course open until midnight each night. e. Quarterly Updates. Operator must provide quarterly updates on the Project to the City's Director of Parks and Recreation in October, January, April, and July of each year until final completion and acceptance of the Project by the City. 3. City will provide funding for the Project, up to $2,399800,000 on a capital improvement basis. a. City Maximum Funding Amount. The parties agree that the capital expenditures required to complete the Project are not to exceed $2,399800,000 which is defined herein as the"City Maximum Funding Amount." The City shall only be responsible for payments up to the City Maximum Funding Amount for completion of the Project. Operator agrees to be responsible for payment of any costs which exceed the City Maximum Funding Amount. This funding includes $500,000 in funds from 4812-3801-2412,v. 1 3 the Corpus Christi B Corporation, which can only be spent on lighting improvements related to the Project. In order to qualify for the full $2,800,000, Operator must expend at least$500,000 on the lighting g improvements. No portion of the$500,000 for lighting improvements may be used for payment for the lighting improvements before November 19, 2021. b. Construction Payments. The City has approved Certificate of Obligation funds for this Project. These funds are held by the City for the dedicated purpose of funding this Project and no other purpose. At the request of the Operator, upon seven day's written notice, the City will provide documentation showing the funds remaining in the City's possession that are dedicated for this Project. The City will deposit the City Maximum Funding Amount to the Capital Account established under the Lease. Operator will issue payments for design and construction of the Project out of the Capital Account as costs are incurred for design and construction draw requests of the Project in accordance with the Lease and the design and construction contracts for the Project on an as-needed basis as laid out in the Payment Approval paragraph below. C. Payment Approval. As costs are incurred, the Operator can request that the City distribute funds to the Capital Account by submitting a Request for Payment Approval. When requesting payment approval, Operator will submit to the City Director of Parks and Recreation a Request For Payment Approval, in the form attached hereto as Attachment D for approval of payment of the costs related to the Project described in the Request For Payment Approval. The City will approve or resolve any objection,unless such action cannot be resolved without information or action from Operator, Operator's contractor, or other non-City actor, to the Request For Payment Approval within three business days of receipt of the request. Funds will be distributed to the Capital Account within 14 calendar days following City approval of the Request for Payment Approval. d. No Payment of Staff.City will not pay for Operator's staff time related to oversight and contract management of the Project. 4. City acknowledges that during construction of the Project the 9-hole executive course and the driving range of theGabe Lozano Gel se will be closed and consents to the closing of such two facilities for the duration of the Project construction. Also, during the Project construction, City Director of Engineering Services and City Director of Parks and Recreation, or their designees, have the right but not the obligation to inspect the Project. Operator agrees to timely resolve any issues identified by City staff that represent non- conformance with the Project design and construction plans. 5. Indemnification. Operator, its officers, agents, and employees ("Indemnitor') shall indemnify and hold the City of Corpus Christi, its officers, agents, employees, and representatives ("Indemnitees') harmless and defend the Indemnitees from and against any and all liability, loss, claims, demands, suits, and causes of action of any nature whatsoever on account of personal injuries (including death and Workers' Compensation claims), property loss or damage, or any other kind of injury, loss, or damage, including all expenses of litigation, court costs, attorney's 4812-3801-2412,v. 1 4 fees, and expert witness fees which arise or are claimed to arise out of or in connection with this Agreement or the performance of this Agreement, regardless of whether the injuries, death, or damages, are caused or are claimed to be caused by the concurrent or contributory negligence of Indemnitees, but not if by the sole negligence of Indemnitees unmixed with the fault of any other person. Indemnitor must, at its own expense, investigate all claims and demands, attend to the settlement or other disposition of such claims, 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 from any said liability, damage, loss, claims, demands, suits, or actions. The indemnification obligations of the Indemnitor under this section shall survive the expiration or earlier termination of this Agreement. CITY DOES NOT AGREE TO DEFEND, NOR INDEMNIFY, NOR HOLD HARMLESS, OPERATOR UNDER ANY CIRCUMSTANCES. 6. This addendum is governed by the terms and conditions of the Lease, as amended, and is considered part of the Lease for all intents and purposes. Failure to comply with the terms of this addendum may be considered Operator or City Default in accordance with Section 15 of the Lease. 7. This addendum may be executed in multiple counterparts and by deliver of electronic fax or PDF copies, and all such counterparts will be deemed one and the same agreement among the parties whether or not the signatures of all parties appear on any given counterpart. [Signature Pate Follows] 4812-3801-2412,v. 1 5 AGREED TO BY: Foresight Corpus Christi Golf, L.L.C. By: Daniel A. Pedrotti, Jr., Manager Date: STATE OF TEXAS COUNTY OF This instrument was acknowledged before me on by Daniel A. Pedrotti, Jr. as Manager of Foresight Corpus Christi Golf, L.L.C. on behalf of said company. Notary Public CITY OF CORPUS CHRISTI By: Peter Zanoni, City Manager Date: STATE OF TEXAS COUNTY OF NUECES This instrument was acknowledged before me on by Peter Zanoni as the City Manager for the City of Corpus Christi, Texas a Texas municipality on behalf of said municipality. Notary Public Approved as to form: By: Assistant City Attorney Date 4812-3801-2412,v. 1 ATTACHMENT A—PROJECT DESCRIPTION This IaFejeetProiect consists of a complete redo and transformation of the existing practice range and 9- hole executive golf course. From facilities that are underutilized and sub-par when compared to other municipal golf courses, this pFejerAProiect will create "state of the art" practice facilities and a 9-hole golf course that will be an excellent venue for all instructional programming and practice, high school and middle school golf and serve as additional high-quality inventory for the City's residents and guests. Lighting the facility will expand the hours of operation and will create an entertainment venue certain to increase the enjoyment of golf and recreation for all patrons, existing and new. The specific details of the pFejerAProiect include: • Expanding the practice tees to accommodate 50 hitting stations at one time. • The practice range area will be excavated and lowered to create better visibility of targets from the practice tee. It will facilitate drainage that will enable the range to tolerate rainfall and remain open for the maximum number of days. It will also facilitate creating a high, wrap - around ridge around the perimeter of the range that will contain golf balls and provide protection for players in the surrounding areas. • The pFejeetProiect will add an additional 10,000 square foot practice green for practice and instructional programming while allowing the existing practice green to be used as a warm-up facility for the 18-hole regulation course. • It will create a "short game" practice area for practicing chipping and bunker shots and a "pitching area"with targets spaced at 10-yard intervals to facilitate precision practice for longer short game play. • It will include a complete remodel of the 9-hole executive course, complete with new putting greens, tees, bunkers and a "Scottish Style Burn"to add strategy,variety and interest to the new golf holes while providing storm drainage to remove excess rainwater in storm events. This Project also includes$500,000 worth of lighting improvements for the practice range and 9-hole executive golf course.The lighting improvements must provide lighting enhancements that are sufficient to allow play on both the practice range and the 9-hole executive golf course in the evening and nighttime hours after sunset. Once the Project, including the lighting improvements, are completed, Operator will increase the hours and allow nighttime play on the practice range and 9-hole executive golf course. 4812-3801-2412,v. 1 -------------------------------------- --- 1 ,�� �x �t atirYr c` �uninr Golf Trainin � :acilitic[ t lI foe ^.1 l l „II {'�1 74.w,y..+w..�M��w../rrxi�-..r.al•.�:+..�w 1"r.....re�w,i.w dlw..w® �.. rear..,.+rr.Jw...11.a".1.^wrr dA v Ir r.J r ili.pili Lx3r.u+.Y�.r•tiyiA ram.w �..•....4�rx.w.,r.r�..6 �+.a...+.w Mlr ryilw.4L..».... ' .. "A.4—r...r.r.Y....r L..k11. 6 as.,r««w P--.r..x««.«4ir ar Imo'rrrus swi.rYi 11.rtx.+.r a*aYt w i."d °. NSU.rr,.r,.r rs..tiw w..xA w.aiS ww r 10 r..J LA—rr San _.-�. ►rM� d* Wrt r Farr "1...'r IYI�► 7A r lrrs»rA" r dl.Irw w wrrrrYrrwrr r wM 00 y�wwAl.�rrJ iw1 i�ad a&aN libr wow rr rw r1r w Mr f� t+rr MnY rw " aax ur Mr fw to to to •Ir Iq ax M rr la! MN YM No tltl tvY to UN No l.NI ra. as III .,r N f r ■ � r t � 4 l 4 I I ^ w rR a* No s cwJ od i6 cdi om ! II to Y! W A A AM iktp 1!M b 1 N N ' N I ?!Ik Ex 1.1 ♦ I IMI !� +� �; .. t 1 Y iB 1It• p A, 11r611YYr :a1�raYY�lti ka r Foresight Golfrid AMWO .rXl xxW Y'�1 IaW xYr 1a 1: ------------------------------------------------ ua aruxxraraw/rM � .•. ,. .. .�'i.l'.. � �.I.G � a®.ar Isarur al Yl�.rr/MAMarax a w*.a �.w s.r•.wr+rrra.w ATTACHMENT B Required Terms for Contract with Architect or Engineer ("Consultant") ADDITIONAL SCOPE OF SERVICES. In addition to preparation of plans and specifications in compliance with all applicable City Codes and State laws,Consultant will conduct regular on-site inspections and observations of construction contractor's work in progress, materials and equipment to assist in determining if the work is in general proceeding in accordance with construction documents. INDEMNIFICATION A. Consultant shall fully indemnify and hold harmless the City of Corpus Christi and its officials, officers, agents, employees, excluding the engineer or architect or that person's agent, employee or subconsultant, over which the City exercises control ("Indemnitee") from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs, to the extent that the damage is caused by or results from an act of negligence, intentional tort, intellectual property infringement or failure to pay a subcontractor or supplier committed by Consultant or its agent, Consultant under contract or another entity over which Consultant exercises control while in the exercise of rights or performance of the duties under this agreement. This indemnification does not apply to any liability resulting from the negligent acts or omissions of the City or its employees, to the extent of such negligence. B. 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. C. 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. INSURANCE. Consultant must not commence work under this Agreement until all insurance required has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. Insurance Requirements for the Consultant are shown in ATTACHMENT B-1 4812-3801-2412,v. 1 ATTACHMENT B-1 Architect/Engineer ("Consultant") 1. Insurance Requirements 1.1 Consultant must not commence work under this agreement until all required insurance has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 1.2 The City must be listed as an additional insured on the General liability and Auto Liability policies, and a waiver of subrogation is required on all applicable policies. Endorsements must be provided with COI. Project name and or number must be listed in Description Box of COI. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-written day notice of cancellation, Bodily Injury and Property Damage required on all certificates or by Peroccurrence - aggregate applicable policy endorsements Commercial General Liability including: $1,000,000 Per Occurrence 1. Commercial Broad Form $2,000,000 Aggregate 2. Premises - Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury-Advertising Injury AUTO LIABILITY(including) $500,000 Combined Single Limit 1. Owned 2. Hired and Non-Owned 3. Rented/Leased PROFESSIONAL LIABILITY $1,000,000 Per Claim (Errors and Omissions) If claims made policy, retro date must be prior to inception of agreement, have extended reporting period provisions and identify any limitations regarding who is insured. 4812-3801-2412,v. 1 ATTACHMENT C- REQUIRED TERMS AND CONDITIONS FOR CONSTRUCTION OF THE PROJECT 1. Performance and Payment Bonds. Bonds furnished must be the requirements of Texas Insurance Code Chapter 3503, Texas Government Code Chapter 2253, and all other applicable laws and regulations. The contractors who are awarded contracts for construction of the Gabe Lozano Gell Getir- improvements shall furnish the following bonds by surety companies authorized to do business in Texas: A. Payment Bond - A payment bond in the amount of One Hundred Percent (100%) of the contract for construction of the Improvements shall be furnished for the protection of all persons, firms and corporations who may furnish materials or perform labor. The payment bond shall be made with City of Corpus Christi as an Obligee. B. Performance Bond - A performance bond in the amount of One Hundred Percent (100%) of the contract for construction of the Improvements shall be furnished covering the faithful performance of the contract. The performance bond shall be made with City of Corpus Christi as an Obligee. 2. All construction agreements for the Project shall include the following provisions. The Indemnity section shall be in large bold face font. A. INDEMNITY. THE CONTRACTOR SHALL INDEMNIFY, DEFEND, AND HOLD HARMLESS THE CITY OF CORPUS CHRISTI AND ALL OF ITS OFFICIALS, AGENTS AND EMPLOYEES, FROM AND AGAINST ANY AND ALL LIABILITY, CLAIMS, LOSSES, DAMAGES, SUITS, DEMANDS OR CAUSES OF ACTION INCLUDING ALL EXPENSES OF LITIGATION AND/OR SETTLEMENT, COURT COSTS AND ATTORNEY FEES WHICH MAY ARISE BY REASON OF INJURY TO OR DEATH OF ANY PERSON OR FOR LOSS OF, DAMAGE TO, OR LOSS OF USE OF ANY PROPERTY OCCASIONED BY ERROR, OMISSION, OR NEGLIGENT ACT OF CONTRACTOR, ITS OFFICERS, AGENTS, EMPLOYEES, SUBCONTRACTORS, INVITEES OR ANY OTHER PERSON, ARISING OUT OF OR IN CONNECTION WITH THE PERFORMANCE OF THIS AGREEMENT, AND CONTRACTOR SHALL AT HIS OR HER OWN COST AND EXPENSE DEFEND AND PROTECT THE CITY OF CORPUS CHRISTI FROM ANY AND ALL SUCH CLAIMS AND DEMANDS. B. Project shall be constructed in accordance with all applicable Federal, State and City codes, laws and regulations. 4812-3801-2412,v. 1 C. Contractor and any subcontractors employed on this Project will comply with Chapter 2258 of the Texas Government Code by paying Contractor's employees or subcontractors not less than the general prevailing wage rates. D. Contractor warrants that the goods and services provided under this Contract shall be warranted against any defaults for five years from final acceptance. E. Contractor shall provide insurance as required by Attachment C-1. 4812-3801-2412,v. 1 ATTACHMENT C-1 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 Director of Facilities & Property Management 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, Bodily Injury and Property Damage non-renewal, material change or termination Per occurrence - aggregate required on all certificates and policies. COMMERCIAL GENERAL LIABILITY $1,000,000 Per Occurrence including: $1,000,000 Aggregate 1. Commercial Broad Form 2. Premises—Operations 3. Products/Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury AUTO LIABILITY (including) $1,000,000 Combined Single Limit 1. Owned 2. Hired and Non-Owned 3. Rented/Leased WORKERS'S COMPENSATION Statutory and complies with Part 11 of this (All States Endorsement if Company is not Exhibit. domiciled in Texas) Employers Liability $500,000/$500,000/$500,000 4812-3801-2412,v. 1 INSTALLATION FLOATER Value of the equipment C. In the event of accidents of any kind related to this contract, Contractor must furnish the Risk Manager with copies of all reports of any accidents within 10 days of the accident. II. ADDITIONAL REQUIREMENTS A. Applicable for paid employees, Contractor must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in statutory amounts according to the Texas Department of Insurance,Division of Workers' Compensation. An All States Endorsement shall be required if Contractor is not domiciled in the State of Texas. B. Contractor shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Contractor's sole expense, insurance coverage written on an occurrence basis by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A- VII. C. Contractor shall be required to submit renewal certificates of insurance throughout the term of this contract and any extensions within 10 days of the policy expiration dates. All notices under this Exhibit shall be given to City at the following address: City of Corpus Christi Attn: Risk Manager P.O. Box 9277 Corpus Christi, TX 78469-9277 D. Contractor agrees that, with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: • List the City and its officers, officials, employees, and volunteers, as additional insureds by endorsement with regard to operations, completed operations, and activities of or on behalf of the named insured performed under contract with the City, with the exception of the workers' compensation policy; • Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; • Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and • Provide thirty (30) calendar days advance written notice directly to City of any, cancellation,non-renewal,material change or termination in coverage and not less than ten (10) calendar days advance written notice for nonpayment of premium. E. Within five (5) calendar days of a cancellation, non-renewal, material change or termination of coverage, Contractor shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Contractor's 4812-3801-2412,v. 1 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. 4812-3801-2412,v. 1 ATTACHMENT D REQUEST FOR PAYMENT APPROVAL (Certification for Payment Approval—Gabe Lozano Remodel Project) CERTIFICATION FOR PAYMENT APPROVAL FORM NO. The undersigned [(the "Construction Manager")/("Operator"] requests approval for the proposed payment from The City of Corpus Christi (the "City") in the amount of $ for labor, design, materials,fees, and/or other general costs related to the acquisition or construction of certain authorized improvements to the Gabe Lozano Sr. Golf Course. In connection with the above referenced request of payment approval, [the Construction Manager/Operator] represents and warrants to the City as follows: 1. The undersigned is a duly authorized officer of [the Construction Manager/Operator], is qualified to execute this Certification for Payment Approval Form No. on behalf of [the Construction Manager/Operator], and is knowledgeable as to the matters set forth herein. 2. The work described in Exhibit A has been completed in the percentages stated therein. 3. The Certification for Payment Approval for the below referenced Authorized Improvements has not been the subject of any prior Certification for Payment Approval submitted for the same work to the City or, if previously requested, no approval was made with respect thereto. 4. The amounts listed for actual costs of the authorized improvements, as set forth in Exhibit A, is a true and accurate representation of the actual costs associated with the acquisition, design or construction of said Authorized Improvements. 5. Attached hereto as Exhibit B are invoices, receipts, purchase orders, change orders, and similar instruments, which are in sufficient detail to allow the City to verify the actual costs for which payment approval is requested. (Signature pages follow) 4812-3801-2412,v. 1 I hereby declare that the above representations and warranties are true and correct. a [Texas] [limited liability company], as CONSTRUCTION MANAGER/ Foresight Golf Corpus Christi, LLC] By: Name: Title: JOINDER OF PROJECT ARCHITECT The undersigned Project Architect joins this Certification for Payment Approval solely for the purposes of certifying that the representations made by [Construction Manager/Operator] in Paragraph 2 above are true and correct in all material respects. By: Name: Title: Date: 4812-3801-2412,v. 1 APPROVAL OF PAYMENT The City is in receipt of the attached Certification for Payment Approval Form No. acknowledges the Certification for Payment Approval and otherwise finds the Certification for Payment Approval Form No. to be in order. After reviewing the Certification for Payment Approval Form, the City approves the payment described in the Certification for Payment Approval Form No. and authorizes release of the payment from golf course Capital Account to [the designer or construction contractor] or to any person designated by the [designer or construction contractor]. CITY OF CORPUS CHRISTI,TEXAS By: Name: Title: Date: 4812-3801-2412,v. 1 EXHIBIT A TO CERTIFICATION FOR PAYMENT APPROVAL FORM NO. Segment Description of Work Completed under Actual Costs this Certification for Payment EXHIBIT B TO CERTIFICATION FOR PAYMENT APPROVAL FORM NO. [Include Exhibit a bracketed if final progress payment for such Authorized Improvement] [bills paid affidavit and release of liens-attached] EXHIBIT C TO CERTIFICATION FOR PAYMENT APPROVAL FORM NO. ----- [Include invoices, receipts, purchase orders, change orders, and similar instruments, which are in sufficient detail to allow the City to verify the actual costs for which payment is requested] 4812-3801-2412,v. 1 i ✓_ ,� CORPUS FORESIGHT GOLF CHRISTI INNOVAT[VE MANAGEMENT SOLUTIONS PARKS6 RECReATION Lozano Golf Center Executive Golf Course and Practice Range Remodel May 5, 2021 40 1& Greatest Current Opportunity for Corpus Christi Golf?C RPU_ FORESIGHT GOLF CHRISTI PARK^5�6 The Executive&Junior Golf Training Facilities Gabe Lozano Golf Center f-The City of C—p—C6,ias,7— • —• The plan since 2011 has been to do a complete remodel of both the Executive Course and the practice range with the objective of creating a state-of-the-art facility that would be of the finest quality of golf in the City. • It will transform an underutilized 40 acres of mostly non-irrigated space into - a beautiful facility enhancing golf play, programming and instruction! • This Executive Course will attract and serve many of the winter Texan visitors who come to Corpus Christi and presently play our other courses and enable more quality playing time for our junior golf programming and schools. it • Winter Texans play golf in the mornings and junior golf programming and ' I school practice occurs in the afternoons. As a result, we expect that the renovated and improved golf course will be busy all day long. r� As part of the existing regulation golf facility this "State of the Art" facility '> will add only a small amount of additional operating expense but will increase programming, golf inventory and profitability in a significant way. • It will provide improved accommodations for the 9 high schools and 11 ! middle schools that our golf courses serve for practice, play and v competition. -. .. ... 9 Hon Highlights of the Remodel Project: The Executive&Junior Golf Training Facilities .=Gabe Lozano Golf Center for The City of Corpus Christi,Texas TExpanded practice tee can accommodate 50 hitting stations at one time. The range area will be excavated and lowered to create better visibility from the tee, - improve the drainage and create fill to be used on the golf holes and for a high ridge to �r wrap around the range for protection and containment. Add a new 10,000 sq. foot practice putting green. The existing practice putting + ruJ green can be used as a warm-up green for players on the eighteen hole course. f I ,. c ® Add a abort game practice area for chipping and bunter practice. The area can e be set up as six separate practice areas or as a six hole chip-n-putt course with each o° 0 hole playing up to 30-40 yards long. Add a precision pitching area with small target greens at 10 yard distances up to n 100 yards. �> i. Add a Scottish-style "burn" to facilitate drainage for the 9 hole course and to . « ; da - add some strategy, variety and interest to a few of the holes. The burn will drain into the existing drainage channel along the east aide of the golf course. a, 'K „�no< Foresight G� Lozano Golf Center Executive Course 2019&2020 YTD Rounds and Revenues Based on 364 days/Yr. Economics of Actual Executive 2019 Rounds Pla ed Yield Revenue Rwads/llya Executive 9 Hole Green Fee 3,554 $ 9.99 $ 35,513.51 10 The Remodel Executive 9 Hole Junior Green Fee 829 $ 4.41 $ 3,656.50 2 Total 4,383 $ 8.94 $ 39,170.01 12 2020 Rounds Played Yield Revenue Executive 9 Hole Green Fee 6,182 $ 10.00 $ 61,797.42 17 Executive 9 Hole Junior Green Fee 785 $ 4.50 $ 3,537.00 2 Total 6,968 S 9.38 S 65,334.42 19 Lozano Golf Center Executive Course Post-Renovation Pro Forma Effect of Renovation of Executive Course Includes a complete redesign of thegolf course,new putting greens,regrading holes,new irrigation,installation of bunkers, and plan ting new Seashore Paspntu m on putting preens, fairways,fees and rough Based on 364 days/Yr. Post-Renovation Pro Fornla:Stabalized Year 1 Rounds Projected Yield Revenue Projected Projected Executive 9 Rounds/Day Executive 9 Hole Green Fee 11,646 $ 25.00 $ 291,200 322 Executive 9 Hole Junior Green Fee 2.912 $ 15.00 $ 43,680 8 Food&Fever e $ 5.00 $ 72,800 Total Post Renovation Results 14,560 S 28.00 $ 407,680 40 Potential Incremental Revenue if Executive Course is Lighted;-'"' Based an 364days/Yr. Projected Executive 9 Nighttime Operation Rounds/Day Executive 9 Hole Green Fee 10,192 $ 25.00 $ 254,800 78 Executive 9 Hole Junior Green Fee 1,455 $ 15.00 $ 21,840 4 Food&8ev $ 6.00 $ 69,888 Total N' ttime eration 11,648 S 29.75 S 346,528 32 Potential Total Per Year(Rounds and Revenue-Daytime/Nighttime Operation) Rounds/Day Total 26,208 r$ 28.78 S 754,208 72 4 Description Quantity Unit Unit Cost $A--t Tatala Cornslxnta/A—pti.— NbnrvLr,m]hikaexad„n IL—p Som S 7sox10 I 5 75,4"1..", Lozano Practice Facility I L,vnp Sam 4 tlJANNwo S 11I.4NJp1J 5 &s�tNN.I.tN� fl— and 9 Hole Short rwESi pri y&Ile. .,,1 44 1(: $ 'Som S rp NJ m) R-- „. .,1;,�,. +hTmg N—N' h RZ—zd&L7ispn,al 4,1 M tiJ $ .1.45 5 I'mi.m 11,mcd—xirr m mn,ualing nL'—f pin'ana $ 3A,1RMI.l NJ Course Renovation Fanl •wkHF. a r:m limsusn(imrnd tiilr k�enm 3,51[1 LI4 I S 12w51J.lN, tiilr F—shag JrainakenaJ 1'.xea,a[isrnh hL„(irulinK Ww, (:S' $ ,Ski $ 175,xwc C-1 fdl ni UuiCJ}•riCf fexrva, 5 I K7 2S1 UAD tilwri.LK 1 L—p N— S L25,I4AIAMI $ 125ANJAN7 A,1,6w ufx,ilf(-.— Construction Quantities&Cost (.—fj,n,tn, wr AI IMMI SI $ 21k1 S 166,4NJ.1D ith 4”and np;nn d—w.K-1 g—nu 11 Estimate :rt:n'ra.,rrR,<.I:in:, sf $ 11 5 ,'J r0.N.,.(7 Pxcria ax,,nlc ....... :u 11 31,7LMI til' $ 2.tNI S 41AU0.117 [ndL IL,u]King,d—X,and pF-1 I:i_ifcr end 554 '1N 5 551N1 5 311,5,W J. C. .—F—d dVh s w2,;,nulM1 December 10,2019 =n an Y.1 1.1 12w�d,1P�r. SJM7f1 I.1 5 5.1K1 S 25,0NJ.(11) I,aina F ndhw4nrdraiau r°.1 fn\1'ti��Li.114r. MMI 1.1 5 7.(NI S ❑I_s1N)AD Si:,dp6--.Itipl.i.,l.— i .L175\[! 1.^.pa IJMV 1.1' S ,IAkI S 11,N07.[1V ti..d up hr-6p6 emlrro 1nlL-a-i-:,iron nim IS Il4 5 2xUJ,I 5 1,7-%.(N) Cain.,m,.-ds I:, nh m•n 1,narL IS 1:1 $ 325ANI 5 4,675X10 (:LLu:j fairn-a.'areas nh inmlym 3 IA S 41ti UA1 5 1_350.110 Hurnom uFrnxtia'nryt< S -Wg7S.,N, I IL:A,Mr.&Wi-g 43 :11: S 211,twol S wkl7 KNJ.l11J Adp..d--g—d up form 311 u.es ru a]aero. 6ER,fX7i7.i711 ]?'VL rk d:arr 11.4h KJMA1 Sy $ 4-25 S 34,(K (N) 4”rhi.k--t,rash J.-%V—(:au.,iryn 5 EA S 3-4AKIb 1 $ 17AVAU (AIP-JL,,--pah.rn Ker anus rhe di-w."bore,. 5 SIS 6f10 Fini.ldng I i,n,h cndinK a(rang Prer 41.1) A(: S 2r0UA['1 $ 1(a sw.[A) I'ai—u .nd pn—y...A rrea,cmlr PlxntirLg V-I AVanc U g.11'-dim-r 43.0 AC S 1,pMI* S 4.3,(11N7.IM7 [:acre,,rLw,.G:a.a.xand rm,.,aa'ar,yA, $ 1d551M Y.IA) (;—n, so,01Ni 5k f 11.45 S 37,15h.(N) NT,A nKra,,T.Wq d T-,hxiewocs and l(,.,* 41.1) AC S 3,(N1DAkI S 123,007.017 P.T.hnnxrays,rnw"d S 1G6,354 0 Su11-Ttxal Const—fi-Cost Est. $ 7,963,45.5.011 Mi.o.I1�.�nu.I,L.,lr.�n I7', (.t11-1nuam.Irchiteegl'ee,tle l':xr— 7 I—p S— S FAMMNIANI $ IstI,4NJA41 (:,df enwu arehereel,ir,eptvan de,iKner xnd all LxrcmwL. N'i,ntmXcn-I'wd 7 1-4,S— 5 t'xa145S,I S PM 145.117 JL—Od,tai.m--i— Total 5 318,34&g.Sn Total rnsttuctian Cost Ext. $ '5 ,g0 Next Phase and Major Step to Play and Profitability FORESF CORPUS CHRISTI PARK56 Lighting The Executive Course and Practice Range • This project is also a game changer. With the beautiful and temperate climate of Corpus Christi, the only thing that curtails playing and practicing the game of golf is daylight. • Lighting short courses is becoming increasingly popular to extend the hours that the game can be played. The San Pedro Driving Range and Par 3 Course in San Antonio (pictured right) which was just remodeled and lighted by the Alamo City Golf Trail, has been a huge success. �� • With the volume of shift work that occurs in Corpus Christi, we are convinced that this golf course and the practice range would be utilized at night if the facilities were of good quality and lighted. Cost To Light and ROI ACHR FORESIGHTGOLF........................... P ARK^S�6 Potential Incremental Revenue if Executive Course is Lighted eased on 364days/Yr. Projected Executive 9 Nighttime Operation Rounds/Day Executive 9 Hole Green Fee 10,192 S 25.00 S 254,800 28 Executive 9 Hole Junior Green Fee 1.456 S 15.00 S 21,840 4 Food&Beverage S 6.00 S 69,888 Total Nighttime Operation 11,648 S 29.75 S 346,528 32 Current Estimate to Light 40 Acres = $500,000 • After operating expenses, investment can be recouped in approximately 2 years. so �o o� A P v AGENDA MEMORANDUM µoRPORPg4 First Reading for the City Council Meeting of October 19, 2021 1852 Second Reading for the City Council Meeting of October 26, 2021 DATE: October 19, 2021 TO: Peter Zanoni, City Manager FROM: Jeffrey Edmonds, P. E., Director of Engineering Services jeffreye(a)-cctexas.com (361) 826-3851 Ordinance Accepting and Appropriating Texas General Land Office-Coastal Management Program's Gulf of Mexico Energy Security Act Grant Funding and Authorizing a Real Estate Purchase for the Laguna Shores Rehabilitation - Redhead Pond Mitigation Project CAPTION: Ordinance accepting and appropriating the Gulf of Mexico Energy Security Act ("GOMESA") grant funding from the Texas General Land Office — Coastal Management Program in an amount of $130,043.00 in the Community Development Grant Fund; and authorizing a Real Estate Sales Contract with Tracy Duncan in an amount of$355,000.00 for the acquisition of 22.2427 acres, located in Council District 4, with FY2022 funding available from the Community Development Grant Fund. SUMMARY: This ordinance authorizes the acceptance of the Gulf of Mexico Energy Security Act ("GOMESA") additional grant funding from the Texas General Land Office (GLO) — Coastal Management Program and authorizes the acquisition of five tracts (approximately 22.2427 acres) located adjacent to Laguna Madre and the Redhead Pond area. The land will be used for the rerouting of stormwater associated with the Bond 2018 Laguna Shores street reconstruction projects. This project is expected to improve water quality, re-establish a vital freshwater source, and increase wildlife diversity in the area. BACKGROUND AND FINDINGS: Section 404 of the Clean Water Act requires mitigation that is approved by the United States Army Corps of Engineers (USACE) when fill material is placed in wetlands or waters of the United States. The Laguna Shores Road Reconstruction Project impacted 1.39 acres of surrounding wetland areas. The USACE Section 404 permit for Laguna Shores Road required a 4:1 minimum mitigation ratio. The City proposed the Redhead Pond Restoration as the wetlands mitigation project to support the Laguna Shores Road reconstruction. Redhead Pond area has historically been a freshwater resource for wintering redhead ducks and other shorebirds. Over time, the pond has become more saline/brackish due to changes to surface flows as a result of development and tidal influence. The Wetlands Mitigation Plan for the Laguna Shores Rehabilitation Project proposed to restore freshwater inflows into Redhead Pond by re-directing storm drainage into the pond. This action will restore freshwater inflows into Redhead Pond and improve the quality of this habitat. To help fund the Redhead Pond Project, the City applied for and accepted a Gulf of Mexico Energy Security Act of 2006 (GOMESA) grant to acquire the necessary property. On February 9, 2021, City Council passed an ordinance to accept $253,307.00 of GOMESA grant funding to acquire the subject properties. Subsequent to the original grant application, the property was appraised at $383,350.00. The new appraisal left a shortfall of$130,043.00 in grant proceeds for the land purchase. In July 2021, the GLO approved additional GOMESA grant funding for the land acquisition. To date, the City has obtained a "Willing Seller" Letter, Title Commitment, Phase I - Environmental Site Assessment (ESA), and a property appraisal. It was concluded that a Phase 11 - Environmental Site Assessment was not needed. To proceed with the Section 404 mitigation plan, the City must acquire the property adjacent to Redhead Pond and contiguous to the existing Texas Parks &Wildlife Department's Redhead Pond Wildlife Management Area. The terms of the grant require that the property be retained and maintained forever in a predominately natural vegetative condition for the purpose of protecting, conserving, and restoring coastal areas and habitats. Upon Council approval, the City will purchase the subject property to support the Laguna Shores Rehabilitation —Section 404 Mitigation Plan. ALTERNATIVES: The alternative is to not accept the additional grant funding and not purchase the adjacent land. The City would then need to develop an alternative plan to satisfy the Section 404 Wetlands Mitigation requirements for the Laguna Shores Rehabilitation Project. FISCAL IMPACT: The fiscal impact in FY2022 is an amount of$355,000.00 with funding available from the Community Development Grant Fund. FUNDING DETAIL: Fund: Community Development Grant (Fund 1072) Mission Elem: N/A Account: 290202 Activity: 870104-S-1072-EXP Amount: $130,043 RECOMMENDATION: Staff recommends approval of the ordinance to authorize the acceptance and appropriation of the GOMESA grant. This grant will fund the acquisition of 24.43 acres of wetland and upland property which includes the 9.0-acre Redhead Pond. The acquisition of this property is expected to improve water quality, reduce non-point source pollution, re-establish fresh and brackish marsh habitats, and increase wildlife diversity in the area. LIST OF SUPPORTING DOCUMENTS: Ordinance Location Map Appraisal Title Commitment Real Estate Contract Mitigation Plan — Laguna Shores Rehabilitation —Segments 1, 2, and 3 Phase I ESA Ordinance accepting and appropriating the Gulf of Mexico Energy Security Act ("GOMESA") grant funding from the Texas General Land Office — Coastal Management Program in an amount of $130,043.00 in the Community Development Grant Fund; and authorizing a Real Estate Sales Contract with Tracy Duncan in an amount of $355,000.00 for the acquisition of 22.2427 acres, located in Council District 4, with FY2022 funding available from the Community Development Grant Fund. Be it ordained by the City Council of the City of Corpus Christi, Texas: Section 1. The $130,043.00 GOMESA funds from the Texas General Land Office is appropriated in Fund No. 1072 for the acquisition of property located on Laguna Shores Road and Hustlin' Hornet Drive. Section 2. The FY 2022 Operational Budget adopted by Ordinance No. 032540 is amended to increase appropriations by $130,043.00. Section 3. The City Manager or designee is authorized to sign the real estate sales contract to purchase 22.2427 acres of land located on Laguna Shores Road and Hustlin' Hornet in the amount of$355,000.00, which includes a required deed restriction to retain and maintain the property forever predominantly in the natural vegetative condition for the purpose of protecting, conserving and restoring coastal areas and habitats. 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 1 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 2 AQ 0 b � N SCALE: N.T.S. w�wmw B LOCATION VICINITY MAP NOT TO SCALE v/ O Q� O Sp�o 35811 � 8 c v 0yo m a ��� LOCATION � WALDRON READHEA FIELD INOLF �� POND LAG U NA M 9ry LOCATION MAP NOT TO SCALE REAL ESTATE PURCHASE CITY COUNCIL EXHIBIT (22.2427 ACRES) CITY OF CORPUS CHRISTI,TEXAS VONI DEPARTMENT OF ENGINEERING SERVICES w � �.�♦ w, ,y. e SCALE: N.T.S. N F w e F . ti R BLUFF 4 . S . D 3 ,r 5 YR O w r O 4 " b R . H . tLEGEND LAGUNA SYMOBOL TRACT ACRES M A D R E Oi First Tract 16.46 OSecond Tract 0.4154 Third Tract 0.6223 -' ", - Fourth Tract of 3.679 AERIAL MAP OFifth Tract 1.066 NOT TO SCALE REAL ESTATE PURCHASE CITY COUNCIL EXHIBIT (22.2427 ACRES) CITY OF CORPUS CHRISTI,TEXAS v4Q DEPARTMENT OF ENGINEERING SERVICES 10FC I {;J, 2019 Mitigation Plan -Laguna Shores Rehabilitation - Segments 1, 2, and 3 1) Goals and Objectives The proposed mitigation plan for unavoidable impacts of filling approximately 1.12 acres of 404 Waters and approximately 0.2 acres of Section 10 Waters of the U.S. (.07 for roadway, and .134 for the living shoreline breakwater), as well as dredging .07 acres of wetlands (1.39 acres total) to offset unavoidable impacts caused by the raising and widening of Laguna Shores Road and upsizing of culverts. The least environmentally damaging practicable alternative was reached through avoidance and minimization, with ecological considerations and reasonable costs influencing the selection of the preferred alternative. The on-site mitigation is proposed to as a "watershed approach." Specifically, the proposed mitigation for impacts involves the hydrologic restoration of 9.75 acres of an open water freshwater pond, Redhead Pond, adjacent to the project site. (See Redhead Pond Mitigation Exhibits) Due to nuisance tides, re-routing of stormwater, and sea level rise, Redhead pond has been converted from a vital freshwater source for many wintering duck and shorebird populations to a brackish/saline water pond which has almost no duck usage these days. The extreme hydrological shifts on a seasonal basis and lack of a permanent connection has rendered Redhead Pond to a much Iower value body of water, for either salt water or fresh water characteristics. History Redhead Pond was created in the 1940's by the excavation of approximately a 9.75 acre area supposedly for fill for adjacent projects (A Management Plan for Redhead Pond,TPWD). The 37 acre tract was purchased from Dr. Beverly Held by the Nature Conservancy (TNC) in 1990, and then TNC conveyed the property to Texas Parks and Wildlife Department(TPWD) while retaining a conservation easement. The property was acquired with the purpose to protect and enhance wintering waterfowl habitat and wetland natural resources. The northern section of Redhead Pond, where the proposed improvements are to occur, is currently owned by Tracy Duncan, a copasetic landowner. 2) Mitigation Site Selection The mitigation site was selected due to several factors. Proximity to the proposed impacts of raising and widening Laguna Shores being first and foremost and the mitigation can be considered "on site." The need for hydrologic restoration in the area is also paramount and a stated goal in the Management Plan. Agency support, namely from the owners, TPWD and Tracy Duncan, is also high due to lack of funding, smaller size of the tract compared to other TPWD holdings, and distance from other TPWD managed areas. In addition, the site was selected as it is being influenced by the same factors that are causing the purpose and need of raising the road, namely flooding and saltwater intrusion. 3) Mitigation preservation sites protection DEC 1 0 2019 The majority of the site is already preserved by the TPWD as a wildlife management area, and also by a permanent conservation easement that is held by TNC. These have been filed a permanent dedications in the Nueces County record files in perpetuity. The northern portion of Redhead Pond (Tracy's tract) is wetlands, and is protected by the Clean Water Act. 4) Baseline Conditions The wetlands that are adjacent to primarily segments 1 and 2 of Laguna Shores have long been disturbed by the construction of the road, as well as constant disturbance from vehicular traffic going off the edge of the road. Erosion on segment 1 adjacent to the road on the east side is on the order of 60-70 feet over time. Storm and nuisance tides, and the resulting erosion are threatening the road base, hence the proposed pilot living shoreline project. A majority of the wetlands adjacent to the road in segment 1 are unvegetated sand flat that has a variety of hydrologic regimes due to the raised road acting as a dam for both sides. A hydrology and hydrologic (H&H) study was completed during the early stages of design for the new road, and it was determined that the current culverts crossing Laguna Shores are undersized and causing impoundment of flood and storm water. Raising the road would require the widening of the four mentioned drainage channels. The shoulders of the current road vary between asphalt fill for slopes, to some unvegetated flats, to wetlands that grow up to the edge of the current road. A wetland delineation was completed as a component of the overall application. Historically there have been stormwater infrastructure re-routes in the area that have changed the drainage patterns over time and are negatively influencing Redhead Pond. Drainage improvements with the reconstruction of Waldron Road shunted some of the stormwater that had flowed to the east now flow to the south to the Van Galen drainage and away from Redhead. There is also an 18"stormwater drain from the Flour Bluff Independent School District(FBISD)property(Jr.High area) that moves water from the track area, east down Gadwell, and then into the outfall drainage on the north side of Gadwell. This drainage infrastructure is shunting stormwater away from Redhead Pond into the adjacent Beasley pond/ditch. In addition, this stormwater drain is also inadequate for the area it is expected to drain, and this causes flooding in the adjacent neighborhood on Oakdale Street. A second perpendicular culvert under Gadwell Road on the north end of Redhead pond connects it to the Beasley pond and drainage, which drains into but also exchanges salt water with the Laguna Madre through a set of culverts under Laguna Shores Road. During the 2018 season and recently (spring and fall 2019), there have been many instances of"nuisance tides" (Dr. Philippe Tissot, per. Comm.) which have resulted in water levels that have exceeded the upper outfall pipe elevation under Gadwell. This has resulted in waters from the Laguna Madre flooding into Redhead Pond. Salinities measured 15ppt in November 2018, and then 20ppt in January 2019, despite a higher-than-normal amount of rainfall during that period. DEC 1 0 2010 The hypersaline waters from the Laguna Madre flooding into Redhead Pond has converted Redhead pond from a vital freshwater source for wintering duck and shorebird populations to a brackish/saline water pond which has little usage these days. The extreme hydrological shifts on a seasonal basis and lack of a permanent connection has rendered Redhead Pond to a lower value body of water, for either salt water or fresh water characteristics. The proposed mitigation will include the replacement of the existing culvert under Gadwell. In addition, this will help prevent flooding of about a half dozen houses along the adjacent Oakdale Street. 5) Determination of Mitigation Requirements The widening and raising of Laguna Shores road, upsizing the drainage channels at the O'Neill, Beasley,Van Galen,and Yorktown culverts,and fill for the living shoreline component will impact 1.39 acres of wetland areas (see Table 1 below). The living shoreline breakwater and marsh fill of.134 acres is included as impact, although it could be considered a restoration component outside of the mitigation ratio. The proposed mitigation is the restoration of previously impaired adjacent wetlands through a watershed approach. Restoration of a Category II wetland is general accepted at a 1:1 ratio. (Category II wetlands can be important for a variety of wildlife species and can be critical for the watershed depending on where they are located. In contrast to Category I wetlands, Category II wetlands do not provide critical habitat for any T&E species or species of concern. Generally these wetlands are pristine, not fragmented; common but more productive and sustain higher biodiversity compared to Category III wetlands.) The proposed mitigation is 9.75 acres of hydrologic restoration to 1.39 acres of impact to wetlands,both vegetated and non-vegetated. This would indicate that a 1:1 mitigation ratio is 7 acres of mitigation to 1 acre of impact (7:1). If the Category I ratio of 2:1 is used, this would result in 3.9 acres of mitigation to 1 acre of impact, which still exceeds the minimum mitigation ratio (-4:1). The USACE will determine what level of mitigation is acceptable. Table 1—Impacts from Widening Segments 1, 2, and 3 and drainage channels Segment 1 Segment 2 Segment 3 Total -- ------ ----------— Section 10(fill) _ 6690 274 207 7171 Section 10(dredge) _ 0 660 0 660 Section 10(matting) 1016 854 3 1873 Section 404(fill) _ 129 2614 56 2799 Section 404(dredge) 0 2090 0 2090 Section 404(matting) 739 1697 65 2501 Mud Flat (fill) 548 0 0 548 Mud Flat(matting) 716 0 0 716 --- Riprap(fill) 417 1395 437 2249 Sand Flat(fill) 404 __2519 _ 2941 5864_ Sand Flat(matting) 1261 0 1072 2333 Vegetation(fill) 5681 11663 7541 24885 Vegetation (dredge) - 0 287 0 287 UCC 2019 Vegatation (matting) 206 980 4142 5328 Wingwalls (fill) 490 731 123 1344 Total(sf) 12460 25764 16587 60648 Total (acre) 1.392 6) Mitigation Work Plan The proposed work plan is the re-establishment of the storinwater flows into Redhead Pond from the adjacent Oakdale neighborhood, as well as from the FBISD property. This will involve the removal of an inadequate storm water system and construction of approximately 540 feet of open concrete lined ditch in the 30' utility easement, an intake structure with wingwalls, and 480 feet of 8' by 3' reinforced concrete box (RCB). The terminal end of the RCB will also be placed on the south side of Gadwell in the same footprint as the existing culvert on that side. If requested, a set of roughness baffles ("dragons teeth") may be added. This will restore approximately 9.75 acres of freshwater habitat, which is critical to wintering ducks and other local shorebirds and wildlife. A similar restoration project has already been accomplished on a nearby pond (corner of Graham Road and Laguna Shores) through the reestablishment of stormwater flows. This has resulted in extremely high usage numbers of ducks in the short time that flows have been restored. The freshwater may also influence the surrounding wetlands. There may be some restoration of unvegetated salt flats to brackish and fresh water vegetation and natural revegetation as a result of the hydrologic restoration. There are pockets of leafy three-square, bulrush, cattails and salt meadow cordgrass in the area that may re-establish and expand over time. The pond was historically ringed with cattails, but the high salinities have extirpated all freshwater vegetation from the area. The proposed mitigation plan may restore over 9 acres of habitat in addition to the 9.75-acre freshwater pond, however the habitat restoration of the adjacent marsh is not included in the mitigation computations due to uncertainty of rainfall amounts. Living shoreline component The City of Corpus Christi has partnered with the Corpus Christi Metropolitan Planning Organization (MPO)in support of the Laguna Shores Living Shoreline project that will be located along segment 1 near the intersection of Graham. The intent of the project is to provide shoreline protection to reduce erosion to the adjacent road. The project is part of a Federal Highway Administration(FHWA)pilot program to deploy nature-based shore protection features to increase the resilience of roadways in extreme weather. The City proposes to construct a low-crested stone breakwater, consisting of approximately 160 cubic yards of graded riprap within a 0.134-acre footprint. The riprap will be placed on geotextile filter fabric and fill of 160 cubic yards will be placed between the breakwater and shoreline at elevations conducive to salt marsh plants, which are expected to naturally recruit. See attached exhibits. The proposed low-crested breakwater will have a crest width of 4 feet and set to an elevation of approximately 3 feet NAVD. The front and back slopes to the breakwater will be constructed at ;;I_C 1 0 2919 approximately a 1.5:1 slope and extend to a bottom elevation of approximately -1.0 ft NAVD. Elevations of the marsh vegetation area behind the breakwater will range from approximately 0.75 feet to 1.25 feet NAVD to create an area suited for settlement by salt marsh vegetation. Impacts A majority of the mitigation activities will occur in uplands. The RCB pipe placed at the end of the drainage in the current roadway (Gadwell) for the freshwater restoration will remain in the existing culvert footprint for no net change. A set of roughness baffles ("dragons teeth") may be added if requested. This will include a small amount of fill, but still well within mitigation ratio requirements. The existing perpendicular culvert under Gadwell to be removed is in uplands. The proposed hydrologic restoration will occur through improvements to the existing stormwater system. In addition,this will help prevent flooding of about a half dozen houses along the adjacent Oakdale Street, for an ancillary positive benefit. The H&H study determined that the culverts at the O'Neill, Beasley, Van Galen, and Yorktown ditches all need to be upsized in order to prevent impoundment of storm water. These impacts are included in the impact table above. The living shoreline component could be considered a restoration or conversion of habitats, however it is included as an impact of 0.134 acres of impact included in the mitigation ratio. 7) Maintenance Plan No planting is proposed as the mitigation is hydrologic restoration in nature. The only maintenance is for the City of Corpus Christi to monitor that the storm water system is functioning properly. The City of Corpus Christi has an Indefinite Delivery/Indefinite Quantity Program (IDIQ) that is ongoing and is funded yearly through the Engineering Department that will ensure any potential future costs for maintaining the mitigation/restoration system. The scope of the IDIQ program includes,but is not limited to;rehabilitation and/or replacement of manholes,curb inlets, and storm water pipes or box culverts by open cut installation methods, well pointing, cleaning and televised inspection of conduits, and other stormwater pollution prevention plans/permit compliance (SWPPP). Once constructed,the infrastructure will become a part of this program that is inspected on a regular basis to ensure that it is operating correctly, and any maintenance that is needed in the future. In addition,inspection of the property will also continue as completed by both the TPWD, and the Friends of Redhead Pond. They will provide feedback to the owners of the infrastructure (City of Corpus Christi) regarding the function of the restored stormwater system. The breakwater is expected to have a lifespan of at least 20 years, without the need for maintenance. The marsh behind the living shoreline is expected to vegetate naturally, and as no planting is proposed, no maintenance is proposed. 8) Performance Standards DCC i 0 2013 Performance standards are observable or measurable physical, chemical, and/or biological attributes that are used to determine if a compensatory mitigation project meets its objectives. The functional capacity of Redhead Pond as a freshwater wetland has been altered over time due to changes in freshwater inflows and saltwater intrusion. Current USACE performance standards are primarily related to vegetation with little standards for evaluation of hydrologic regimes. The proposed mitigation will restore freshwater inflows, however as no historical data regarding salinity is available, no analysis regarding pre- or post- construction can be performed. While there is an expectation of hydrology to affect biology through hydraulic mitigation, the geomorphology and physiochemical parameters cannot be assessed meristically or by data analysis. In addition, while there are standard monitoring programs for stream restoration and marsh restoration, there is not a specific, accepted standard monitoring program for hydrologic/salinity regime restoration. A similar hydrologic project was recently completed adjacent in a similar area,but the history and hydrologic regimes of the two project vary in regards to their connection (or lack thereof) with the Laguna Madre, that data or comparison between the two would not result in a pertinent analysis. Performance standards will include monitoring conducted by the City of Corpus Christi as required by the Texas Commission on Environmental Quality (TCEQ) as the City operates a Municipal Separate Storm Sewer System(MS4). An MS4 stormwater system does not connect with a waste water collection system or treatment plant. In order to maintain its MS4 designation, storm water quality is required to be tested and maintained. The City has previously designated Redhead Pond as a sampling station, and will include salinity in their monitoring efforts. These reports can be sent to the USACE or other agency upon request. Performance standards are expected to include the reduced salinity of Redhead Pond;however,as rainfall is unpredictable,monitoring of Redhead Pond may have varied results. One of the simplest and most assured performance standards of the goal of reducing salinities is to increase wintering waterfowl usage of the freshwater. Yearly monitoring of waterfowl can occur if required by the USACE, although anecdotal observations will suffice to get a relative idea of the increase of duck usage from the current presence of zero. In addition, the site is a part of the Christmas Bird Count by Audubon and is monitored yearly(David Newstead, pers. Comm.). 9) Monitoring Plan As mentioned above in the performance"standards, the City of Corpus Christi will monitor the salinity along with their required storm water monitoring, and can provide reports to the USACE. The salinity in Redhead Pond relative to recent rainfall will be the success criteria, resulting in increased wintering waterfowl usage. The presence of any wintering waterfowl post construction can be deemed a success over the past couple of seasons, as there was little to no usage anecdotally observed on several occasions. In addition, the Friends of Redhead Pond completes reconnaissance observations of the property monthly. The monitoring reports will include: a) The Corps permit number and name b) Name of party responsible for conducting the monitoring DEC 1. 0 2019 c) A brief description of the purpose of the project and aquatic resources d) Written description of the location of the salinity monitoring locations e) Dates and any notes on when the mitigation construction occurred f) Short statement on whether the performance standards are being met g) Dates of any corrective or maintenance activities h) Specific recommendations for any corrective or remedial actions Neither the TPWD nor the TNC will be responsible or liable for any monitoring, either pre- or post-construction, or in the future. 10)Long Term Management Plan The City of Corpus Christi will manage the infrastructure yearly for their required MS4 and IDIQ programs as required by the TCEQ. In addition, the Friends of Redhead Pond has recently achieved 501c3 status in order to he able to accept and manage portions of Redhead Pond, and any additional lands that are added to the project in the future, if TPWD and/or Tracy Duncan sees fit to relinquish management duties. The Nature Conservancy also holds a Conservation Easement of the TPWD section of Redhead Pond, which has been filed with Nueces County and is included in the Deed Records of the parcels. The mitigation plan is considered "in perpetuity." 11)Adaptive Management Plan Revise the existing Management Plan for Redhead Pond as needed, which can be accomplished by either TPWD or the Friends of Redhead Pond. The first Management Plan was written by TPWD in 1992, with an update in 2010. Based on that schedule, the next update will be due in 2028. 12)Financial Assurances The construction of the mitigation will occur before or during the construction of Laguna Shores Road. Mitigation funds are included in the Laguna Shores project budget, which is previously voter approved Bond 2018 funds, or by the IDIQ Program,both of which are long term programs. The hydrologic restoration activities will occur at the same time as construction, and coupled with the referenced programs, preclude the need for proof of long term financial capability/responsibility. If the proposed drainage improvements fail, then the City will be responsible for any corrective actions. 9 LPA APPRAISAL REPORT VACANT LAND SWC of Laguna Shores Road and Hustlin Hornet Drive Corpus Christi, Nueces County, Texas Illll�l t. Effective Date of Value: May 7, 2021 Appraisers: Mario Caro, MAI, AI-GRS, SR/WA and Anthony DiMare CLIENT LOWERYPA.COM --------------------------------------------------------------------------- June 15, 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 SWC of Laguna Shores Road and Hustlin Hornet Drive 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 the Uniform Appraisal Standards for Federal Land Acquisitions ("Yellow Book") and the Uniform Standards of Professional Appraisal Practice (USPAP). 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. This letter is accompanied by the following report, plus the Addendum, which 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 appraisal of the subject property consists of the fee simple interest of 22.2427 acres of land (968,868 SF) as of May 7, 2021. Approximately 95% of the property is in the V22, Velocity Hazard (EL 12), an area of 100-year coastal flood with velocity (wave action), and +/- 5% of the property is in Zone B, an area inside the 500-year flood plain. ■ The subject is not currently under contract for sale. ■ 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 ------- ---------The appraisal, subject to the assumptions and limiting conditions as expressed herein and conducted according to the Uniform Appraisal Standards for Federal Land Acquisitions and the Uniform Standards of Professional Appraisal Practice, led us to develop the opinion of market value of: VALUE CONCLUSIONS Status Interest Date Value As Is Fee Simple May 7,2021 $355,000 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 OL4;�� 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 SUBJECT PHOTOS CORPUS CHRISTI•TEXAS VACANT LAND CONTENTS SUBJECTPHOTOS............................................................................................................................................................. 5 INTRODUCTION ................................................................................................................................................................8 SCOPEOF WORK............................................................................................................................................................. 9 NEIGHBORHOOD........................................................................................................................................................... 11 DEMOGRAPHICS............................................................................................................................................................ 15 COVID-19 ....................................................................................................................................................................... 18 SITEDESCRIPTION...........................................................................................................................................................26 PROPERTYHISTORY........................................................................................................................................................ 39 REALESTATE TAXES......................................................................................................................................................... 40 HIGHEST & BEST USE ....................................................................................................................................................... 41 LANDVALUATION.......................................................................................................................................................... 45 RECONCILIATION........................................................................................................................................................... 57 MARKETING/ EXPOSURE TIME .........................................................................................Error! Bookmark not defined. ASSUMPTIONS & LIMITING CONDITIONS...................................................................................................................... 58 CERTIFICATION............................................................................................................................................................... 60 ADDENDUM.................................................................................................................................................................... 61 LPA 2021.04.139 PAGE 2 SUBJECT PHOTOS CORPUS CHRISTI•TEXAS VACANT LAND SALIENT DATA GENERAL Effective Date of Value May 7, 2021 "As Is" Date of Inspection May 7, 2021 Property Rights Appraised Fee Simple SITE DESCRIPTION Location The subject is located at the southwest corner of Laguna Shores Road and Hustlin Hornet Drive, with a small portion of the property located on the southeast side of Laguna Shores Road, fronting the Laguna Madre. There is no physical address associated with the subject property as of the effective date of this appraisal.The subject is located in the city limits of Corpus Christi. Site Description Per the provided survey, the subject property totals 22.2427 acres (968,868 SF). It should be noted, 21.1767 acres is located on the northwest side of Laguna Shores Road and 1.066 acres is located on the southeast side of Laguna Shores Road, fronting the Laguna Madre. The 1.066-acre portion facing the Laguna Madre is non- contiguous from the primary 21.767 acres; however, given the tests "Larger Parcel" (unity of ownership, unity of use, contiguity), the property is appraised as a whole 22.2427 acre tract. The subject is irregular in shape and displays relatively level topography. Approximately 95%of the property is in the V22, Velocity Hazard (EL 12), an area of 100-year coastal flood with velocity (wave action), and +/- 5% of the property is in Zone B, an area inside the 500-year flood plain. Reader is referred to the Site Description section for further details. Legal Description Being 22.2427 acres of land out of the Flour Bluff and Encinal Farm and Garden Tracts, located in the Ramonde Ynojosa Survey, Abstract No. 411, City of Corpus Christi, Nueces County, Texas Utilities All available,water and sewer by extension only Zoning RM-1 -Multifamily 1 District CR-1 -Resort Commercial (Bayfront) District IH- Heavy Industrial District IMPROVEMENTS General Description None LPA 2021.04.139 PAGE 3 SUBJECT PHOTOS CORPUS CHRISTI•TEXAS VACANT LAND HIGHEST & BEST USE As Vacant Interim recreational use (1-2 years) and/or future speculative development, subject to utility extension and significant architectural and engineering to support improvement(s). VALUE CONCLUSIONS Sales Comparison Approach $355,000 Final Opinion of Value $355,000 LPA 2021.04.139 PAGE 4 SUBJECT PHOTOS CORPUS CHRISTI•TEXAS VACANT LAND SUBJECT PHOTOS Photographed by: Mario Caro on May 7, 2021 04 it a; ^ w 1. Hustlin Hornet Drive viewing south 2. Southern portion of subject viewing southwest 3. Southern portion of subject viewing north 4. Southern portion of subject viewing northeast y. mr 5. Central portion of subject viewing east 6. Central portion of subject viewing northeast LPA 2021.04.139 PAGE 5 SUBJECT PHOTOS CORPUS CHRISTI•TEXAS VACANT LAND Photographed by: Mario Caro on May 7, 2021 7. Hustlin Hornet Drive viewing southwest 8. Laguna Shores Road viewing east at 1.066- acre, non-contiguous portion 9. From eastern-most portion viewing west at 10. Debra Lane, viewing southwest, subject 1.066-acre, non-continuous portion on left 11. Laguna Shores Road, viewing southwest, 12. Hustlin Hornet Drive, viewing southeast, subject on right and left subject on right LPA 2021.04.139 PAGE 6 SUBJECT PHOTOS CORPUS CHRISTI•TEXAS VACANT LAND AERIAL SUBJECT LPA 2021.04.139 PAGE 7 INTRODUCTION CORPUS CHRISTI•TEXAS VACANT LAND INTRODUCTION This is an Appraisal Report, which is intended to comply with the reporting requirements set forth under the sixth edition of the Uniform Appraisal Standards for Federal Land Acquisitions and 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 Yellow Book and USPAP. Per the survey plat provided, the whole property consists of five, un-platted tracts of land totaling 22.2427 acres. The 1.066-acre portion facing the Laguna Madre is non-contiguous from the primary 21.767 acres. Given the property's unity of ownership, unity of use as vacant land, similar physical attributes of the tracts (see Flood Zone section), and its contiguity/proximity, the "Larger Parcel" is determined to be the whole 22.2427-acre tract. TYPE OF VALUE The value definition employed in this report is Market Value, as established by US Supreme Court cases and as cited in the Uniform Appraisal Standards for Federal Land Acquisitions as follows: Market value is the amount in cash, or on terms reasonably equivalent to cash, for which in all probability the property would have sold on the effective date of value, after a reasonable exposure time on the open competitive market, from a willing and reasonably knowledgeable seller to a wiling and reasonably knowledgeable buyer, with neither compelled to buy or sell, giving due consideration to all available economic uses of the property. Intended Use Provide an opinion of total compensation due to the property owner as a result of the direct acquisition (voluntary purchase) described herein. Intended User City of Corpus Christi and the Texas General Land Office Client City of Corpus Christi Property Rights Fee Simple Date of Value May 7, 2021 "As Is" Date of Inspection May 7, 2021 Date of Report June 15, 2021 Property Owner Contact Ms.Tracy Duncan (512) 750-6805 provided permission to view the subject property unaccompanied. LPA 2021.04.139 PAGE 8 SCOPE OF WORK CORPUS CHRISTI•TEXAS VACANT LAND 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. The geographical area researched included the Corpus Christi metro region and specifically the Flour Bluff area.The time frame researched was the last 3 years from the date of report. ■ Interviewed landowners and local brokers familiar with the subject area and considered their insight of the current market and transactions. Local real estate brokers with intimate knowledge of the subject property and the surrounding area were interviewed to gain insight on recent market transactions, as well as the current state of market activity and demand for similar properties in this market. Brokers interviewed included: Cliff Atnip (Cobb, Lundquist & Atnip), Burris McRee (Gulftex Properties), Mark Adame (Joe Adame & Associates), Gene Guernsey (Gene Guernsey & Associates) and Al Benavides (TexStar Realty), among others. ■ Obtained information from surrounding counties and area jurisdictions regarding zoning, taxes, property history, flood plain, utilities, etc. Extensive discussions were had with the City of Corpus Christi's Coastal Protection Manager, Kathleen Chapa, regarding flood plain and velocity hazard requirements. ■ Developed an opinion of market value via use of the Sales Approach. The inclusion or exclusion of approaches to value was determined by LPA and not our client. ■ Developed an opinion of market value via the Sales Approach, land only. 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: LPA 2021.04.139 PAGE 9 SCOPE OF WORK CORPUS CHRISTI•TEXAS VACANT LAND 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 Jurisdictional Exceptions Certain departures from Standard 1 were invoked due to the Jurisdictional Exception of the Uniform Standards of Professional Appraisal Practice (USPAP). A Jurisdictional Exception is "an assignment condition established by applicable law or regulation,which precludes an appraiser from complying with a part of USPAP." (Source: USPAP 2020-2021 Edition, Page 4). ■ According to USPAP Standard Rule 1-2(c), when Exposure Time is a component of the definition for the value opinion being developed, an appraiser must develop an opinion of reasonable exposure time linked to the value opinion. As Exposure Time is not a component of the federal definition of market value, a Jurisdictional Exception to the USPAP rule relating to Exposure Time applies. ■ The Jurisdictional Exception applies to Standard Rule 14(f),which states that "when analyzing anticipated public or private improvements, located on or off the site, an appraiser must analyze the effect on value, if any, of such anticipated improvements to the extent they are reflected in market actions." In the appraisal of property under federal law,the valuation must disregard any government project influence on a property's market value once it is within the scope of the government's project. This rule only applies to changes in value attributable to the government's project, and disregards changes in value due to other factors. LPA 2021.04.139 PAGE 10 NEIGHBORHOOD CORPUS CHRISTI•TEXAS VACANT LAND 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. r "Olk'Qd'y ~�. '«�.e Texas Siete Aquarium. Selena Nlus¢u n _ corpus C 'st6 retrornin """' SOLO TBYas Bot201t819 Garden;8 Nature Carter SUBJECT n T' , m z LPA 2021.04.139 PAGE 1 1 NEIGHBORHOOD CORPUS CHRISTI•TEXAS VACANT LAND 4 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. LPA 2021.04.139 PAGE 12 NEIGHBORHOOD CORPUS CHRISTI•TEXAS VACANT LAND 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-613 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. 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. LPA 2021.04.139 PAGE 13 NEIGHBORHOOD CORPUS CHRISTI•TEXAS VACANT LAND 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. CONCLUSION The subject neighborhood is located in the Flour Bluff community of 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. LPA 2021.04.139 PAGE 14 DEMOGRAPHICS CORPUS CHRISTI•TEXAS VACANT LAND DEMOGRAPHICS Tha fr111r)\A/inr1 r)rlrYPC CI IrY mrIri7P rfrifn n;=n;=mfPr1 h\/fhP UIIR qwesn- cmmm SWC of Hustlin Hornet Drive and Laguna Shores Road Prepared by Esri Corpus Christi,Texas,78418 Kings: 1, a, :s mile raaii Gard endalc',.Ap'� Ilk 358 Eldur Bluff 41 Ile }u i141 t d was, • LPA 2021.04.139 PAGE 15 DEMOGRAPHICS CORPUS CHRISTI•TEXAS VACANT LAND esn- Demographic and Income Profile SWC of Hustlin Hornet Drive and Laguna Shores Road Prepared by Esn Corpus Christi,Texas, 78418 Ring: 3 mile radius Summary Census 2010 2020 2025 Population 20,657 21,592 22,078 Households 7,847 8,180 8,345 Families 5,376 5,560 5,659 Average Household Size 2.63 2.64 2.64 Owner Occupied Housing Units 4,880 5,064 5,155 Renter Occupied Housing Units 2,967 3,116 3,190 Median Age 37.1 38.3 38.6 Trends:2020-2025 Annual Rate Area State National Population 0.45% 1.54% 0.72% Households 0.40% 1.51% 0.72% Families 0.35% 1.47% 0.64% Owner HHs 0.36% 1.53% 0.72% Median Household Income 1.34% 1.43% 1.60% 2020 2025 Households by income Number Percent Number Percent x$15,000 936 11.4% 892 10.7% $15,000 $24,999 739 9.0% 674 8.1% $25,000-$34,999 781 9.5% 760 9.1% $35,000- 549,999 1,265 15.5% 1,217 14.6% $50,000- $74,999 1,464 17.9% 1,481 17.7% $75,000-$99,999 967 11.8% 1,019 12.2% $100,000-$149,999 1,362 16.7% 1,520 18.2% $150,000-5199,999 341 4.2% 403 4.8% $200,000+ 323 3.9% 379 4.5% Median Household Income $54,586 $58,354 Average Household Income $73,531 580,849 Per Capita Income $27,882 $30,588 Census 2010 2020 2025 Population by Age Number Percent Number Percent Number Percent 0-4 1,351 6.5% 1,299 6.0% 1,344 6.1% 5-9 1,463 7.1% 1,329 6.2% 1,371 6.2% 10- 14 1,597 7.7% 1,390 6.4% 1,432 6.5% 15- 19 1,588 7.7% 1,346 6.2% 1.326 6.0% 20-24 1,205 5.8% 1,358 6.3% 1,189 5.4% 25-34 2,622 12.7% 3,140 14.5% 3,312 15.0% 35-44 2,536 12.3% 2,624 12.2% 2,873 13.0% 45-54 3,472 16.8% 2,586 12.0% 2,493 11.3% 55-64 2,684 13.0% 3,201 14.8% 2,769 12.5% 65-74 1,337 6.5% 2,214 10.3% 2,551 11.6% 75-84 637 3.1% 848 3.9% 1,136 5.1% 85+ 166 0.8% 256 1.2% 282 1.3% LPA 2021.04.139 PAGE 16 DEMOGRAPHICS CORPUS CHRISTI•TEXAS VACANT LAND esr• , Demographic and Income Profile SWC of Hustlin Hornet Drive and Laguna.Shores Road Prepared by Esri 201 Hustlin Hornet Or,Corpus Christi,Texas, 78418 Ring: 3 mile radius 'rends 2020-2025 1.6 1.4 � 1.2 q) n 1 c 0.8- 0,6- J .80.6J 0.4 ■ Area a O.z ■ state ■ USA 0- Population Households Families Owner HHS Median HH Income Population by Age 14- 12- 10- 6- 4- 4121064- F ■ 2020 2 L 2025 0 0-4 5-9 10-14 15-19 20-24 25-34 35-44 45-54 55-64 65-74 75-84 85+ 2020 Household Income "^"^ -`°- - L-•• h--- S25K•$34K 9.6% S.1SK-$24K $35K-S49K 9.0% 15.596 �S35K 11.416 $200K- $50K-$74K 3.9% 17-9% S 150 K-$199K 4.2% S3011K-S149K f75K-S99K 16.7% 1 t$% LPA 2021.04.139 PAGE 17 COVID-19 CORPUS CHRISTI•TEXAS VACANT LAND 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 1 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. De ' ' The FDA approves use of the Pfizer-BioNTech vaccine. Dec 18 THE FDA approves use of the Moderna vaccine. Dec 21 Congress passes a new$900 Billion stimulus package, the first since March 2020. 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 4 Pfizer announces it will seek clearance to vaccinate children ages 2 through 11. May 14 CDC updates guidelines, stating that fully vaccinated people do not have to wear a mask or socially distance. LPA 2021.04.139 PAGE 18 COVID-19 CORPUS CHRISTI•TEXAS VACANT LAND UNEMPLOYMENT Employment figures are paramount in analyzing trends in LJNEQn+rErurt&IMS TEXAS Qa,00n the market. The COVID-19 80.000 pandemic has strongly affected ?0.000 the employment status in 601000 numerous non-essential and 50=0 essential industries. As stay-at- 40,OW home orders began, employment aao,wo in sectors such as retail and food 211,0w service sharply declined. The 10000 graphs to the right show the 0 v T W o Q n a n weekly number of jobless claims _ � nnW)N ryry aw! NMkW x)FYrHN. on the national and state level. The number of jobless claims UNEMPLOYMENT CLAIMS NATIONAL 400,000 skyrocketed in March, when the pandemic officially began, with 7oo,aaC official unemployment numbers 600,000 reaching 23.1 million or 14.7%. 500.000 Unemployment steadily declined 400.00° over the following months, with 300,OOC 200,"0c January reaching a rate of 6.3%or ,00,aac 10.1 million people without jobs. 0 While this is an improvement, the Q g g number is still well above pre- pandemic levels as many of the hardest hit industries are still affected by restrictions. 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. Virtually all industries have seen net improvement as time has progressed, but climbing case numbers at the end of 2020 slowed the pace of growth as reopening procedures were paused across the country. The chart below shows the quarterly job loss/gain by industry. LPA 2021.04.139 PAGE 19 COVID-19 CORPUS CHRISTI•TEXAS VACANT LAND JOB LOSS/GAINS BY SECTOR 1 6(76 606 5 D0.000 a 1 1 ■ ■ 1 #9 -500,000 -1.600.000 -1.500,01)o -2-000,000 -2.500,600 _3.1100,0W 41 e t�J0 `;Gr y4ti� yyy ■';`?2020 ■Q3 20?('• Q42020 *Q 1 ?i 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. LPA 2021.04.139 PAGE 20 COVID-19 CORPUS CHRISTI-TEXAS VACANT LAND 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. Coronavirus Paycheck Families F'nsf Aid,Relief,and I'mfeclion Consolidated American Coronavirus Economic Program and Appropriation, Rescue Plan COVID-19 LEGISLATION Reponse Act security Act Health Care Act Act (CARES Act) Enhancement Jecerrkxr 'arch 10, Act 21,2020 Economic Support for Small Businesses $377 Billion $3838illion $3256illion $596illion Financial Assistance to Lairge Companies $500 Billion' Tal(Incentives $105 Billion $263 Billion � � $143 Billion Health Aid Spending $ss Biuion $145 Billion $100 Billion $54 Billion $723 Billion Payments to Taxpayers $292 Billion $166 Billion $410 Billon Unemployment Insurance $5 Billion $268 Billion $120 Billion $24d Billion Aid to Stale. Local. and Terriotorial Govemments X1 $150 Billion $3d0 Billion Other $24 Billion $228 Billion $235 Billion $547 Billion Tota I Cost $192 Bion $1,721&Ilion Sa63 Billion $900 Billion $1,966 Billion 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. LPA 2021.04.139 PAGE 21 COVID-19 CORPUS CHRISTI•TEXAS VACANT LAND 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. 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. LPA 2021.04.139 PAGE 22 COVID-19 CORPUS CHRISTI•TEXAS VACANT LAND 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 STIR 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, but rebounded 35% in Q3. While this signifies recovery, this does not tell the whole story. As mentioned previously, the U.S. has only recovered approximately half of the jobs lost after the initial 22 million loss suffered at the initial onset of the pandemic. At this rate, employment is not expected to return to pre-pandemic levels until the end of 2022. The biggest threats to overall recovery are surging cases and lack of additional fiscal support from governments. While the economy is growing, the pace of recovery is likely to be slow and protracted like that of the Great Recession. MORTALITY AS?76 OF COWID-1'9 CASES 2.50% 2.00% 1.50% 1.00% 0.50% 0.00% N W N W V N N Cn W N N `C -C U.S. TEXAS NEW MEXICO LPA 2021.04.139 PAGE 23 COVID-19 CORPUS CHRISTI•TEXAS VACANT LAND The chart above shows the mortality rate as a percentage of the total cases while comparing Texas, New Mexico, and the United States as a whole. While the mortality rate was steady to declining for most of the country in the second half of 2020, cases began rising sharply in November. Cases peaked at record high levels in early January but have since declined more than 30%into February. Even so, this increase has led to an uptick in mortality as seen in the chart. However, the emergence of effective vaccines will hopefully begin to decrease case count and mortality as 2021 progresses. 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. Most states are currently in this phase, but as production and delivery of the doses becomes more efficient, new phases can begin. With this, the country can hopefully make meaningful progress towards herd immunity. The below chart shows the cumulative number of vaccines as compared to new daily cases of the virus across the country. CASES AND VACCINE DISTRIBUTION (NATIONAL) iUC ul lu,000 350,000 250,000,000 300,00C 250,000 200,000,000 20C,000 150 000,000 �I 150,000 100,ow,0Qa I 100,00C =.n nnn nn0 50,000 Total Cumulative Doses Administered New Daily Cases LPA 2021.04.139 PAGE 24 COVID-19 CORPUS CHRISTI•TEXAS VACANT LAND 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. CURRENT VACCINES MODERNA PFIZER JOHNSSo ASTRAZENECA JOIHNS NN Number of Doses 2 2 1 2 Weeks Between Doses 4 3 I N/A F—ur to 12 1 I Feb 27 Date of Emergency Approval D+eC 18 Dec 11 202f1 2020 2021 Pending Efficacy Rate 94.5`0 95% 727c 6217c 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. LPA 2021.04.139 PAGE 25 SITE DESCRIPTION CORPUS CHRISTI•TEXAS VACANT LAND SITE DESCRIPTION PHYSICAL CHARACTERISTICS Location The subject is located at the southwest corner of Laguna Shores Road and Hustlin Hornet Drive, with a small non-contiguous portion of the property located on the southeast side of Laguna Shores Road, fronting the Laguna Madre. There is no physical address associated with the subject property as of the effective date of this appraisal. The subject is located in the city limits of Corpus Christi. Legal Description Being 22.2427 acres of land out of the Flour Bluff and Encinal Farm and Garden Tracts, located in the Ramonde Ynojosa Survey, Abstract No. 411, City of Corpus Christi, Nueces County, Texas. Use & Surrounding Uses The subject has historically been undeveloped, vacant land and is surrounded by undeveloped land to the north, east, and southwest and residential uses to the south, east and west. The Duncan Cemetery and Flour Bluff Intermediate School are located adjacent to west of the property and The Redhead Pond Wildlife Management Area is adjacent to the southwest. Size / Configuration / Larger Parcel Per the provided survey, the subject property totals 22.2427 acres (968,868 SF) in size. The subject is irregular in shape and displays relatively level topography. Per the survey plat provided and included following this section, the whole property consists of five, un-platted tracts of land totaling 22.2427 acres. The 1.066-acre portion facing the Laguna Madre is non-contiguous from the primary 21.767 acres. Given the property's unity of ownership, unity of use as vacant land, similar physical attributes of the tracts (see Flood Zone section), and its contiguity/proximity, the "Larger Parcel" is determined to be the whole 22.2427-acre tract. Flood Zone According to the existing FEMA Flood Insurance Rate Map 485464 0169 C, dated July 18, 1985, approximately 95% of the property is in Zone V22, Velocity Hazard (Base Flood Elevation 12), an area of 100-year coastal flood with velocity (wave action), and +/- 5% of the property is in Zone B, an area within the 500-year flood plain and Zone A18, Flood Hazard. The proposed FEMA flood map 48355C0545G, bearing a preliminary date of October 23,2015,indicates that approximately 95%of the subject is located within Zone VE,Velocity Hazard (Base Flood Elevation 11) and Zone AE (BFE 8, BFE 9 and BFE 10), areas within the 1%annual chance of flood. Approximately 5%of the tract, the northern portion of the site, is within Zone X, an area within the 0.2%annual chance of flood. LPA 2021.04.139 PAGE 26 SITE DESCRIPTION CORPUS CHRISTI•TEXAS VACANT LAND New development in the velocity hazard flood area must abide by specific provisions and guidelines enforced by the City of Corpus Christi to achieve approval. According to the Floodplain and Coastal Protection Manager, Kathleen Chapa, and the City of Corpus Christi's Velocity Hazard Flood Plain Requirements (Ordinance update April 16, 2021), all new construction must be located landward of the reach of mean high tide, the bottom of the lowest structure (cross member) must be elevated to one foot above the base flood elevation, and the pile or column foundation and structure attached to the foundation must be anchored to resist flotation, collapse, or lateral movement due to the effects of wind and water. It should be noted that 95% of the subject property exhibits a Zone V22 Base Flood Elevation (BFE) which ranges from 10-12 feet; therefore, construction on the entirety of the structure (excluding pilings)would have to be built up 11-13 feet to meet the requirements of Corpus Christi's city ordinance (Base Flood Elevation, plus 12 inches above BFE). Application for a development permit must be presented to the floodplain administrator with the following required information: The lowest floor elevation of all new and substantially improved structures, elevation in relation to mean level to which any non-residential structure shall be floodproofed, a certificate from a professional engineer or architect confirming the construction is in accordance with any and all provisions, and a description of the extent to which any watercourse or natural drainage will be altered or relocated as a result of the proposed development. In addition to the height requirements, additional building requirement must be met in the V22 hazard zone, including, but not limited to: breakaway walls, elevated plumbing connections, flood vents and no backfill during construction. Approval or denial of a development permit by the floodplain administrator may be based on all the provisions as well as many other relevant factors. Given the development of properties within the velocity hazard flood area and the significant height buildup and construction requirements, it is reasonable to conclude that development within this area is only possible with significant additional land architectural and engineering to build up the improvements a total of 13 foot above surface level and an approved permit from the City of Corpus Christi. Frontage / Accessibility According to the provided survey,the subject has 1,069.80 feet of frontage along the southwest side of Hustlin Hornet Drive, 755.98 feet of frontage along the northwest side of Laguna Shores Road, and 308.11 feet of frontage along the southeast side of Debra Lane.Gadwell Street traverses the southern portion of the property in a general northwest/southeast direction but is not a paved street and does not extend to Laguna Shores Road.The subject possesses good exposure and access to Laguna Shores Road, a primary thoroughfare, and Hustlin Hornet Drive and Debra Lane, both of which are secondary traffic carriers in the area. LPA 2021.04.139 PAGE 27 SITE DESCRIPTION CORPUS CHRISTI•TEXAS VACANT LAND Utilities Public water and sewer service are available to the subject, but only by extension and would be provided by the subject's municipality. According to real estate broker, Al Benavides, who is active in the Flour Bluff area, Haas-Anderson Construction, Ltd. is performing a water/sewer utility improvement project that will extend along Laguna Shores Road from Hustlin Hornets Drive to Caribbean Drive to the south. Mr. Benavides indicates the project is expected to be completed by February 2022. According to city officials, this is a developer driven project, and these utilities will be sufficient for 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 Although the load-bearing capacity of the subject soils are beyond the scope of this appraisal, according to the USDA's Natural Resources Conservation Service interactive soil survey map, the majority of the subject (64.5%) consists of Nueces Fine Sand. The balance of the tract is Tidal Flats, Occasionally Ponded (20.4%), Water (12.3%), and Galveston and Mustang Fine Sands, Occasionally Flooded (2.8%). "Occasional" means that ponding occurs, on average, more than once in 2 years. The chance of ponding is more than 50%in any year. Please refer to the map below. t k. t d �t �u LPA 2021.04.139 PAGE 28 SITE DESCRIPTION CORPUS CHRISTI•TEXAS VACANT LAND LEGAL CHARACTERISTICS Zoning / Restrictions The majority of the subject property is zoned "RM-1", Multifamily 1 District, "IH", Heavy Industrial and "CR-1 Resort Commercial (Bayfront) District. The northeast property corner of the property is zoned IH, Heavy Industrial District. The purpose of the Multifamily (RM-1) District is to provide a variety of housing types at multifamily densities. Housing types may take the form of single-family detached, zero lot line, traditional semi-attached, two-family, townhouse or apartment units.These zoning districts are used in areas having convenient access to collector and arterial streets, and nearby civic and commercial uses, as well as employment opportunities. The Multifamily Districts are appropriate adjacent to nonresidential districts and only shall be developed in conventional subdivisions. Examples of permitted uses in this district include single-family detached houses, townhomes, apartments, cottage housing development, community homes, educational use facilities, and places of worship, among others. The purpose of the Resort Commercial District is to provide for a wide variety of commercial activity such as tourist,water-oriented,retail commercial and indoor or outdoor amusement uses which reflect the character of a resort area. Emphasis is placed on establishing scenic and/or pedestrian corridors, walking and bike paths, amenities, and public open spaces. Examples of permitted uses within this district include townhouses, multifamily dwellings, community services, medical facility uses, places of worship, commercial parking uses,office uses, bicycle or watercraft rentals,and auto rentals,among others.The purpose of the Heavy Industrial District is to provide for industrial operations for all types that may be noxious or offensive due to odors,smoke,dust,noise,fumes or vibrations.This zoning district is intended to serve the entire community and is not appropriate adjacent to a residential zoning district. Examples of permitted uses within this district include government facility uses, crematoriums, restaurant uses, retail sales and services, self-storages, warehouses,wholesale trade,and waste services,among others.Outlined below are the dimensional standards for the Multifamily Districts, Commercial Districts, and Industrial Districts. LPA 2021.04.139 PAGE 29 SITE DESCRIPTION CORPUS CHRISTI•TEXAS VACANT LAND RM-AT Multifamily Districts RM-1 RM-2 RM-3 PI/MI'/North Beach 1.2 Fam 3+Fam (1-2 Fam) Max.Density(units/acre) 22 30 36 18 9 60 Min,Open Space(%site area) 35% 30% 30% 25% 25% 10% Min. Lot Area(sq.ft.) 6,000 6,000 6,000 5,000 10,000 10,000 Min. Lot Width(ft.) 50 50 50 50 85 85 Min.Yards(ft.) Street 20 20 20 20 20 20 Street(corner) 15 15 15 10 15 15 Side(1 fam&2 faro) 5 5 5 5 5 Side(3+fam) 101 101 102 102 Rear 101 101 102 5 5 102 Min. Building Separation(ft.) 10 10 10 10 Max.Height(ft.)and comply with 45 60 60 See Section 4.2.8.0.,4.2.8.D.,and 4.2.8.E. Section 4.2.8.C.,4.2.8.D.,and 4.2.8.E. Table 4.5.3 Residential D• Districts) COMMERCIAL DISTRICTS CN-1 CN-2 ON CR-1 CR-2 CR-3 CG-2 CI COD Max. Density(units/acre) 37 151 37 44 37 Min Lot Area(sq.ft.) 6,000 6,000 6,000 6,000 6,000 6,000 Min.Lot Width(ft.) 50 50 50 50 50 50 50 Min.Yards(ft.) Street(front) 20 20 20 20 20 102 20 ❑ 0 Street(corner) 15 15 1.5 15 15 15 15 0 0 Side(single) 10 03 10 10 10 0 10 03 0 Side(total) 20 03 20 20 20 0 20 o3 0 Rear 10 04 10 10 10 0 10 03 0 Side and Rear,adjacent to See S sction 4.2.8.0 residential use Min.Open Space 30% 25% 30% 25% 25% 30% Max Height ft. 35 365 45 Table 4.6.3 Nonresidential Use(industrial District) INDUSTRIAL DISTRICTS 1L IH Min Lot Area(sq.ft.) Min.Lot Width(ft.) Min.Yards(ft.) Street 20 20 Street(corner) 20 20 Side(single) 0 0 Side(total) 0 0 Rear 0 0 Side and rear, abutting res.district 40 40 Max Height(ft.) See Secti an 4.2.8.0 LPA 2021.04.139 PAGE 30 SITE DESCRIPTION CORPUS CHRISTI•TEXAS VACANT LAND Easements / Encroachments The subject site is encumbered by typical utility easements to include the follow: • a 20' drainage easement and an adjacent 10' drainage easement which traverse the southern portion of the tract; and • a 10' utility easement extending along the southwest property boundary. Due to the general location of these easements, they are not considered detrimental toward development and/or the site's overall marketability. Reader is referred to the Survey to follow. No other detrimental easements and/or encroachments were noted upon physical inspection of the subject. It should be noted, however, that if an updated survey map, or a registered surveyor indicates 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 and legal characteristics, the subject site is capable of being developed with a variety of speculative uses. LPA 2021.04.139 PAGE 31 •.1 KC pilot mar servlCes F." i ■ o . # ` � .,���„7NDme Perk p,• i ��� r e� � L.-1xi Apq p9ic.�M ��"• "� .� aIlr+r Park . ��.Flpu E91u f EBrI * �� f•.., i � iii p^ / a 14 1, 10if fluff , �?r'umary School- .w � ^R„k(in aid I rather C:h�r?crS �. �;.,� �' w...,k., r;": '^a•, ._ ., Junior High �ominp s PIZZ3 lil.`,.:!11•ILS:;1 'w$ -r l m r ene ft/J • r t• f'.'[ Jr1YWwa�7tCl'la y� ,. \ � ' ° Redhear „ Grove RV,B % r Y ' .4 ^. rry. 4'nnd Wilcf lli� r ...lie R,4ark - i hl Caas?Hemntlelln2* .,nti� • ,r t?rt�tokiile' .� � 1 .p IAI� ansport �"M r a +•fir" . ' "'� ..4 r a rlival,Genter rpus Christi r r, 5 ar ., '"� Apartment llame5 '40 4ill, ^„ i nforrnauon - •+ SITE DESCRIPTION CORPUS CHRISTI•TEXAS VACANT LAND TALC PARCEL MAP r SUBJECT 2330M YJ3Q4fl Y33678 YQOOP8Q5Y r 233377 t 2743M i 2F M23a SUBJECT 274MF - ...11396.:: 233109 •. 233111 3F.3544 tai dam .. +YtIQO%9875 y 27.3FQ Yxxn+ mora 2r.r+ �'.,i �Qt572•..., 3�' YQOfQ1•�3g � ♦� , �712Y 736tW Mtn 333,,8 23x13. .3eS114 . 1, 315a,8'•,� Z y�� 213121 Ml LPA 2021.04.139 PAGE 33 SITE DESCRIPTION CORPUS CHRISTI•TEXAS VACANT LAND SURVEY 1����� � f: ��x A x- � sF,� �7i .gyms 3 3L:a�yf SS 7 Cr ° s£ " YFr µ j d :wqf' t e- t f r' rFyyi x VIA;l is °. r a Bar" x al sr _�! t i,ji; •�Yk7 PI r a�J 6 yy►►4 S Si. In r1 ,:'�! Yk 7 IT x' InC It •a i ^� rj ig L �FiyS4Y wm 1 r F iFY"' lrs= ! i f t � 6a fix'; �,w >• � us -4 I F_ if L K•L p7 J5,p� ros x ,rl c r LPA 2021.04.139 PAGE 34 SITE DESCRIPTION CORPUS CHRISTI•TEXAS VACANT LAND . X134\V ``k221a-/2209' ZONING MAP -22246 2217 'b 22 2 2221` f 225a 2`22-' .2`226 22225 :2226 2225 `�0 22 2230 2234 `3� 2234 .2237` 2238 2242 R5-TF R: RE 2213 rh.," • . SUBJECT *0�f D1�- 27233 201 '\ 135 CR-1 ;1 23es Iri 2338 2401 2302 '25 )2 218 2337 214 241 - 233- SUBJECT 210 206 202 2496 ;�01 17 � X4091.07 2337 I__�v 213 201 2337 209" 0�` las 203 2 500 12 14 210; 205 2122 240q -.✓ 207 02 �7�"'�r♦jX .� \ Sf-, 209 2402 .� 35- 25 /1444 � �- '15 291 f 2445 213 2502 RM-1 C R-1 2512 2513 2501 2522 + N / w 11t 2515 2513 , LPA 2021.04.139 PAGE 35 SITE DESCRIPTION CORPUS CHRISTI•TEXAS VACANT LAND UTILITIES MAP 10 2 7 s4 r1e 1 218 2217 1 1 17 ,2218 4y�.. 2110 i Q'� �..a 2225w2276... 2225_ a7 48 22 1141 // 2221 2217 2213 � SUBJECT 1219 322 •� 31@ � l � r ! '.. 2337 j2�`tI A 02 2337 2337 41.6 A I 2512 i 2 2518 2cd' % 2515 251 ' l� 2515 n. 2517 fA 2514 1'� 7 2541 �� sd � LPA 2021.04.139 PAGE 36 SITE DESCRIPTION CORPUS CHRISTI•TEXAS VACANT LAND Prepared for Lowery Property Advisors,LLC Ime■r Flood byalamode corpus Ci , FLOOD .MAP r r SUBJECT Favrsrr4 Oy GonLogw>m WAP DATA MAP LEGEND FEMA Special Flood Hazard Area Yes � Areas inundated by 500-year flooding Protected Arras Map Number 48546403180 Zone_V22 El Areas inundated by 100-year flooding ® Floodway Map Date July 19. 1985 ❑ Velocity hazard Subject Area FIP& 48355 LPA 2021.04.139 PAGE 37 SITE DESCRIPTION CORPUS CHRISTI•TEXAS VACANT LAND VELOCITY HAZARD & BASE FLOOD ELEVATIONS r Q Flood Hazard Area Effa ivc A18- BFE of 10 Feet A Al A„ f/ Al2 V22- BFE ofA13 .� 1F 12 Feet A14 A15 A16 A111 A19 A2 A20 / .. Ago A24 A3 �. A4 A5 A$ A9 W„ AE AH B / � C via ... V14 a, ,.•.I V15 V16 ,..,,a ,.,............. Vf 7 V18 V20 V21 V22 V23 Y1 V24 W* VE x xsa0 r [all other values LPA 2021.04.139 PAGE 38 PROPERTY HISTORY CORPUS CHRISTI•TEXAS VACANT LAND PROPERTY HISTORY Ownership of the subject property is currently vested in Tracy Duncan as evidenced by the Nueces County Executrix's Deed Document No. 2008053232 and has been under the same ownership since November 14, 2008. Tracy Duncan was the Independent Executrix of the Estate of William Edward Duncan. The subject has been under the same ownership for an excess of ten (10) years prior to the effective date of this report. Tracy Duncan acquired the property from the Estate of William Edward Duncan on November 14, 2008. This transaction was not an arm's length as it was Executrix's Deed between family members. The subject is not currently under contract or leased and there are no known offers as of the effective date of this report. No further history was uncovered. LPA 2021.04.139 PAGE 39 REAL ESTATE TAXES CORPUS CHRISTI•TEXAS VACANT LAND REAL ESTATE TAXES The subject property is located in 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 United Independent School District and Webb County. The subjects current tax assessment displays a market value of $159,327 or $6,818/Acre, which is considered favorable based on the opinion of market value herein. It is noted, the subject property identified by the tax accounts consists of 23.3699 acres; however, a small portion of Tax #233073 and Tax #233074 is not included in the provided survey and is not part of the subject whole property in this appraisal report. Current subject taxes are detailed as follows: PROPERTY TAX CALCULATION Account #'s: 233068, 233077, 233078, 543378, and a portion of 233073 and 233074 Authority Assessed Value Rate/$100 Tax Liability City $159,327 $0.6462640 $1,030 County $159,327 $0.7419070 $1,182 School $159,327 $1.0664000 $1,699 $1.6108400 $3,911 GM LPA 2021.04.139 PAGE 40 HIGHEST&BEST USE CORPUS CHRISTI•TEXAS VACANT LAND HIGHEST & BEST USE The US Supreme Court in 1934 defined highest and best use as the "highest and most profitable use for which the property is adaptable and needed or likely to be needed in the reasonably near future." Taken further, the Court explained that a property's highest and best use must be considered "not necessarily as the measure of value, but to the full extent that the prospect of demand for such use affects the market value while the property is privately held." Olson,292 U.S. at 255;cf. Kerr v.S.Park Comm'rs, 117(U.S.379,386) (1886). The four criteria the highest and best use must meet are: PHYSICALLY POSSIBLE LEGALLY PERMISSIBLE What uses of the site in question are What uses are permitted by zoning and physically possible? deed restrictions? FINANCIALLY FEASIBLE MAXIMALLY PRODUCTIVE Among the financially feasible uses that Which possible and permissible uses will are physically possible and legally produce a net return to the owner of the permissible, which use will produce the site? 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. LPA 2021.04.139 PAGE 41 HIGHEST&BEST USE CORPUS CHRISTI•TEXAS VACANT LAND HIGHEST & BEST USE - AS IF VACANT Legally Permissible As mentioned previously,the subject property is in the City of Corpus Christi.The majority of the property is zoned "RM-1",Multifamily 1 District, "IH", Heavy Industrial,and "CR-1", Resort Commercial (Bayfront) District.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 do not inherently limit potential uses, as a variety of multifamily, commercial resort and industrial uses are allowed in these zoning classifications. Physically Possible The subject is located at the southwest corner of Laguna Shores Road and Hustlin Hornet Drive and consists of 22.2427 acres (968,868 SF),with a small, non-contiguous portion of the property located on the southeast side of Laguna Shores Road, fronting the Laguna Madre. The subject is irregular in shape and displays relatively level topography.Approximately 95%of the property is in Zone V22, Velocity Hazard (BFE 12), an area of 100- year coastal flood with velocity (wave action), and +/- 5%of the property is in Zone B, an area within the 500- year flood plain and Zone A18, Flood Hazard. The proposed FEMA flood map indicates that approximately 95% of the subject is located within Zone VE, Velocity Hazard (BFE 11) and Zone AE (BFE 8, BFE 9 and BFE 10), areas within the I%annual chance of flood. Approximately 5%of the tract, the northern portion of the site, is within Zone X, an area within the 0.2%annual chance of flood. New development in the velocity hazard flood area must abide by specific provisions and guidelines enforced by the City of Corpus Christi to achieve approval. According to the Floodplain and Coastal Protection Manager, Kathleen Chapa, and the City of Corpus Christi's Velocity Hazard Flood Plain Requirements (ordinance update April 16, 2021, all new construction must be located landward of the reach of mean high tide, the bottom of the lowest structure (cross member) must be elevated to 12 inches above the base flood elevation, and the pile or column foundation and structure attached to the foundation must be anchored to resist flotation, collapse, or lateral movement due to the effects of wind and water. It should be noted that 95%of the subject property exhibits a Zone V22 Base Flood Elevation (BFE) which ranges from 10-12 feet; therefore, construction on the entirety of the structure (excluding pilings)would have to be built up 13 feet to meet the requirements of Corpus Christi's city ordinance (Base Flood Elevation, plus 12 inches above BFE). Given the development of properties within the velocity hazard flood area and the significant height buildup and construction requirements, it is reasonable to conclude that development within this area is possible only with significant architectural and engineering to build up the improvements a total of 13 foot above Base Flood Elevation and an approved permit from the City of Corpus Christi. LPA 2021.04.139 PAGE 42 HIGHEST&BEST USE CORPUS CHRISTI•TEXAS VACANT LAND In addition to the height requirements, additional building requirement must be met in the V22 hazard zone, including, but not limited to: breakaway walls, elevated plumbing connections, flood vents and no backfill during construction. The majority of the subject soil composition (64.5%) consists of Nueces Fine Sand. The balance of the tract is Tidal Flats, Occasionally Ponded (20.4%),Water(12.3%),and Galveston and Mustang Fine Sands, Occasionally Flooded (2.8%). While potential development is not precluded, structures of significant scale would likely be limited. Public water and sewer service are available to the subject by extension and are provided by the subject's municipality. The subject possesses adequate access to Laguna Shores Road, a primary thoroughfare,and to Hustlin Hornet Drive and Debra Lane, both of which are secondary traffic carriers.Access to the subject's neighborhood is considered average due to its 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. The property has access to utilities, but only by extension. According to real estate broker, Al Benavides, Haas- Anderson Construction, Ltd. is performing a water/sewer utility improvement project that will extend along Laguna Shores Road from Hustlin Hornets Drive to Caribbean Drive to the south. Mr. Benavides indicates the project is expected to be completed by February 2022. According to city officials, this is a developer driven project, and these utilities will be sufficient for development in the area. Development at the subject site is not likely immediately feasible until the utilities are fully extended. Based on the subject's physical characteristics and the principle of conformity, the subject would most likely be interim recreational use (1-2 years) and future speculative development, subject to utility extension and significant land planning and engineering for improvement(s). LPA 2021.04.139 PAGE 43 HIGHEST&BEST USE CORPUS CHRISTI•TEXAS VACANT LAND Financially Feasible & Maximally Productive The prior consideration of physically possible uses and legally permissible does not significantly narrow the use of the subject property. The subject is surrounded by undeveloped vacant land to the north, east, and southwest and residential uses to the south,east and west.The Duncan Cemetery and Flour Bluff Intermediate School are located adjacent to west of the property and The Redhead Pond Wildlife Management Area is adjacent to the southwest. The property has access to utilities, but only by extension. Based on market data presented in this report, it appears that development at the subject site is not likely immediately feasible, until infrastructure investment is made to achieve and abide by the provisions of development in the flood hazard area and utilities are fully extended.After considering legal, physical and financial alternatives, it is our opinion that the highest and best use of the subject, as if vacant, is for interim recreational use (1-2 years) and some form of future speculative development, subject to utility extension and significant architectural and engineering to support improvement(s). The most probable user/buyer for the subject property is most likely an investor, speculator or developer. LPA 2021.04.139 PAGE 44 LAND VALUATION CORPUS CHRISTI•TEXAS VACANT LAND 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. LPA 2021.04.139 PAGE 45 LAND VALUATION CORPUS CHRISTI•TEXAS VACANT LAND COMPS (OVERVIEW) Asansa Mole,BaM SUBJECT COMP1 COMP COMP3 COMP N LPA 2021.04.139 PAGE 46 LAND VALUATION CORPUS CHRISTI•TEXAS VACANT LAND COMPS (FOCUSED) WAS Corp" Ghrlso N.A.S. ".. � GuHW�1nd�GelStourar 4b S e e � 01 SUBJECT COMP 1 `.�...., p FL❑11 f7 BLUFF t� Rmlhead Pond wNtlpte Pea P Man /+°ea 6' Waldron ai F rdrf No I COMP 4 /I COMP w w a � 5 COMP ..r w s s .F LPA 2021.04.139 PAGE 47 LAND VALUATION CORPUS CHRISTI•TEXAS VACANT LAND COMPARABLE 1 f .a l`. 14 FLOOD ZONE X r T, . pr. Address/ 2002 Ramfield Road, Date of Sale Pending Location Corpus Christi, Texas Sale Price $1,150,000 Price Per Acre $31,944 PHYSICAL DATA Price Per SF $0.73 Size (acres) 36.000 Size (SF) 1,568,160 Grantor Urban James Zoning FR- Farm Rural Grantee Pending Shape Irregular Recording Pending Topography Generally level to gently rolling Confirmation Broker Utilities All Available, by extension The property is located at the northeast corner of Ramfield Road and Roscher Road.Approximately 25% of the property is located in Zone X, an area inside the 500-year flood plain. According to the broker, the property is under contract for slightly below but very close to the list of$1,175,000; thus,we have identified a sales price of $1,150,000. Public water and public sewer are available by extension. The broker indicated the property was purchased to develop a rural residential subdivision. Broker: Gene Guernsey (361)960-7653 1 LPA 2021.04.139 PAGE 48 LAND VALUATION CORPUS CHRISTI•TEXAS VACANT LAND COMPARABLE 2 Address/ 4121 Waldron Road, Date of Sale May 7, 2021 Location Corpus Christi, Texas Sale Price $950,000 Price Per Acre $17,159 PHYSICAL DATA Price Per SF $0.39 Size (acres) 55.363 Size (SF) 2,41 1,612 Grantor The Corpus Christi Riding Center, Inc. Zoning FR- Farm-Rural Grantee Lundquist Family Real Estate, LLC Shape Irregular Recording 2021023284 Topography Generally level to gently rolling Confirmation Broker Utilities All Available • The property is located on the southeast side of Waldron Road, southwest of Yorktown Boulevard. The property is located outside of the flood plain. Approximately 25% of the eastern portion of the property is in a designated wetlands area. The broker indicated the property sold for a discounted price due to the area within the designated wetlands. The property was purchased for rural residential and recreational purposes and to develop three residences, one for the parents and one for each of their kids. Broker: Roberta Bates (361)815-1720 LPA 2021.04.139 PAGE 49 LAND VALUATION CORPUS CHRISTI•TEXAS VACANT LAND COMPARABLE 3 Ir y I Address / 557 Yorktown Boulevard, Date of Sale March 25, 2021 Location Corpus Christi, Texas Sale Price $601,400 Price Per Acre $60,140 PHYSICAL DATA Price Per SF $1.38 Size (acres) 10.000 Size (SF) 435,600 Grantor Hui Fang Huang Su and Tsung-Chow Su Zoning RS-6-Single-Family 6 Grantee MV R Construction Company Shape Square Recording 2021014156 Topography Generally level Confirmation Broker Utilities All available, by extension • The property is located on the southwest side of Yorktown Boulevard,southeast of Waldron Road. The property is located entriely outside the flood plain. Public water and public sewer are available by extension. The property is surrounded by vacant land and rural residential uses. Broker: Beverly Dirks (361)244-0290 1 t LPA 2021.04.139 PAGE 50 LAND VALUATION CORPUS CHRISTI•TEXAS VACANT LAND COMPARABLE 4 FLOOD ZONE A LOCATION SALES DATA Address / 2323 Yorktown Boulevard, Date of Sale August 30, 2019 Location Corpus Christi, Texas Sale Price $340,000 Price Per Acre $34,729 PHYSICAL DATA Price Per SF $0.80 Size (acres) 9.79 Size (SF) 426,452 Grantor Charokee Michael Molina and Cheyenne Marie Belew, Trustees Zoning None Grantee The Mostaghasi Investment Trust Shape Generally rectangular Recording 2019037587 Topography Generally level to gently rolling Confirmation Broker Utilities Electric, Well The property is located on the southwest side of Yorktown Boulevard, across from Roscher Road. Oso Bay forms the south property line. The property is entriely located within the Zone A 13 flood hazard area which has some building requirements but is further away from wave action than the V 22 hazard area. The property is, however, within a Base Flood Elevation of 1 1 feet,which would require construction on pilings and the lowest cross member to be built 12 feet above the BFE. Source: Brion Hunsaker (361)815-8461 LPA 2021.04.139 PAGE 51 LAND VALUATION CORPUS CHRISTI•TEXAS VACANT LAND 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 improved 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. 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 and therefore, no adjustments were made. 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 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, no adjustments were warranted. Market Conditions The transactions occurred between August 2019 and May 2021,with Comparable 1 currently under contract. 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. LPA 2021.04.139 PAGE 52 LAND VALUATION CORPUS CHRISTI•TEXAS VACANT LAND COVID-19 MARKET SURVEY 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% A pril 8,2021 Gulftex Properties Land 0.00% Average 0.0017. Three of the four sales occurred since the pandemic; however, the market participants interviewed indicated that land values have not been negatively impacted during the COVID-19 pandemic. In fact, some positive market appreciation is being realized since widespread access to vaccines are now available. Comparables 1 and 2 are considered current indicators of market conditions and no adjustment is warranted. Comparables 3 and 4 have been adjusted upward to reflect improving market conditions since their 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. With respect to this factor, Comparables 1 -4 are considered similar to the subject as they are all located within close proximity to the subject (Four Bluff area); thus, no adjustments are warranted. Size Size is a factor that must be considered when comparing improved 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. LPA 2021.04.139 PAGE 53 LAND VALUATION CORPUS CHRISTI•TEXAS VACANT LAND 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. Approximately 95%of the property is in the Zone V22, Velocity Hazard (BFE 12 feet), an area of 100-year coastal flood with velocity (wave action), and +/- 5% of the property is in Zone B, an area inside the 500-year flood plain (BFE 10 feet). Conversations with area brokers and the Floodplain and Coastal Protection Manager, Kathleen Chapa, indicate that the Velocity Flood Hazard area has a significant impact on development potential. The City of Corpus Christi enforces strict provisions and guidelines to be met by the landowner for development approval in the velocity flood hazard area. The majority of the subject soil composition (64.5%) consists of Nueces Fine Sand. The balance of the tract is Tidal Flats, Occasionally Ponded (20.4%), Water (12.3%), and Galveston and Mustang Fine Sands, Occasionally Flooded (2.8%). While potential development is not precluded, structures of significant scale would likely be limited. With respect to this factor, Comparables 1 and 3 are adjusted downwards significantly for their lack of the flood plain and ponding. It should be noted, approximately 15% of Comparable 1 is located in Zone X (500-year flood plain), but this does not limit the development potential of the property. Comparable 2 is located outside of the flood plain, but the broker indicated the property sold for a discounted price due to approximately 25% of the eastern portion of the property being located in designated wetlands; thus, a lesser downward adjustment is applied to Comparable 2 than to Comparables 1 and 3. Comparable 4 is entirely located within a Base Flood Elevation of 1 1 feet, Zone A13. Construction in BFE 11 would require a minimum height of 12 feet above surface level; however, building requirements in Zone A13 are less stringent than in the V22, Velocity Hazard area. Although Comparable 4 is further away from the flood action, a lesser downward adjustment is applied to Comparable 4 relative to Comparables 1 and 3 as they lack these development requirements. 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 improved land, it is important to determine whether or not public utilities are available. As previously mentioned, all utilities are available to the site, but only by extension. Development at the subject site is not likely immediately feasible until the utilities are fully extended, anticipated for February 2022. With respect to this factor, Comparable 2 is adjusted downward for its immediate access to public water and sewer. Comparable 4 is adjusted downward for its water well. Frontage / Accessibility Adjustments for frontage, visibility, and accessibility are recognized when making adjustments as properties with superior road frontage command a premium in price, compared to those with limited to no visibility and/or difficulty of accessibility. Comparables 1 - 4 are located along similar traffic carriers with similar frontage/accessibility; thus, no adjustments are applied. LPA 2021.04.139 PAGE 54 LAND VALUATION CORPUS CHRISTI•TEXAS VACANT LAND QUANTITATIVE VS. QUALITATIVE ADJUSTMENTS The two most common methods for adjusting comparable sales for differences in financial and physical characteristics relative to the subject property are through quantitative and/or qualitative adjustments. As described in Uniform Appraisal Standards for Federal Land Acquisitions, "Quantitative adjustment is appropriate when there are adequate market data to reliably quantify the effect of a sale characteristic in terms of a percentage or dollar amount." Differences in sales prices which can be adequately isolated and extracted from comparable sales, for which reliable numerical adjustments can be developed, are best reflected with quantitative adjustments. Conversely, where the market data does lend itself to support a quantitative adjustment, qualitative adjustments may be the most appropriate method. Qualitative analysis can be particularly useful in the appraisal of property with unique physical features, such as land use restrictions, environmental lands, and atypical easements or encumbrances. In the case of the subject property, the immediate area (Flour Bluff) and broader area (greater Corpus Christi) were researched and interviews were conducted with active market participants in search for the most comparable data. Approximately 95% of the subject is located within the V22, Velocity Hazard (BFE 12), an area of 100-year coastal flood velocity (wave action). Given the lack of adequate comparable market data (only Comparable 4 was 100%within Zone A 13, BFE 11), this analysis has utilized qualitative adjustments in the analysis of the subject property. A legend is presented below which summarizes the extent of the "+" (inferior) and "-" (superior) adjustments which were used in analysis of the subject property. QUALITATIVE ADJUSTMENTS Adjustment Explanation Relative to Subject +or- Slight or Minor difference + inferior -superior ++or-- Moderate difference +++ or--- Significant difference ++++or---- Major difference Similar LPA 2021.04.139 PAGE 55 LAND VALUATION CORPUS CHRISTI•TEXAS VACANT LAND CONCLUSION In the final analysis of the subject property, similar weight was given to all of the sales. The following is the adjustment table with the concluded opinion of value of the subject via the Sales Approach. SUBJECT 1 2 3 4 Date Current Pending May-21 Mar-21 Aug-19 Sale Price $1,150,000 $950,000 $601,400 $340,000 SIZE-Acre 22.2427 36.00 55.363 10.00 9.79 Unit Price ($/Acre) $31,944 $17,159 $60,140 $34,729 TRANSACTION ADJUSTMENTS Similar Similar Similar Similar Property Rights = _ _ _ $31,944 $17,159 $60,140 $34,729 Similar Similar Similar Similar Financing Terms Cash = _ _ _ $31,944 $17,159 $60,140 $34,729 Similar Similar Similar Similar Conditions of Sale Arm's Length = _ _ _ $31,944 $17,159 $60,140 $34,729 Pending May-21 Mar-21 Aug-19 Market Conditions Current Similar Similar Inferior Inferior PROPERTY ADJUSTMENTS LocationI Average I Similar Similar Similar Similar Size-Acre I 22 2427I 36.00 55.36 10.00 9.79 + + 95%Velocity Superior Superior Superior Superior Physical Features Hazard Flood Area; 5%Zone B Utilities I By Extension; I Similar Superior Similar Similar Electricity Fronatge/AccessibilityI Adequate I Similar Similar Similar Similar Total Adjustment --- --- ---- --- Range of Unadjusted Prices $31,944- $60,140 Unadjusted Mean$/Acre $36,000 A value significantly below the unadjusted mean is considered justified given the significant Velocity Flood Hazard aera present on the subject(95%);however, Concluded Unit $16,000 primary weight was placed on Comparables 1,2&4 for other similar physical Value characteristics and/or lesser net qualitative adjustments. Land Size (Acres) 22.2427 Value Indication $355,883 LPA 2021.04.139 PAGE 56 RECONCILIATION CORPUS CHRISTI•TEXAS VACANT LAND RECONCILIATION This appraisal, subject to the assumptions and limiting conditions as expressed herein and conducted according to the Uniform Appraisal Standards for Federal Land Acquisitions (Yellow Book) and the Uniform Standards of Professional Appraisal Practice (USPAP), led us to the opinion that the subject property has a market value of: VALUE CONCLUSIONS Status Interest Date Value As Is Fee Simple May 7,2021 $355,000 LPA 2021.04.139 PAGE 57 ASSUMPTIONS&LIMITING CONDITIONS CORPUS CHRISTI•TEXAS VACANT LAND 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, however, is not qualified to detect such substances. The presence of substances such as antimony(lustrous gray metalloid),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. LPA 2021.04.139 PAGE 58 ASSUMPTIONS&LIMITING CONDITIONS CORPUS CHRISTI•TEXAS VACANT LAND • 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 Appraisal 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. LPA 2021.04.139 PAGE 59 CERTIFICATION CORPUS CHRISTI•TEXAS VACANT LAND 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. ■ The appraisal was developed and the appraisal report was prepared in conformity with the Uniform Appraisal Standards for Federal Land Acquisitions. ■ The appraisal was developed and the appraisal report prepared in conformance with the Appraisal Standards Board's Uniform Standards of Professional Appraisal Practice and complies with USPAP's Jurisdictional Exception Rule when invoked by Section 1.2.7.2 of the Uniform Appraisal Standards for Federal Land Acquisitions. • 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. • Mario Caro, MAI, AI-GRS, SR/WA made a personal inspection of the property that is the subject of this report and was granted permission by Ms.Tracey Duncan,the property owner,to view the property unaccompanied.Anthony DiMare did not make a personal inspection of the subject property. • No one provided significant real property appraisal assistance to the person (s) signing this certification. ■ 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 has 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. Subject Market Value as of May 7,2021: $355,000 MARIO CARO, MAI,AI-GRS, SR/WA ANTHONY DIMARE Certificate No.TX-1334889-G Certificate No.TX1381001-G LPA 2021.04.139 PAGE 60 ADDENDUM CORPUS CHRISTI•TEXAS VACANT LAND ADDENDUM r! 1 LPA 2021.04.139 PAGE 61 ADDENDUM CORPUS CHRISTI•TEXAS VACANT LAND Real Estate Appraisal Contract Project No. 18024A—Laguna Shores Rd.Caribbean to Hustlin' Hornet; 18025A—Mediterranean to Wyndale; 18026A—Graham to SPID This contract is between the City of Christi, Texas, a Texas home-rule municipal corporation ("City"), P. O. Box 9277, Corpus Christi, Texas 78469-9277 acting through its duly authorized City Manager or designee and Lowery Property Advisors, LLC, ("Appraiser") of 105 Decker Court, Suite 1000, Irving, Texas 75062 for the preparation of one Real Estate Appraisal report for real property acquisition purposes by the City in connection with Project No. 18024A— Laguna Shores Rd, Caribbean to Hustlin' Hornet; 18025A— Mediterranean to Wyndale; 18026A—Graham to SPID NOW THEREFORE, the City and the Appraiser agrees as follows: A. The Appraiser agrees to the following: (1) Submit a bound copy of the appraisal report to the City of Corpus Christi with Appraiser's invoice. The appraisal will contain a summary letter indicating the market value determined in the report. Include in the addendum all maps, photographs, market data and other pertinent data which affect the final market value. a. Prepare one complete, summary appraisal report in narrative format containing the market value (as defined in USPAP) for Fee Simple rights, excluding any oil, gas, and mineral interests, to the 22.243 acre of land described and shown on Exhibit A. In developing and reporting the appraisal, the appraiser must abide by the most current edition of the Uniform Standards of Professional Appraisal Practice (USPAP). The report must show all applicable approaches to value. (2) The Appraiser will submit appraisal reports to the City within 45 days after receipt of authorization to proceed {Notice to Proceed}. The City reserves the right to add, amend and revise the number of parcels, if necessary, at an additional fee agreed upon between the City and the Appraiser. (3) The Appraiser agrees to share information on comparable sales in the area in a cooperative manner with other appraisers appraising in the area for the City. (4) The Appraiser agrees to consult with the City Property and Land Acquisition Division Manager to discuss the appraisal prior to completion and shall submit the report to Property and Land Acquisition Division, P. O. Box 9277, (City Hall - 1201 Leopard Street, 3rd Floor), Corpus Christi, Texas 78469-9277 upon completion. (5) SCOPE OF WORK: See the Appraisers Fee proposal attached as Exhibit B for Scope of Work. It is further agreed that appraisal information concerning the property assigned for appraisal services, whether contained in or within the appraisal report to the City or not, is to be treated as confidential and a breach of such confidence by the Appraiser, except on written authorization by the City Manager or upon proper order of the Court, is a material breach of this contract. (6) If there are separately held interests in any parcel of real property to be acquired (such as easements, leaseholds, tenant-owned improvements, agricultural crops, life estates, etc.) the appraisal must include an apportionment of the total just compensation to each separately held Al LPA 2021.04.139 PAGE 62 ADDENDUM CORPUS CHRISTI•TEXAS VACANT LAND interest to be acquired. Acquisition will not include oil, gas, or mineral rights. (7) The Appraiser will comply with all Federal, State and Local laws and ordinances applicable to the work. (8) In the appraisal report, the Appraiser will include the Appraiser's technical qualifications, general appraisal experience, specific experience in appraising properties of the type involved in this project, the courts in which Appraiser has testified as an expert witness and any other information relating to professional qualifications. (9) In agreeing to the terms of this contract, the Appraiser hereby certifies that Appraiser does not have any interest (including that of real estate broker or agent). direct or indirect, present or prospective, in any parcels) described in this contract or any other interest, whether or not in connection with said parcel(s), which would conflict in any manner or degree with the performance of the services and submission of impartial reports, and has not employed and will not employ, in connection with the services to be furnished hereunder, any person having any such interest, and until such parcels) is (are) acquired by the City or excluded from its project. The Appraiser and any employees of the Appraiser, so long as they are employed by the Appraiser, will not acquire any such interest and will not, for their own account or for other than the City, negotiate for any of said parcel(s), perform services in connection with said parcel(s), or testify voluntarily as a witness in a condemnation or other proceeding with respect to such parcel(s). (10) The Appraiser shall not assign, transfer or delegate any of Appraiser's obligations or duties of this contract to any other person without prior written consent of the City Manager except for routine duties delegated to personnel of the Appraiser's staff. (11) INDEMNIFICATION Appraiser agrees to indemnify, save harmless and defend the City of Corpus Christi, its agents and employees against and hold it harmless from any and all lawsuits, claims, demands, liabilities, losses and expenses, including court costs and attorneys' fees, due to activities of Appraiser, its agents or employees, including without limitation, any injury to any person, any death at any time resulting from such injury or any damage to any property, which may arise or which may be alleged to have arisen out of or in connection with the work covered by this contract. The foregoing indemnity shall apply except if such injury, death or damage is caused by the sole negligence of the City of Corpus Christi, its agents or employees. B. Appraiser acknowledges that acquisition of the property shown in Exhibit A will be with funds provided through a grant from the Texas General Land office ("GLO") providing Gulf of Mexico Energy Security Act of 2006 ("GOMESA") funding made available to the State of Texas and awarded under the Texas Coastal Management Program ("CMP"), and therefore, Appraiser agrees to the terms and conditions in Exhibit C. C. The City agrees to provide the following to the Appraiser: (1) Furnish copies of any available survey data for the parcel. (2) Furnish copies of any available title reports for the parcel. (3) Provide information on comparables, if any, available to the City. (4) Other data as indicated in the appraiser's proposal letter (Exhibit B). A-1 LPA 2021.04.139 PAGE 63 ADDENDUM CORPUS CHRISTI•TEXAS VACANT LAND D. Fee: In consideration of work to be performed by the Appraiser herein and in accordance with the appraiser's written proposal attached as Exhibit B, the City agrees to pay Appraiser the total sum of E. Payment: Payment for the appraisal report is to be made upon completion of the total assignment, submittal of invoice and correction of any errors. F. Termination: The City reserves the right to terminate this contract with or without cause at any time. Termination may include the entire contract or may include only selected parcels that the City desires to delete. In either case, the City agrees to pay Appraiser only for the work completed at the time of termination. CITY OF CORPUS CHRISTI LOWERY PROPERTY ADVISORS, LLC Digitally signed by Jeff Edmonds Dale:?6:.1 04..11 N.15723 0100: . :v.,CF 4/20/2021 Jeff H. Edmonds, P.E. (Date) Mario Caro, MAI. Ai-GRS. SR/WA (Date) Director of Engineering Services mario@towerypa.com APPROVED AS TO FORM: 2021,04.21 _ 08:15:47 -05'00' Legal Department (Date) FUNDING SOURCE: A-1 LPA 2021.04.139 PAGE 64 ADDENDUM CORPUS CHRISTI-TEXAS VACANT LAND =3;i ij -A !"h 0 wi,i" Aow LLJ ii � ' pit'i I ' .19 A ,m, it ;ail i Ile; vy r-rki LPA 2021.04.139 PAGE 65 u ru ADDENDUM CORPUS CHRISTI-TEXAS VACANT LAND ray Lu4t a©��x.11 1y1 P Tq )1,10%, Is 1J " , , a f . J def _i it his F Vill !!qh I its if. I i IT, ill rF N, ur JAI- 7 DO; �s JS.!" j,,) J. J s 1 !if 2 t11111ieaa i1g; I Nil "till, vi t111;ml.'n11W .iii .1 NJ 4i 151 1 It Ili J1 3 -1) 1jai-lilt ill v- 1 1�i ff, -it 4.1 ti 1 10 LPA 2021.04.139 PAGE 66 u ru ! ! ng Mal a } a� f 3m w l {Coastal Hold 5:iioii Breed R�seue P MARIO CARO, MAI, AI-ORS, SR/WA / r� EXPERIENCE Mario Caro hcs served as Managing director of LPA Son Antonio since 2016. LPA is a cc tial appraisal and consulting firm completing a wide targe of projects +' :.•.,. ,.;. c *",- •. .-irnwest. Property types include, but are not limited to office, retail, ,ily, mixed-use. self-storage, hotel / motet, corwash, vacant land, SAN ANTONIO subdivi :ins, and special use. 104 NE Loop 410 #1350 Mario began his appraisal career in 2001 with a regional appraisal company in Houston and specialized in right-of-way and eminent domain appraisal on public and private San Antonio,TX 78216 projects nationwide. In 2005, he returned to his hometown in Son Antonio and joined a boutique appraisal firm providing right-of-way and commercial valuation. After 10 direct 210.528.1491 years, he moved to the largest global real estate valuation firm and appraised high- maria(«}lowerypa.com profile commercial properties in addition to initializing their right-of-way practice. Mario has 20 years'experience appraising for litigation and legal support matters in both federal and state courts. clients, including public agencies, attorneys, title companies, and lende )::,-r •):v-de have relied on his expertise in an appraiser and review oppraisef cc:; :;-'t i,I•o has provided expert witness testimony and support on a variety of pi ., y :;.::: f..- public transportation,utility and recreational corridors, and drainage fcc:,`ies. PROFESSIONAL ASSOCIATIONS • Appraisal Institute • Intern,:,. -A-WayA--,ociotion • MAI and AI-G--'. d- • -.• First and Seco ;,-J 2'.7,2 3[ • er 2020-2021,SouW '_:e.as 2021", . utr, _ .upter -_ _•etary 2019-2020,So- -_ .,s • Trec5 :er r > . :.`r Texas r �Ctivities Chair 2012-2U 1., South • Secre7ary i_-i'exas Texc5 • Regio,;;. kes=: South Texas • Education Cf-,u,r=C:2J,South Texas • Board of Directors 2014-2017, South Texas Chapter • Alterno - regional Rep 2014-2019, Sv,_,' ,'-. :.. . - -`•ter • Cc,,J:L��*e Guidance Chair 2014- Present, 014-Present,South Texas Chapter LICENSES EDUCATION // moi. Certified General Texas General Appr.. BS-Texas A&M University-Agribusiness T'ALCB Real Estate Appraiser TX 1334889 G Coursework for MAI designation Louisiana General Appr. Appraiser: MARIO ANTONIO CARO G4402 Coursework for SR/WA designation License W TX 1334M G License Expires:GS/31/2023 Coursework for AI-GRS designation v•8 Gr y,'dad fa:sra:".rY evCe^[r oT the o.al [e!wins rpukW v!ne Teas APO•a ier�rcen y 1a1d Le.r°d',ca•.�an.Ac:,.OttoWdrt� f ode.CNP.-1101,autho•ta*—-y r—Cd to 041 this t,CY: C-4*d 43f c wear Estate.Ado 4-r rb.add,tw„ai�nrP.m,atwn b•to Ne a c01vtpeas:conaxs vMie6 <or...,,.,,... at www.takb te.ss pw.. LPA r� ANTHONY DIMARE HOUSTON OFFICE APPRAISAL l REAL ESTATE EXPERIENCE 920 Memorial Way November 2020 to Present;Senior Associate at Lowery Property Advisors Suite 425 September 2015 to November 2020: Certified Appraiser at Allen, Williford, &Seale, Inc. Houston,Texas 77024 Types of properties appraised include: eminent domain/condemnation, partial cell 281.799.3316 acquisitions, agricultural, commercial, industrial, and vacant land appraisals. ofc 713.338.2557 x 506 adimare:p'lowerypa.com EDUCATION BBA Supply Chain Management-Texas A&M University.2015 Successfully completed the following courses administered by the Appraisal Institute and McKissock Appraisal Education: • Basic Appraisal Principles • Basic Appraisal Procedures • Uniform Standards of Professional Appraisal Practice ■ Texas Supervisor-Trainee Course ■ Real Estate Finance,Statistics,and Valuation Modeling • General Appraiser Income Capitalization Approach-I • General Appraiser Income Capitalization Approach-II ■ General Appraiser Market Analysis and Highest and Best Use • General Appraiser Report Writing and Case Studies ■ General Appraiser Sales Comparison Approach ■ General Appraiser Site Valuation and Cost Approach ■ Commercial Appraisal Review ■ Expert Witness for Commercial Appraisers LICENSES Certified General Texas General Appraiser lPICB Real Estate Appraiser 1381001-G cYeefn R.e.ww'itlywq Y Appraiser Anthony William DilAare License a TX 1381001 G License Expires:06/30/2022 Having provided i.v,staclM evidence Of the quaKca1l0F S required by the"`rias App,aisrr licensing',ar�d Cer t.i f e:at io,Ail,OL t upations Cade.Chapter 1103,aUthprirali on is granted to Use this OVe Certified General Real[State Aporaiser C>Nea Bnhhal tr For edd'.Itldral rn•MnMron or to Ade a complaint pki[e contact TALCS cermm�aenrr at www.ldkh.isxas.yuv. UP LPA e n , n ' i 3 f r 1 e Phase I Environmental Site Assessment — Laguna Shores/Redhead Pond Site Corpus Christi, Nueces County, Texas December 2020 Prepared for City of Corpus Christi Hanson Professional Services Inc. Project No. 191-0247A02 Engineering Planning Allied Services HANSON Professional Statement and Signature Page Description of Subject Site: Laguna Shores/Redhead Pond Site Corpus Christi, Nucces County, Texas Environmental Professional Statement: "I declare that, to the best of my profe�ssinnal knowledgp nc1 be ief, I meet the definition of Environmental PFUfsssiorlal as d0ircd in 3121 U of 40 C:FP -312. 1 hjvu I' ie specific quakfications based on education, training, and exDerience to assess a property of the nature, history, and setting of the subject property. I have dev=l~p&d and perforn7r 1 V-,;_ all , h}^rip iatc inquiries in ccrfr:n7iance Vrith the starndwds �jnd prar'- is c ..t ru-`hi it =}J U 1; i':;r ;?'1' .' These inquiries are in :n:)t aed Fhase: I Envi:'onnnent,�l S to i;�sessr iert — Laguna S:�ores)'Radhcad Fond 4irr;. Corpus CrhriSti. Nueces ;;minty. "'' °*__i.,, " issued Dec,erriher 2,D20- Report Pr-parch For. J.M. Edmonds, P_F_ Director of Engineering Services 1201 Leopard Strr;c;t, 37d Floor Corpus Christi, Texas 78401 Depart Prepared By: Environmental Professional Tara Ducrest, C.F.M. 7 Signature IR/r/ ao [gate Phase I Environmental Site Assessment `�L%I-IANSON Laguna Shores/Redhead Pond Site Table of Contents ExecutiveSummary...........................................................................................................................1 1. Introduction................................................................................................................................3 1.1. Purpose................................................................................................................................3 1.2. Special Terms and Conditions..............................................................................................3 1.3. General Limitations ..............................................................................................................3 1.4. Information Sources .............................................................................................................3 1.5. Qualifications Statement.......................................................................................................4 2. Property Description..................................................................................................................5 2.1. Location ...............................................................................................................................5 2.2. Legal Description..................................................................................................................5 2.3. Property and Vicinity Characteristics ....................................................................................5 2.4. Easements and Right of Ways .............................................................................................6 2.5. Title Review..........................................................................................................................6 2.6. Current Uses of Subject Property.........................................................................................6 2.7. Past Uses of Subject Property..............................................................................................6 2.8. Current Uses of Adjacent and Surrounding Properties .........................................................6 2.9. Past Uses of Adjacent and Surrounding Properties..............................................................6 3. Record Review ...........................................................................................................................7 3.1. General ................................................................................................................................7 3.2. Regulatory Database Search................................................................................................7 3.3. Historical Aerial Photographs .............................................................................................10 3.4. Historical Topographic Maps..............................................................................................13 3.5. City Directories...................................................................................................................13 3.6. Fire Insurance Map Records ..............................................................................................13 3.7. Environmental Liens...........................................................................................................13 3.8. Oil and Gas Exploration Records .......................................................................................13 3.9. Water Well Records ...........................................................................................................14 4. Property Reconnaissance.......................................................................................................15 4.1. General ..............................................................................................................................15 4.2. Observations......................................................................................................................15 4.3. Pits, Ponds, and Lagoons...................................................................................................15 4.4. Stained Soils ......................................................................................................................15 4.5. Stressed Vegetation...........................................................................................................15 4.6. Possible Presence of Polychlorinated Biphenyls (PCBs).................................................... 15 4.7. Solid Waste Disposal..........................................................................................................16 4.8. Identification of Contaminant Migration Paths..................................................................... 16 4.9. Wastewater........................................................................................................................16 4.10. Other Issues...................................................................................................................16 5. Interviews .................................................................................................................................17 6. Conclusion ...............................................................................................................................18 \\hanson.dom\dfs\idrive\19jobs\19L0247A02\Admin\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Phase I ESA Redhead Pond.docx City of Corpus Christi Phase I Environmental Site Assessment HANSON Laguna Shores/Redhead Pond Site Exhibits Exhibit A — Physical Setting Report Exhibit B — Radius Report Exhibit C — Historical Aerial Photographs Exhibit D — Historical Topographic Maps Exhibit E — City Directory Reports Exhibit F — Fire Insurance Map Report Exhibit G — Environmental Lien Search Exhibit H — Oil and Gas Report and Records Exhibit I — Water Well Report Exhibit J — Site Visit Photo Log Tables and Figures List of Tables Table 1-1 — Information Sources............................................................................................................4 Table 2-1 —Current Uses of Surrounding Properties ............................................................................. 6 Table 2-2 — Past Uses of Surrounding Properties.................................................................................. 6 Table 3-1 — Minimum ASTM Search Distances...................................................................................... 7 Table3-2 — Data Searched ............................................................................................ 8 Table 3-3 — Database Information Summary........................................................................................ 10 List of Figures Figure 1 —Subject Property Location Map Figure 2 —Subject Property Detail Map Copyright ©2020 by Hanson Professional Services Inc. All rights reserved. This document is intended solely for the individual or the entity to which it is addressed. The information contained in this document shall not be duplicated, stored electronically, or distributed, in whole or in part, by anyone other than the recipient without the express written permission of Hanson Professional Services Inc., 1525 S. Sixth St., Springfield, IL 62703, (217) 788-2450, www.hanson-inc.com. Unauthorized reproduction or transmission of any part of this document is a violation of federal law. Any concepts, designs and project approaches contained herein are considered proprietary. Any use of these concepts and approaches by others is considered a violation of copyright law. \\hanson.dom\dfs\idrive\19jobs\19L0247A02\Admin\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Phase I ESA Redhead Pond.docx City of Corpus Christi Phase I Environmental Site Assessment `�L%I-IANSON Laguna Shores/Redhead Pond Site Executive Summary Hanson Professional Services Inc. (Hanson) conducted a Phase I Environmental Site Assessment (ESA) of 24.878 acres located to the southwest of the intersection of Laguna Shores Road and Hustlin' Hornet Drive in Corpus Christi, Nueces County, Texas. The ESA was performed in general accordance with the requirements for the American Society for Testing Materials (ASTM) Standard Practice for Environmental Site Assessments: Phase I Environmental Site Assessment Process, Designation E1527-13. The subject property consists of eight tracts of land in the Flour Bluff neighborhood of Corpus Christi, Texas. The subject property is undeveloped land and water (ponds and Laguna Madre). No structures or improvements were observed on the subject property, other than fencing and bollards. To the north of the subject property, Hustlin' Hornet Drive and undeveloped land with a pond are present. To the east, reconstruction of Laguna Shores Road is occurring and single family homes and the Laguna Madre are present. To the south, the Redhead Pond Wildlife Management Area, single family homes, Coastal Bend Small Breed Rescue, and the Laguna Shores Pet Salon are present. To the west, Duncan Cemetery, Debra Lane, single family homes, and Flour Bluff Junior High School are present. Information pertaining to potential environmental liabilities resulting from the treating, storing, disposing, discharging, or emitting of hazardous and/or regulated substances was obtained by Hanson through GeoSearch. GeoSearch's search of available government records did not identify the subject property in any databases. Four sites were identified within the search radius beyond the subject property. One of the identified sites, a closed unauthorized landfill, is considered to be a Recognized Environmental Condition (REC). GeoSearch's Oil and Gas Report identified one oil well on the subject property and eleven additional oil or gas wells within 0.5 miles of the subject property. Railroad Commission of Texas (RRC) records indicate that the well on the subject property was an oil well drilled in 1940 to a depth of 7,075 feet and was plugged in 1976. The casing was cut off five feet below ground and capped. Records showed that casinghead gas from the well was processed through the Flour Bluff Gas Plant (located approximately one mile north of subject property). Historical aerial and topographic maps from the 1950s through the 1970s show several aboveground storage tanks near the oil well on the subject property. RRC records indicate that no pipelines cross the subject property. Several abandoned natural gas gathering pipelines are present to the north of the east tract of the subject property. Findings Our review of site information and a property inspection revealed the following Recognized Environmental Conditions (RECs) in connection with the subject property: On-Site RECs: ■ Possible Presence of Contamination from Past Oil and Gas Exploration —One oil well is documented as being drilled on the northeast portion of the subject property in 1940 and plugged in 1976. In the past, at least 12 aboveground storage tanks and two pits appear to have been located in the northeast portion of the subject property. While no visible signs of contamination were observed during the site visit, activities related to historical oil and gas exploration may have caused contamination on the subject property. \\hanson.dom\dfs\idrive\19jobs\19L0247A02\Admin\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Phase I ESA Redhead Pond.docx City of Corpus Christi 1 Phase I Environmental Site Assessment HANSON Laguna Shores/Redhead Pond Site Off-Site RECs: ■ Possible Presence of Contamination from Unauthorized Landfill—An unauthorized closed landfill is documented as being present approximately 800 feet southwest of the subject property. The landfill was identified as accepting household and construction demolition debris. The landfill was used for an unknown length of time and was closed in 1979. Use of nearby land as an unauthorized landfill may have caused contamination on the subject property. Recommendations Due to the Recognized Environmental Conditions associated with the subject property, a Phase II Environmental Site Assessment is recommended. \\hanson.dom\dfs\idrive\19jobs\19L0247A02\Admin\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Phase I ESA Redhead Pond.docx City of Corpus Christi 2 Phase I Environmental Site Assessment HANSON Laguna Shores/Redhead Pond Site 1. Introduction Hanson Professional Services Inc. conducted a Phase I Environmental Site Assessment (ESA) on a 24.878 acre site located to the southwest of the intersection of Laguna Shores Road and Hustlin' Hornet Drive in Corpus Christi, Nueces County, Texas. The ESA was conducted for the City of Corpus Christi. 1.1. Purpose The ESA was performed in general conformance with the requirements of the American Society for Testing Materials (ASTM) Standard Practice for Environmental Site Assessments: Phase I Environmental Site Assessment Process, Designation E1527-13 unless specifically noted in the report. This Standard Practice was developed to address the scope of the Comprehensive Environmental Response, Compensation, and Liability Act (CERCLA) in order to qualify for the innocent landowner's defense to CERCLA liability. The purpose of this ESA was to assist the client in developing information to identify Recognized Environmental Conditions (RECs) in connection with the site as reflected by the scope of this report. This purpose was undertaken through user-provided information, a regulatory database review, historical and physical records review, and a visual non-invasive reconnaissance of the subject property and adjoining properties. 1.2. Special Terms and Conditions Hanson has performed this ESA for the City of Corpus Christi for the above stated purpose. This study may not contain sufficient information for other purposes or entities. Reference is made in this ESA to public records provided by an information source. No warranty, expressed or implied, is made as to the accuracy of those public records or the accuracy of the information source providing the public records. 1.3. General Limitations The assessment of subsurface conditions at the subject property was beyond the scope of services for this ESA. This report does not constitute a property condition assessment since it was prepared principally to address environmental issues. It does not constitute an asbestos inspection, lead based paint survey, mold inspection, or other specific type of environmental assessment tied directly to a specific local, state, or federal environmental regulatory program. A chain of title search and interview were not performed for this Phase I Environmental Site Assessment. 1.4. Information Sources The information pertaining to this ESA was obtained from the following sources: \\hanson.dom\dfs\idrive\19jobs\19L0247A02\Admin\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Phase I ESA Redhead Pond.docx City of Corpus Christi 3 Phase I Environmental Site Assessment `�L%I-IANSON Laguna Shores/Redhead Pond Site Table 1-1— Information Sources 1. Company Name: Nueces County Appraisal District Web Site Address: http://www.ncadistrict.com Telephone Number: (361) 881-9978 Information Obtained: Legal description 2. Contact Name: Scott Davis Title: Account Representative Company Name: GeoSearch Web Site Address: http://www.geo-search.com/ Telephone Number: (888) 396-0042 Information Obtained: Aerial Photos, Historical Topographic Maps, City Directory Report, Fire Insurance Map Report, Radius Map Report, & Environmental Lien Search 3. Company Name: Railroad Commission of Texas Web Site Address: http://gis2.rrc.state.tx.us/public/startit.htm Telephone Number: (361) 242-3113 Information Obtained: Oil and gas exploration and pipeline records 4. Company Name: Federal Emergency Management Agency Web Site Address: https:Hmsc.fema.gov/portal Telephone Number: (877) 336-2627 Information Obtained: Floodplain map 5. Company Name: United States Department of Agriculture Web Site Address: Websoilsurvey.sc.egov.usda.gov/App/HomePage.htm Telephone Number: (254) 742-9857 Information Obtained: Soil information 6. Company Name: Texas Commission on Environmental Quality Web Site Address: http://www15.tceq.texas.gov Telephone Number: (512) 239-1000 Information Obtained: Central Registry information 7. Company Name: City of Corpus Christi Web Site Address: https:Hcorpus.maps.arcgis.com/apps/webappviewer/index.html Information Obtained: Utility location information 1.5. Qualifications Statement Ms. Tara Ducrest, C.F.M., Environmental Scientist for Hanson, received a B.S. in Environmental Science with concentration in Chemistry in 2006 from Texas A&M University— Corpus Christi and a M.P.A. with an emphasis in Environmental Science in 2009 from Texas A&M University—Corpus Christi. Ms. Ducrest has performed numerous environmental site assessments on industrial, commercial, residential, and undeveloped properties. \\hanson.dom\dfs\idrive\19jobs\19L0247A02\Admin\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Phase I ESA Redhead Pond.docx City of Corpus Christi 4 Phase I Environmental Site Assessment HANSON Laguna Shores/Redhead Pond Site 2. Property Description 2.1. Location The subject property is located southwest of the intersection of Hustlin' Hornet Drive and Laguna Shores Road in Corpus Christi, Nueces County, Texas. The center of the subject property lies at approximately 27.6428970 north latitude and 97.2866820 west longitude. The Subject Property Location Map and Subject Property Detail Map are provided as Figures 1 and 2. 2.2. Legal Description Based on information from Nueces County Appraisal District, the subject property consists of eight tracts of land. The legal descriptions are listed below: Tract Property Legal Description Number ID 1 233074 Flour Bluff& Enc Frm Gdn Tract 15.909 Acs out of Lts 19 20 21 &24 Sec 54 2 543377 Flour Bluff& Enc Frm Gdn Tract .508 Ac out of Lt 24 Sec 54 3 233091 Flour Bluff& Enc Frm Gdn Tract 1 Ac out of Lt 20 Sec 54 4 233077 Flour Bluff& Enc Frm Gdn Tract .50 Ac out of Lt 20 Sec 54 5 233078 Flour Bluff& Enc Frm Gdn Tract .75 Ac out of Lt 20 Sec 54 6 233068 Flour Bluff& Enc Frm Gdn Tract 3.72 Acs out of Lt 19 Sec 54 7 233073 Flour Bluff& Enc Frm Gdn Tract 2.044 Acs out of Lts 20 &21 Sec 54 8 543378 Flour Bluff& Enc Frm Gdn Tract .447 Ac out of Lt 19 Sec 54 2.3. Property and Vicinity Characteristics Physical feature information pertaining to the subject property was provided by GeoSearch. Maps depicting floodplains, wetlands, soil types, and geological information are included in the Physical Settings Report in Exhibit A. The elevation of the subject property varies from sea level to approximately 11 feet above sea level, with sloping towards the ponds on the subject property. Federal Emergency Management Agency (FEMA) flood data was reviewed and it was determined that the majority of the subject property is currently located in Zone V22, areas of 100-year coastal flood with velocity (wave action), with a base flood elevation of 12 feet. The northwest portion of the subject property is located in Zone A18, areas of 100-year flood with a base flood elevation of 10 feet. National Wetlands Inventory (NWI) data shows one estuarine and marine deepwater wetland habitat and one freshwater pond habitat on the subject property. Soils of the subject property consist of Galveston and Mustang fine sands (occasionally flooded), Nueces fine sand, and tidal flats (occasionally ponded). The geologic information for the subject property lists the rock stratigraphic unit under geology symbol Qbb. Qbb geology symbol represents barrier island deposits. \\hanson.dom\dfs\idrive\19jobs\19L0247A02\Admin\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Phase I ESA Redhead Pond.docx City of Corpus Christi 5 Phase I Environmental Site Assessment HANSON Laguna Shores/Redhead Pond Site 2.4. Easements and Right of Ways Electric distribution lines are present along the eastern boundary of the north tracts of the subject property. A storm drain inlet is present near the northwest corner of the north tract. The City of Corpus Christi GIS Viewer shows wastewater mains running along the eastern boundary of the north tracts and the western boundary of the south tract of the subject property. Two boxes associated with buried communication cables was observed along the northern subject property boundary. 2.5. Title Review A chain of title search was not performed for this property. 2.6. Current Uses of Subject Property The subject property is currently undeveloped land. 2.7. Past Uses of Subject Property The subject property appears to have been undeveloped land except for the northeast portion which appears to have been used for oil and gas exploration. One oil well and at least 12 aboveground storage tanks appear to have been present on the subject property from the 1950s through 1970s. 2.8. Current Uses of Adjacent and Surrounding Properties The following table lists the current uses of the adjacent and surrounding properties: Table 2-1 — Current Uses of Surrounding Properties North East South West Hustlin' Hornet Laguna Shores Road, Redhead Pond Wildlife Cemetery, Debra Lane, Drive and single family homes, Management Area, animal Flour Bluff Junior High undeveloped land undeveloped land, and rescue shelter, pet salon, School, and single with a pond Laguna Madre and single family homes family homes 2.9. Past Uses of Adjacent and Surrounding Properties The following table lists the past uses of the adjacent and surrounding properties determined by review of available historical aerial photographs, fire insurance maps, and city directories: Table 2-2— Past Uses of Surrounding Properties North East South West Hustlin' Hornet Laguna Shores Road, Undeveloped land with a Cemetery, Debra Lane, Drive, undeveloped single family homes, pond, animal rescue Flour Bluff Junior High land with a pond, undeveloped land, oil shelter, pet salon, and School, and single and oil and gas and gas exploration, exploration and Laguna Madre single family homes family homes \\hanson.dom\dfs\idrive\19jobs\19L0247A02\Admin\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Phase I ESA Redhead Pond.docx City of Corpus Christi 6 Phase I Environmental Site Assessment HANSON Laguna Shores/Redhead Pond Site 3. Record Review 3.1. General Public and private entities are required to comply with applicable federal and state environmental regulations. The primary regulations, which are pertinent to this assessment, are the Comprehensive Environmental Response, Compensation and Liability Act (CERCLA) and the Resource Conservation and Recovery Act (RCRA). Reasonably obtainable agency records were reviewed in order to determine facilities, which might present a potential to release hazardous substances, or petroleum products, which may affect the subject property. 3.2. Regulatory Database Search Information pertaining to potential environmental concerns resulting from the treating, storing, disposing, discharging, or emitting of hazardous and/or regulated substances was obtained by Hanson Professional Services Inc., through GeoSearch. This information was prepared to meet the appropriate search distances designated in ASTM E 1527-13, Section 8.2.1 from the approximate boundary of the subject property. The following table identifies the ASTM appropriate minimum search distances. Table 3-1 — Minimum ASTM Search Distances Standard Environmental ASTM Minimum Search Distances Record Sources (Miles) Federal NPL Site List 1.0 _ Federal Delisted NPL Site List 0.5 Federal CERCLIS List 0.5 Federal CERCLIS NFRAP Site List 0.5 Federal RCRA CORRACTS Facilities List 1.0 Federal RCRA non-CORRACTS TSD Facilities List 0.5 Federal RCRA Generators List Property and Adjoining Properties Only Federal Institutional Control/Engineering Control Registries Property and Adjoining Properties Only Federal ERNS List Property Only State/Tribal Equivalent NPL 1.0 State/Tribal Equivalent CERCLIS 0.5 State/Tribal Landfill and/or Solid Waste Disposal Site Lists 0.5 State/Tribal Leaking Storage Tank Lists 0.5 State/Tribal Registered Storage Tank Lists Property and Adjoining Properties Only State and Tribal Institutional Control/Engineering Control Registries Property and Adjoining Properties Only State/Tribal Voluntary Cleanup Sites 0.5 State/Tribal Brownfield Sites 0.5 GeoSearch provided information available through the following federal, state, local, tribal, and proprietary databases. \\hanson.dom\dfs\idrive\19jobs\19L0247A02\Admin\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Phase I ESA Redhead Pond.docx City of Corpus Christi 7 Phase I Environmental Site Assessment HANSON Laguna Shores/Redhead Pond Site Table 3-2— Databases/Records Searched Federal Listings Acronym Database AIRSAFS Aerometric Information Retrieval System /Air Facility Subsystem BRS Biennial Reporting System CDL Clandestine Drug Laboratory Locations DOCKETS EPA Docket Data EC Federal Engineering Institutional Control Sites ERNSTX Emergency Response Notification System FRSTX Facility Registry System HMIRSR06 Hazardous Materials Incident Reporting System ICIS Integrated Compliance Information System (Formerly Dockets) ICISNPDES Integrated Compliance Information System National Pollutant Discharge Elimination System _ LUCIS Land Use Control Information System MLTS Material Licensing Tracking System NPDESR06 National Pollutant Discharge Elimination System PADS PCB Activity Database System PCSR06 Permit Compliance System RCRASC RCRA Sites With Controls SFLIENS CERCLIS Liens SSTS Section Seven Tracking System TRI Toxics Release Inventory TSCA Toxic Substance Control Act Inventory NLRRCRAG No Longer Regulated RCRA Generator Facilities RCRAGR06 Resource Conservation & Recovery Act- Generator Facilities RCRANGR06 Resource Conservation & Recovery Act- Nongenerator Facilities HISTPST Historical Gas Stations BF Brownfields Management System CERCLIS Comprehensive Environmental Response, Compensation & Liability Information System DNPL Delisted National Priorities List NFRAP No Further Remedial Action Planned Sites NLRRCRAT No Longer Regulated RCRA Non-CORRACTS TSD Facilities ODI Open Dump Inventory RCRAT Resource Conservation & Recovery Act- Treatment, Storage & Disnnsal Facilities DOD Department of Defense Sites FUDS Formerly Used Defense Sites NLRRCRAC No Longer Regulated RCRA Corrective Action Facilities NPL National Priorities List PNPL Proposed National Priorities List \\hanson.dom\dfs\idrive\19jobs\19L0247A02\Admin\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Phase I ESA Redhead Pond.docx City of Corpus Christi 8 Phase I Environmental Site Assessment HANSON Laguna Shores/Redhead Pond Site RCRAC Resource Conservation & Recovery Act- Corrective Action Facilities RCRASUBC Resource Conservation & Recovery Act- Subject To Corrective Action Facilities RODS Record of Decision System State (TX) Listings GWCC Groundwater Contamination Cases HISTGWCC Historic Groundwater Contamination Cases _ LIENS TCEQ Liens MSD Municipal Setting Designations NOV Notice of Violations SIEC01 State Institutional/Engineering Control Sites SPILLS Spills Listing TIERII Tier II Chemical Reporting Program Facilities DCR Dry Cleaner Registration Database IHW Industrial And Hazardous Waste Sites PIHW Permitted Industrial Hazardous Waste Sites PST Petroleum Storage Tanks APAR Affected Property Assessment Reports BSA Brownfields Site Assessments CALF Closed &Abandoned Landfill Inventory DCRPS Dry Cleaner Remediation Program Sites IOP Innocent Owner/ Operator Database LPST Leaking Petroleum Storage Tanks MSWLF Municipal Solid Waste Landfill Sites RRCVCP Railroad Commission VCP And Brownfield Sites RWS Radioactive Waste Sites VCP Voluntary Cleanup Program Sites WMRF Recycling Facilities IHWCA Industrial And Hazardous Waste Corrective Action Sites SF State Superfund Sites Tribal Listings USTR06 Underground Storage Tanks On Tribal Lands LUSTR06 Leaking Underground Storage Tanks On Tribal Lands ODINDIAN Open Dump Inventory On Tribal Lands INDIANRES Indian Reservations GeoSearch's regulatory database report is provided in Exhibit B. GeoSearch's search of available government records did not identify the subject property in any databases. Four sites were identified within the search radius beyond the subject property. Proximity and findings are summarized in the table below. The status of the identified sites in relation to the subject property as Recognized Environmental Conditions (RECs) is also shown. \\hanson.dom\dfs\idrive\19jobs\19L0247A02\Admin\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Phase I ESA Redhead Pond.docx City of Corpus Christi 9 Phase I Environmental Site Assessment `�L%I-IANSON Laguna Shores/Redhead Pond Site Table 3-3— Database Information Summary Site Name and Address Location Database Findings REC Status Site was identified as being identified Laguna Shores Road in the TCEQ Central Registry. The Not a REC— Rehabilitation 0.006 Central Registry identified the site as proximity to 5000' South to Intersection miles E FRSTX having expired construction site and of Laguna Shores Road, stormwater discharge permits physical Corpus Christi, TX 78418 associated with the road rehabilitation setting project. Site was identified as being an unauthorized landfill that accepted household and construction demolition O'Donovitch 0.149 debris. The landfill closed in 1979. 200 Block of Glen Oak St. miles CALF Records from the Coastal Bend REC in Flour Bluff, TX WSW Council of Governments concur that the site was an unpermitted landfill that was mostly used for construction debris and was in use for an unknown amount of time until September 1979. NGP Radio Range Not a REC— Northwest of intersection 0.215 Site is identified as a formerly used proximity to of Laguna Shores Road miles FUDS defense site that had been used as a site and and Glenoak Drive, SSW radio range. physical Corpus Christi, TX setting ALF Waldron Not a REC— 0.849 proximity to Southwest of intersection miles DOD Site is identified as a Navy property site and of Waldron Road and WSW owned by the Department of Defense. Caribbean Drive physical setting 3.3. Historical Aerial Photographs Historical aerial photographs of the subject property from GeoSearch can be found in Exhibit C. 3.3.1. Aerial Photograph— 1938 (1" = 500'±) In the aerial photo from 1938, the subject property appears to be undeveloped land, with a water body that appears to be connected to the Laguna Madre to the east. There appears to be trails crossing the subject property. Surrounding land appears to be undeveloped. The water body on the subject property continues onto the property to the north. To the east, Laguna Madre can be seen. To the south, Redhead Pond and undeveloped land can be seen. To the west, undeveloped land is present. 3.3.2. Aerial Photograph— 1956 (1" = 500'±) In the aerial photo from 1956, the subject property is still undeveloped. Roads can be seen on the west and south portions of the subject property. In the northeast portion of the subject property, there \\hanson.dom\dfs\idrive\19jobs\19L0247A02\Admin\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Phase I ESA Redhead Pond.docx City of Corpus Christi 10 Phase I Environmental Site Assessment HANSON Laguna Shores/Redhead Pond Site <0, ! appear to be 12 aboveground storage tanks and two oval shaped pits. The tanks and pits coincide with the known location of an oil well. To the north of the subject property, the pond, at least three aboveground storage tanks, and two pits can be seen. To the east, undeveloped land and Laguna Madre can be seen. To the south, single family homes, Redhead Pond, and undeveloped land can be seen. To the west, undeveloped land, a single family home, and what appears to be a pit associated with an oil well can be seen. 3.3.3. Aerial Photograph— 1961 (1" = 500'±) In the aerial photo from 1961, the subject property is still undeveloped land. The roads, aboveground storage tanks, and pits on the subject property can still be seen. To the north of the subject property, the pond, aboveground storage tanks, and pits can still be seen. To the east, undeveloped land, single family homes, and Laguna Madre can be seen. To the south, single family homes, Redhead Pond, and undeveloped land can be seen. To the west, undeveloped land, single family homes, and the pit can be seen. 3.3.4. Aerial Photograph— 1967 (1" = 500'±) In the aerial photo from 1967, the subject property appears similar to the previous photo. To the west, the pit is no longer visible and a new neighborhood of single family homes can be seen. 3.3.5. Aerial Photograph— 1975 (1" = 500'±) In the aerial photo from 1975, the subject property is still undeveloped land. There now appears to only be one aboveground storage tank and no pits in the northeast portion of the subject property. To the north, the aboveground storage tanks are no longer distinguishable. The pits are still present. To the east, undeveloped land, more single family homes, and the Laguna Madre are visible. To the south, single family homes, Redhead Pond, and undeveloped land can be seen. To the west, undeveloped land and the single family homes can be seen. 3.3.6. Aerial Photograph— 1979 (1" = 500'±) In the aerial photo from 1979, the subject property is still undeveloped land. The one aboveground storage tank can still be seen in the northeast portion of the subject property. To the north, the pits are no longer visible. To the east, undeveloped land, single family homes, and the Laguna Madre are visible. To the south, single family homes, Redhead Pond, and undeveloped land can be seen. To the west, undeveloped land and the single family homes can be seen. 3.3.7. Aerial Photograph— 1985 (1" = 500'±) In the aerial photo from 1985, the subject property is still undeveloped land. The remaining aboveground storage tank can no longer be distinguished. To the north, Hustlin' Hornet Drive can be seen. To the west, Flour Bluff Junior High School can be seen. \\hanson.dom\dfs\idrive\19jobs\19L0247A02\Admin\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Phase I ESA Redhead Pond.docx City of Corpus Christi 11 Phase I Environmental Site Assessment HANSON Laguna Shores/Redhead Pond Site 3.3.8. Aerial Photograph- 1990 (1" = 500'±) In the aerial photo from 1990, the subject property is still undeveloped land. Surrounding land appears similar to the previous photo. 3.3.9. Aerial Photograph— 1995 (1" = 500'±) In the aerial photo from 1995, the subject property is still undeveloped land. The northeast portion of the subject property appears to have been cleared. Headstones at the Duncan Cemetery are visible. Surrounding land appears similar to the previous photo. 3.3.10. Aerial Photograph — 2002 (1" = 500'±) In the aerial photo from 2002, the subject property is still undeveloped land. The northeast portion of the subject property appears to have revegetated. Surrounding land appears similar to the previous photo. 3.3.11. Aerial Photograph— 2004 (1" = 500'±) In the aerial photo from 2004, the subject property appears similar to the previous photo. To the west, additional single family homes are present and a track has been built at Flour Bluff Junior High School. 3.3.12. Aerial Photograph— 2005 (1" = 500'±) In the aerial photo from 2005, the subject property and surrounding land appears similar to the previous photo. 3.3.13. Aerial Photograph— 2006 (1" = 500'±) In the aerial photo from 2006, the subject property and surrounding land appear similar to the previous photo. 3.3.14. Aerial Photograph— 2010 (1" = 500'±) In the aerial photo from 2010, the subject property appears similar to the previous photo. To the west, additional single family homes have been built. 3.3.15. Aerial Photograph— 2012 (1" = 500'±) In the aerial photo from 2012, the subject property and surrounding land appear similar to the previous photo. 3.3.16. Aerial Photograph— 2014 (1" = 500'±) In the aerial photo from 2014, the subject property and surrounding land appear similar to the previous photo. \\hanson.dom\dfs\idrive\19jobs\19L0247A02\Admin\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Phase I ESA Redhead Pond.docx City of Corpus Christi 12 Phase I Environmental Site Assessment HANSON Laguna Shores/Redhead Pond Site 3.3.17. Aerial Photograph- 2016 (1" = 500'±) In the aerial photo from 2016, the subject property and surrounding land appear similar to the previous photo. 3.3.18. Aerial Photograph— 2018 (1" = 500'±) In the aerial photo from 2018, the subject property still appears to be undeveloped land. A new building has been constructed at Flour Bluff Junior High School to the west of the northwest portion of the subject property. 3.4. Historical Topographic Maps Historical topographic maps provide information on the topography of the subject property and surrounding properties, and may contain information on oil and gas exploration and waste disposal. No signs of waste disposal are shown on the maps. The 1951 map shows an oil well on the northeast portion of the subject property. Oil wells can also be seen to the north and east of the subject property. On the 1968 and 1975 maps, the same oil well and four aboveground storage tanks are shown. The historical topographic maps are provided in Exhibit D. 3.5. City Directories City Directory services were requested from GeoSearch to evaluate the past uses of the subject property and surrounding properties. No listings were identified for the subject property. Listings for surrounding properties on Laguna Shores Road show residences, the Coastal Bend Small Breed Rescue, and Laguna Shores Pet Salon. Listings for Hustlin' Hornet Drive include Flour Bluff Schools. The City Directory Report is provided in Exhibit E. 3.6. Fire Insurance Map Records Historical fire insurance maps were requested from GeoSearch to evaluate the past uses and relevant characteristics of the subject property and surrounding properties. No map coverage is available for the subject property; the Fire Insurance Map Report is provided in Exhibit F. 3.7. Environmental Liens The Environmental Lien search was performed by GeoSearch for the subject property; the results are provided in Exhibit G. According to the Environmental Lien search, no environmental liens or activity and use limitations were found for the subject property. 3.8. Oil and Gas Exploration Records GeoSearch's Oil and Gas Report identified one oil well on the subject property and eleven additional oil or gas wells within 0.5 miles of the subject property. Railroad Commission of Texas (RRC) records indicate that the well on the subject property was an oil well drilled in 1940 to a depth of 7,075 feet and was plugged in 1976. The casing was cut off five feet below ground and capped. Records showed that casinghead gas from the well was processed through the Flour Bluff Gas Plant (located approximately \\hanson.dom\dfs\idrive\19jobs\19L0247A02\Admin\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Phase I ESA Redhead Pond.docx City of Corpus Christi 13 Phase I Environmental Site Assessment HANSON Laguna Shores/Redhead Pond Site <0, ! one mile north of subject property). Railroad Commission of Texas records indicate that no pipelines cross the subject property. Several abandoned natural gas gathering pipelines are present to the north of the east tract of the subject property. GeoSearch's Oil and Gas Report and RRC records are included as Exhibit H. 3.9. Water Well Records GeoSearch did not report any water wells on the subject property. Water wells reported within one-half mile of the subject property include 13 monitor wells, two industrial wells, two domestic wells, on industrial well, and one well with no reported use. The monitor wells appear to be associated with an oil and gas exploration company (Pittencrieff America) and with the Corpus Christi Naval Air Station former radio range site. Reported wells were identified in the Submitted Drillers Report Database and the Texas Water Development Board Database. GeoSearch's Water Well Report can be found in Exhibit I. \\hanson.dom\dfs\idrive\19jobs\19L0247A02\Admin\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Phase I ESA Redhead Pond.docx City of Corpus Christi 14 Phase I Environmental Site Assessment HANSON Laguna Shores/Redhead Pond Site 4. Property Reconnaissance 4.1. General Ms. Tara Ducrest, an environmental scientist with Hanson, conducted the property reconnaissance visit of the subject property on November 19, 2020. Photographs taken during the property visit are included in Exhibit J. 4.2. Observations The northeast, northwest, and southeast portions of the north tracts of the subject property were undeveloped land and a pond was present in the central portion of the subject property. The pond appears to be connected to the Laguna Madre by a culvert that crosses under Laguna Shores Road, to the pond north of the subject property by a culvert that crosses under Hustlin' Hornet Drive, and to Redhead Pond by a culvert that crosses under Gadwell Street. A storm drain inlet was observed along Hustlin' Hornet Drive. The inlet appeared to drain stormwater to an outfall that flows into the pond on the north tracts. Bollards were observed on the undeveloped land of the northeast portion. Some discarded items were observed on the southeast portion. Items observed included a refrigerator and concrete blocks. Windblown trash was observed along the east portion of the north tracts. During the site visit, a current was observed on the north end of the culvert that crosses under Gadwell Street, with water flowing southward. On the south tracts, undeveloped land was present on the west portion and Redhead Pond was present on the east portion. On the east tract, undeveloped land and the Laguna Madre were observed. To the north of the subject property, Hustlin' Hornet Drive and undeveloped land with a pond were observed. To the east, reconstruction of Laguna Shores Road was occurring and single family homes and the Laguna Madre were present. To the south, undeveloped land with a pond, single family homes, and the Laguna Shores Pet Salon were present. To the west, Duncan Cemetery, Debra Lane, single family homes, and Flour Bluff Junior High School were present. 4.3. Pits, Ponds, and Lagoons Ponds were observed on the subject property. In the National Wetlands Inventory, the ponds are identified as a freshwater pond and an estuarine and marine deepwater habitat. 4.4. Stained Soils No stained soils were observed on the subject property. 4.5. Stressed Vegetation No stressed vegetation was observed on the subject property. 4.6. Possible Presence of Polychlorinated Biphenyls (PCBs) No signs of PCB presence or contamination were observed on the subject property during the site visit. \\hanson.dom\dfs\idrive\19jobs\19L0247A02\Admin\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Phase I ESA Redhead Pond.docx City of Corpus Christi 15 Phase I Environmental Site Assessment HANSON Laguna Shores/Redhead Pond Site 4.7. Solid Waste Disposal Some discarded items were observed on the southeast portion of the north tracts of the subject property. Items observed included a refrigerator and concrete blocks. Windblown trash was also observed along the east portion of the north tracts of the subject property. 4.8. Identification of Contaminant Migration Paths Possible contaminant migration paths to the subject property include stormwater, surface water, groundwater, soil infiltration, or airborne contaminants. 4.9. Wastewater A wastewater force main was observed along the east portion of the north tracts of the subject property. 4.10. Other Issues No other issues were observed on the subject property during the site visit. \\hanson.dom\dfs\idrive\19jobs\19L0247A02\Admin\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Phase I ESA Redhead Pond.docx City of Corpus Christi 16 Phase I Environmental Site Assessment HANSON Laguna Shores/Redhead Pond Site 5. Interviews No interviews were conducted for this Phase I ESA. \\hanson.dom\dfs\idrive\19jobs\19L0247A02\Admin\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Phase I ESA Redhead Pond.docx City of Corpus Christi 17 Phase I Environmental Site Assessment `�L%I-IANSON Laguna Shores/Redhead Pond Site 6. Conclusion Hanson Professional Services Inc. (Hanson) conducted a Phase I Environmental Site Assessment (ESA) of 24.878 acres located to the southwest of the intersection of Laguna Shores Road and Hustlin' Hornet Drive in Corpus Christi, Nueces County, Texas. The ESA was performed in general accordance with the requirements for the American Society for Testing Materials (ASTM) Standard Practice for Environmental Site Assessments: Phase I Environmental Site Assessment Process, Designation E1527-13. The subject property consists of eight tracts of land in the Flour Bluff neighborhood of Corpus Christi, Texas. The subject property is undeveloped land and water (ponds and Laguna Madre). No structures or improvements were observed on the subject property, other than fencing and bollards. To the north of the subject property, Hustlin' Hornet Drive and undeveloped land with a pond are present. To the east, reconstruction of Laguna Shores Road is occurring and single family homes and the Laguna Madre are present. To the south, the Redhead Pond Wildlife Management Area, single family homes, Coastal Bend Small Breed Rescue, and the Laguna Shores Pet Salon are present. To the west, Duncan Cemetery, Debra Lane, single family homes, and Flour Bluff Junior High School are present. Information pertaining to potential environmental liabilities resulting from the treating, storing, disposing, discharging, or emitting of hazardous and/or regulated substances was obtained by Hanson through GeoSearch. GeoSearch's search of available government records did not identify the subject property in any databases. Four sites were identified within the search radius beyond the subject property. One of the identified sites, a closed unauthorized landfill, is considered to be a Recognized Environmental Condition (REC). GeoSearch's Oil and Gas Report identified one oil well on the subject property and eleven additional oil or gas wells within 0.5 miles of the subject property. Railroad Commission of Texas (RRC) records indicate that the well on the subject property was an oil well drilled in 1940 to a depth of 7,075 feet and was plugged in 1976. The casing was cut off five feet below ground and capped. Records showed that casinghead gas from the well was processed through the Flour Bluff Gas Plant (located approximately one mile north of subject property). Historical aerial and topographic maps from the 1950s through the 1970s show several aboveground storage tanks near the oil well on the subject property. RRC records indicate that no pipelines cross the subject property. Several abandoned natural gas gathering pipelines are present to the north of the east tract of the subject property. Findings Our review of site information and a property inspection revealed the following Recognized Environmental Conditions (RECs) in connection with the subject property: On-Site RECs: ■ Possible Presence of Contamination from Past Oil and Gas Exploration —One oil well is documented as being drilled on the northeast portion of the subject property in 1940 and plugged in 1976. In the past, at least 12 aboveground storage tanks and two pits appear to have been located in the northeast portion of the subject property. While no visible signs of contamination were observed during the site visit, activities related to historical oil and gas exploration may have caused contamination on the subject property. \\hanson.dom\dfs\idrive\19jobs\19L0247A02\Admin\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Phase I ESA Redhead Pond.docx City of Corpus Christi 18 Phase I Environmental Site Assessment HANSON Laguna Shores/Redhead Pond Site Off-Site RECs: ■ Possible Presence of Contamination from Unauthorized Landfill—An unauthorized closed landfill is documented as being present approximately 800 feet southwest of the subject property. The landfill was identified as accepting household and construction demolition debris. The landfill was used for an unknown length of time and was closed in 1979. Use of nearby land as an unauthorized landfill may have caused contamination on the subject property. Recommendations Due to the Recognized Environmental Conditions associated with the subject property, a Phase II Environmental Site Assessment is recommended. \\hanson.dom\dfs\idrive\19jobs\19L0247A02\Admin\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Phase I ESA Redhead Pond.docx City of Corpus Christi 19 Figure 1 Subject Property Location Map Counties: Nueces 2140 Districts:Corpus Christi Page 2153 sisn sen Patrlclo Aranse- 1139 �� RI10 8111 i Nueces 6152 Corp.. el ss tl 5r ,hristi Kieberq 11 I5 `Texas department of Traneportatiari` -q. • Unincorporated Community 43 P County Seat -. + Harder Crossing 1 Cemetery Cemetery(Inside City) 'i±1 Deep Draft Port !t Shallow Draft Port • Railroad Dam A River or Stream THDOT District Lakes Education ®Milita 2444 e �Airportry Runway Airport �;rJ``"F. h` +k. ;.{!Ky;,l,-. l5„t-�� •,, +,�..�r 4 Prison / l jp`, Parks and Other Public Land 2444 y .? s Subject Property Figure 1 subject Property Locabon Map Note:Property Location Sho rs Approximate. Laguna Shores Road/Redhead Pond Site Corpus Christi Nueces County,Texas HANSOM R° oae ,,11 f/ Scale 1:72,224 m �� O �Pmmt�zn,a,e:m��Im�ter T,�m�a� 2165 Figure 2 Subject Property Detail Map i r J L Flour Bluff ISD \ Wetland Area Flour Bluff liri t f' High School 0 4000, " OctOr'�e Subject Proper y (North Tracts) t 41V ® Duncan A Cemetery 'tingle Family Subject Property • ��y' 'biomes (East Tract) Single Family m �s ,Homes GaQ m°0,c r Single Fa 'I . '©fie •�� Coastal Bend Small , Laguna Subject Property 'i., Breed Rescue a� Madre (South Tracts) " '4--'Laguna Shores ■ Pet Salon /1 Redhead Pond Wildlife ' " N Google Earth Management Area l� 1 000 ft Property CorpusSheet Laguna Shores/Redhead Pond Site Drawn. TLD Scale: As Shown Number: Exhibit A Physical Setting Report GeopSearch On time.On target. In touch:" GeoP/us Physical Setting Maps Target Property: Laguna Shores Redhead Pond Phase I ESA Corpus Christi, Nueces County, Texas 78418 Prepared For: Hanson Professional Services Order#: 157276 Job #: 383808 Project#: 19L0247A02 Date: 11/16/2020 GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383808 Table of Contents Target Property Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 FEMA Map . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 FEMA Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 NWI Map . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 NWI Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5 SOIL Map . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 SOIL Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 GEOLOGYMap . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 GEOLOGY Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383808 Disclaimer The information provided in this report was obtained from a variety of public sources. GeoSearch cannot ensure and makes no warranty or representation as to the accuracy,reliability,quality,errors occurring from data conversion or the customer's interpretation of this report. This report was made by GeoSearch for exclusive use by its clients only. Therefore, this report may not contain sufficient information for other purposes or parties. GeoSearch and its partners,employees,officers And independent contractors cannot be held liable For actual,incidental,consequential,special or exemplary damages suffered by a customer resulting directly or indirectly from any information provided by GeoSearch. GeQSearch www.aeo-search.com 888-396-0042 Order#157276 Job#383808 Target Property Summary Target Property Information Laguna Shores Redhead Pond Phase I ESA Corpus Christi, Texas 78418 Coordinates Area centroid(-97.286787, 27.6428712) 1 feet above sea level USGS Quadrangle Oso Creek Ne, TX Geographic Coverage Information County/Parish: Nueces (TX) ZipCode(s): Corpus Christi TX: 78418 Geq)Search www.cieo-search.com 888-396-0042 Order#157276 Job#383808 1 of 10 FEMA Map r i Zone NDA 1/2 Mile I / Target Property(TP) Laguna Shores Letter of map revision date: Redhead Pond NVA N Without Base Flood Elevation(BFE) Latest study effective date: Zone A,V,A99 Phase i ESA WA W E With BFE or Depth Corpus Christi, Texas F RegulatoryFloodwayZone AF,AO,AH,VE,AR 78418 S 0.21/.Annual Chance Flood Hazard-Zone X Future Conditions 1'/Annual Chance Flood Hazard-Zone X Area of Undetermined Fleod Hazard 0' 1000' 2000' 3000' Area with Reduced Rood Risk due to Zane D Levee-Zone X Minimal Rood Hazard-Zone X SCALE:1"=2000' Area with Flood Fisk due to Levee-Zone D Digital Data Not Available GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383808 2 of 10 FEMA Report FEMA-Federal Emergency Management Agency The National Flood Hazard Layer(NFHL)data used in this report is derived from the Federal Emergency Management Agency. The NFHL dataset is a compilation of effective Flood Insurance Rate Map(FIRM)databases(a collection of the digital data that are used in GIS systems for creating new Flood Insurance Rate Maps)and Letters of Map Change(Letters of Map Amendment and Letters of Map Revision only)that create a seamless GIS data layer for United States and its territories. The NFHL is updated as new study or LOMC data becomes effective. Note: Currently, not all areas have modernized FIRM database data available.As a result, users may need to refer to the effective Flood Insurance Rate Map for effective flood hazard information. FEMA Flood Zone Definitions within Search Radius Ge Search www.aeo-search.com 888-396-0042 Order#157276 Job#383808 3 of 10 NWI Map f PEM k/ � E2USN E2USP PEM1A ! RSUBF' PEM1A E2USP E1AB3L E PEM1A PEM Fx PEM1A 4 PUBFx E2USM PUB EIUB E1UBL E2USN 112 Mile PEM1A PUBHx E2USP PEM1✓A E2USN E PEM1A•PUSAxPl=EM11MCI , E2USN E2USP5 E2USM E2USN Ell / PE~M1A P. BHx �PUBHx E2A63M R5UBFx*Pip E2USPs PEM1A. E2AR E2USP E2USP E1.UBL� E2USP E2USP 6i 1 PEM1A E11UBLx :E2U5Ns � E2U5N PEM1A E2 E2USN E2USNs PEM1C E2USNs } E1AB3L Target Property(TP) Laguna Shores Mao Date:05/01/2016 ■ ESTUARI NE AND Redhead Pond N MARI NE DEEPWATER Phase 1 ESA ESTUARINEAND LAKE Corpus Christi, Texas w+E MARINE WETLAND ■ 78418 S FRESHWATER EMERGENT OTH ER W ETLAN D ® FRESHWATER FORESTED/ RI VERI NEj NDA-DI GI TAL DATA a' 1000' 2000 3000 SHRUB WETLAND NOT AV AlLABLE SCALF:1"=2000' GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383808 4 of 10 NWI Report NWI -National Wetlands Inventory The US NWI digital data bundle is a set of records of wetlands location and classification as defined by the U.S. Fish&Wildlife Service.This dataset is one of a series available in 7.5 minute by 7.5 minute blocks containing ground planimetric coordinates of wetlands point, line,and area features and wetlands attributes.When completed,the series will provide coverage for all of the contiguous United States, Hawaii,Alaska,and U.S. protectorates in the Pacific and Caribbean.The digital data as well as the hardcopy maps that were used as the source for the digital data are produced and distributed by the U.S. Fish&Wildlife Service's National Wetlands Inventory project. Currently,this data is only available in select counties throughout the United States. NWI Definitions within Search Radius E1AB3L SYSTEM:ESTUARINE SUBSYSTEM:SUBTIDAL CLASS:AQUATIC BED E11-1131- SYSTEM: 1UBLSYSTEM:ESTUARINE SUBSYSTEM:SUBTIDAL CLASS:UNCONSOLIDATED BOTTOM WATER REGIME:SUBTIDAL E2AB3M SYSTEM:ESTUARINE SUBSYSTEM:INTERTIDAL CLASS:AQUATIC BED E2USM SYSTEM:ESTUARINE SUBSYSTEM:INTERTIDAL CLASS:UNCONSOLIDATED SHORE WATER REGIME:IRREGULARLY EXPOSED E2USN SYSTEM:ESTUARINE SUBSYSTEM:INTERTIDAL CLASS:UNCONSOLIDATED SHORE WATER REGIME:REGULARLY FLOODED E2USP SYSTEM:ESTUARINE SUBSYSTEM:INTERTIDAL CLASS:UNCONSOLIDATED SHORE WATER REGIME:IRREGULARLY FLOODED PEM1/SS1C SYSTEM:PALUSTRINE GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383808 5 of 10 NWI Report CLASS:EMERGENT SUBCLASS:BROAD-LEAVED DECIDUOUS PEM1A SYSTEM:PALUSTRINE CLASS:EMERGENT SUBCLASS:BROAD-LEAVED DECIDUOUS WATER REGIME:TEMPORARILY FLOODED PUBFx SYSTEM:PALUSTRINE CLASS:UNCONSOLIDATED BOTTOM SPECIAL MODIFIER:EXCAVATED PUBH SYSTEM:PALUSTRINE CLASS:UNCONSOLIDATED BOTTOM PUBHx SYSTEM:PALUSTRINE CLASS:UNCONSOLIDATED BOTTOM SPECIAL MODIFIER:EXCAVATED PUSA SYSTEM:PALUSTRINE CLASS:UNCONSOLIDATED SHORE R5UBFx SYSTEM:RIVERINE SUBSYSTEM:UNKNOWN PERENNIAL CLASS:UNCONSOLIDATED BOTTOM WATER REGIME:SEMIPERMANENTLY FLOODED SPECIAL MODIFIER:EXCAVATED Texas -DIGITAL DATA NOT AVAILABLE GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383808 6 of 10 Soil Map Ma w Bn 1/2 Mile w w Gm w A` '/N u w Nuw W Ta Sb Sb Sb Gin, b Ma S �/ a (•,/ Ma // Sb M � Sb Igb J Target Property(TP) Laguna Shores Redhead Pond N SOIL BOUNDARY Phase 1 ESA W+E ® NOT�M-QI GITAL.DATA NOT AVAI LAEI_E'NOT COIv�LEf COrplls Christi, Texas 78418 S 0 1000' 2000' 3000' SCALE:v-2000' GeQSeareh www.geo-search.com 888-396-0042 Order#157276 Job#383808 7 of 10 SOIL Report Soil Surveys The soil data used in this report is obtained from the Natural Resources Conservation Service(NRCS). The NRCS is the primary federal agency that works with private landowners to help them conserve,maintain and improve their natural resources. The soil survey contains information that can be applied in managing farms and ranches;in selecting sites for roads, ponds,buildings and other structures;and in determining the suitability of tracts of land for farming,industry and recreation. This data is available in select counties throughout the United States. SOIL Code Definitions within Search Radius Gm Galveston and Mustang fine sands Nu Nueces fine sand Ta Tidal flats W Water Ge Search www.aeo-search.com 888-396-0042 Order#157276 Job#383808 8 of 10 Geology Map .ti k Fs 112 Miley -, N. I. 4 � Qbb N C : Q \X, w !: ✓� < ` .1 Water 1 . RFs . . Target Property(TP) Laguna Shores Redhead Pond Phase 1 ESAW1�__E Corpus Christi, Texas + 78418 S 0 1000 2000 3000 sca«:r..-3000 GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383808 9 of 10 GEOLOGY Report US GEOLOGY THE GEOLOGY DATA USED IN THIS REPORT ORIGINATES FROM THE USGS. THE FIRST STAGE IN DEVELOPING STATE DATABASES FOR THE CONTERMINOUS UNITED STATES WAS TO ACQUIRE DIGITAL VERSIONS OF ALL EXISTING STATE GEOLOGIC MAPS. ALTHOUGH A SIGNIFICANT NUMBER OF DIGITAL STATE MAPS ALREADY EXISTED,A NUMBER OF STATES LACKED THEM. FOR THESE STATES NEW DIGITAL COMPILATIONS WERE PREPARED IN COOPERATION WITH STATE GEOLOGIC SURVEYS OR BY THE NSA(NATIONAL SURVEYS AND ANALYSIS)PROJECT. THESE NEW DIGITAL STATE GEOLOGIC MAPS AND DATABASES WERE CREATED BY DIGITIZING ALREADY EXISTING PRINTED MAPS,OR, IN A FEW CASES, BY MERGING EXISTING LARGER SCALE DIGITAL MAPS. GEOLOGY Definitions within Search Radius 7-71 GEOLOGY SYMBOL: Qbb UNIT NAME: barrier island deposits UNIT AGE: Phanerozoic I Cenozoic I Quaternary UNIT DESCRIPTION: barrier island deposits ADDITIONAL UNIT INFORMATION: mostly fine-grainded sand,shells scarce;surface slightly higher than that of surrounding deposits,characterized by numerous pimple mounds and poorly defined relict beach ridges; includes many Recent, locally active sand dunes; probably part of"Ingles ROCKTYPE/S: sand;silt; GEOLOGY SYMBOL: Water UNIT NAME: water UNITAGE: None UNIT DESCRIPTION: NOT REPORTED ADDITIONAL UNIT INFORMATION: surface water ROCKTYPE/S: water GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383808 10 of 10 Exhibit B Radius Report Geearch On time.On target. In touch:" Radius Report GeoLens by GeoSearch Target Property: Laguna Shores Redhead Pond Phase I ESA Corpus Christi, Nueces County, Texas 78418 Prepared For: Hanson Professional Services Order#: 157276 Job #: 383800 Project#: 19L0247A02 Date: 11/16/2020 GeSearch www.geo-search.com 888-396-0042 Order#157276 Job#383800 Table of Contents Target Property Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 Database Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 Database Radius Summary . . . . . . . . . . . . . . . . . . . . . . . . . . 7 Radius Map . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11 Ortho Map . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 Topographic Map . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 Located Sites Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 Site Summary By Database . . . . . . . . . . . . . . . . . . . . . . . . . 16 Elevation Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17 Unlocated Sites Summary . . . . . . . . . . . . . . . . . . . . . . . . . . 22 Environmental Records Definitions . . . . . . . . . . . . . . . . . . . . . . 23 Unlocatable Report . . . . . . . . . . . . . . . . . . . . . . . See Attachment Zip Report . . . . . . . . . . . . . . . . . . . . . . . . . . . See Attachment GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383800 Disclaimer This report was designed by GeoSearch to meet or exceed the records search requirements of the All Appropriate Inquiries Rule(40 CFR i�%2312.26)and the current version of the ASTM International E1527, Standard Practice for Environmental Site Assessments:Phase I Environmental Site Assessment Process or,if applicable,the custom requirements requested by the entity that ordered this report. The records and databases of records used to compile this report were collected from various federal,state and local governmental entities. It is the goal of GeoSearch to meet or exceed the 40 CFR i�%312.26 and E1527 requirements for updating records by using the best available technology. GeoSearch contacts the appropriate governmental entities on a recurring basis. Depending on the frequency with which a record source or database of records is updated by the governmental entity,the data used to prepare this report may be updated monthly, quarterly,semi-annually,or annually. The information provided in this report was obtained from a variety of public sources. GeoSearch cannot ensure and makes no warranty or representation as to the accuracy,reliability,quality,errors occurring from data conversion or the customer's interpretation of this report. This report was made by GeoSearch for exclusive use by its clients only. Therefore, this report may not contain sufficient information for other purposes or parties. GeoSearch and its partners,employees,officers And independent contractors cannot be held liable For actual,incidental,consequential,special or exemplary damages suffered by a customer resulting directly or indirectly from any information provided by GeoSearch. GeQSearch www.aeo-search.com 888-396-0042 Order#157276 Job#383800 Target Property Summary Target Property Information Laguna Shores Redhead Pond Phase I ESA Corpus Christi, Texas 78418 Coordinates Area centroid(-97.286787, 27.6428712) 1 feet above sea level USGS Quadrangle Oso Creek Ne, TX Geographic Coverage Information County/Parish: Nueces (TX) ZipCode(s): Corpus Christi TX: 78418 Geq)Search www.cieo-search.com 888-396-0042 Order#157276 Job#383800 1 of 42 Database Summary FEDERAL LISTING Standard Environmental Records Search Radius Database Acronym Locatable Unlocatable (miles) EMERGENCY RESPONSE NOTIFICATION SYSTEM ERNSTX 0 0 TP/AP FEDERAL ENGINEERING INSTITUTIONAL CONTROL SITES EC 0 0 TP/AP LAND USE CONTROL INFORMATION SYSTEM LUCIS 0 0 TP/AP RCRA SITES WITH CONTROLS RCRASC 0 0 TP/AP RESOURCE CONSERVATION&RECOVERY ACT-GENERATOR RCRAGR06 0 0 0.1250 RESOURCE CONSERVATION&RECOVERY ACT-NON- RCRANGR06 0 0 0.1250 GENERATOR BROWNFIELDS MANAGEMENT SYSTEM BF 0 0 0.5000 DELISTED NATIONAL PRIORITIES LIST DNPL 0 0 0.5000 NO LONGER REGULATED RCRA NON-CORRACTS TSD FACILITIES NLRRCRAT 0 0 0.5000 RESOURCE CONSERVATION&RECOVERY ACT-NON-CORRACTS RCRAT 0 0 0.5000 TREATMENT, STORAGE&DISPOSAL FACILITIES SUPERFUND ENTERPRISE MANAGEMENT SYSTEM SEMS 0 0 0.5000 SUPERFUND ENTERPRISE MANAGEMENT SYSTEM ARCHIVED SEMSARCH 0 0 0.5000 SITE INVENTORY NATIONAL PRIORITIES LIST NPL 0 0 1.0000 NO LONGER REGULATED RCRA CORRECTIVE ACTION FACILITIES NLRRCRAC 0 0 1.0000 PROPOSED NATIONAL PRIORITIES LIST PNPL 0 0 1.0000 RESOURCE CONSERVATION&RECOVERY ACT-CORRECTIVE RCRAC 0 0 1.0000 ACTION FACILITIES RESOURCE CONSERVATION&RECOVERY ACT-SUBJECT TO RCRASUBC 0 0 1.0000 CORRECTIVE ACTION FACILITIES SUB-TOTAL 0 0 Additional Environmental Records Search Radius Database Acronym Locatable Unlocatable (miles) AEROMETRIC INFORMATION RETRIEVAL SYSTEM/AIR FACILITY AIRSAFS 0 0 TP/AP SUBSYSTEM BIENNIAL REPORTING SYSTEM BRS 0 0 TP/AP CERCLIS LIENS SFLIENS 0 0 TP/AP CLANDESTINE DRUG LABORATORY LOCATIONS CDL 0 0 TP/AP EPA DOCKET DATA DOCKETS 0 0 TP/AP ENFORCEMENT AND COMPLIANCE HISTORY INFORMATION ECHOR06 0 0 TP/AP FACILITY REGISTRY SYSTEM FRSTX 1 0 TP/AP GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383800 2 of 42 Database Summary Search Radius Database Acronym Locatable Unlocatable (miles) HAZARDOUS MATERIALS INCIDENT REPORTING SYSTEM HMIRSR06 0 0 TP/AP HAZARDOUS WASTE COMPLIANCE DOCKET FACILITIES HWCD 0 0 TP/AP INTEGRATED COMPLIANCE INFORMATION SYSTEM(FORMERLY /CIS 0 0 TP/AP DOCKETS) INTEGRATED COMPLIANCE INFORMATION SYSTEM NATIONAL ICISNPDES 0 0 TP/AP POLLUTANT DISCHARGE ELIMINATION SYSTEM MATERIAL LICENSING TRACKING SYSTEM MLTS 0 0 TP/AP NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM NPDESR06 0 0 TP/AP PCB ACTI VITY DA TABASE SYSTEM PADS 0 0 TP/AP PERMIT COMPLIANCE SYSTEM PCSR06 0 0 TP/AP SEMS LIEN ON PROPERTY SEMSLIENS 0 0 TP/AP SSEHRI PFAS CONTAMINATION SITES SSEHRIPFAS 0 0 TP/AP SECTION SEVEN TRACKING SYSTEM SSTS 0 0 TP/AP TOXIC SUBSTANCE CONTROL ACT INVENTORY TSCA 0 0 TP/AP TOXICS RELEASE INVENTORY TRI 0 0 TP/AP ALTERNATIVE FUELING STATIONS ALTFUELS 0 0 0.2500 FEMA OWNED STORAGE TANKS FEMAUST 0 0 0.2500 HISTORICAL GAS STATIONS HISTPST 0 0 0.2500 INTEGRATED COMPLIANCE INFORMATION SYSTEM ICISCLEANERS 0 0 0.2500 DRYCLEANERS MINE SAFETY AND HEALTH ADMINISTRATION MASTER INDEX FILE MSHA 0 0 0.2500 MINERAL RESOURCE DATA SYSTEM MRDS 0 0 0.2500 OPEN DUMP INVENTORY ODI 0 0 0.5000 SURFACE MINING CONTROL AND RECLAMATION ACT SITES SMCRA 0 0 0.5000 URANIUM MILL TAILINGS RADIATION CONTROL ACT SITES USUMTRCA 0 0 0.5000 DEPARTMENT OF DEFENSE SITES DOD 1 0 1.0000 FORMER MILITARY NIKE MISSILE SITES NMS 0 0 1.0000 FORMERLY USED DEFENSE SITES FUDS 1 0 1.0000 FORMERLY UTILIZED SITES REMEDIAL ACTION PROGRAM FUSRAP 0 0 1.0000 RECORD OF DECISION SYSTEM RODS 0 0 1.0000 SUB-TOTAL 3 0 GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383800 3 of 42 Database Summary STATE(TX) LISTING Standard Environmental Records Search Radius Database Acronym Locatable Unlocatable (miles) STATE INSTITUTIONAL/ENGINEERING CONTROL SITES SIEC01 0 0 TP/AP PETROLEUM STORAGE TANKS PST 0 0 0.2500 BROWNFIELDS SITE ASSESSMENTS BSA 0 0 0.5000 CLOSED&ABANDONED LANDFILL INVENTORY CALF 1 0 0.5000 COMMERCIAL MANAGEMENT FACILITIES FOR HAZARDOUS WSTMGMT 0 0 0.5000 WASTE AND INDUSTRIAL SOLID WASTES LEAKING PETROLEUM STORAGE TANKS LPST 0 0 0.5000 MUNICIPAL SOLID WASTE LANDFILL SITES MSWLF 0 0 0.5000 OPERATOR CLEANUP PROGRAM SITES OCP 0 0 0.5000 RAILROAD COMMISSION VCP AND BROWNFIELD SITES RRCVCP 0 0 0.5000 VOLUNTARY CLEANUP PROGRAM SITES VCP 0 0 0.5000 STATE SUPERFUND SITES SF 0 0 1.0000 SUB-TOTAL 1 0 Additional Environmental Records Search Radius Database Acronym Locatable Unlocatable (miles) GROUNDWATER CONTAMINATION CASES GWCC 0 0 TP/AP HISTORIC GROUNDWATER CONTAMINATION CASES HISTGWCC 0 0 TP/AP LAND APPLICATION PERMITS LANDAPP 0 0 TP/AP MUNICIPAL SETTING DESIGNATIONS MSD 0 0 TP/AP NOTICE OF VIOLATIONS NOV 0 0 TP/AP SPILLS LISTING SPILLS 0 0 TP/AP TCEQ LIENS LIENS 0 0 TP/AP TIER I I CHEMICAL REPORTING PROGRAM FACILITIES TIERII 0 0 TP/AP DRY CLEANER REGISTRATION DATABASE DCR 0 0 0.2500 INDUSTRIAL AND HAZARDOUS WASTE SITES IHW 0 0 0.2500 PERMITTED INDUSTRIAL HAZARDOUS WASTE SITES PIHW 0 0 0.2500 AFFECTED PROPERTY ASSESSMENT REPORTS APAR 0 0 0.5000 DRY CLEANER REMEDIATION PROGRAM SITES DCRPS 0 0 0.5000 INNOCENT OWNER/OPERA TOR DATABASE IOP 0 0 0.5000 RADIOACTIVE WASTE SITES RWS 0 0 0.5000 RECYCLING FACILITIES WMRF 0 0 0.5000 SALT CAVERNS FOR PETROLEUM STORAGE STCV 0 0 0.5000 GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383800 4 of 42 Database Summary Search Radius Database Acronym Locatable Unlocatable (miles) INDUSTRIAL AND HAZARDOUS WASTE CORRECTIVE ACTION IHWCA 0 0 1.0000 SITES SUB-TOTAL 0 0 GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383800 5 of 42 Database Summary TRIBAL LISTING Standard Environmental Records Search Radius Database Acronym Locatable Unlocatable (miles) UNDERGROUND STORAGE TANKS ON TRIBAL LANDS USTR06 0 0 0.2500 LEAKING UNDERGROUND STORAGE TANKS ON TRIBAL LANDS LUSTR06 0 0 0.5000 OPEN DUMP INVENTORY ON TRIBAL LANDS ODINDIAN 0 0 1 0.5000 SUB-TOTAL 0 0 Additional Environmental Records Search Radius Database Acronym Locatable Unlocatable (miles) INDIAN RESERVATIONS INDIANRES 0 0 1.0000 SUB-TOTAL 0 0 TOTAL 4 0 GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383800 6 of 42 Database Radius Summary FEDERAL LISTING Standard environmental records are displayed in bold. Acronym Search TP/AP 1/8 Mile 1/4 Mile 1/2 Mile 1 Mile Total Radius (0-0.02) (>TP/AP) (>1/8) (>1/4) (>1/2) >1 Mile (miles) AIRSAFS 0.0200 0 NS NS NS NS NS 0 BRS 0.0200 0 NS NS NS NS NS 0 CDL 0.0200 0 NS NS NS NS NS 0 DOCKETS 0.0200 0 NS NS NS NS NS 0 EC 0.0200 0 NS NS NS NS NS 0 ECHOR06 0.0200 0 NS NS NS NS NS 0 ERNSTX 0.0200 0 NS NS NS NS NS 0 FRSTX 0.0200 1 NS NS NS NS NS 1 HMIRSR06 0.0200 0 NS NS NS NS NS 0 HWCD 0.0200 0 NS NS NS NS NS 0 /CIS 0.0200 0 NS NS NS NS NS 0 ICISNPDES 0.0200 0 NS NS NS NS NS 0 LUCIS 0.0200 0 NS NS NS NS NS 0 MLTS 0.0200 0 NS NS NS NS NS 0 NPDESR06 0.0200 0 NS NS NS NS NS 0 PADS 0.0200 0 NS NS NS NS NS 0 PCSR06 0.0200 0 NS NS NS NS NS 0 RCRASC 0.0200 0 NS NS NS NS NS 0 SEMSLIENS 0.0200 0 NS NS NS NS NS 0 SFLIENS 0.0200 0 NS NS NS NS NS 0 SSEHRIPFAS 0.0200 0 NS NS NS NS NS 0 SSTS 0.0200 0 NS NS NS NS NS 0 TRI 0.0200 0 NS NS NS NS NS 0 TSCA 0.0200 0 NS NS NS NS NS 0 RCRAGR06 0.1250 0 0 NS NS NS NS 0 RCRANGR06 0.1250 0 0 NS NS NS NS 0 ALTFUELS 0.2500 0 0 0 NS NS NS 0 FEMAUST 0.2500 0 0 0 NS NS NS 0 HISTPST 0.2500 0 0 0 NS NS NS 0 ICISCLEANERS 0.2500 0 0 0 NS NS NS 0 MRDS 0.2500 0 0 0 NS NS NS 0 MSHA 0.2500 0 0 0 NS NS NS 0 BF 0.5000 0 0 0 0 NS NS 0 DNPL 0.5000 0 0 0 0 NS NS 0 NLRRCRAT 0.5000 1 0 1 0 1 0 1 0 1 NS I NS 1 0 GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383800 7 of 42 Database Radius Summary Acronym Search TP/AP 1/8 Mile 1/4 Mile 1/2 Mile 1 Mile Total Radius (0-0.02) (>TP/AP) (>1/8) (>1/4) (>1/2) >1 Mile (miles) ODI 0.5000 0 0 0 0 NS NS 0 RCRAT 0.5000 0 0 0 0 NS NS 0 SEMS 0.5000 0 0 0 0 NS NS 0 SEMSARCH 0.5000 0 0 0 0 NS NS 0 SMCRA 0.5000 0 0 0 0 NS NS 0 USUMTRCA 0.5000 0 0 0 0 NS NS 0 DOD 1.0000 0 0 0 0 1 NS 1 FUDS 1.0000 0 0 1 0 0 NS 1 FUSRAP 1.0000 0 0 0 0 0 NS 0 NLRRCRAC 1.0000 0 0 0 0 0 NS 0 NMS 1.0000 0 0 0 0 0 NS 0 NPL 1.0000 0 0 0 0 0 NS 0 PNPL 1.0000 0 0 0 0 0 NS 0 RCRAC 1.0000 0 0 0 0 0 NS 0 RCRASUBC 1.0000 0 0 0 0 0 NS 0 RODS 1.0000 1 0 1 0 1 0 1 0 1 0 1 NS 1 0 SUB-TOTAL I 1 1 0 1 1 1 0 1 1 0 3 GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383800 8 of 42 Database Radius Summary STATE(TX) LISTING Standard environmental records are displayed in bold. Acronym Search TP/AP 1/8 Mile 1/4 Mile 1/2 Mile 1 Mile Total Radius (0-0.02) (>TP/AP) (>1/8) (>1/4) (>1/2) >1 Mile (miles) GWCC 0.0200 0 NS NS NS NS NS 0 HISTGWCC 0.0200 0 NS NS NS NS NS 0 LANDAPP 0.0200 0 NS NS NS NS NS 0 LIENS 0.0200 0 NS NS NS NS NS 0 MSD 0.0200 0 NS NS NS NS NS 0 NOV 0.0200 0 NS NS NS NS NS 0 SIEC01 0.0200 0 NS NS NS NS NS 0 SPILLS 0.0200 0 NS NS NS NS NS 0 TIERII 0.0200 0 NS NS NS NS NS 0 DCR 0.2500 0 0 0 NS NS NS 0 IHW 0.2500 0 0 0 NS NS NS 0 PIHW 0.2500 0 0 0 NS NS NS 0 PST 0.2500 0 0 0 NS NS NS 0 APAR 0.5000 0 0 0 0 NS NS 0 BSA 0.5000 0 0 0 0 NS NS 0 CALF 0.5000 0 0 1 0 NS NS 1 DCRPS 0.5000 0 0 0 0 NS NS 0 IOP 0.5000 0 0 0 0 NS NS 0 LPST 0.5000 0 0 0 0 NS NS 0 MSWLF 0.5000 0 0 0 0 NS NS 0 OCP 0.5000 0 0 0 0 NS NS 0 RRCVCP 0.5000 0 0 0 0 NS NS 0 RWS 0.5000 0 0 0 0 NS NS 0 STCV 0.5000 0 0 0 0 NS NS 0 VCP 0.5000 0 0 0 0 NS NS 0 WMRF 0.5000 0 0 0 0 NS NS 0 WSTMGMT 0.5000 0 0 0 0 NS NS 0 IHWCA 1.0000 0 0 0 0 0 NS 0 SF 1.0000 0 0 0 0 0 NS 0 SUB-TOTAL 0 0 1 0 0 0 1 GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383800 9 of 42 Database Radius Summary TRIBAL LISTING Standard environmental records are displayed in bold. Acronym Search TP/AP 1/8 Mile 1/4 Mile 1/2 Mile 1 Mile Total Radius (0-0.02) (>TP/AP) (>1/8) (>1/4) (>1/2) >1 Mile (miles) USTR06 0.2500 0 0 0 NS NS NS 0 LUSTR06 0.5000 0 0 0 0 NS NS 0 ODINDIAN 0.5000 0 0 0 0 NS NS 0 INDIANRES 1.0000 0 0 0 0 0 NS 0 SUB-TOTAL 0 0 0 0 0 0 0 TOTAL 1 0 2 0 1 0 4 NOTES: NS=NOT SEARCHED TP/AP=TARGET PROPERTY/ADJACENT PROPERTY GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383800 10 of 42 Radius Map 1 �e 1 Mile a ABfr/C O a 112 Mile �� Ra / 1/4 Mile 118 Mile yr A m i / 1 Laguna Madre �2 '3 4 P a Target Property(TP) Laguna Shores DOD Redhead Pond 'N C,� CALF Phase!ESA w E Puns Corpus Christi, Texas 78418 6 0' 1000, 2000 3000, SCALE:1"=2000' GeSeareh www.geo-search.com 888-396-0042 Order#157276 Job#383800 11 of 42 Radius Map 2 112 Mile 114 Mile Dr ,,n Bay or 1/8 Mile Lagunayr Madre _2 1Dagger —3 j Target Property(TP) Laguna Shores FUDS Redhead Pond N CALF Phase I ESA w E DOD Corpus Christi, Texas + 78418 S SCALE Geq)Search www.geo-search.com 888-396-0042 Ordert 157276 Job#383800 12 of 42 Ortho Map 1/2 Mils w •� • 1/8 Mile 0 y 1 2 , Target Property(TP) Quadrangle(s): Oso FRSTX Creek NeN CALF Laguna Shoresw /� E FUDS Redhead Pond + DOD Phase 1 ESA s Corpus Christi, Texas 78418 0550• 7700• 7050 SCALE:7"=7700• GeQSeareh www.geo-search.com 888-396-0042 Order#157276 Job#383800 13 of 42 Topographic Map 1 Milo x , .'�.� � sem''-� ,.1�-��``•, 1/2 Mile ti 3 Ew 1/4 Milez. 1/8 Mile A 'C 11 f ` f / Laguna hdi Hmi a ..,, Target Property(TP) Quadrangle(s): Oso Creek Ne N Source: USGS, wE 0210112013 Laguna Shores S Redhead Pond Phase 1 ESA 0 1000 2000 3000 Corpus Christi, Texas 78418 SCALE r..-2000 GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383800 14 of 42 Located Sites Summary NOTE:Standard environmental records are displayed in bold. Map Database Site ID# Relative Distance Site Name Address PAGE ID# Name Elevation From Site # 1 FRSTX 110037845641 Higher 0.006 mi. E LAGUNA SHORES 5000'SOUTH TO INTERSECTION 18 (2 ft.) (32 ft.) ROAD OF LAGUNA SHORES ROAD, REHABILITATION CORPUS CHRISTI,TX 78418 2 CALF 510 Higher 0.149 mi. O'DONOVITCH 200 BLK OF GLEN OAK ST.IN 19 (11 ft.) WSW FLOUR BLUFF, TX (787 ft.) 3 FUDS K06TX1254 Higher 0.215 mi. NGP RADIO RANGE NUECES COUNTY, NO CITY,TX 20 (5 ft.) SSW 78418 (1135 ft.) 4 DOD 2326 Higher 0.849 mi. ALF WALDRON NUECES COUNTY,CORPUS 21 (23 ft.) WSW CHRISTI,TX 78418 (4483 ft.) GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383800 15 of 42 Site Summary By Database NOTE:Standard environmental records are displayed in bold. Map Database Site ID# Relative Distance Site Name Address ID# Name Elevation From Site 2 CALF 510 Higher 0.149 mi. O'DONOVITCH 200 BLK OF GLEN OAK ST.IN FLOUR (11 ft.) WSW BLUFF, TX (787 ft.) 4 DOD 2326 Higher 0.849 mi. ALF WALDRON NUECES COUNTY,CORPUS CHRISTI,TX (23 ft.) WSW 78418 (4483 ft.) 1 FRSTX 110037845641 Higher 0.006 mi. E LAGUNA SHORES 5000'SOUTH TO INTERSECTION OF (2 ft.) (32 ft.) ROAD LAGUNA SHORES ROAD,CORPUS REHABILITATION CHRISTI,TX 78418 3 FUDS K06TX1254 Higher 0.215 mi. NGP RADIO RANGE NUECES COUNTY, NO CITY,TX 78418 (5 ft.) SSW (1135 ft.) GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383800 16 of 42 Elevation Summary Elevations are collected from the USGS 3D Elevation Program 1/3 arc-second(approximately 10 meters)layer hosted at the NGTOC.. Target Property Elevation: 1 ft. NOTE:Standard environmental records are displayed in bold. EQUAL/HIGHER ELEVATION Map Database Name Elevation Site Name Address Page ID# # 1 FRSTX 2 ft. LAGUNA SHORES ROAD 5000'SOUTH TO INTERSECTION OF 18 REHABILITATION LAGUNA SHORES ROAD,CORPUS CHRISTI,TX 78418 2 CALF 11 ft. O'DONOVITCH 200 BLK OF GLEN OAK ST.IN FLOUR 19 BLUFF, TX 3 FUDS 5 ft. NGP RADIO RANGE NUECES COUNTY, NO CITY,TX 78418 20 4 DOD 23 ft. ALF WALDRON NUECES COUNTY,CORPUS CHRISTI, 21 TX 78418 LOWER ELEVATION No Records Found GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383800 17 of 42 Facility Registry System (FRSTX) MAP ID# 1 Distance from Property: 0.006 mi.(32 ft.) E Elevation: 2 ft. (Higher than TP) FACILITY INFORMATION REGISTRY ID: 110037845641 NAME: LAGUNA SHORES ROAD REHABILITATION LOCATION ADDRESS: 5000'SOUTH TO INTERSECTION OF LAGUNA SHORES ROAD CORPUS CHRISTI,TX 78418 COUNTY: NUECES EPA REGION: 06 FEDERAL FACILITY: NOT REPORTED TRIBAL LAND: NOT REPORTED ALTERNATIVE NAME/S: LAGUNA SHORES ROAD REHABILITATION PROGRAM/S LISTED FOR THIS FACILITY TX-TCEQ ACR-TEXAS COMMISSION ON EVIRONMENTAL QUALITY-AGENCY CENTRAL REGISTRY STANDARD INDUSTRIAL CLASSIFICATION/S(SIC) 1611 -HIGHWAY AND STREET CONSTRUCTION,EXCEPT ELEVATED HIGHWAYS NORTH AMERICAN INDUSTRY CLASSIFICATION/S(NAICS) NO NAICS DATA REPORTED Back to Report Summary GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383800 18 of 42 Closed & Abandoned Landfill Inventory (CALF) MAP ID#2 Distance from Property: 0.149 mi.(787 ft.)WSW Elevation: 11 ft. (Higher than TP) SITE INFORMATION SITE NUMBER: 510 SITE NAME: O'DONOVITCH LOCATION: 200 BILK OF GLEN OAK ST.IN FLOUR BLUFF COUNTY: NUECES COMMENTS: TWC PERMIT DATABASE#30418 INSPECTION: OWNER NAME: STEVE O'DONOVITCH DATE OPEN: 0 DATE CLOSE: 1979 SIZE(ACRES): 0.00 SIZE(CUBIC YARDS): 0.00 PARTIES: NOT REPORTED LANDFILL CONTENTS HOUSEHOLD: YES CONSTRUCTION DEMOLITION:YES INDUSTRIAL: NR TIRES: NR AGRICULTURE: NR BRUSH: NR OTHER: NR LEGAL: NR UNAUTHORIZED: YES HAZARD UNLIKELY: YES HAZARD PROBABLY: NR HAZARD CERTAINLY: NR DEPTH CD: NR MINIMUM THICKNESS: NR MAXIMUM DEPTH: 0.00 USE:UK OTHER DESCRIPTION: NOT REPORTED REVIEWER: NOT REPORTED Back to Report Summary GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383800 19 of 42 Formerly Used Defense Sites (FUDS) MAP ID#3 Distance from Property: 0.215 mi.(1,135 ft.)SSW Elevation: 5 ft. (Higher than TP) FACILITY INFORMATION Geosearch Id: K06TX1254 FUDS NUMBER: K06TX1254 PROPERTY NAME: NGP RADIO RANGE ADDRESS: NUECES COUNTY NO CITY,TX 78418 COUNTY: NUECES FACILITY DETAIL(S) FUDS PROPERTY POINT DATA FFID: TX69799FA34000 PROPERTY ID: NOT REPORTED PROJECT ID: NOT REPORTED ENV SITE ID: NOT REPORTED SITE ID: NOT REPORTED MRA ID: NOT REPORTED PROJECT NUMBER: NOT REPORTED PROJECT NAME: NOT REPORTED PROGRAM: NOT REPORTED CATEGORY: NOT REPORTED STATUS: PROPERTIES WITHOUT PROJECTS FED LAND TYPE: NOT REPORTED FED LAND NAME: NOT REPORTED FED LAND AGENCY: NOT REPORTED SITE CLOSEOUT DATE: NOT REPORTED REMEDY IN PLACE DATE: NOT REPORTED RESPONSE COMPLETE DATE: NOT REPORTED NPL STATUS CODE: NOT LISTED CURRENT OWNER: NOT REPORTED ELIGIBILITY: NOT REPORTED HAS PROJECTS: NO FISCAL YEAR: 2018 EPA REGION: 06 CONGRESSIONAL DISTRICT: 27 DISTRICT RESPONSIBLE FOR THE FUDS PROPERTY: FORT WORTH DISTRICT(SWF) IS THE PROPERTY HAS ANY CLEANUP UNDER THE MILITARY MUNITIONS RESPONSE PROGRAM (MMRP): NOT REPORTED ACREAGE: NOT REPORTED DESCRIPTION: NOT REPORTED HISTORY: NOT REPORTED EMS MAP LINK: CLICK HERE Back to Report Summary GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383800 20 of 42 Department of Defense Sites (DOD) MAP ID#4 Distance from Property: 0.849 mi.(4,483 ft.)WSW Elevation: 23 ft. (Higher than TP) GEOSEARCH ID#: 2326 I D#: 2326 NAME: ALF WALDRON FEDERAL LAND TYPE: NAVY AREA SIZE IN SQUARE MILES: 1.440758820 THE PERIMETER OF THE AREA IN SQUARE MILES: 7.686973026 THE NAME OF THE FEATURE AS LISTED IN THE GEOGRAPHIC NAMES INFORMATION SYSTEM (GNIS)DATABASE: WALDRON FIELD NOLF THE GNIS IDENTIFIER FOR THE FEATURE: 2675919 THE PRIMARY OWNING OR ADMINISTERING AGENCY: DOD-FEDERAL LAND OWNED OR ADMINISTERED BY THE DEPARTMENT OF DEFENSE Back to Report Summary GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383800 21 of 42 Unlocated Sites Summary This list contains sites that could not be mapped due to limited or incomplete address information. No Records Found GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383800 22 of 42 Environmental Records Definitions - FEDERAL AIRSAFS Aerometric Information Retrieval System/Air Facility Subsystem VERSION DATE: 10/20/14 The United States Environmental Protection Agency(EPA) modified the Aerometric Information Retrieval System(AIRS)to a database that exclusively tracks the compliance of stationary sources of air pollution with EPA regulations: the Air Facility Subsystem (AFS). Since this change in 2001, the management of the AIRS/AFS database was assigned to EPA's Office of Enforcement and Compliance Assurance. Enforcement and Compliance History Online (ECHO)Clean Air Act data from AFS are frozen and reflect data as of October 17, 2014, the EPA retired this system for Clean Air Act stationary sources. ALTFUELS Alternative Fueling Stations VERSION DATE: 04/30/20 Nationwide list of alternative fueling stations made available by the U.S. Department of Energy's Office of Energy Efficiency&Renewable Energy. Includes Bio-diesel stations, Ethanol (E85)stations, Liquefied Petroleum Gas (Propane)stations, Ethanol (E85)stations, Natural Gas stations, Hydrogen stations, and Electric Vehicle Supply Equipment(EVSE). BF Brownfields Management System VERSION DATE: 10/08/20 Brownfields are real property, the expansion, redevelopment,or reuse of which may be complicated by the presence or potential presence of a hazardous substance, pollutant, or contaminant. Cleaning up and reinvesting in these properties takes development pressures off of undeveloped, open land, and both improves and protects the environment. The United States Environmental Protection Agency maintains this database to track activities in the various brown field grant programs including grantee assessment, site cleanup and site redevelopment. This database included tribal brownfield sites. BRS Biennial Reporting System VERSION DATE: 12/31/15 The United States Environmental Protection Agency(EPA), in cooperation with the States, biennially collects information regarding the generation, management, and final disposition of hazardous wastes regulated under the Resource Conservation and Recovery Act of 1976 (RCRA), as amended. The Biennial Report captures detailed data on the generation of hazardous waste from large quantity generators and data on waste management practices from treatment,storage and disposal facilities. Currently,the EPA states that data collected between 1991 and 1997 was originally a part of the defunct Biennial Reporting System and is now incorporated into the RCRAInfo data system. CDL Clandestine Drug Laboratory Locations VERSION DATE: 06/17/20 GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383800 23 of 42 Environmental Records Definitions - FEDERAL The U.S. Department of Justice ("the Department") provides this information as a public service. It contains addresses of some locations where law enforcement agencies reported they found chemicals or other items that indicated the presence of either clandestine drug laboratories or dumpsites. In most cases, the source of the entries is not the Department, and the Department has not verified the entry and does not guarantee its accuracy. Members of the public must verify the accuracy of all entries by,for example, contacting local law enforcement and local health departments. The Department does not establish, implement, enforce, or certify compliance with clean-up or remediation standards for contaminated sites; the public should contact a state or local health department or environmental protection agency for that information. DNPL Delisted National Priorities List VERSION DATE: 09/21/20 This database includes sites from the United States Environmental Protection Agency's Final National Priorities List(NPL)where remedies have proven to be satisfactory or sites where the original analyses were inaccurate, and the site is no longer appropriate for inclusion on the NPL, and final publication in the Federal Register has occurred. DOCKETS EPA Docket Data VERSION DATE: 12/22/05 The United States Environmental Protection Agency Docket data lists Civil Case Defendants, filing dates as far back as 1971, laws broken including section,violations that occurred, pollutants involved, penalties assessed and superfund awards by facility and location. Please refer to ICIS database as source of current data. DOD Department of Defense Sites VERSION DATE: 12/01/14 This information originates from the National Atlas of the United States Federal Lands data,which includes lands owned or administered by the Federal government. Army DOD,Army Corps of Engineers DOD,Air Force DOD, Navy DOD and Marine DOD areas of 640 acres or more are included. EC Federal Engineering Institutional Control Sites VERSION DATE: 08/26/20 This database includes site locations where Engineering and/or Institutional Controls have been identified as part of a selected remedy for the site as defined by United States Environmental Protection Agency official remedy decision documents. The data displays remedy component information for Superfund decision documents issued in fiscal years 1982-2017, and it includes final and deleted NPL sites as well as sites with a Superfund Alternative Approach (SAA)agreement in place. The only sites included that are not on the NPL, proposed for NPL, or removed from proposed NPL, are those with an SAA Agreement in place. A site listing does not indicate that the institutional and engineering controls are currently in place nor will be in place once the remedy is complete; it only indicates that the decision to include either of them in the remedy is documented as of the completed date of the document. Institutional controls are actions, such as legal controls,that help minimize the GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383800 24 of 42 Environmental Records Definitions - FEDERAL potential for human exposure to contamination by ensuring appropriate land or resource use. Engineering controls include caps, barriers, or other device engineering to prevent access,exposure, or continued migration of contamination. ECHOR06 Enforcement and Compliance History Information VERSION DATE: 05/30/20 The U.S. Environmental Protection Agency's Enforcement and Compliance History Online (ECHO)database, provides compliance and enforcement information for facilities nationwide. This database includes facilities regulated as Clean Air Act stationary sources, Clean Water Act direct dischargers, Resource Conservation and Recovery Act hazardous waste handlers, Safe Drinking Water Act public water systems along with other data, such as Toxics Release Inventory releases. ERNSTX Emergency Response Notification System VERSION DATE: 09/27/20 This National Response Center database contains data on reported releases of oil, chemical, radiological, biological, and/or etiological discharges into the environment anywhere in the United States and its territories. The data comes from spill reports made to the U.S. Environmental Protection Agency, U.S. Coast Guard, the National Response Center and/or the U.S. Department of Transportation. FEMAUST FEMA Owned Storage Tanks VERSION DATE: 12/01/16 This is a listing of FEMA owned underground and aboveground storage tank sites. For security reasons, address information is not released to the public according to the U.S. Department of Homeland Security. FRSTX Facility Registry System VERSION DATE: 10/02/20 The United States Environmental Protection Agency's Office of Environmental Information (OEI)developed the Facility Registry System(FRS)as the centrally managed database that identifies facilities, sites or places subject to environmental regulations or of environmental interest. The Facility Registry System replaced the Facility Index System or FINDS database. FUDS Formerly Used Defense Sites VERSION DATE: 12/31/18 The Formerly Used Defense Sites (FUDS) inventory includes properties previously owned by or leased to the United States and under Secretary of Defense Jurisdiction, as well as Munitions Response Areas (MRAs). The remediation of these properties is the responsibility of the Department of Defense. This data is provided by the U.S.Army Corps of Engineers (USACE), the boundaries/polygon data are based on preliminary findings and not GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383800 25 of 42 Environmental Records Definitions - FEDERAL all properties currently have polygon data available. DISCLAIMER:This data represents the results of data collection/processing for a specific USACE activity and is in no way to be considered comprehensive or to be used in any legal or official capacity as presented on this site. While the USACE has made a reasonable effort to insure the accuracy of the maps and associated data, it should be explicitly noted that USACE makes no warranty, representation or guaranty, either expressed or implied, as to the content,sequence, accuracy, timeliness or completeness of any of the data provided herein. For additional information on Formerly Used Defense Sites please contact the USACE Public Affairs Office at(202)528-4285. FUSRAP Formerly Utilized Sites Remedial Action Program VERSION DATE: 03/04/17 The U.S. Department of Energy (DOE)established the Formerly Utilized Sites Remedial Action Program (FUSRAP)in 1974 to remediate sites where radioactive contamination remained from the Manhattan Project and early U.S.Atomic Energy Commission (AEC)operations.The DOE Office of Legacy Management(LM) established long-term surveillance and maintenance (LTS&M) requirements for remediated FUSRAP sites. DOE evaluates the final site conditions of a remediated site on the basis of risk for different future uses. DOE then confirms that LTS&M requirements will maintain protectiveness. HISTPST Historical Gas Stations VERSION DATE: NR This historic directory of service stations is provided by the Cities Service Company. The directory includes Cities Service filling stations that were located throughout the United States in 1930. HMIRSR06 Hazardous Materials Incident Reporting System VERSION DATE: 05/20/20 The HMIRS database contains unintentional hazardous materials release information reported to the U.S. Department of Transportation located in EPA Region 6. This region includes the following states: Arkansas, Louisiana, New Mexico, Oklahoma, and Texas. HWCD Hazardous Waste Compliance Docket Facilities VERSION DATE: 04/29/20 This list of the Federal Agency Hazardous Waste Compliance Docket Facilities is maintained by the United States Environmental Protection Agency (EPA). According to the EPA, Section 120(c)of CERCLA requires EPA to establish a listing, known as the Federal Facility Hazardous Waste Compliance Docket(Docket), of Federal facilities which are managing or have managed hazardous waste; or have had a release of hazardous waste. Thus, the Docket identifies all Federal facilities that must be evaluated to determine whether they pose a risk to human health and the environment and it makes this information available to the public. In order for the Docket to remain current and accurate it requires periodic updating. GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383800 26 of 42 Environmental Records Definitions - FEDERAL ICIS Integrated Compliance Information System(formerly DOCKETS) VERSION DATE: 09/19/20 ICIS is a case activity tracking and management system for civil,judicial, and administrative federal Environmental Protection Agency enforcement cases. ICIS contains information on federal administrative and federal judicial cases under the following environmental statutes: the Clean Air Act, the Clean Water Act, the Resource Conservation and Recovery Act, the Emergency Planning and Community Right-to-Know Act-Section 313,the Toxic Substances Control Act, the Federal Insecticide, Fungicide, and Rodenticide Act, the Comprehensive Environmental Response, Compensation, and Liability Act, the Safe Drinking Water Act, and the Marine Protection, Research, and Sanctuaries Act. ICISCLEANERS Integrated Compliance Information System Drycleaners VERSION DATE: 09/19/20 This is a listing of drycleaner facilities from the Integrated Compliance Information System(ICIS). The U.S. Environmental Protection Agency(EPA)tracks facilities that possess NAIC and SIC codes that classify businesses as drycleaner establishments. The following Primary SIC Codes are included in this data: 7211, 7212, 7213, 7215, 7216, 7217, 7218, and/or 7219;the following Primary NAICS Codes are included in this data: 812320, 812331, and/or 812332. ICISNPDES Integrated Compliance Information System National Pollutant Discharge Elimination System VERSION DATE: 04/26/20 Authorized by the Clean Water Act, the National Pollutant Discharge Elimination System(NPDES) permit program controls water pollution by regulating point sources that discharge pollutants into waters of the United States. This database is provided by the U.S. Environmental Protection Agency. LUCIS Land Use Control Information System VERSION DATE: 09/01/06 The LUCIS database is maintained by the U.S. Department of the Navy and contains information for former Base Realignment and Closure (BRAC) properties across the United States. MLTS Material Licensing Tracking System VERSION DATE: 06/29/17 MLTS is a list of approximately 8,100 sites which have or use radioactive materials subject to the United States Nuclear Regulatory Commission (NRC) licensing requirements. Disclaimer: Due to agency regulations and policies, this database contains applicant/licensee location information which may or may not be related to the physical location per MLTS site. GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383800 27 of 42 Environmental Records Definitions - FEDERAL MRDS Mineral Resource Data System VERSION DATE: 03/15/16 MRDS (Mineral Resource Data System) is a collection of reports describing metallic and nonmetallic mineral resources throughout the world. Included are deposit name, location, commodity, deposit description, geologic characteristics, production, reserves, resources, and references.This database contains the records previously provided in the Mineral Resource Data System (MRDS)of USGS and the Mineral Availability System/Mineral Industry Locator System (MAS/MILS)originated in the U.S. Bureau of Mines,which is now part of USGS. The USGS has ceased systematic updates of the MRDS database with their focus more recently on deposits of critical minerals while providing a well-documented baseline of historical mine locations from USGS topographic maps. A few updates last occurred 2015 and early 2016 for select mine site area/s. MSHA Mine Safety and Health Administration Master Index File VERSION DATE: 08/07/20 The Mine dataset lists all Coal and Metal/Non-Metal mines under MSHA's jurisdiction since 1/1/1970. It includes such information as the current status of each mine (Active,Abandoned, NonProducing,etc.), the current owner and operating company, commodity codes and physical attributes of the mine. Mine ID is the unique key for this data. This information is provided by the United States Department of Labor-Mine Safety and Health Administration (MSHA). NLRRCRAC No Longer Regulated RCRA Corrective Action Facilities VERSION DATE: 09/14/20 This database includes RCRA Corrective Action facilities that are no longer regulated by the United States Environmental Protection Agency or do not meet other RCRA reporting requirements. NLRRCRAT No Longer Regulated RCRA Non-CORRACTS TSD Facilities VERSION DATE: 09/14/20 This database includes RCRA Non-Corrective Action TSD facilities that are no longer regulated by the United States Environmental Protection Agency or do not meet other RCRA reporting requirements. This listing includes facilities that formerly treated, stored or disposed of hazardous waste. NMS Former Military Nike Missile Sites VERSION DATE: 12/01/84 This information was taken from report DRXTH-AS-IA-83AO16 (Historical Overview of the Nike Missile System, 12/1984)which was performed by Environmental Science and Engineering, Inc. for the U.S.Army Toxic and Hazardous Materials Agency Assessment Division. The Nike system was deployed between 1954 and the mid- 1970's.Among the substances used or stored on Nike sites were liquid missile fuel (JP-4); starter fluids (UDKH, aniline, and furfuryl alcohol);oxidizer(IRFNA); hydrocarbons (motor oil, hydraulic fluid, diesel fuel, gasoline, GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383800 28 of 42 Environmental Records Definitions - FEDERAL heating oil); solvents (carbon tetrachloride, trichloroethylene, trichloroethane, stoddard solvent); and battery electrolyte. The quantities of material a disposed of and procedures for disposal are not documented in published reports.Virtually all information concerning the potential for contamination at Nike sites is confined to personnel who were assigned to Nike sites. During deactivation most hardware was shipped to depot-level supply points. There were reportedly instances where excess materials were disposed of on or near the site itself at closure.There was reportedly no routine site decontamination. NPDESR06 National Pollutant Discharge Elimination System VERSION DATE: 04/01/07 Authorized by the Clean Water Act, the National Pollutant Discharge Elimination System(NPDES) permit program controls water pollution by regulating point sources that discharge pollutants into waters of the United States. The NPDES database was collected from the U.S. Environmental Protection Agency (EPA)from December 2002 through April 2007. Refer to the ICIS and/or ICIS-NPDES database as source of current data. This database includes permitted facilities located in EPA Region 6. This region includes the following states: Arkansas, Louisiana, New Mexico, Oklahoma, and Texas. NPL National Priorities List VERSION DATE: 09/21/20 This database includes United States Environmental Protection Agency(EPA) National Priorities List sites that fall under the EPA's Superfund program,established to fund the cleanup of the most serious uncontrolled or abandoned hazardous waste sites identified for possible long-term remedial action. ODI Open Dump Inventory VERSION DATE: 06/01/85 The open dump inventory was published by the United States Environmental Protection Agency. An "open dump" is defined as a facility or site where solid waste is disposed of which is not a sanitary landfill which meets the criteria promulgated under section 4004 of the Solid Waste Disposal Act(42 U.S.C. 6944)and which is not a facility for disposal of hazardous waste. This inventory has not been updated since June 1985. PADS PCB Activity Database System VERSION DATE: 10/09/19 PADS Identifies generators, transporters, commercial storers and/or brokers and disposers of Polychlorinated Biphenyls (PCB)who are required to notify the U.S. Environmental Protection Agency of such activities. PCSR06 Permit Compliance System VERSION DATE: 08/01/12 The historic Permit Compliance System tracked enforcement status and permit compliance of facilities controlled GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383800 29 of 42 Environmental Records Definitions - FEDERAL by the National Pollutant Discharge Elimination System(NPDES) under the Clean Water Act. This database includes permitted facilities located in EPA Region 6 states:Arkansas, Louisiana, New Mexico, Oklahoma, and Texas. This system has since been modernized by United States Environmental Protection Agency and is now integrated into the Integrated Compliance Information System (ICIS). Please refer to the ICIS database as the current source for this data. PNPL Proposed National Priorities List VERSION DATE: 09/21/20 This database contains sites proposed to be included on the National Priorities List(NPL) in the Federal Register. The United States Environmental Protection Agency investigates these sites to determine if they may present long-term threats to public health or the environment. RCRAC Resource Conservation&Recovery Act-Corrective Action Facilities VERSION DATE: 09/14/20 The Resource Conservation and Recovery Act(RCRA)gives the U.S. Environmental Protection Agency(EPA) the authority to control hazardous waste from the"cradle-to-grave."This includes the generation, transportation, treatment, storage, and disposal of hazardous waste. RCRA also set forth a framework for the management of non-hazardous solid wastes. The 1986 amendments to RCRA enabled EPA to address environmental problems that could result from underground tanks storing petroleum and other hazardous substances. This listing refers to facilities with corrective action activity. RCRAGR06 Resource Conservation&Recovery Act-Generator VERSION DATE: 09/14/20 The Resource Conservation and Recovery Act(RCRA)gives the U.S. Environmental Protection Agency(EPA) the authority to control hazardous waste from the"cradle-to-grave."This includes the generation, transportation, treatment, storage, and disposal of hazardous waste. RCRA also set forth a framework for the management of non-hazardous solid wastes. The 1986 amendments to RCRA enabled EPA to address environmental problems that could result from underground tanks storing petroleum and other hazardous substances. This listing refers to facilities currently generating hazardous waste. EPA region 6 includes the following states: Arkansas, Louisiana, New Mexico, Oklahoma, and Texas. RCRANGR06 Resource Conservation&Recovery Act-Non-Generator VERSION DATE: 09/14/20 The Resource Conservation and Recovery Act(RCRA)gives the U.S. Environmental Protection Agency(EPA) the authority to control hazardous waste from the"cradle-to-grave."This includes the generation, transportation, treatment, storage, and disposal of hazardous waste. RCRA also set forth a framework for the management of non-hazardous solid wastes. The 1986 amendments to RCRA enabled EPA to address environmental problems that could result from underground tanks storing petroleum and other hazardous substances. This listing refers to facilities classified as non-generators. Non-Generators do not presently generate hazardous waste. EPA GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383800 30 of 42 Environmental Records Definitions - FEDERAL Region 6 includes the following states: Arkansas, Louisiana, New Mexico, Oklahoma, and Texas. RCRASC RCRA Sites with Controls VERSION DATE: 08/04/20 The Resource Conservation and Recovery Act(RCRA)gives the U.S. Environmental Protection Agency(EPA) the authority to control hazardous waste from the"cradle-to-grave."This includes the generation, transportation, treatment, storage, and disposal of hazardous waste. RCRA also set forth a framework for the management of non-hazardous solid wastes. The 1986 amendments to RCRA enabled EPA to address environmental problems that could result from underground tanks storing petroleum and other hazardous substances. This listing refers to facilities with institutional controls in place. RCRASU BC Resource Conservation&Recovery Act-Subject to Corrective Action Facilities VERSION DATE: 09/14/20 The Resource Conservation and Recovery Act(RCRA)gives the U.S. Environmental Protection Agency(EPA) the authority to control hazardous waste from the"cradle-to-grave."This includes the generation, transportation, treatment, storage, and disposal of hazardous waste. RCRA also set forth a framework for the management of non-hazardous solid wastes. The 1986 amendments to RCRA enabled EPA to address environmental problems that could result from underground tanks storing petroleum and other hazardous substances. This listing refers to facilities subject to corrective actions. RCRAT Resource Conservation&Recovery Act-Non-CORRACTS Treatment, Storage&Disposal Facilities VERSION DATE: 09/14/20 The Resource Conservation and Recovery Act(RCRA)gives the U.S. Environmental Protection Agency(EPA) the authority to control hazardous waste from the"cradle-to-grave."This includes the generation, transportation, treatment, storage, and disposal of hazardous waste. RCRA also set forth a framework for the management of non-hazardous solid wastes. The 1986 amendments to RCRA enabled EPA to address environmental problems that could result from underground tanks storing petroleum and other hazardous substances. This listing refers to facilities recognized as hazardous waste treatment,storage, and disposal sites (TSD). RODS Record of Decision System VERSION DATE: 09/21/20 These decision documents maintained by the United States Environmental Protection Agency describe the chosen remedy for NPL(Superfund)site remediation. They also include site history, site description,site characteristics, community participation, enforcement activities, past and present activities, contaminated media, the contaminants present, and scope and role of response action. SEMS Superfund Enterprise Management System VERSION DATE: 09/21/20 GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383800 31 of 42 Environmental Records Definitions - FEDERAL The U.S. Environmental Protection Agency's (EPA)Office of Solid Waste and Emergency Response, Office of Superfund Remediation and Technology Innovation (OSRTI), has implemented The Superfund Enterprise Management System (SEMS), formerly known as CERCLIS (Comprehensive Environmental Response, Compensation and Liability Information System)to track and report on clean-up and enforcement activities taking place at Superfund sites. SEMS represents a joint development and ongoing collaboration between Superfund's Remedial, Removal, Federal Facilities, Enforcement and Emergency Response programs. SEMSARCH Superfund Enterprise Management System Archived Site Inventory VERSION DATE: 09/21/20 The U.S. Environmental Protection Agency's (EPA)Superfund Enterprise Management System Archived Site Inventory (List 8R Archived) replaced the CERCLIS NFRAP reporting system in 2015. This listing reflects sites at which the EPA has determined that assessment has been completed and no further remedial action is planned under the Superfund program. SEMSLIENS SEMS Lien on Property VERSION DATE: 06/22/20 The U.S. Environmental Protection Agency's (EPA)Office of Solid Waste and Emergency Response, Office of Superfund Remediation and Technology Innovation (OSRTI), has implemented The Superfund Enterprise Management System (SEMS), formerly known as CERCLIS (Comprehensive Environmental Response, Compensation and Liability Information System)to track and report on clean-up and enforcement activities taking place at Superfund sites. SEMS represents a joint development and ongoing collaboration between Superfund's Remedial, Removal, Federal Facilities, Enforcement and Emergency Response programs. This is a listing of SEMS sites with a lien on the property. SFLIENS CERCLIS Liens VERSION DATE: 06/08/12 A Federal CERCLA("Superfund") lien can exist by operation of law at any site or property at which United States Environmental Protection Agency has spent Superfund monies. These monies are spent to investigate and address releases and threatened releases of contamination. CERCLIS provides information as to the identity of these sites and properties. This database contains those CERCLIS sites where the Lien on Property action is complete. Please refer to the SEMSLIENS database as source of current data. SMCRA Surface Mining Control and Reclamation Act Sites VERSION DATE: 06/24/20 An inventory of land and water impacted by past mining (primarily coal mining) is maintained by the Office of Surface Mining Reclamation and Enforcement(OSMRE)to provide information needed to implement the Surface Mining Control and Reclamation Act of 1977 (SMCRA). The inventory contains information on the location, type, and extent of AML impacts, as well as, information on the cost associated with the reclamation of those GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383800 32 of 42 Environmental Records Definitions - FEDERAL problems. The inventory is based upon field surveys by State, Tribal, and OSMRE program officials. It is dynamic to the extent that it is modified as new problems are identified and existing problems are reclaimed. SSEHRIPFAS SSEHRI PFAS Contamination Sites VERSION DATE: 12/12/19 This PFAS Contamination Site Tracker database is compiled by the Social Science Environmental Health Research Institute (SSEHRI)at Northeastern University. According to the SSEHRI, the database records qualitative and quantitative data from each known site of PFAS contamination, including timeline of discovery, sources, levels, health impacts, community response, and government response. The goal of this database is to compile information and support public understanding of the rapidly unfolding issue of PFAS contamination. All data presented was extracted from government websites, news articles,or publicly available documents, and this is cited in the tracker. Disclaimer: The source conveys this database undergoes regular updates as new information becomes available, some sites may be missing and/or contain information that is incorrect or outdated, as well as their information represents all contamination sites SSEHRI is aware of, not all possible contamination sites. This data is not intended to be used for legal purposes. Limited location details are available with this data. Please access the following source link for the most current information: https://pfasproject.com/pfas-contamination-site-tracker/ SSTS Section Seven Tracking System VERSION DATE: 08/04/20 The United States Environmental Protection Agency tracks information on pesticide establishments through the Section Seven Tracking System (SSTS). SSTS records the registration of new establishments and records pesticide production at each establishment. The Federal Insecticide, Fungicide and Rodenticide Act(FIFRA) requires that production of pesticides or devices be conducted in a registered pesticide-producing or device- producing establishment. "Production" includes formulation, packaging, repackaging, and relabeling. For this database, the Product Information is only available for establishments up through 2014 or prior years, product details are no longer released by the EPA within the current SSTS non-Confidential Business Information data. TRI Toxics Release Inventory VERSION DATE: 12/31/18 The Toxics Release Inventory, provided by the United States Environmental Protection Agency, includes data on toxic chemical releases and waste management activities from certain industries as well as federal and tribal facilities. This inventory contains information about the types and amounts of toxic chemicals that are released each year to the air,water, and land as well as information on the quantities of toxic chemicals sent to other facilities for further waste management. TSCA Toxic Substance Control Act Inventory VERSION DATE: 12/31/16 The Toxic Substances Control Act(TSCA)was enacted in 1976 to ensure that chemicals manufactured, GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383800 33 of 42 Environmental Records Definitions - FEDERAL imported, processed, or distributed in commerce, or used or disposed of in the United States do not pose any unreasonable risks to human health or the environment. TSCA section 8(b) provides the United States Environmental Protection Agency(EPA)authority to"compile, keep current, and publish a list of each chemical substance that is manufactured or processed in the United States." This TSCA Chemical Substance Inventory contains non-confidential information on the production amount of toxic chemicals from each manufacturer and importer site. The EPA has collected Chemical Data Reporting (CDR)data since in 1986 (as Inventory Update Reporting). Collections occur approximately every four years and reporting requirements changed from collection to collection. USUMTRCA Uranium Mill Tailings Radiation Control Act Sites VERSION DATE: 03/04/17 The Legacy Management Office of the Department of Energy (DOE) manages radioactive and chemical waste, environmental contamination, and hazardous material at over 100 sites across the U.S. The L.M. Office manages this database of sites registered under the Uranium Mill Tailings Control Act(UMTRCA). GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383800 34 of 42 Environmental Records Definitions - STATE (TX) AFAR Affected Property Assessment Reports VERSION DATE: 05/20/20 As regulated by the Texas Commission on Environmental Quality, an Affected Property Assessment Report is required when a person is addressing a release of chemical of concern (COC) under 30 TAC Chapter 350, the Texas Risk Reduction Program(TRRP). The purpose of the APAR is to document all relevant affected property information to identify all release sources and CDCs, determine the extent of all CDCs, identify all transport/exposure pathways, and to determine if any response actions are necessary.The Texas Administrative Code Title 30§350.4(a)(1)defines affected property as the entire area (i.e. on-site and off-site; including all environmental media)which contains releases of chemicals of concern at concentrations equal to or greater than the assessment level applicable for residential land use and groundwater classification. BSA Brownfields Site Assessments VERSION DATE: 08/03/20 The Brownfields Site Assessments database is maintained by the Texas Commission on Environmental Quality (TCEQ). The TCEQ, in close partnership with the U.S. Environmental Protection Agency(EPA)and other federal,state, and local redevelopment agencies, and stakeholders, is facilitating cleanup, transferability, and revitalization of brownfields through the development of regulatory, tax, and technical assistance tools. CALF Closed&Abandoned Landfill Inventory VERSION DATE: 11/01/05 The Texas Commission on Environmental Quality, under a contract with Texas State University, and in cooperation with the 24 regional Council of Governments (COGs) in the State, has located over 4,000 closed and abandoned municipal solid waste landfills throughout Texas. This listing contains"unauthorized sites". Unauthorized sites have no permit and are considered abandoned. The information available for each site varies in detail and this historical information is not updated. Please refer to the specific regional COG for the most current information. DCR Dry Cleaner Registration Database VERSION DATE: 05/12/20 The database includes dry cleaning drop stations and facilities registered with the Texas Commission on Environmental Quality. DCRPS Dry Cleaner Remediation Program Sites VERSION DATE: 03/03/20 This list of DCRP sites is provided by the Texas Commission on Environmental Quality(TCEQ).According to the TCEQ, the Dry Cleaner Remediation Program (DCRP)establishes a prioritization list of dry cleaner sites and administers the Dry Cleaning Remediation fund to assist with remediation of contamination caused by dry GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383800 35 of 42 Environmental Records Definitions - STATE (TX) cleaning solvents. GWCC Groundwater Contamination Cases VERSION DATE: 12/31/19 This is a Joint Groundwater Monitoring and Contamination Report provided by the Texas Commission on Environmental Quality(TCEQ)with the Railroad Commission of Texas (RRC). The annual report describes the status of groundwater monitoring activities conducted or required by each agency at regulated facilities or associated with regulated activities. The report provides a general overview of groundwater monitoring by participating members on a program by program basis. Groundwater contamination is broadly defined in the report as any detrimental alteration of the naturally occurring quality of groundwater. HISTGWCC Historic Groundwater Contamination Cases VERSION DATE: 12/31/18 This is a Joint Groundwater Monitoring and Contamination Report provided by the Texas Commission on Environmental Quality(TCEQ)that includes historic groundwater contamination cases reported since 1994. These cases have been closed by a program area or agency, such as the TCEQ, the Railroad Commission of Texas, and/or the Texas Alliance of Groundwater Districts. According to the TCEQ report, although enforcement actions may be closed on these cases,the Activity Status Code descriptions allow that groundwater contamination may still be present at the site and may therefore be of interest to regulatory agencies and the general public. IHW Industrial and Hazardous Waste Sites VERSION DATE: 10/09/20 Owner and facility information is included in this database of permitted and non-permitted industrial and hazardous waste sites (this database excludes information for one time shipment requests). Industrial waste is waste that results from or is incidental to operations of industry, manufacturing, mining, or agriculture. Hazardous waste is defined as any solid waste listed as hazardous or possesses one or more hazardous characteristics as defined in federal waste regulations. The IHW database is maintained by the Texas Commission on Environmental Quality. IHWCA Industrial and Hazardous Waste Corrective Action Sites VERSION DATE: 07/23/20 This database is provided by the Texas Commission on Environmental Quality(TCEQ).According to the TCEQ, the mission of the industrial and hazardous waste corrective action program is to oversee the cleanup of sites contaminated from industrial and municipal hazardous and industrial nonhazardous wastes. The goals of this program are to: Ensure that sites are assessed and remediated to levels that protect human health and the environment; Verify that waste management units or facilities are taken out of service and closed properly; and to Facilitate revitalization of contaminated properties. GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383800 36 of 42 Environmental Records Definitions - STATE (TX) IOP Innocent Owner/Operator Database VERSION DATE: 08/27/20 Texas Innocent Owner/Operator(IOP), created by House Bill 2776 of the 75th Legislature, provides a certificate to an innocent owner or operator if their property is contaminated as a result of a release or migration of contaminants from a source or sources not located on the property, and they did not cause or contribute to the source or sources of contamination.The IOP database is maintained by the Texas Commission on Environmental Quality. LANDAPP Land Application Permits VERSION DATE: 06/18/20 Texas Land Application Permits are a requirement from the Texas Commission on Environmental Quality for any domestic facility that disposes of treated effluent by land application such as surface irrigation,evaporation, drainfields or subsurface land application. LIENS TCEQ Liens VERSION DATE: 05/05/20 Liens filed upon State and/or Federal Superfund Sites by the Texas Commission on Environmental Quality. LPST Leaking Petroleum Storage Tanks VERSION DATE: 09/04/20 The Leaking Petroleum Storage Tank listing is derived from the Petroleum Storage Tank (PST)database and is maintained by the Texas Commission on Environmental Quality.This listing includes aboveground and underground storage tank facilities with reported leaks. MSD Municipal Setting Designations VERSION DATE: 07/09/20 The Texas Commission on Environmental Quality (TCEQ)defines an MSD as an official state designation given to property within a municipality or its extraterritorial jurisdiction that certifies that designated groundwater at the property is not used as potable water, and is prohibited from future use as potable water because that groundwater is contaminated in excess of the applicable potable-water protective concentration level. The prohibition must be in the form of a city ordinance, or a restrictive covenant that is enforceable by the city and filed in the property records. The MSD property can be a single property, multi-property,or a portion of property. TCEQ Disclaimer: This data is for informational purposes and may not have been prepared for or be suitable for legal, engineering, or surveying purposes. It does not represent an on-the-ground survey and represents only the approximate relative location of property boundaries. GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383800 37 of 42 Environmental Records Definitions - STATE (TX) MSWLF Municipal Solid Waste Landfill Sites VERSION DATE: 09/04/20 The municipal solid waste landfill database is provided by the Texas Commission on Environmental Quality.This database includes active landfills and inactive landfills,where solid waste is treated or stored. NOV Notice of Violations VERSION DATE: 02/24/16 This database containing Notice of Violations (NOV) is maintained by the Texas Commission on Environmental Quality. An NOV is a written notification that documents and communicates violations observed during an inspection to the business or individual inspected. OCP Operator Cleanup Program Sites VERSION DATE: 10/09/20 The Operator Cleanup Program oversees Operator-led cleanups to ensure compliance with RRC rules.The Sites in the Operator Cleanup Program enter the program on a case by-case basis through referral from the RRC District Offices or other RRC sections (e.g.Technical Permitting or Legal Enforcement)when groundwater has been impacted or has the potential to be impacted, risk-based site assessment is needed, or when the release consists of a unique or unusual contaminant. Operators can also choose to voluntarily enter their cleanup sites into the RRC's Operator Cleanup Program. Database is provided and maintained by the Railroad Commission of Texas (RRC)and location information is limited to what is available via the agency. PIHW Permitted Industrial Hazardous Waste Sites VERSION DATE: 10/09/20 Owner and facility information is included in this database of all permitted industrial and hazardous waste sites. Industrial waste is waste that results from or is incidental to operations of industry, manufacturing, mining, or agriculture. Hazardous waste is defined as any solid waste listed as hazardous or possesses one or more hazardous characteristics as defined in federal waste regulations. Permitted IHW facilities are regulated under 30 Texas Administrative Code Chapter 335 in addition to federal regulations. The IHW database is maintained by the Texas Commission on Environmental Quality. PST Petroleum Storage Tanks VERSION DATE: 05/12/20 The Petroleum Storage Tank database is administered by the Texas Commission on Environmental Quality (TCEQ). Both Underground storage tanks (USTs)and Aboveground storage tanks (ASTs)are included in this report. Petroleum Storage Tank registration has been a requirement with the TCEQ since 1986. GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383800 38 of 42 Environmental Records Definitions - STATE (TX) RRCVCP Railroad Commission VCP and Brownfield Sites VERSION DATE: 09/29/20 According to the Railroad Commission of Texas, their Voluntary Cleanup Program(RRC-VCP)provides an incentive to remediate Oil&Gas related pollution by participants as long as they did not cause or contribute to the contamination.Applicants to the program receive a release of liability to the state in exchange for a successful cleanup. RWS Radioactive Waste Sites VERSION DATE: 07/11/06 This Texas Commission on Environmental Quality database contains all sites in the State of Texas that have been designated as Radioactive Waste sites. SF State Superfund Sites VERSION DATE: 05/26/20 The state Superfund program mission is to remediate abandoned or inactive sites within the state that pose an unacceptable risk to public health and safety or the environment, but which do not qualify for action under the federal Superfund program (NPL-National Priority Listing). As required by the Texas Solid Waste Disposal Act, Texas Health and Safety Code, Chapter 361, the Texas Commission on Environmental Quality identifies and evaluates these facilities for inclusion on the state Superfund registry. This listing includes any recent developments and the anticipated action for these sites as documented in the annual state Superfund registry publication of the Texas Register as well as the Superfund Webpage on the TCEQ website. SIEC01 State Institutional/Engineering Control Sites VERSION DATE: 08/03/20 The Texas Risk Reduction Program(TRRP) requires the placement of institutional controls (e.g., deed notices or restrictive covenants)on affected property in different circumstances as part of completing a response action. In its simplest form, an institutional control (IC) is a legal document that is recorded in the county deed records. In certain circumstances, local zoning or ordinances can serve as an IC. This listing may also include locations where Engineering Controls are in effect, such as a cap, barrier, or other engineering device to prevent access, exposure, or continued migration of contamination.The sites included on this list are regulated by various programs of the Texas Commission on Environmental Quality (TCEQ). SPILLS Spills Listing VERSION DATE: 04/10/20 This Texas Commission on Environmental Quality database includes releases of hazardous or potentially hazardous materials into the environment. GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383800 39 of 42 Environmental Records Definitions - STATE (TX) STCV Salt Caverns for Petroleum Storage VERSION DATE: 09/01/06 The salt caverns for petroleum storage database is provided by the Railroad Commission of Texas. TIERII Tier I I Chemical Reporting Program Facilities VERSION DATE: 12/31/12 The Texas Tier II Chemical Reporting Program in the Department of State Health Services (DSHS)is the state repository for EPCRA-required Emergency Planning Letters (EPLs),which are one-time notifications to the state from facilities that have certain extremely hazardous chemicals in specified amounts. The Program is also the state repository for EPCRA/state-required hazardous chemical inventory reports called Texas Tier Two Reports. This data contains those facility reports for the 2005 through the 2012 calendar years. Please contact the Texas Commission on Environmental Quality Tier II Chemical Reporting Division as the current source for this data, due to confidentiality and safety reasons details such as the location and capacity of on-site hazardous chemicals is only available to local emergency planning agencies,fire departments, and/or owners. VCP Voluntary Cleanup Program Sites VERSION DATE: 08/26/20 The Texas Voluntary Cleanup Program (VCP) provides administrative,technical, and legal incentives to encourage the cleanup of contaminated sites in Texas. Since all non-responsible parties, including future lenders and landowners, receive protection from liability to the state of Texas for cleanup of sites under the VCP, most of the constraints for completing real estate transactions at those sites are eliminated.As a result, many unused or underused properties may be restored to economically productive or community beneficial uses. The VCP database is maintained by the Texas Commission on Environmental Quality. WMRF Recycling Facilities VERSION DATE: 11/01/12 This listing of recycling facilities is provided by the Texas Commission on Environmental Quality's Recycle Texas Online service. The company information provided in this database is self-reported. Since recyclers post their own information, a facility or company appearing on the list does not imply that it is in compliance with TCEQ regulations or other applicable laws. This database is no longer maintained and includes the last compilation of the program participants before the Recycle Texas Online program was closed. WSTMGMT Commercial Management Facilities for Hazardous Waste and Industrial Solid Wastes VERSION DATE: 10/01/19 This publication lists facilities that have permits or authorizations from the Texas Commission on Environmental Quality(TCEQ)to receive, on a commercial basis, and manage hazardous waste, industrial nonhazardous waste, or both. GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383800 40 of 42 Environmental Records Definitions - STATE (TX) GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383800 41 of 42 Environmental Records Definitions - TRIBAL INDIANRES Indian Reservations VERSION DATE: 09/27/17 This database is extracted from select geographic and cartographic information from the U.S. Census Bureau. The Bureau of Indian Affairs (BIA)within the U.S. Department of the Interior(DOI) provides the list of federally recognized tribes. The American Indian/Alaska Native/Native Hawaiian (AIANNH)Areas includes the following legal entities: federally recognized American Indian reservations and off-reservation trust land areas, state- recognized American Indian reservations, and Hawaiian home lands (HHLs). The boundaries for federally recognized American Indian reservations and off-reservation trust lands are as of January 2017. The boundaries for state-recognized American Indian reservations and for state designated tribal statistical areas were delineated by state governor-appointed liaisons for the 2010 Census through the State American Indian Reservation Program and Tribal Statistical Areas Program respectively. LUSTR06 Leaking Underground Storage Tanks On Tribal Lands VERSION DATE: 04/01/20 This database, provided by the United States Environmental Protection Agency (EPA), contains leaking underground storage tanks on Tribal lands located in EPA Region 6. This region includes the following states: Arkansas, Louisiana, New Mexico, Oklahoma, and Texas. ODINDIAN Open Dump Inventory on Tribal Lands VERSION DATE: 11/08/06 This Indian Health Service database contains information about facilities and sites on tribal lands where solid waste is disposed of,which are not sanitary landfills or hazardous waste disposal facilities, and which meet the criteria promulgated under section 4004 of the Solid Waste Disposal Act(42 U.S.C. 6944). USTR06 Underground Storage Tanks On Tribal Lands VERSION DATE: 04/01/20 This database, provided by the United States Environmental Protection Agency (EPA), contains underground storage tanks on Tribal lands located in EPA Region 6. This region includes the following states: Arkansas, Louisiana, New Mexico, Oklahoma, and Texas. GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383800 42 of 42 Exhibit C Historical Aerial Photographs GeopSearch On time.On target. In touch:" Historical Aerial Photographs NEW. GeoLens by Geosearch Target Property: Laguna Shores Redhead Pond Phase I ESA Corpus Christi, Nueces, Texas 78418 Prepared For: Hanson Professional Services Order#: 157276 Job #: 383804 Project#: 19L0247A02 Date: 11/18/2020 GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383804 Target Property Summary Laguna Shores Redhead Pond Phase 1 ESA Corpus Christi, Nueces, Texas 78418 USGS Quadrangle: OSO CREEK NE Target Property Geometry:Area Target Property Longitude(s)/Latitude(s): (-97.288103000, 27.644307000), (-97.287315000, 27.643915000), (-97.288457000, 27.641946000), (-97.289388000, 27.642375000), (-97.289677000, 27.641904000), (-97.287882000, 27.641038000), (-97.287296000, 27.641889000), (-97.286728000, 27.641599000), (-97.286424000, 27.642010000), (-97.285903000, 27.641756000), (-97.285577000, 27.642244000), (-97.284199000, 27.641579000), (-97.284348000, 27.641717000), (-97.284482000, 27.641752000), (-97.284227000, 27.641884000), (-97.283928000, 27.641944000), (-97.283933000, 27.642048000), (-97.285326000, 27.642705000), (-97.284770000, 27.643625000), (-97.287656000, 27.645028000) Ge Search www.oeo-search.com 888-396-0042 Order#157276 Job#383804 Aerial Research Summary Date Source Scale Frame 2018 USDA 1" =500' N/A 2016 USDA 1" =500' N/A 2014 USDA 1" =500' N/A 2012 USDA 1" =500' N/A 2010 USDA 1" =500' N/A 2006 USDA 1" =500' N/A 2005 USDA 1" =500' N/A 2004 USDA 1" =500' N/A 02/24/2002 USGS 1" =500' N/A 01/23/1995 USGS 1" =500' N/A 10/18/1990 TXDOT 1" =500' 5-179 11/05/1985 TXDOT 1" =500' 647 10/31/1979 TXDOT 1" =500' 313 02/24/1975 USGS 1" =500' 1-68 10/09/1967 USGS 1" =500' 2-108 01/15/1961 ASCS 1" =500' 3-6 01/16/1956 ASCS 1" =500' 2-22 10/25/1938 ASCS 1" =500' 2-82 Disclaimer-The information provided in this report was obtained from a variety of public sources. GeoSearch cannot ensure and makes no warranty or representation as to the accuracy, reliability,quality,errors occurring from data conversion or the customer's interpretation of this report.This report was made by GeoSearch for exclusive use by its clients only.Therefore,this report may not contain sufficient information for other purposes or parties. GeoSearch and its partners,employees,officers and independent contractors cannot be held liable for actual,incidental,consequential,special or exemplary damages suffered by a customer resulting directly or indirectly from any information provided by GeoSearch. GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383804 2t I- .�+it..•.. 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'� ��r ♦� rkrt fir."�} � � r'j "� � a` "� }a X ;r te VN Nx a�q t f R n ",W Ad y r P 4rVSa W }3 F 51 p r' 0 003E4` , Y J K ' � V Ei �v Laguna Shores Redhead Pond Phase 1 ESA wd�q➢E TXDOT Geq Search '� 10/31/1979 S JOB#:383804-11/18/2020 a n r 11 ,. g. qq a .o ►" mn ^,wF �r N, w i r p � per,, 0 500 feet A o r x N Laguna Shores Redhead Pond Phase 1 ESA w E USGS Ge�)Search I� 02/24/1975 S JOB#:383804-11/18/2020 • 1a `" f' 4 , r « 07 eP m r ` " Al; Ile Laguna Shores Redhead Pond Phase I ESA t � 7r r " n V � 'z -� USGS GeqSearch 1010911967 - +� A,�t' ^ 4� { Fry J� F ( •,I"' � ar` t tA s r :; 'r J '' •P.i "%h1.,P" v c - 4 ° ( ifaC1F„ #y rf j 'r. i ssm\` i �.WV .`r - r rY 1 - 0 500 feet . r . P N Laguna Shores Redhead Pond Phase 1 ESA WE ASCS Ge�)Search �v 01/15/1961 S JOB#:383804-11/18/2020 • « e 4 s A+ , a V M t a�� Y' ",•,°� / J Alrjr a +�,. a �k fir'• '�� �'ts� � � '' � �- x r.{`•,�,. � �; 8 '�� to 1 1 3 w r+. Y �4 0111611956 u x � p i l S 4 4 i � f i x , u I I I i na 44 ff4�1i k vp rJI, �{ 1y a4 b J c t r.- i h y 0 500 mm � feet N Laguna Shores Redhead Pond Phase 1 ESA WE ASCS Ge�)Search �v 10/25/1938 S JOB#:383804-11/18/2020 Exhibit D Historical Topographic Maps GeopSearch On time.On target. In touch:" Historical Topographic Maps NEW. GeoLens by Geosearch Target Property: Laguna Shores Redhead Pond Phase I ESA Corpus Christi, Nueces, Texas 78418 Prepared For: Hanson Professional Services Order#: 157276 Job #: 383803 Project#: 19L0247A02 Date: 11/16/2020 GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383803 Target Property Summary Laguna Shores Redhead Pond Phase 1 ESA Corpus Christi, Nueces, Texas 78418 USGS Quadrangle: OSO CREEK NE Target Property Geometry:Area Target Property Longitude(s)/Latitude(s): (-97.288103000, 27.644307000), (-97.287315000, 27.643915000), (-97.288457000, 27.641946000), (-97.289388000, 27.642375000), (-97.289677000, 27.641904000), (-97.287882000, 27.641038000), (-97.287296000, 27.641889000), (-97.286728000, 27.641599000), (-97.286424000, 27.642010000), (-97.285903000, 27.641756000), (-97.285577000, 27.642244000), (-97.284199000, 27.641579000), (-97.284348000, 27.641717000), (-97.284482000, 27.641752000), (-97.284227000, 27.641884000), (-97.283928000, 27.641944000), (-97.283933000, 27.642048000), (-97.285326000, 27.642705000), (-97.284770000, 27.643625000), (-97.287656000, 27.645028000) Ge Search www.oeo-search.com 888-396-0042 Order#157276 Job#383803 Topographic Map Summary Date Quadrangle Scale 2013 OSO CREEK NE, TX(2013) 1" =2000' PITA ISLAND, TX(2013) 1968 PHOTOREVISED 1975 OSO CREEK NE, TX(1975) 1" =2000' PITA ISLAND, TX(1975) 1968 OSO CREEK NE, TX(1968) 1" =2000' PITA ISLAND, TX(1969) 1951 OSO CREEK NE, TX 1" =2000' 1925 OSO CREEK, TX 1" =5208' 1920 CORPUS CHRISTI, TX 1" = 10420' Disclaimer-The information provided in this report was obtained from a variety of public sources. GeoSearch cannot ensure and makes no warranty or representation as to the accuracy, reliability,quality,errors occurring from data conversion or the customer's interpretation of this report.This report was made by GeoSearch for exclusive use by its clients only.Therefore,this report may not contain sufficient information for other purposes or parties. GeoSearch and its partners,employees,officers and independent contractors cannot be held liable for actual,incidental,consequential,special or exemplary damages suffered by a customer resulting directly or indirectly from any information provided by GeoSearch. GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383803 slbe j— '9� Qy w -90LLY Rb_.. FTjyST Encinal Peninsula }02 v' Sa CCG q ^ pJ pG'Qa/✓fi y:� ''��P� �� �� ' �/ %"��`'--'r [_cifx�r?'Ya l'<lrrtlr[ 0" r y r 4 PSG ¢W G�crA / �` D rol i Rg49 e y a �IOq P� w0 eJ Laguna Marina ¢ r 0 2.000 -, Al a ;oe USP. , e N wdQ➢E Laguna Shores Redhead Pond Phase 1 ESA Ge Search + OSO CREEK NE, TX(2013), PITA ISLAND, TX(2013) S JOB#:383803-11/16/2020 C7illA�effy► �. •d,�• V • #, "�,• � .r ■ " dil Wells i�A1 '�.'�. 4 • / 0,1 Well Refinery; ��Nr, � •r 07 _ � 1"A 61— Oil well O,I Wel{ . � 9�. :l• `..- q oil Well S.. c,�- 111 �11 �IEI M 21 •• ,..� �) 111 �d Plp l r r 0�#Adni Rldu �y ( I ✓/ � ' /��`�-.i��� � .��rr. ``` �« Vii-� /�r�� '•! r•. 'Rad ao ers BM e t-tzk; y�r,I •, � •• ,SCWB a 1� ..1`! 11 Oil WBII4a-:`r 111 4L' i�`�� I � � .` ,./,1.r: �]rspo al ,•%( "`�"°`•,.+'.. X111 � -4-.-. 11 t1 �^ I 1 1/ Oil Wel , s � • s � 111f��'�a`.� 1111 �} I _ ••• /� �•`�„�.. 111 � �t�`.�� 1�1 1. �eOil Wells ADRON FI. M 24 0 wf 2,oaa r v feet M � N w .._E Laguna Shores Redhead Pond Phase 1 ESA Gee)r[+earch OSO CREEK NE, TX(1975), PITA ISLAND, TX(1975) 7i� S JOB#:383803-11/16/2020 �" ,•. T 1F L ..i �« �• Pte'. � � •_/,y, �: �'�,` '`�� • r _ a o• I V 'yr" � \ r • • �� a/,•• 0 1well ;otr Refinery' o '.�.� `OSI Welh; • .. ` •e q / Oil Wei 1 �.��q •t.� . Jf E .,0 --Jd61 Well BM 21 High sc *Adm Uldg �adic Tef5 J RM10 di l Well"- r1 �.S ..� • r�� -�tea- A 1 i� �` may,�I �,; j T—w 2 �rJ /i Oil Wel Oil Wells WALURON FIE 1 1.} �. r ..... M 24 l E `9 ` r6v ! a ,•� '.1 PI 0 ..../ 2,000 / N wl' f I feet N Laguna Shores Redhead Pond Phase 1 ESA OSO CREEK NE, TX(1968), PITA ISLAND, TX(1969) S JOB#:383803-11/16/2020 ,1 ��xrNQronr .•�a � t. .�-�, r'r" �1/�,}C. acTI Flaur �xff 5=' p 3% •• •j z. ■ ® .+ sway. aaa` "•ti I 0 • f �r `tea o . •� • ��� �-_—, ° ES9 �z r �� .�• wry a 'O 11�'\. •' n • rP��w. r a a v moi`v at a �lg Q 17 k iY tt a • v 1 ae p /, p• rr/ +• r4 11 fl o u a y rr� Ig n (FAQ • r r, p !Ir 11•; aayyfl� U `��� 0 4i ,� • �'��` 1 `V �I�O •off �A .. n� H h Oil P a olio fa! *Tank "i �i•�a�.. t�� D�j �� C Via= of ° y�� �• � • r- I I Wil n / •``rl Q ff - Flour Bluff Sch ar •a f i +' I °/ 7 r� J!!r Z / r / 5 011 Yv � v ! ifV 4 / t `4v"i t s Flour B ui e�h fl Q �/o ! ■ ■ •• `'asp h Ir ! • r P A v 1 !!! Q .- - .�h �'' rr,: ° • �, .. cp o Irl I!! a _ 4 BM 1� h Yr It � �♦ i F 1� 10 n i A ! ! I l ! I ower of it Oil Wall of 0 ff !�!/ DRI web,-"" 0011 Well feet ~ aha ! ! � r N w Laguna Shores Redhead Pond Phase 1 ESA t±G...,_,,�+earch OSO CREEK NE, TX(1951) L.7� W� s 1013#:383803-11/16/2020 ►s P,, ourBf I W w • � I i � a • 4, `ltJ?� r �, Z :M\t i��,, I. �. -I r �, I�f . V C rG r' BrLtau Sn7wo1 b �� 13 .,... ..• MUD BRIEF `l e 4 U wr � �✓ a! I VA/OL WAIDI I'LL r , ' �••. � � Iglu xr4 Vf �,,'Pita Island '�l ► �j.., a A s,208 11x23 / teat N w .._E Laguna Shores Redhead Pond Phase 1 ESA Gee)r[earch OSO CREEK, TX(1925) 7i� S JOB#:383803-11/16/2020 y 15g 9 12 14 Lj 943 k52 13} 3 . < . Shamrock Pt-',r „ 14j l'S 44 k3 *, r i4 13; 13r� l Flour Bluff Pt. DAw" _ +S+p{,.. !moi i r t �'r I ° ° .l ^�•_ .' ' awl ! /f� `*` l�•,� P w '�-�• CL7AY]UR[1Y��9�dGE• `^ � .`` r/�� J •fig , rAp peat I. . 1l I Ik + A� ,! C9 0 10,420 North Dind I. reef CIL AC N w .._E Laguna Shores Redhead Pond Phase 1 ESA Gee)r[+ea1•Ch CORPUS CHRISTI, TX(1920) 7i� S JOB#:383803-11/16/2020 Exhibit E City Directory Reports GegpSearch On rime.On rarger.In much:' City Directory Target Property Address Target Property: Laguna Shores Rd, Corpus Christi, TX 78412 Prepared For: Hanson Professional Services Order#: 157276 Project#: 19L0247A02 Date: 1111312020 888-396-0042 www.geo-search.corn Page 1 of 7 11/13/2020 8:51:11 AM City Directory Target Property Address Laguna Shores Rd, Corpus Christi, TX 78412 1 LAGUNA SHORES RD 1970 STREET BEGINS COLE DIRECTORY CORPUS CHRISTI 1959 STREET NOT LISTED R.L. POLK &CO. CORPUS CHRISTI 1955 STREET NOT LISTED R.L. POLK &CO. CORPUS CHRISTI 1133 LAGUNA SHORES RD 1970 JILL HINKS COLE DIRECTORY CORPUS CHRISTI 1970 RITA ROS COLE DIRECTORY CORPUS CHRISTI 1142 LAGUNA SHORES RD 1970 ANN DRURY REAL EST COLE DIRECTORY CORPUS CHRISTI 1970 JOHN L DRURY COLE DIRECTORY CORPUS CHRISTI 1970 JAMES W CARTER COLE DIRECTORY CORPUS CHRISTI 1201 LAGUNA SHORES RD 2019 COASTAL BEND REGIONAL ADVISORY INFOUSA SOUTH CENTRAL 2014 COASTAL BEND REGIONAL ADVISORY INFOUSA SOUTH CENTRAL 1206 LAGUNA SHORES RD 1970 DONNA M WI RTA COLE DIRECTORY CORPUS CHRISTI 1970 DAVID PHILLIPS COLE DIRECTORY CORPUS CHRISTI 1970 J R MCCONNELL JR COLE DIRECTORY CORPUS CHRISTI 1214 LAGUNA SHORES RD 1970 L E WYMAN COLE DIRECTORY CORPUS CHRISTI 1222 LAGUNA SHORES RD 1970 JAMES CRAWFORD COLE DIRECTORY CORPUS CHRISTI 2141 LAGUNA SHORES RD 2008 KARSTENS JIM INFOUSA SOUTH CENTRAL 2002 KARSTENS JIM INFOUSA SOUTH CENTRAL 2233 LAGUNA SHORES RD 1995-96 APARTMENTS COLE DIRECTORY CORPUS CHRISTI 1989-90 ERIC LAUROICH COLE DIRECTORY CORPUS CHRISTI 1985-86 ERIC LAURICH COLE DIRECTORY CORPUS CHRISTI 1970 H E SAVOY COLE DIRECTORY CORPUS CHRISTI 1965 ERMA SAVOY COLE DIRECTORY CORPUS CHRISTI 1965 H E SAVOY COLE DIRECTORY CORPUS CHRISTI 888-396-0042 www.geo-search.com Page 2 of 7 11/13/2020 8:51:11 AM City Directory Target Property Address Laguna Shores Rd, Corpus Christi, TX 78412 2343 LAGUNA SHORES RD 1980 NO CURRENT LISTING COLE DIRECTORY CORPUS CHRISTI 1975 CASA DE MAR COLE DIRECTORY CORPUS CHRISTI 1975 ALFRED EWALD COLE DIRECTORY CORPUS CHRISTI 2401 LAGUNA SHORES RD 2008 FLOATILLA S A INFOUSA SOUTH CENTRAL 2002 FLOATILLA S A INFOUSA SOUTH CENTRAL 1995-96 S A FLOATILLA COLE DIRECTORY CORPUS CHRISTI 1989-90 WEJAY S BUNDARA COLE DIRECTORY CORPUS CHRISTI 1989-90 S A FLOATILLA COLE DIRECTORY CORPUS CHRISTI 1985-86 WEJAY S BUNDARA COLE DIRECTORY CORPUS CHRISTI 1980 WEJAY S BUNDARA COLE DIRECTORY CORPUS CHRISTI 1980 SHELLY R HINES COLE DIRECTORY CORPUS CHRISTI 1975 WEJAY S BUNDARA COLE DIRECTORY CORPUS CHRISTI 1970 WEJAY S BUNDARA COLE DIRECTORY CORPUS CHRISTI 1965 WEJAY S BUNDARA COLE DIRECTORY CORPUS CHRISTI 2411 LAGUNA SHORES RD 1995-96 NO CURRENT LISTING COLE DIRECTORY CORPUS CHRISTI 1989-90 NO CURRENT LISTING COLE DIRECTORY CORPUS CHRISTI 1985-86 NO CURRENT LISTING COLE DIRECTORY CORPUS CHRISTI 1980 NO CURRENT LISTING COLE DIRECTORY CORPUS CHRISTI 1975 NO CURRENT LISTING COLE DIRECTORY CORPUS CHRISTI 2415 LAGUNA SHORES RD 1995-96 NO CURRENT LISTING COLE DIRECTORY CORPUS CHRISTI 1989-90 REV J H CARRUTHERS COLE DIRECTORY CORPUS CHRISTI 1985-86 REV J H CARRUTHERS COLE DIRECTORY CORPUS CHRISTI 1980 REV J H CARRUTHERS COLE DIRECTORY CORPUS CHRISTI 1975 REV J H CARRUTHERS COLE DIRECTORY CORPUS CHRISTI 1970 REV J H CARRUTHERS COLE DIRECTORY CORPUS CHRISTI 1970 NO CURRENT LISTING COLE DIRECTORY CORPUS CHRISTI 2444 LAGUNA SHORES RD 2019 CORPUS CHRISTI HOME INSPTN INFOUSA SOUTH CENTRAL 888-396-0042 www.geo-search.com Page 3 of 7 11/13/2020 8:51:11 AM City Directory Target Property Address Laguna Shores Rd, Corpus Christi, TX 78412 2008 HERRMANN A INFOUSA SOUTH CENTRAL 2002 HERRMANN A INFOUSA SOUTH CENTRAL 2002 JACKSON CLAY INFOUSA SOUTH CENTRAL 1995-96 S KENT BUTLER COLE DIRECTORY CORPUS CHRISTI 1989-90 S KENT BUTLER COLE DIRECTORY CORPUS CHRISTI 1989-90 S KENT BUTLER COLE DIRECTORY CORPUS CHRISTI 1985-86 MARK BUTLER COLE DIRECTORY CORPUS CHRISTI 1985-86 S KENT BUTLER COLE DIRECTORY CORPUS CHRISTI 1980 S KENT BUTLER COLE DIRECTORY CORPUS CHRISTI 2445 LAGUNA SHORES RD 2008 KINNETT M INFOUSA SOUTH CENTRAL 2002 KINNETT M L INFOUSA SOUTH CENTRAL 2501 LAGUNA SHORES RD 1995-96 NO CURRENT LISTING COLE DIRECTORY CORPUS CHRISTI 1989-90 NO CURRENT LISTING COLE DIRECTORY CORPUS CHRISTI 1985-86 NO CURRENT LISTING COLE DIRECTORY CORPUS CHRISTI 1980 NO CURRENT LISTING COLE DIRECTORY CORPUS CHRISTI 1975 CAPT M J CARTER COLE DIRECTORY CORPUS CHRISTI 1970 DON C PUCKETT COLE DIRECTORY CORPUS CHRISTI 1965 ALFRED M SPENCER COLE DIRECTORY CORPUS CHRISTI 2502 LAGUNA SHORES RD 2019 COASTAL BEND SM BREED RESCUE INFOUSA SOUTH CENTRAL 2014 COASTAL BEND SM BREED RESCUE INFOUSA SOUTH CENTRAL 2008 SISSON J INFOUSA SOUTH CENTRAL 2008 SISSON ROSS INFOUSA SOUTH CENTRAL 2002 SISSON JUDI INFOUSA SOUTH CENTRAL 2002 SISSON JUDI INFOUSA SOUTH CENTRAL 1995-96 NO CURRENT LISTING COLE DIRECTORY CORPUS CHRISTI 1989-90 NELL MCGINNIS COLE DIRECTORY CORPUS CHRISTI 1985-86 GEORGE MASTERS COLE DIRECTORY CORPUS CHRISTI 1980 EARL R SMITH COLE DIRECTORY CORPUS CHRISTI 1975 NO CURRENT LISTING COLE DIRECTORY CORPUS CHRISTI 1970 RUSSELL K PHELPS COLE DIRECTORY CORPUS CHRISTI 888-396-0042 www.geo-search.com Page 4 of 7 11/13/2020 8:51:11 AM City Directory Target Property Address Laguna Shores Rd, Corpus Christi, TX 78412 1965 RUSSELL K PHELPS COLE DIRECTORY CORPUS CHRISTI 2512 LAGUNA SHORES RD 2019 LAGUNA SHORES PET SALON INFOUSA SOUTH CENTRAL 2014 LAGUNA SHORES PET SALON INFOUSA SOUTH CENTRAL 2008 LAGUNA SHORES PET SALON INFOUSA SOUTH CENTRAL 2002 LAGUNA SHORES PET SALON INFOUSA SOUTH CENTRAL 1995-96 GILES K D REMOD COLE DIRECTORY CORPUS CHRISTI 1989-90 T&T TAXIDERMY COLE DIRECTORY CORPUS CHRISTI 1985-86 ALVIN BOND COLE DIRECTORY CORPUS CHRISTI 1985-86 N EISENHAUER SCHL COLE DIRECTORY CORPUS CHRISTI 1980 MRS TROY A ALPIN COLE DIRECTORY CORPUS CHRISTI 1970 TROY ALPHIN COLE DIRECTORY CORPUS CHRISTI 1970 KELLYS AUTO REPR COLE DIRECTORY CORPUS CHRISTI 2513 LAGUNA SHORES RD 1995-96 NO CURRENT LISTING COLE DIRECTORY CORPUS CHRISTI 1989-90 NO CURRENT LISTING COLE DIRECTORY CORPUS CHRISTI 1985-86 DON WEINMANN COLE DIRECTORY CORPUS CHRISTI 1980 NO CURRENT LISTING COLE DIRECTORY CORPUS CHRISTI 1975 WAYNES LAWNMOWER COLE DIRECTORY CORPUS CHRISTI 1975 HERMAN O BIDWELL COLE DIRECTORY CORPUS CHRISTI 1965 IRVIN W HORNKOHL COLE DIRECTORY CORPUS CHRISTI 1965 PAULINE HORNKHOL COLE DIRECTORY CORPUS CHRISTI 2515 LAGUNA SHORES RD 2002 HASS K C INFOUSA SOUTH CENTRAL 2518 LAGUNA SHORES RD 1995-96 JUANITA BOYER COLE DIRECTORY CORPUS CHRISTI 1989-90 HAL HAMILTON COLE DIRECTORY CORPUS CHRISTI 1985-86 NO CURRENT LISTING COLE DIRECTORY CORPUS CHRISTI 1980 BRADY CARTER COLE DIRECTORY CORPUS CHRISTI 1975 FLORENCE O WHEELER COLE DIRECTORY CORPUS CHRISTI 1965 C E RUSH COLE DIRECTORY CORPUS CHRISTI 888-396-0042 www.geo-search.com Page 5 of 7 11/13/2020 8:51:11 AM City Directory Target Property Address Laguna Shores Rd, Corpus Christi, TX 78412 2519 LAGUNA SHORES RD 1995-96 MIKE ARWOOD COLE DIRECTORY CORPUS CHRISTI 1989-90 BRIAN JENKINS COLE DIRECTORY CORPUS CHRISTI 1989-90 SMITH JENKINS COLE DIRECTORY CORPUS CHRISTI 1985-86 BILLY RAY SCHWARTZ COLE DIRECTORY CORPUS CHRISTI 1985-86 FLOUR BLUFF TAXI COLE DIRECTORY CORPUS CHRISTI 1985-86 SPID TAXICAB COLE DIRECTORY CORPUS CHRISTI 1980 DONALD C WINKLEY COLE DIRECTORY CORPUS CHRISTI 1975 LYNN G MCDONALD COLE DIRECTORY CORPUS CHRISTI 1970 LYNN G MCDONALD COLE DIRECTORY CORPUS CHRISTI 1965 LYNN G MCDONALD COLE DIRECTORY CORPUS CHRISTI 2705 LAGUNA SHORES RD 2014 THIRD COAST REMODELING INFOUSA SOUTH CENTRAL 2008 TEXAS EXCURSIONS INFOUSA SOUTH CENTRAL 2008 THIRD COAST REMODELING INFOUSA SOUTH CENTRAL 2002 ALLEN WALLACE INFOUSA SOUTH CENTRAL 2002 TEXAS EXCURSIONS #A INFOUSA SOUTH CENTRAL 1995-96 NO CURRENT LISTING COLE DIRECTORY CORPUS CHRISTI 1995-96 WILLIAM HILL COLE DIRECTORY CORPUS CHRISTI 1995-96 TEXAS EXCURSIONS COLE DIRECTORY CORPUS CHRISTI 1989-90 WILLIAM HILL COLE DIRECTORY CORPUS CHRISTI 1989-90 JERRY DUFF COLE DIRECTORY CORPUS CHRISTI 1989-90 JERRYS FISH MKT&CF COLE DIRECTORY CORPUS CHRISTI 1989-90 TEXAS EXCURSIONS COLE DIRECTORY CORPUS CHRISTI 1985-86 NO CURRENT LISTING COLE DIRECTORY CORPUS CHRISTI 1975 BOBS FISH MARKET COLE DIRECTORY CORPUS CHRISTI 1970 E R ANDREWS COLE DIRECTORY CORPUS CHRISTI 1965 MORROWS RED FSH CP COLE DIRECTORY CORPUS CHRISTI 1965 SUSAN MORROW COLE DIRECTORY CORPUS CHRISTI 2706 LAGUNA SHORES RD 1980 FLOUR BLUFF FISH COLE DIRECTORY CORPUS CHRISTI 3029 LAGUNA SHORES RD 2019 GULLY'S INFOUSA SOUTH CENTRAL 888-396-0042 www.geo-search.com Page 6 of 7 11/13/2020 8:51:11 AM City Directory Target Property Address Laguna Shores Rd, Corpus Christi, TX 78412 2233 1/2 LAGUNA SHORES RD 1995-96 M WEAVER COLE DIRECTORY CORPUS CHRISTI 1995-96 TYE WEAVER COLE DIRECTORY CORPUS CHRISTI 1989-90 M WEAVER COLE DIRECTORY CORPUS CHRISTI 2501 1/2 LAGUNA SHORES RD 1985-86 NO CURRENT LISTING COLE DIRECTORY CORPUS CHRISTI 1980 NO CURRENT LISTING COLE DIRECTORY CORPUS CHRISTI 1975 BRADY CARTER COLE DIRECTORY CORPUS CHRISTI Comment: 888-396-0042 www.geo-search.com Page 7 of 7 11/13/2020 8:51:11 AM GegpSearch On rime.On rarger.In much:' City Directory Target Property Address Target Property: Hustlin Hornet Dr, Corpus Christi, TX 78412 Prepared For: Hanson Professional Services Order#: 157276 Project#: 19L0247A02 Date: 1111312020 888-396-0042 www.geo-search.com Page 1 of 2 11/13/2020 8:51:02 AM City Directory Target Property Address Hustlin Hornet Dr, Corpus Christi, TX 78412 1 HUSTLIN HORNET DR 2019 STREET BEGINS INFOUSA SOUTH CENTRAL 2014 STREET BEGINS INFOUSA SOUTH CENTRAL 2008 STREET BEGINS INFOUSA SOUTH CENTRAL 2002 STREET BEGINS INFOUSA SOUTH CENTRAL 1995-96 STREET NOT LISTED COLE DIRECTORY CORPUS CHRISTI 1989-90 STREET NOT LISTED COLE DIRECTORY CORPUS CHRISTI 1 NO# HUSTLIN HORNET DR 2002 FLOUR BLUFF ELEMENTARY SCHOOL INFOUSA SOUTH CENTRAL 2002 FLOUR BLUFF JUNIOR HIGH SCHOOL INFOUSA SOUTH CENTRAL 2002 FLOUR BLUFF PRIMARY SCHOOL INFOUSA SOUTH CENTRAL 2002 X [END OF LISTING] INFOUSA SOUTH CENTRAL 37 HUSTLIN HORNET DR 2019 FLOUR BLUFF INTERMEDIATE SCH INFOUSA SOUTH CENTRAL 2014 FLOUR BLUFF INTERMEDIATE SCHL INFOUSA SOUTH CENTRAL 207 HUSTLIN HORNET DR 2019 FLOUR BLUFF JUNIOR HIGH SCHOOL INFOUSA SOUTH CENTRAL 2014 FLOUR BLUFF JUNIOR HIGH SCHOOL INFOUSA SOUTH CENTRAL 2008 FLOUR BLUFF JUNIOR HIGH SCHL INFOUSA SOUTH CENTRAL 537 HUSTLIN HORNET DR 2019 FLOUR BLUFF PRIMARY SCHOOL INFOUSA SOUTH CENTRAL 2019 X [END OF LISTING] INFOUSA SOUTH CENTRAL 2014 FLOUR BLUFF PRIMARY SCHOOL INFOUSA SOUTH CENTRAL 2014 X [END OF LISTING] INFOUSA SOUTH CENTRAL 2008 FLOUR BLUFF PRIMARY SCHOOL INFOUSA SOUTH CENTRAL 2008 X [END OF LISTING] INFOUSA SOUTH CENTRAL Comment: 888-396-0042 www.geo-search.com Page 2 of 2 11/13/2020 8:51:02 AM Exhibit F Fire Insurance Map Report Geearch On time.On target. In touch:" Fire Insurance Map Abstract Target Property: Laguna Shores Redhead Pond Phase I ESA Corpus Christi, Nueces County, Texas 78418 Prepared For: Hanson Professional Services Order#: 157276 Job #: 383807 Project#: 19L0247A02 Date: 11/17/2020 GeSearclh www.geo-search.com 888-396-0042 Order#157276 Job#383807 Fire Insurance Map Research Results Date: 11/17/2020 GS Job Number: 157276 Company Name: Hanson Professional Services Project Number: 191-0247A02 Site Information: Laguna Shores Redhead Pond Phase I ESA Corpus Christi, Texas 78418 Research Results: No Coverage Available The collections of fire insurance maps listed below were reviewed according to the site information supplied by client. Based on the information provided, no coverage is available. Library of Congress University Publications of America Other Libraries (universities, state, local, etc.). Disclaimer-The information in this report was obtained from a variety of public sources.GeoSearch cannot insure or makes no warranty or representation as to the accuracy,reliability,quality,errors occurring from data conversion or the customers interpretation of this report. Therefore,this report may not contain sufficient information for other purposes or parties.GeoSearch and its partners,employees,officers and independent contractors cannot be held liable for actual,incidental, consequential,special or exemplary damages suffered by a customer resulting directly or indirectly from any information provided by GeoSearch. GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383807 Exhibit G Environmental Lien Search GegpSearch On time. On target. In touch."' Environmental Lien Target Property: Laguna Shores Redhead Pond Phase I ESA Corpus Christi, Nueces County, Texas 78418 Prepared For: Hanson Professional Services Order#: 157276 Job #: 383802 Project#: 19L0247A02 Date: 11/17/2020 phone:888-396-0042 •fax:512-472-9967 •www.geo-search.com TARGET PROPERTY Laguna Shores Redhead Pond Phase 1 ESA Corpus Christi, Nueces County, Texas 78418 USGS Quadrangle:Oso Creek Ne, TX Target Property Geometry:Area Target Property Longitude(s)/Latitude(s): (-97.288103, 27.644307), (-97.287315, 27.643915), (-97.288457, 27.641946), (-97.289388, 27.642375), (-97.289677, 27.641904), (-97.287882, 27.641038), (-97.287296, 27.641889), (-97.286728, 27.641599), (-97.286424, 27.642010), (-97.285903, 27.641756), (-97.285577, 27.642244), (-97.284199, 27.641579), (-97.284348, 27.641717), (-97.284482, 27.641752), (-97.284227, 27.641884), (-97.283928, 27.641944), (-97.283933, 27.642048), (-97.285326, 27.642705), (-97.284770, 27.643625), (-97.287656, 27.645028), (-97.288103, 27.644307) County/Parish Covered: Nueces (TX) Zipcode(s) Covered: Corpus Christi TX: 78418 State(s) Covered: TX Disclaimer-The information provided in this report was obtained from a variety of public sources. GeoSearch cannot ensure and makes no warranty or representation as to the accuracy, reliability,quality,errors occurring from data conversion or the customer's interpretation of this report. This report was made by GeoSearch for exclusive use by its clients only. Therefore,this report may not contain sufficient information for other purposes or parties. GeoSearch and its partners,employees,officers and independent contractors cannot be held liable for actual,incidental,consequential,special or exemplary damages suffered by a customer resulting directly or indirectly from any information provided by GeoSearch. Geq)Sedreh www.geo-search.com •phone:888-396-0042 •fax:512-472-9967 Geq)Search On time.On target.III touch:" ENVIRONMENTAL LIEN/AUL SEARCH We have done a search of Nueces County Recorders Records for "Environmental Liens" only on the subject property as identified as Tax Parcel No. 233078, Corpus Christi, TX. and find the following: None found We have done a search of Nueces County Recorders Records for "Activity and Use Limitations" (AUL's) only on the subject property as identified as Tax Parcel No. 233078, Corpus Christi, TX. and find the following: None found 3006 Bee Caves Road Suite A-230 • Austin Texas,78746 e 888-396-0042 • FAX 512-472-9967 • www.geo-search.net Exhibit H Oil and Gas Report and Records GeopSearch On time.On target. In touch:" GeoP/us Oil & Gas Report GeoLens by GeoSearch Target Property: Laguna Shores Redhead Pond Phase I ESA Corpus Christi, Nueces County, Texas 78418 Prepared For: Hanson Professional Services Order#: 157276 Job #: 383806 Project#: 19L0247A02 Date: 11/16/2020 GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383806 Table of Contents Target Property Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 Database Radius Summary . . . . . . . . . . . . . . . . . . . . . . . . . . 2 Oil& Gas Map . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 Located Sites Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 Site Summary By Database . . . . . . . . . . . . . . . . . . . . . . . . . . 5 Oil& Gas Well Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 Environmental Records Definitions . . . . . . . . . . . . . . . . . . . . . . . 7 GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383806 Disclaimer The information provided in this report was obtained from a variety of public sources. GeoSearch cannot ensure and makes no warranty or representation as to the accuracy,reliability,quality,errors occurring from data conversion or the customer's interpretation of this report. This report was made by GeoSearch for exclusive use by its clients only. Therefore, this report may not contain sufficient information for other purposes or parties. GeoSearch and its partners,employees,officers And independent contractors cannot be held liable For actual,incidental,consequential,special or exemplary damages suffered by a customer resulting directly or indirectly from any information provided by GeoSearch. GeQSearch www.aeo-search.com 888-396-0042 Order#157276 Job#383806 Target Property Summary Target Property Information Laguna Shores Redhead Pond Phase I ESA Corpus Christi, Texas 78418 Coordinates Area centroid(-97.286787, 27.6428712) USGS Quadrangle Oso Creek Ne, TX Geographic Coverage Information County/Parish: Nueces (TX) ZipCode(s): Corpus Christi TX: 78418 Geq)Search www.cieo-search.com 888-396-0042 Order#157276 Job#383806 1 of 7 Database Radius Summary STATE(TX) LISTING Acronym Search TP/AP 1/8 Mile 1/4 Mile 1/2 Mile 1 Mile Total Radius (0-0.02) (>TP/AP) (>1/8) (>1/4) (>1/2) >1 Mile (miles) OG 0.5000 1 5 2 6 NS NS 14 SUB-TOTAL 1 5 2 6 0 0 14 TOTAL 1 5 2 6 0 0 14 NOTES: NS=NOT SEARCHED TP/AP=TARGET PROPERTY/ADJACENT PROPERTY GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383806 2 of 7 OIL & GAS WELL MAP 1/2 Mile X12 10 \ X11 6 2 S � 1 •4 07 e5 •9 r / r Target Property(TP) Laguna Shores Surface Location Redhead Pond Phase 1 ESAW1 __E + Corpus Christi, Texas 78418 S 0WOO 2000 3000 SCALE:7" 2000' GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383806 3 of 7 Located Sites Summary Map Database Name Site ID# Distance Site Name Address ID# From Site 1 OG 34254 TP 2 OG 34255 0.024 mi. NNE (127 ft.) 3 OG 34189 0.057 mi.W (301 ft.) 4 OG 34259 0.107 mi. E (565 ft.) 4 OG 34264 0.122 mi. ESE (644 ft.) 4 OG 34265 0.130 mi. E (686 ft.) 5 OG 34262 0.122 mi. SSE (644 ft.) 6 OG 34257 0.190 mi. NNE (1003 ft.) 7 OG 34260 0.261 mi. ESE (1378 ft.) 8 OG 34258 0.276 mi. ENE (1457 ft.) 9 OG 34263 0.375 mi. SSE (1980 ft.) 10 OG 34253 0.438 mi. NNE (2313 ft.) 11 OG 34256 0.455 mi. NE (2402 ft.) 12 OG 34186 0.479 mi. NW (2529 ft.) GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383806 4 of 7 Site Summary By Database Map Database Site ID# Elevation Distance Site Name Address ID# Name From Site 1 OG 34254 2 ft. TP 2 OG 34255 0 ft. 0.024 mi. NNE (127 ft.) 3 OG 34189 9 ft. 0.057 mi.W (301 ft.) 4 OG 34259 0 ft. 0.107 mi. E (565 ft.) 4 OG 34264 0 ft. 0.122 mi. ESE (644 ft.) 4 OG 34265 0 ft. 0.130 mi. E (686 ft.) 5 OG 34262 1 ft. 0.122 mi. SSE (644 ft.) 6 OG 34257 5 ft. 0.190 mi. NNE (1003 ft.) 7 OG 34260 0 ft. 0.261 mi. ESE (1378 ft.) 8 OG 34258 0 ft. 0.276 mi. ENE (1457 ft.) 9 OG 34263 0 ft. 0.375 mi. SSE (1980 ft.) 10 OG 34253 3 ft. 0.438 mi. NNE (2313 ft.) 11 OG 34256 0 ft. 0.455 mi. NE (2402 ft.) 12 OG 34186 13 ft. 0.479 mi. NW (2529 ft.) Ge Search www.aeo-search.com 888-396-0042 Order#157276 Job#383806 5 of 7 Oil & Gas Well Report MAP ID SURFACE ID API# WELL TYPE WELL NUMBER GAS-RRCID REFER-TO-API LATITUDE LONGITUDE 1 34254 35503108 OIL WELL 03108 05176 00000000 27.642944420 -97.285385240 2 34255 35581875 OIL WELL 81875 000000 00301000 27.644784730 -97.286336170 3 34189 355 DRY HOLE NR NR NR 27.641990090 -97.290596220 4 34259 35503128 PLUGGED OIL/GAS WELL 03128 064761 00000000 27.641663010 -97.282214580 4 34264 35580475 CANCELED LOCATION 80475 05335 00000000 27.637956040 -97.277072870 4 34265 35506615 PLUGGED GAS WELL 06615 17201 00000000 27.640537180 -97.273157720 5 34262 355 PLUGGED OIL WELL NR NR NR 27.639465740 -97.286990550 6 34257 355 PLUGGED OIL/GAS WELL NR NR NR 27.646140010 -97.283492230 7 34260 35503125 PLUGGED OIL/GAS WELL 03125 13522 00000000 27.640320700 -97.280076640 8 34258 35503129 PLUGGED OIL/GAS WELL 03129 00119 00000000 27.644580110 -97.280383870 9 34263 35580473 PLUGGED OIL WELL 80473 05335 00000000 27.636693630 -97.281549840 10 34253 35503100 PLUGGED OIL/GAS WELL 03100 04505 00000000 27.649288300 -97.281547320 11 34256 35503130 PLUGGED OIL/GAS WELL 03130 20638 00000000 27.648428060 -97.279692880 12 34186 355 PLUGGED OIL/GAS WELL NR NR NR 27.650573200 -97.292362410 GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383806 6 of 7 Environmental Records Definitions - STATE (TX) OG Oil and Gas Wells with Pipelines VERSION DATE: 07/20/20 This oil and gas well and pipeline data set is provided by the Geographic Information System of the Railroad Commission of Texas (the Commission). The data set includes oil and gas well records dating back to the early 1960's, some wells prior to the 1960's are also included with no API and/or a historical API number in place. Please note, GeoSearch well data represents only surface locations per well; our data does not reflect bottom hole locations per well. Also, this data set includes information on natural gas, crude oil, and refined products pipelines. GIS maps may not be used for pipeline location purposes in lieu of calling an official notification center prior to excavating. It is a violation of Texas law to fail to make the required 8-1-1 calls. The Commission shall not be held liable for use of this data,which is provided as a public service for informational purposes only. Users are responsible for checking the accuracy, completeness, currency, and/or suitability of this data set themselves. GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383806 7 of 7 GIS Identify Results - Well Location Attributes Number of identify results: 1 Print Result#1 API 35503108 GIS WELL NUMBER 1 GIS SYMBOL DESCRIPTION Oil Well GIS LOCATION SOURCE U.S.G.S 7.5-min. quadrangle or aerial photograph GIS LAT (NAD27) 27.642631 GIs LONG (NAD27) -97.285118 GIS LAT (NAD83) 27.642944 GIS LONG (NAD83) -97.285385 Well Logs Drilling Permits Disposal Permits OPERATOR/WELLBORE WELLBORE STATUS HISTORIC LAST PERMIT ISSUED LAST PERMIT OPERATOR NUMBER LAST PERMIT OPERATOR LAST PERMIT LEASE NAME TOTAL DEPTH 0 SURFACE LOCATION Land ABSTRACT SURVEY BLOCK SECTION DISTANCE 1 DIRECTION 1 DISTANCE 2 DIRECTION 2 Oil/Gas Imaged Records for APL35503108 COMPLETION RECORD PRORATION SCHEDULE OIL DISTRICT 04 LEASE/ID 00835 OPERATOR NUMBER 257097 OPERATOR EXXON CORP. LEASE NAME FIELD FLOUR BLUFF, EAST(MASSIVE, UP.) WELL NUMBER 1 TYPE WELL HISTORY ON SCHEDULE NO production dataquery(pdq), oil/gas imaged records for lease/id: 00835 i i i 1 v� i s .� i '� i ��\ _\•�� 1 - v • f 41 % �ict 4 / I v IZR,^ Diliq RAIIA�(),\D CHINL�:,IIIN 01,' 'j'FXAS 1%7 1111, AND G1- Df%*[r!(IN PRILIIDUCL:R"; 14 COMPT.WNCE AND Al,,'110f,%7Al ION OIL OR CIA!l YNOM I,KAM`. iV'Plour Bluff, E.,ist (M.nnsivo, UPPA (lour Bluff & Encino SubdivCCUNTY—NUPEen OP1,;RATOR &Llb ink inly - — I.El"ll:�I 008315ZD) W. R. Duncan .................. comp1,1VASK VAMP. HI`.iF,RVr)tR ADDREW; AIA, TW!'r:-ORM TO: Humble Oil & Refining Company _Corpus Chriati STAT I, -- %.I I h,If,,I,--j Ripe. Line,CoMP013,Y __wl"Ima Pft"cilsal place of ittainvas Box 2220, Hou:ton,•Toxin (1.10"'WrII. 4 Corpun Chrinci, Texaa_.,f._yl,, 100--n of I!— Ofort,thn luA%n loallinated obcove until frl i. !'.A,; None a., • th. Ih. • I."I,. I, h,0".11 __10th 11,-_Fabruary COM.-IMM ii-o—ration Specialist STATE.1`7,F T::XAIl Grady C911 U.0,.t.#.. ..d t.r TT b'I'"t Y, Ta X.M W-Vtow'.0 i"•,(fi•If 0 TO.— AU-("I.Clt`I PAILROA!,CONW,.ON OF 'WXAS INSTRUCT10NSr 4. ............. 04 ...1"1 is.01 r M I K..h..dY p-- 3W_?.0I,,1`I.lvei.g.th.t., fit...III I.1In It'. ..I or'. I P.". 11-A In*Will 11UPIA(ATV.ORMIN41'n, All"Y uw.n•r, -1111 4......6 lun."W-1 Me f I...Ill.,$with Ill: ., ., '(I' I.-Il- A.-I, I IV h4., If .t b•.......ry f.,th. P'.11, '(04 111,—1 U.M ..,..I,t Y un 111 f.l W.-I."M M b. by I. "a I , h- I. ..Ad r.lr Ml nn Yurrr• 1.1 I.K10.1.1 It. t.. Thl. I A,IIfI..fI..11.Y be -,,Iky «i,h I_>il_I a.. tho"I.,. rat. I Mail— .1 W11'.In(3,01 F 11.4 k, No- I _Uumblg.Oil_G INDICATE PURPO1,C Of PILING NEW LEASP., Of CHANGE OF OP!!QAT)MC, HAM' IIPOW� CHANCE Of LEASE NAME FROIA' ------ CHAMCC OF GATHERF.R PROal, CONNOLIVATIOWSWIDIVIStON 01' LUA`Ta/S1 EFFECTIVL DATE REMARKS( EnSt Flour BlUfl_ U-1110-1 Fbe. th.t.1 hthan0191 4,It by(?I. C ONMINAIONM 4KNIA1.Z�I)0, 49057 .",1114.OU4 IV.W1I1.bI.I—. — 4 ���� � ����� ^ x^iuNoAo ''«oo*`!o\ nV 'n.x�, � � ^ �—' 1 .' Sw—x / ox. \xn(x, N |nx ,pov"cnx'vrovnnc r,",ro"//: ,~V^xo xnxmzq' n*o^,n,wcF=x Plour Bluff bc Encino orR(For c°w.u"` ____ ws^.xor"Tp^.w.w�_____ n^^��cmxxm.°xxnxr�cp°cnxn/,^n,o,nvuro. bumble Oil & arfining Company MT Wilson Towerc/r,—.P21jus Phrinti ,r^r, � .'.°."~=°`'^�,°.,^°,.^ ~"*'."^,__2�"������.��� ^^"''"p'^'�''~/"/"'°^/''""*^°" . ^,^""°r°.'_�V�__�"'w" p~^"~'/^''�'^^/"~",':~"'u"~"°^^"�"m« ' 1�*°'~^..°. mh-.:�°°^.�"�°`"� 'WY.I.[`'!A, fm~**'^^~we: 10-10 0 -1 that EXECUTED n/wnm__jDtb�_—_o^,o'_on!%z-uwry '.-V Z17ble Oil & Refining Company nx,no,Txxm, Grady 7rL 'e COUNTY OF ` C1.���-1 h.. d .1 0'.(.,1. h. tow",1. 1,~~^^`^~~ ,mm x"pn°u=° t�^"m.tee*=.ho__.__—*.w *...� __---_p°",/ r"u.'^.°m/°-_ cou",.r"""" XdVistorod in *c* of Tonar.at AuVill.th �.,"^ ^ ` Ily `"o/c^`, PURPOSE v, FILING °xwm^m. _— -----_ CHANCE o. OPERATING NAME ,"vw CHANGE o, LEASE NAME ,vvw. '—_--- CHANCE v, GATHERER ,^v°. _' EA Lq j167 CONSOLIDATION,,vovwo`v° v, L°^,c/,. ,rr"Cr'", v^`,. eusy._\^ 106I________—_______-__—' wEw^n",. C06WLASI -?I NK IAL NUU1,EX NW-1. 41M3 ,4 17*71 RRC D)striet. RAIUMM" 0,. I'l.X V�, SW-1 02, AM) W,,, DIV1,110N PRODUCER-1 I CAT[' Alf) AI'TIIOI,'L'ATION-.'(1 TWA M,("I'S'oAS FROM LXW;1� Flour Blufi Encino subdiviBion F,,;,.,.1our Zluff,Kanc OUNTY IN R"1_1F.R%'0IP(For Giiw W�I!.) Wl,'I.I,NO, (1,"r(.u,.Well") ADDRESS ALL COI?kl:%PONDV�ICV�(70,4cy..Rsisc. rswi iop%,To: Emble oil & Refining Company ITUYXIT Wilson To-der __c'lI7_Corpua Chriati _,NTATF The.0--Iwo,l�rotor he"I,y Aii0_fj,_ _tl�mblp. Oil & Ref ining Comparty Kingavil1c, Tex W .'I sh"'y"Until 44"A"AN"a� r A-i (UMI-Ir 4�A It- Other i(ath~14 Its-p.tting thl� I-- A.4 ',I1F.Alt�,A� None =11 �Ilrd., J..I of J.h.""J.-I,.. ,f the W.ilf"Ad It"I^-P.,I 1�,11'.L"'U'"y 1.1ye-I hy It-f't-1, EXE.CUTED TIM,TIM, 1 02h DAY OF '7abrulLr,)�__. 1,)12. I Refining Com_pnny___1,______ %TAT',. Or-' TJ-*,1AS, Gru y COUNTY OF tt'.(-j.......I qUF1,q<-RMVD und sworn to bofore me this the_-.,lay of 14,3140 on't(of__ C mly, jovs. Roxworci in ottic. I k.ur-d or'r.x..at A"lin,thi. RAILROAD 96 MNIIS�,IUN OF'MXA lo V!I I lly I RMUCTIONli .4......1. o--11 it C.. 4-Ih.I.....It�A 1.Ih.--i .11 ,, -1. 1. 1., K.O.-I-.1y I.- �, -1-1 T.... hall ....U, f.,-th V-MiV_j..Ih 4-b-, hi-I 11, �It'. kn'll U- I'll Il: -1.,.I M...Id,,I I .", '. I I I I"..I Z 111110*11,,,,�:.", 11 4.1 In 1, trI VI11174 110111ACATY IIkW,fNAL!,. -W.-I -,t, 1 .14-11 11'. -)*-% th. hi. wN the a..)..... ....h"1-1 J.,1111oyl"it I-.."I I4P.-Aft.,Ih- .t,d.,h..111.4 IvIlt,11, .1 01- by -t it ot'.11_t h.---y I",th, .14., fit," Me to., fit. "" th. c- I-s- -1- -n, ..""'-f-"'.-I'l r.-' hip �%--d--, It') 0- 1.... 1- 1'.,p-1.0 by ..'a --d ."I-v-t by Ih. Z Ilw .......11 "1 -1;."t'hy I" M.W.-I C.-t-I .1 i�. t -y "". r.,Mik". I,-."d, .10,9'..11-1 1A.41.1. I tta-I... Cci..�0 T...., F- N.Iiv. .1 1.DIM F!1-11 1.the me.. .1 _11SIMbl --QJL& CA IHnICATC PURPOSE or FILING HEW LEASE, CHANGE OF OPERATING MAUI! FROM. CHANCE OF LEA.f NAME FROM. CHANCE OF GATHERER FROm. 3196 CON'SOLIOATION/1.U001VISION OF LFAIE/1. EFFECTIVE DATE, Fo -rQM It 9 JAA R K S, t'2119 U f k 1& nnIM C E 0 0 t It-4w_j FoIinvI hai.b........t.11-#III.I....P-1-.1y, hci�1.th..,.t.".1-Ih. -4.1 the. W It by the Ct.fian� 470"a"ISAMN-111 SOMAL NUMIQU 11110-1. 412253 7h�: ren• �.,�I n. n1,u t+�TRM 1 t.,231.ft1•.1 solo..nulla.. RAILRnAD COMMISSION OF TEXAS Potential Test Form leen Irndeye .he♦da• of ell"1e11o.,nr foal do l..n. OIL AND GAS DIVISION aero of Receipptt in 1 .fly ."tared. n„not 1.11• Dtatrlct OKice 1e•t is pada.,of tI"1.•• _.r'"URN1311-ALL DATA M PULL-DO NOT VSF ESTIIV!ATF,, 1-195E Iona•waltlednrtla.tt�l�s.--- a (lune on Reverse Side) FIELf') MAU14^ - -e 'f ' RRC DISTRICT NUM}IER:L `(VM.. -" MMC • r •1. 4ee14n to ?rent Frovation Beit• w ..) NAME OF 01"I"RATOR: (U04 Homes u will + do your 1 .11. Movatt In rep 910 F, w.) NAMOF LCASE: ..=�GlWa.,LL;�+�?j Ge'G/�C -rte. LEASE I UAIItER NRLL NO.�.G... ALDKF39:���2 •++•w^� f IONWon't SW40) .-.--» P. O. I)OX NO. / x+12 ✓.��7 SUR VL' ELEVATION COUNTY IN M111CH WYLL IN LOCATer) OMZ/ Unit Design len . Ac. In Unit direction from /� d ?rest poatofflee ter town. Date potential toot coflmwncod� /�-� --- 19 G2_1C.H r�'n A it G Date potential test completed y'tcj& L 194� Hou► r.-"' _4- M. He* this Is*** changed eperaling names within the last 60 dsys?�� If so, what w eviouo operating floe the Log of this well been filed with Deputy Suponlsor? stjT ,Filed J ACK DATA ON TUt TILTl Oa• M.+a•sery on Ilowlea Mei) �• fasts t es A -y ( ,`�6� Nlewing pre♦auta an car Make of mptag Plowing pressure on tbg_..,L� +� Length of a a ud L No. wokas pet n Length of test Hn. lune. Blow Norklng beers !Ilse chokeMeke chokw' �- ---- Length of test s. Mins. pate Neaea•ery ler 3-V-.1 rlfv al lovoijolne Mello wao this well now*d for the entire duration of this test with• OUt the uN of swab or other artificial flowing device? Motor 1111e } p Pump Model 1 Pump Poling -�..r...�..- P. Total Fluid at ltead Setting Depth Tubing Six* _. Is thin well being lotted) __._�Z LAnRth of teat .�}tts, Hine, Me* any oil prerluc*d from thla well during this Inst lifted from the reservoir to the surface of the ground by the use It being )*tied, how many cubic feet of goo to being used to one of any davlce or means Na use of which l+ not prescribed by the Railroad Commlaalnn establishing potentials? barrel of oil recovered? �f'? . o/ Oil producing during this teat Into T. Nauru of Y,L, t;onn*ctl (l on6 or G7.) If Shot It Acidi�w Date this well was lost shot or ecld►rwd No, Quarte used. ....�No. Gallons used�.... Ilartole of oil produced from this wella1n5o •hot oe treatment to time Lhia toot who a�srto4 (Aneal unlr 1 IbIs feel wee eaoa01ono'l y shootina or reef na this Well.) Ilarrals of oil produced from this well from lts c=Vletlon data or mworknd com��etlolt date to the beginnlnl,of this rest ( DD all to new en taws IFe Me man r.) 1'0%",/ percent"star prodlleod during this taste Total d Ah of this well ...PI. Is this a tail of a now wolf for which no previous allowable has boon assigned? -. is this a plain retool (not a workovwr Job)of o well which has a euttent allowable assigned? What 1s the 24-how potential at which it to carried currently on proratton schedute? 6� If this toot is the result of a workovar whht was the nature of the lobi ~!�� Hour wall completed t o �. Is. Date well Completed __ 19 OC& - TEST PRODUCTION DATA (Fumleh Took Numbers. Size, Av ble, pot Ft., and all Gauges In Ft. and In. and ilbIn.) 1Mlicato manner Ir.which Production arrived at by placing result In proper eoluan. TANK rlitt 1. OAVOR VROOUCTION PRODUCT10M P001DUCT10H Ne "129 VttM w COMPLI'Mo i•Pf, Tank 10c7S Teak If(WYT root in. 11.01 In. 11.01 In, fib 0. Table- Table* RPSULT OF T}If9 POTENTLIL TEST (Dble. off nittle ors ow 14-hows) (1A0'1�Tank. 'Itis.) GAS/OIL RATIO OF THM WXLL 12- ..Z4LJGz� --�•,- Cable M of Bos pat banal of CrWe 013 Gravity of oil produced dtalteg We toot(Colteoted to A•P.1. 60 degrees)-- �-� -•-----.• -- r � r i nATA ON tPf!f.L C4u1Pt.F.T1oN //pp "Notice of !ntentlon to DNlie this well was Mod In the bale of Date eDtll:lng, Plus thick of Doepeninr Permit- was Issued r Is Locatlrn aREGULAR,e or won 05MCIAL PERNGTe requlred;I If npocial permit was secured what Is pal it number/? Total number of acres In this toasty 4r Number of crude oil producing wells on this less@ In this field, Including the well on which this potential was taken Locotlon of welt, telatly+ to I+law bounds-rise of 1@}v on which this well 1■ located; Zed f..t from this end �A� feel from C--.*,feet title of the _f�aC AzrG 4lse of +utfaeo coolrng Number legit of ws(tica easing set ..._.�L:..•��" SIle of oil %tying y~ ..� Number of (*at of oil string-rim `!54 Type of tubing h+ecL_�— �+ t____ Trpn of Hrrdenh+ad Top of pay / Q� Y ctrl Depth f Ft. Sl:e tubing run 12 We 7_ Perforated from to ©� No. Shote No, ft. tubing run Kind of fuel used to drill t�hii wall et fuel used 1'oo tJe' R'hete fuel was +ecuteti- 141TRt1CTIONI: All fnatentiol Net forme, WITH ALL INFORMATION RKQURITG:D THROB M PILLM 1W, shell he filed In ahs Dl"Irlet 011ie' at the Rstlread C~ml•eian not Nle• then ten (to) days after the test Is completed and, should the operator fell to file potsnllst test Irt on seett"esls form ithin the ten (10) My• se eposlfled then the effsctive date of the allow e reevltlnG from such test •hall Mar eelend bark more than ten ((10) 44Y.1 pint to reeeldt end oeeeptenee of the LoNntlol to In the office of the Deputy �%W*rvlselro . This ten-dey pvlelon *hall Govern reawhether ordless of wheththe potential l• a during the wwnth in which It 1a rocelved In tM office of the Deputy @Worvleor or any prier worth. q�.4+ EACH WITNYSfi MUST SIGN IN HIS OWN HANDWRrMIG. We. the undersigned, witnesso l this test and the top and bottom+gauges of each tank Into whkbpfodtle$ottwas dWing duration of this test. aC `.. Kepleir-ts • nl Comtr•q 7. molting test n <.r�,f' for Representative of offset 75vot.tor offset Ope Ior p, for Pipe Li-ie Go-% Pipe Liev ComnDnny Relwesent ative of the Rshiloed Comminslon AVFIDAVIT: I ItRRVOY CERTIFY that all conditions prescribed by the Fallrood C"miselon nt Texas for this potential teat wets cm- plied with and carried nut In full, and that all date and facts set forth on bot Ido• of this form are true and correct. for C Repeas ont•tive elest om • e Ins Nal SWORN TO AND BUfISCRTIM before me this the �✓_''1 day of � 19 .IfO_ GhACL C. UVUWN (Notary ;:,r nil i • /� �- i Votary 1`ublic U% and for County, Texas RYMARKS: . I� CUMMISSIUN STATEMIVC UNDER N0. 20.620502 OATLO NOVEMeEK 1S# 19T2 AUTMOR12CO NAME CMANVES FRUM NUMaLE ulL r REtlhl.Nd CU* TO EXXON CORP* AND MUMOLE PIPE LINE COMPANY Tu EXXON NIrELINE COMPANY 017MOUT FILING OF CUM%ISSIUN FORM Pw4 TU OE M ECT1VE JANUARY Is =913. DISTRICT• a FIELD FLUUA BLUFFs EA ' T (MAS ' FLD.NO.•31583 650 UPEKAT •EXXON CORPS URK NUOW237097 LSE NO. QOMP/01L LEASE•OUNCAN+ We R• GATAER! —UIL•EXXON NEkMANENT HECURU CHANGE NUl lCL • V 1LEi) IN LlCt) OF FURK N+4 U00 " V-2 3 - 2 2 e 1 � ; RAILROAD COMMISSION OF TEXAS Fora P4 Oil AND GAS 6701 ON Producer's Coni(icato of Coeplismo sod Authorisation to Tfanpipett Oil antll or Four Coxiaghdad Can't mow sisZ'01l'Losse eti`faas'sad1ot Ceaaatlttate(noa CRx Well. "�---' lie, Fio Siuff Bast siiw' as " H. R. Duncan Opssetw •a:, ....4rc`, za•herr. :ar;: .E4., tan r: . ,... s^ ,. . ».._._�...._ Ettiebva•Dsa._.._�..p»D...,_ PY�rOEi'.ptrlDOlal.i ':ii i» .�" �ln. IN A M Addroaa � � CwYtt► � City,atat•.YtpColo llu.—m1b4Tn::�s1.:TR a Cor 'tellizi M Moro r7840L:,.� GA1H�rt�1 e►1r!df, tvf•rd2!tu u! ,l.alisll tt .. •t4:•r • . OIL LtAS1 ' OAS WILL CatMror Naa [ler FX Iii ON I::1 ase Well ago.. '. r.. .. 111 IS...r.• '1'a+e F,,,�j :It Ceeltt�ieed L•S C.nrldaassir w1u0n,`lbkrar — _ Ot tM r' ileo -ejiztale,tip roll wall MINIS I llrnM aeOnror N+o r. u �On fbreoration ..r It.1a r.;i-ter.-.i;�,.•�,.���::... ,. ���-� OII aae well aoa Addwss iii C•Nitatt4gd I C:i Caidoeute i13Ia>stL'iSoetRll" :.. ).. .;: ::�d',.!r>, :•.. ,,• of tM ,,,.aoa Cit:,=fate .,ilR,Fofa L3 Full wou 3 i Clea Colbornenmie'" ♦. . 17 01f ea Gee all au 1:,S.li,ASr{rtl ti:l EIS i � /::5�.1.to lVri fY „4;, !' •4' .. AddreMcasIad1e•1 © CatdwwM .wso-n, of the Gas. 1T.iter•. 1a .`:nu •n,a..�,t :i!1'_ .,. .,•. " . Fell Well •INM tlatberor now Deo well am % ❑ otI C7 Address rtSH t..;riYk;:.w•v: �uEt ,e'. z+,!.•r1,; a,: Cl cdadead L-'1 Cerrdeewf• 4 .• e/tM Oen City,itaa,ttP Coda rr'� Full Wali ^•)rt'1"IC) A"" :yd- YIP 'r.i rE14r_ i;?t•.:.ki'.r, ..rF: .. t».E i,loom 1N AA PtIStP046OF FILING New OU SMae erase null. Vern 9•1(AIVUCAUm to Pesll to Dall.Dsepen or Plus(tack)filed to the nowo of: _hr,^ ESO:.A?1!71'fi 7Ei:'f`,Y. O! 'rl.[:..:. t.0 baorr air ?„ :tuht., '1111. aa•'ftl:•:v,F'tai fes.- -. ❑ aism,"ofbtMwr Ion RRC use ONLY ❑ cbmw 091d Field No. "ova-tonna `+lw�'fR1�MwrRA—r �rns nx• .. 't Ate~ - OAtMer Ne. ❑ anrata less arm tr.w ,_ ._ ._....._ ❑ Camwolwttm orsr+ilt`irii4w hens. -•a..Awfu ioaa.) inview,Few pat.eprerat dot*it flied tar pries aw•1 aaabor) f we.-"air �7r• �%�-1 Ns1�Mr arOeN REiIAREi, MAR 0 1 ;973 AUTHORIZATION a♦ CURRENT OPERATOR TM mdaralved entlf,ob that the above Oro to"664804 to ttmaped the above specified percentage of The olloweble oil w pea prodweed hems the obew•doacrIbIVI property,In encordatme with the rocaletlme of the Railroad Coalwuefon of Tutee.and that thia wlhariaeticw wU1 be solid notice wummihpme•lled by Me Railroad Commission of Teals.and the undeN,aoed further ce*AAn that the eeweanotlea we of W ped•of T•pa eM all roles,r"Wat,ms,cad Cedars of the Retire"Cmsmisahm of Texas Mesa bow t Cathed wild w to a h thle gest, Proration Soe_Cialist ilWr 4 _1 Is OPERATOR NAM[CNA"tt to wis aboww of mpwmw•) The aadatatppwl4 bell 00 pewiltm 40006L has waNfewd nI reepesMUIY m lb•As, pteeeq. ab.de.. alialr►_ AYaw—� Two i tIP Coo now Ne. INSTRUCTIONS', 1. Each and every operator of oil, nes and/or coodetwate producing propartiaa in the State of Tens shall file with the ptopot RRC District Office three (3) copies plus one additional copy for each gntheter shown on this (ora authaeising the gothemi(s)(whether hlmself or someone else)to transport the oll.Ras sad/or condensate from the ptoperties of sock producer. 2. Authorisation is required for each person or gatherer transporting oil. Ras and/or eesdeamsme from in oil lasse.or gas well. In the case of a split Cassoetloa, the percentage of OIL gas and/or c iallm Mate each gatherer is outhorixed to transport shall be sltan . .......3.:Racb.opiwator,shell file a separate ftnm.far ege6 oil letus.ar�ms wU.iSsUep all aehartad ptheatu [or this all tease or gas well on one forte. Effective date is regolred. to be shows as all changes. bat not necessary an s naw lease or well. 4. No oil, gas sod/or cendeessto shall be sawed from any oil lease or gas well sall'this fora is coo pleted and Mad with the proper RRC District Office. After the RRC aRvet in charge baa pploved this form. two (2)ceOM'wiN be m6ised by the RRC and the remaining copies will be diattibute i to the producer and to each gntboaer. S. After an operator bas filed this tone with the RRC. thereby establishing blsself as the;camist operator. it shall bind said operator until cancelled by him or revoked,by,the RRC. A sate Form P-4 shall be[fled if there is: (a) change In operator.' (b) ohmage is••getherer(s). (e)choose in field name, (d)cheap Is lease same. (a)consolidation or subdivision of loese(s),or(1)awthorisatlea to trsespoR production bas been cancelled by the RRC. (When consolWating of sab•dlelding, attach to each copy of Perm P•d a CC berm with a g6FORfs and AFTER plat of lease shoring changes. f' Prat should strew distance to lease tone and belwesm wells•sl ,,• oras with proration Manus asslenrd if screaoe is in the Jicld's allocation foneulo.) 6. If this form is filed because of or includes a change In operator name, the saw operator will be the current operator and will execute this form. The proper Tian trader "Iadicaaa Purpose of Filing' w shell be checked and completed. Authorisation to the getbarel(s) shall be by the new orcurreM operator. The previous operator Is required to exec iWtbi"Ojier'iRar limit Cbaage Adtsowiedgment" befoa the RRC records will be changed. r' 7. This authorisation my be ravelled by the RRC at any time for tailors to comply with the all and '.. pts eamoemolkin lawn of the State of Tessa and the tales, regulations and otdars of rho Railroad Comsissias of Tomas. r t I10'1a: FEUNG CW FORM P3 (ORGANIZATIM IMPICUM AND!WWO WCT OpIMTQIG %AMB Is IMW=D FOR ALL WIN OPIAtATM 7p16/OIt tAIOAIIQATIDN'crrnllca 32 DtGrrS (SPACRg) To THE LWMAIM FOR OPMATDIG AND LRASM HAM M AS tlRM472011111 SHOULD 138 Ns16O IF NECESSARY TO OONPOW TO TNM UWTAMM lel;. 1 e-: a 0 0 .1 "�'# 0 2 3 2 3 S ,� APR 19 RAILROAD COMMS31Oil OF TEXAS .i. Form Pa Old Alib-"G7S"1SiV dh ,t•i•"' Produfte'1.Coniflestw of Co■plific"amid Autbodamilem to Tnogolt Oil ulld,'or Pout,•• _.,_.. ,._.. ____ t adit>(:boad'Citr Fftt�:■OII Uanatlx$astnRtfla;Ca■du■saa fro■a Gil■Well. RRC Ou 1-No, FtelA N !drat.No. Lim 1- Di — t ....... . ell Ns OperatNowif • oe ! .., xr3 ,:i.r...t+ ati i 'n." .r,;. .,: r ,r•�k I ,.• Wt04 vi Calf I Bloton••SQt;pota_tioo.. ' .:_��..._.._..._ al+l SlaX3'..�a:. � . .- •--- Addrees County Ciw.Mate.gig caft Co nChs3s3Ci ',.xootaa,s • l r+•.. lour Bluff 6 Snciaal Subd dab? ifS} .:q ._C.:f:''r�t,. ,M*:.r.C�t 1i ...•S Otl. LRASI GAS WELL pallem time �, :•t ciao fon ass [baton Pooling Comipany Ion % Addnaa 775 7 ;1v—r ..:n: ;,:tt.: ..r•n• ,. y <:, :,..., c .. . P 0. Boot 2220 (J'Geiartafad f� Condweau cityI.lisle,z •; of.elr: as. M Felt fall ■ itreem aaebewr fast. © Ot dao well ass ®aeon.Corporation A a LNCaNttt;Aoad [•] Cood"Gale ..r. •� of lhd aaa Q CO `EtOrCsad w '. �a.,:•.1; tt .,.:u v•1, i,� Nltfetl ` C3 all ❑ ase feu aaa .O.L,xi:nrifLn ff.;t, (d}��'r :o u.rc. .a....,r . ..u• - % •. .. Address pmt,n:u�,•,.,6 alta to t;rt:u�:,t:ar.o, .,.,� :'t:•!�; ,as v,; of t� ©' UaMM Q toaderwa b.tNa,Z P C C++ee roll well, G._r,.[... .I,o- ,•n�lo-r,,., s!.. !„•,... ,�tu .. ,., .. � t.� lueam hWeroe Name (� Ott (;'�{ Ma well Oats Add-68 .;! .:! ,,,:r t•:!,:rtt•:w•>e, •,.: ,;v�cr us ere C3 Canetaanad C. deaPete Of the M. Clq.state.,Zip COO Fell feu uuct lWy {,; ,J :irr;r t::h m, ! l,7 640,as !p•rr:'t:.rr.mt�A .4n,..C:7•,,,,!:'• ,n t..l•t•y;t.. ,,..}• ..,�,.,... iNDfCATt: Pt7C�p08S OF F1L[NG • • • Q New Oil tray or Oma fell. Ferro R:(AoaUaallaa fa frau to Will.Deeper or Platt Book)riled is w tante of: hoed t:n wd!th,m !.tw—, ..• t;,.t -I _ —_hyuxu unl to .rnhtp hai. ® ckm w of amamor COR RAC USE ONLY (� Clime field moms from Field No. .:f 'LMAB MlTA.7.1`,t7 TDA7:4 :•r!1 Ntnt 1'Yr•.., i r. . . _ © CMP opsrater same 4am+ywwM�. !� . •••••••••.��.�•• •- Opole"#No. Cba C�tdat eat or o"461iew lei” (Anaamob '-..Ma ytatw-w•-•mom.) moi. Pre.,oas Far P-d approval date If Mod(or prior$01.1 asmbr)A-. Z3_ e•� - :.� APR IV 1973 RrilAR7<i: AYTN RI ATIN aT IIRa MOPERATOR Tile vdsrdaaed ee"Aflaa.bet as above afloat L satb Usill to trsssport the above epeolfted pereesleae of the allowable oil or pas pgAroad ham the aurae described prop_..)Is aeeadasse with the roaslauone of the Railroad Cmealssion of Tessa,sad that this aateorlaatios will be eaUd smUlattlior soLLeo or wUl casnlled by the Railroad Cammalestea of Toss%.and the artdenldaed forte► -too- teal the 5%Z= all poles,re`alatlona,attd stdem of tb Retire"Cowmtaatoa of Tessa heea lees eampWO wWtwo report Prarmit Coyle OPRRATOR BANK CNAMO■ (AMa�ledt�mN nga{fad M w e�wf+.l Tas�w.loerl b+s utp so the sbw p oohs. Addn.a_..� Tfue CW.so" Area�CeeN a a$Ip Os& Data�_ Trtsplow Pik�.._..,_..,,. s i L'Elvec r.li.�. t� •a:�.r Tnl! ��. i FMSTRUCTWMl .. 1. Each and every operator of oli. Ras &Woe eoedeosete.padeeing properties is the Site of Texas shall tale with the proper RRC District Office three (3) copies plus an additional copy for each gatherer shown on this fora authorising the gotheret(s)(whether himself or someone else)to transport the oil.Ran and/or condensate from Ibe properties of such prodoesr. 2. Authodsation is required for each person or gstheter transporting oil. gas and/or candenste host is oil lanae or Ras well. In the COW of a split ooasctiom, the psaeetago of oil,gas and/or coades- sate each gatherer is authorised to transport shell be shown. �_.'...3.. Eseh opeiatoc shall flle.s.scpssste fonslor.cscb pil.lcsse_or��we)1-INtlas��l.wesariao.e g�eLetea W this oil lease or Ras well on one foist. Effective date Is "Ind. to be shows on all chasm. but not mrcessm on a sew lease or well. - 4. No oil, gas and/or condensate shall be moved frost any oil lease or gas well until this form is com- pleted and filed with the proper RRC District Office. After the RRC agent In charge has approved this,tam. two(Z)eoples'wltl be retained by the RRC ;' sed the remaining copies will be distributed to the producer and to,aaeh gatherer. J,. S. After on operator has filed this form with the RRC, thereby establishing himself ss the comet '.' operator, it shell bind said operator until cancelled by hist or avob d by the RRC. A am Farm Q-4 shall be filed if there W. *(a) change in 'oporetor.- (b)" change' In 'gstberer(m). '(C)ehsmve In field raw. (d)change Is lease east*. (e)consolidation or subdivision of lesss(s).or(1)aathortsatioa +. to transport production has been cancelled by the RRC. (when consotideritg or sub-dividing, attach to each copy of Form P•1 o CC Farm with a BEFORE end AFTER plat of lease showitg chonges. plat should show distance to lease line dad between wells dints with proration unus assigned If «redpr is IN the Ileld*s etletduoa fonsuld.) 6. If this fors is filed bemuse of or includes a change In operator esme. the sew operator will be the current operator and will execute this fors. The pop e limes order "Indicate Porpoaa of Filing' shell be checked and com ploted. Authorisation to the gotberer(s) shall be by the sew or current operator. The previous operator Is required to owde the"Llpormloi('lame Cbjq iels;eil.d� } before the RRC wcor& will be clanged. 7. This outbmrisatioa stay be revoked by the RRC at any Ohne for fsUute to oomply with the oil and .easenmtion laws of the State of Texas sad the rales. tegulatiaes and otdere of the Railroad `'' -. � Cowissiae•d Tessa. NOTs: Fa1Nt1 OF FOM WS (MOAMZAT10N $gam 31DWM MUCT OPERATING MAKE M RI WRSD FOR ALL 14M OPRRATOR3 AND/OR a*GAMZAT" CNANOs3. 32 IMI M (3PACM 13 Trig LDtITAT10N FOR OPRRATI G AND UMM NAt M AB• 1IRRVIAMN3 SHOULD I1N USED IF NZCWARV TO CONaO1D3.410 THE.LMMAIM. h . x? n r ' ��r 0. R W1D COMMISSION OF TEXAS pluu a see Ott.AND GAS DIVISION Form W-3 � w.. oil;•� t RMC Ih•tt�rt FILE IN DUPLICATE WITH DISTRICT OFFICE OF DISTRICT IN WHICH W LOCATED WITHIN THIRTY DAYS AFTER PLUGGING kw+►.: "'" oo ?. O-NAM (ss per RRC Ree„rds) t. 1 AI !1'Yr,It t of-it NWMW. �o41R S�y��EOf7...�/�►ft/Vp .........._ �_,..^_' R�.YuNtA!!� .. _ . .. . ' . . ... ""�'."�-------•--....�„� �� l o r, „sir _..�....,.. EXXON CORPORiITM Nvecss s ADORE" Is h.l.�a.0:ll■s _ WILSON TOWER, CORPUS CHRIST4.TEXAS 78401 1i• e {VRRACK Dole 40CATION �_ I ___ _......�, _..._......... ........... 1t r1 Qe{ 330 _r!!T PROM __ti {�''�� LINl.ANO _S40 _ r!!T_FROM •. tag TION.V}LOCK.AND fit? V lIT •t 1 note IDrll}lINS Kowa Du1Mff ♦ IN4:INA4, A&VI SIOPI _ _C�0�'�i0 is. Type a wen(oil. ft)• ls.:Yoe el capplelies N3r4+. OM.4 lie. .. . w _ ��. Tovel 0891h 14. Da•ii•If vi ed _ X14 .�. _._.��.___.�IN�<<.�,.- •- ...._ .....�_. gals. ...1_. ../O`ZI•'�(ra { F7 ; /ORM M.1 (latewuew'e DN13) /lice In Naw at ���•'�� HUMBLE 01L & REFINING CO PLUG •1 . .` 'LO SACKS TOP--—I!M40_.__.SOTTOM _�,,,+A"„67 7 TY>r! t1AAll K PLUG 42 SACKS TOP�..,.�..�.�.'A��._...BOTTOM.._ L A_ _._TYPR`444IY..._.. PLUG 03 _..._ ...._ SACKS TOP_.__!°pt_..._..$OTToM..._... ! t aq . _ TYPr c4A...s_N� PLUG 04 �.�� __.� SACKS TOP _.._._s BOTTOM .'..TYP! �C i 16 lies Mpll filler with MW-Lov Mid, YES ( 21.How loss M 1 w I jIe�d i a the rpulsri.es N Ike '� �/ 22 Mw De��i .1FteMede�3a.ss _ LflsraAL — r>; � NO.-llsji� MlYd .11 OOs onhiLti � 8NIITa O _ ^99RCwss to to W4 AN.N•et Potty P10"wo M 1 F,sif o,. usda. s�,N` ?oaAW)L i,.Ce.lw,,Mi Tobin;Roewd slow PI,IftiM PUT IN WILL _ LIFT IN nlLL SIZE •� it !T ._._ 9NCNLIi _ /!dT INCNlS lbf.$L,till _40- MIT- 20. NMe•Md A/rle•aN e4 SwINs Oth er el Well Sifts"Opaaars 0104/•a P»doelM Loose. ".. . !• A44FA"—AAL 4dah. .. ._ !/�MT� Ore. �� it f#tIS �IGFP .�tli�3_rirs!ltd►s�__�__ _. _.._....__._.__.__. _....�._._ El vs n ._.... .._:�.__::.: .__.. ...�.._ _... ....... ...... 0 — - _ wr.+._w.r..�_....w.+wwwa..rwn._..+.w.�.w...r._...._.rr Mr._—........ .. ......__.... .._. ... ._�__r 7c mss,me""ebrw 1e4si►p"O"te•sseh s1 t#e dote and RRC Olesset whavlo .•• .�. .- 1�D.Y.�_5..}L}' ••'••.•» deelsre under pen.ltled presaillod 3n Article 60d6e, R. C. S„ that I sn, authorised to eche this repptt. that this 11, wasred Oy 00 or u1Wer MY supervision and dina•tlan. and that data and Is.t• stated tbdpin are , compile • comptote, to lite best of my knowledge. i1111D�t COWL .�. -- _M.PRORATION SKCIAWT O COMPANY .__. TITLE .. DATE 0b CkU.,jO�e.• !• �O.W wh#,Jf&netJf "w!e1i PL •IoF•+ P 0.1tt.... ..' ;.�,r�•o•..,...a r., y•: . . _+ e.•r. .• .....N�r.•.� '. !1lastswt 1tlPRs>14RIrTATIvi OF RAILROAO'COMMMIOII f •All tM►ilslse, Fill IN RsvMM Sirs. • 't�t so oar Orp Holo..Ole Fes mot M 044000wed for NSRw•Or111SM'.,411mot#4 Rdue«rlwrlr m MwNl..l/f«Ns Logo sock Lee wwr be r.l«ed»• �r�lmt L"br+l.w n LM«Mshd C Lot Nl.«d to .. . . ..._....... _....�. Ooro T"q Logo, 0"fees Q ilonrl. []Rdl«tralry L]Asw.rltol/loNs RefiiARKf /dN*S•ice, Cgumt cof OFi $0 MAW rellouvo i �0� 'f)Mh'�s r NKii:ll' IEXIfi' �� �� S• t_ ! 1 !. 1 I � 'J t"!i ►s AILROAD 'COMMISSION OF TEXAM Form 1 .15 OIL AND GAS DIVISION .It.. It't•�) C,F11E \ TI \ l; REP0ItT KIRC ex �3. operator . MON • . l1 $9 )am*MC-wN er (s) •i-YdT��_ .._� r •.•. ) - 1 F111181116' Ie�lw6 ��• �1V1.1/��1 . ` ;;:e;; a ;. .: t SURPAC! INTlR• PRODUCTION NULTI•STAG! CASING CtMlNTING'OATAr' MlOIAT! CASING C1161WTING FROM$ sASINo CASING • • ., • � 4 , . . . Hi1�i a ►Irsll'slsSMn • TIII Shoe -a. .c.wawels ort. «.`v• •� .. •• •o. .(ysl .iCD�flt,,01e`(LlitMaS.!; :�: ;',•: .,: .t.::. .lb) �.uta.t.a�►tr..p:or.N�l..�*41nL..nt v..a.ln, I •Crla.btlona. •I0. Clan a1 C8304 owbo'O O.D.) oil. T`p.t tet�.r het ttat!®!tq'Q7t) eta. 11"W4 D"i`.it <aI nem ,ase• M nwrraa• IPar1� .., ._. (a)4 Third Shffp •. (+)pi be O.sail)w iaitV (b)in tread drug► t�QZrlri�Mttr It IMf Oad 01 Tun 07 V� /r apes C111. ,(�)!l Mead tiMrq► .. . '.(a)In baa( )or (b)1%sees"11111117 �(h In Valid 2". (d)T"stmt. %%babe t#tlgtl"(�t1.h.) •fir i b:t► Irti « ssast J b P4•((�.) We• («bNtan It eattPrS eaatll�l(ttgo N NI) QMRI CIARNTWO-70 PLfi AILD A MO N DAT4 PLUG N0. 1 PLUG NO._ PLUG NO. S PLUG 410. 4 PLUG NO. S PLUG NO.• . . .1�.C.:.:IU.0it.. . .. -. . • . . ... . .. .. l 6 0•� 1ozo- 6 1021- 6 N0. tease rt heti-6r:Ph*'Is:w41eb*f.t•,ll4�d o4ebaw.- R20 021. Diel►t.Selma eL Mffi)A AJIR- -:;:a• Ri 1., ? �./Q9 .. iW, slat"Val\r pumped(Qh 11.) `�1� �•� r�•y M7 I i+. cala+It11ta0=fflees M•;.. . 1 100 _ 4 s. te...tweT•rutAl >N�wO(rels:^•• : .tr .. .t;,; 1109 (CINK147 QIG COMPANY AND OPERATOR MUST COMPLY VVH THE TRUCTIONS ON RKVZRSK SIDE HERCOV.) • ovelf"fes ltaa>r to be venat"Od b Opawlar.^hear. sae N Msilksatad Omit be eamoletwl by Caiaartlrtt C1.wp.wr 26, Remark{.: •27. Repeeks: Plug k1 set by Wlibarloo b eQoeezed ldrooga perforations at i CSJhgMTING C014-PANY IOpSRATOR •1e.•:dr•Moder penalties proscribed in Artleto 40,14e.R.C.s.. 1111411 l an 1 declare under perlatllss proscribed in Antalc"J".R.C.L. that late w«thoniM to multe this eonlfle•tlon.that the teaentMe of*@Gone mWer, aWhsrived to woke this ssrlheatlen.Ileal I have keowtedme of We well dela rhe y:..•Iwd..I eomont values In this well as shown In the roger wee and Infon%olten presented In this ropers.and l461 data end ratio prosent@d yerl..r�..t by rete or ands►at o"Orrielen,and Shot IM tMMtkle data M bath codes of this tore are Inlc,comet. Ind complete to oho beat of ow.l twat*presented on Doth aides of Ate forty @N INe.*erN*t.atA ay brtwl e. Thi•ye•Ilhrelion ,•-Tore all{reit stood anti rwfermt•Ilwn ,•..wlPler•I.the bast of ay bwewtedp. Title cortlflcellen rovers pr••ensal *rein. .••w.e+los.lata �s#nG-1-50000 _ f I .41 %tut.of eMeAl. e*d Representative • ennsurc of Operate AuihoNced rrcen/e11eo He Be Fish 31""61lat �----- ii1om GO><ItE PRO CAI, SP �I.ALI" � Name A Person and Title(typo N pNwt) •{tame of Person andToile(typo or print) t,s', •,i 'A f Fish Oil Well Servioila-Co. � �( QRAIION G'eraewtloe Cestpany •Opea@ter Po O_. Boa 1057 xlre•t Atlases or P.O. sot -•R *t11noeAddresi ui P.O.Vox I8ew-ville9 Tea* 78102 WILSON TOWER, CORPUS CHRIST41TEW 78401_ Cllr. pule itp Cede •Chir, b1iN son GN Telephone _ 2 KHephawc.���y i IN-W"?l Area Cede Arse Cade •dole INSTRUCTIONS 1. A. This form shell be filed by the operator In the RRC District Office with: (1)Each copy of an initial Fore 0.1 or N•2 It• cementing report is required by Statewide or Special Rules. or It exception Is needed ti to cementing requimm4mts In Statewide or Special INlest (2)Each copy of Form X1.3; (3)Eat-h copy of Fom 00-4 It• multiple psfallel easing completion. Ir. At trout an original and one copy of this torn shell be filed for each cementing company used on a well. C. The cementing of ditIm mt caslog strlags on a well by one cementing company stay by consolidated on one form(to be tiled in duplicate). 2. Cemestlnit Company anA Operator shell comply with the applicable portions of Statewide Rules S. 13. and 14, For offshore operations. CommUng Company and Operator%hall comply with Statewide Rule 13(E). 3. If setting PULL AMOUNT OF SURFACE CASINO: A. Depth to protect trash crater det•mi"d by. ill Field Rule 0)Tetras rater Development Word. if ao Field Rule fl. Set surface casing below depth to be protected and cement from casing shoo to ground surtsee. 4. IF S6TTCIG ANYTHWO OTHER THAN THZ FULL AMOUNT OF SURFACE CASINO, PERMISSION SHALL BE OBTAINED FROM THE RAILROAD COMMISSION. .4. If oetl.ng NO SURFACE_CASINO,(See Item 4 above.): A. Itnoi shge tool Is used. ton next dospn easing string shell be eaatented from the easing oboe to the surface. ftIf using the multi-stem toot on the next deeper @trio& cement from the depth that protects fresh water%made to the surface. 6. it setting SHORT SURFACE CASINO,(See Item 4 above.): A. Cement short at rWat tufag floe the shoe to the aurtam. B. Mother the multi-stage tool Is or is not used on the next deeper casing string, cement from the depth that protects fresh water sands to: (t)the surface. or (2)•point midway between shoe of surface string and the surface. Compliance will be considered It a temperature survey shows that the top of ton cement is at least one-third of the distance from the%hoe of the surface string to the surface. 7, tiottihic PRODUCTION 2TRIN0 of CsaUgt (Statewide Rules; Spoelal Rules may very.) A. Cement to a point at least 600 toot above the casing shoe. It skbe 3.000 toot or sore of pipe is set tot the production or protecting stelae. a minimum of 30 feet of cement @hall be left Inside the pipe. a. NLUGGLYO and ABANDONQ10: A. Cement plugs shell be plated to the well bore as mquited by Rules and Regulations of the Commission plus any •dditlonal plugs ss way be specified by the RRC District Dlrsetor. 1% ?be intellects asew at of cement in each plug shall be a elwq veto"• o the amount necessary to fill the esicuhted valuate of 100 tees of eon hale n. pass Is piece& C. A l0 toot cement plug Is required to be y1694d in tits top oft ton well. w OAD COYWSSION OF UXAS � Form W-2 Off.AND OAS DMISION M.s 1 1% Art 7 NMC Dloatet aF. OIL WELL POTENTIAL TEST _---- ,CO1AP ETION OR.RECOMPLETION NMU AND LOG =093S . FAPr I MASS)V =. :. r.�t N .. NC J. IO.�Coanq EXXON CORPORATION N WC s. "DRUG .� I t.fto"goof Test wltsealONLt� fV � P•ro ►Ie1C &YM s_ f OPeeat W WAS etiseR•d Within 1046 at1 D•so a fbf§W Ot orsrN _ _ _._.. _ ..._......_. .. . Retest a• LOCATION AlletUan.Oi••ls,,and 91NOW") e V N 16i.VFf 4 #VC/NAr_ 1Vi��i0l JO!V ReduO M tr n..r......-a+•.rewwr YIeN(wlrh 1111eee4wetr) • t7`Type of R1MtN!O.MIM Los no�_.._.._.. t• e8- • secu00 I POTENTIAL TEST DATA 1!r 04%•f Test, la.M&-efNews Tested 17.�r• ITI*•049 Pftw$ Wo Lift.J•n1op, Pwwlnf� IA.ChAe Sims rise M RreOroeoa for Test Oil-'BRCS cis..MCP Motor d - OLS I hes-011 R•N0 Plo.lo7 T„Ma oq P.Oesv Pod" 1�6 3433yc._ .. Go—i So Pal 70. *feel r�dd 2l Nwr Oil..991.3M Eos +MCP Mme. aS�s allWe•ity _ API's{0� C:Nq io.wre R•ro `;O X041 r I Vp _..l_._ �Zr - .`_�_ PSt =1.Mss 3wber ArNflsfel Flowdng.Oavlsatls•d OoNws2=..OII►redvs•1 Prier to Test(New A Rnreri•d Wells) � 1d. Inlatrlsw fres.011 ehlo TeaA Ti• LW 04.0 4 a N�O.~1 M14 itT(.l._i..T sHOUL.OwD_r.ON. 1R_j. NLlSi OTHERWISE i.P...I--.C..I..M.!I!_OD_N_.I`I..GLD 1114L,r.E..ir���..-.�..•_.._�_��.__ .,�t_'_....�.w INSTRUCTIONS; All potential test Foran. with ell Information requested thereon filled In, shell be Cited In the Dtstriet Office of the Railroad Commission not later than ton (10) days after the teat is completed slid. should the operator fail to fife potential teat in an acceptable form withln•the ten(10)days •s .peelt fS•d.tben the:effective date of the allowable resulting hots such test shall not *stand back more than ten "(!0) days prior to recelpt acid acceptence•of the potential tent Mora In the District Office. Tbia Ton-Day provision shall govern regardless of wfiether the-potential test Is taken during the month in which it Is received in the District Office or any prier month. Fill In only the front of this Moro when reporting only a potential test; it well is needy completed of teeewpleted. fill to reverse, side also. EACH MI ESS MUST PERSONALLY SIGN. Wo. tit undo this test, by observation of Ismer readings. or the top and bottom gsages of each tank, whichever is WIT Iicabler b t 1 stat daring duration of We test. 13,x'-1�P���rt • • �. ....,.._._.._-� Sip.etn.et CPR TATIVE OP COMPAM MAKING TEST OP RAILROAD COMMISSION 4ste4,0�Is�t Opeslt♦r�Nat1f1e1e Dere el Neviflseti nt • 'ms's" 1'Osef fr!ttflda�psi4Rhwe pfeseribid in Article 60abe. R C. L. that I M sathorWd to wake this report. . .. Uw,11tle.rapest,was pspars I by we ar brat til, supeevisiae a"dlraetios. red that data red roque stated ... :, t>tuoiw.41M troe.•:eewaetr•wad complete, to tM-bsKsf a4 knowledge. AL,J— zz- R TAT170?COMPANY TM6 DAT! I RltlARtti` f1iCTfON N _ _ DATA ON WILL COM/LITTON AND LOG(Net Rewlte/OR Retool) 24. Tvpo of Csaplelwne W. Dote Pondt lowed New Well ❑ Deepening =1 PIN Red ❑ DOW ❑ i1 26. Neuf*at toomleo to two ship well woos 9116d In Natas of fit• II f►eetat remit.OI+e Pop"t telllrlet 20, Nvsaer td PvMtettp Nolte on tate Leese in 1!. Total Number of Aures 111 this Lease TMs Field(Roservete)looNMh►d this Well 10. tae Pl.td diaeY.DewettMd, 'Ctsrwted �Ce.�le>eA t'Olelewte to N1e••et f•11, de.se Lo-960• Reeervell t~erY psN do Drilling ON moo: f ' /. JZ Location of Wall. RelNteo to Leese Boundaries .r..._ .f!.ease e.+url.trh thio Well to Loeated l_ . ...._.__.../Rpt lit Lome hit+.. .........(_....._. ..�.. Lino el The J.1 Ittevelwo iOr, itKh, woo.40. ItT0 i 34.Wee Otw.taalel Tss No 11 dervov Made �. ; i J!. Top of RepI-�IJs. Total Death IJP. PJ. OeptA 'ar,� �—....___.. ...__..... .._..�_.__.r...___dwfeee Goma t Ree eMw slb■f Tessa t.. Meld Nnro lsd COOMMeeteh �-) _L DobatOhlhed But I�Xs�DoveiopAMt OeNA •._l Rules :_! (spatial) so• to Bolt tlulttple Cetplettews ie0.if Multlota CawplelNit -T I.11. lMervsis r ReNrf Toole CsNs Tool List All Noseweu Newee t • Yes ;> Ne 1_.4 ( te"W10166"Se in Ohba 9e11) J Sri s?, Nowo of 6 t11i1nd CsRrretlp• Cnwentihd AfdavtO AObaehe.l• _ _. ....__._.. Yoe L-' Alto ---_ ��. _. CASING RlCORD(Roper f AIIStrlsds f,tO i.t Nsll) _ _ _ Cos.sO Msldht LR'/T. - --- �Depth Set Nele Site Cementing Retard Mewtt Pulled _.. �. 1�a LINLR RECORD _ 0o�! i cv.eewam, _ Sprees TUBING RICORO /N�1101h�(hlNeel(Ohiotootplettos)inditeteDopthelPerlerotieasetOpenNele 41 Pkekn Sai--- .�'.t1�-... .... Ftw. TOO Ftew To _._ ... ..._. _ drew _....... ........_......- ---Te...�_...---•---_ _-- ed, ACID. SNOT.FRACTURE,CININT SOYIIZI. ITC. Depth IiNerwl _ •Awwst pooh Kis!01 Merotlel vopA .��OY cloyZs�«x,400 ����i�?.�E�wc�y ,va_ �C•� arc FORMATION RICORD(LIST ORPTNS OF PRINCIPAL GIOLi I MARKIRf AND FORMATION TOPS—) /essetlenp Owls OOs�i1Ns� TDpth REMARKS.- G_,r/iNEo 40T A161.4. E•f 0:.,2 :52 �,p� LL.CMNs+w RAILROAD COMMISSION OF TEXAS IYRON p 01L ANO GAS DIVISION ,11 C. LAMOOON.tMnlsslw� A�TNY�N. l o Chief Clgl•*"�s. HN RAMT.Cssmulsslw. JAW:C.ROYLOIN Direst"of/N/11a11Aw sw/irereasw r R4NCST O.TNOUPSON OYILDINO O CAPITOL DATION. 0.O.DRAWN* I2061 • AYBTIN. T6KA2 poll Nbrvalry 27. 1973 Frown Compal wilco Tower COW Christi. Texas 75401 Gentlemen: This is in reply to your letter of ?*:rusry 21. ID73 requesting an exception to the 1000 I-Oil ratio limitation ! your K.I. 0W.CA tipper Field;"�is county, xa . it is understood that all gas produced from this wall is used either for gas lift or sales and none is flared. In view of the. above, the Commission hereby grants permission .as requested. Yours very truly, James C. Bouldin Director of Production and Proration JCB/ cc RMC _'CorPus CWSti COMPANY U.S.A. VVI Oto 1YlR•CORPOS 0011STf.MAS 76601 // ��� ,• PPDXCIfON $o �7► �fRCNC ytM AS IrY!AtOh �S February 23, 1973 Exception to 10,000-1 Input Cas Oil Ratio Rule, W. R. Duncan Well No. 1 (00835)9 Flour Bluff, last (Massive OP.) Field, Nusces County, Texas Mr. Jews C. Bouldia Railroad Cooisission of T"m P. O. Draver-296 Capitol Station Amon, Texas 78711 Dear Sir: We respectfully request an exception to Section 7, Article 6008 of the Texas Civil Statutes in order that the subject Well may be gas lifted at an input gas oil ratio greater than 109000-1. On a 24 hour test recently taken, the Well produced as follows: Barrels of Fluid 92 Barrels of Oil 6 Input Cas Oil Ratio 25833 Formalon Gas Oil Ratio 34334 Output. gas Oil Ratio 60167 Casinghead gas from this Well is processed through the Flour Bluff Cas Plant. Your$ very truly, 00 ION rady le Pronati Spec alist, South Texan Division Exton COMPOWr Q.S.I . (a division of Exam Corporation) • GRJ/ugh cc: R. J. Lose t�A VD► aereou w eo�.ow►rof+ Exhibit I Water Well Report GeopSearch On time.On target. In touch:" GeoP/us Water Well Report GeoLens by GeoSearch Target Property: Laguna Shores Redhead Pond Phase I ESA Corpus Christi, Nueces County, Texas 78418 Prepared For: Hanson Professional Services Order#: 157276 Job #: 383805 Project#: 19L0247A02 Date: 11/16/2020 GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383805 Table of Contents Target Property Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 Database Radius Summary . . . . . . . . . . . . . . . . . . . . . . . . . . 2 Water Well Map . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 Located Sites Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5 Site Summary By Database . . . . . . . . . . . . . . . . . . . . . . . . . . 6 Elevation Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 Environmental Records Definitions . . . . . . . . . . . . . . . . . . . . . . 28 GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383805 Disclaimer The information provided in this report was obtained from a variety of public sources. GeoSearch cannot ensure and makes no warranty or representation as to the accuracy,reliability,quality,errors occurring from data conversion or the customer's interpretation of this report. This report was made by GeoSearch for exclusive use by its clients only. Therefore, this report may not contain sufficient information for other purposes or parties. GeoSearch and its partners,employees,officers And independent contractors cannot be held liable For actual,incidental,consequential,special or exemplary damages suffered by a customer resulting directly or indirectly from any information provided by GeoSearch. GeQSearch www.aeo-search.com 888-396-0042 Order#157276 Job#383805 Target Property Summary Target Property Information Laguna Shores Redhead Pond Phase I ESA Corpus Christi, Texas 78418 Coordinates Area centroid(-97.286787, 27.6428712) 1 feet above sea level USGS Quadrangle Oso Creek Ne, TX Geographic Coverage Information County/Parish: Nueces (TX) ZipCode(s): Corpus Christi TX: 78418 Geq)Search www.cieo-search.com 888-396-0042 Order#157276 Job#383805 1 of 30 Database Radius Summary FEDERAL LISTING Acronym Search TP/AP 1/8 Mile 1/4 Mile 1/2 Mile 1 Mile Total Radius (0-0.02) (>TP/AP) (>1/8) (>1/4) (>1/2) >1 Mile (miles) NWIS 0.5000 0 0 0 0 NS NS 0 SUB-TOTAL 1 0 0 0 0 0 0 0 GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383805 2 of 30 Database Radius Summary STATE(TX) LISTING Acronym Search TP/AP 1/8 Mile 1/4 Mile 1/2 Mile 1 Mile Total Radius (0-0.02) (>TP/AP) (>1/8) (>1/4) (>1/2) >1 Mile (miles) SDRD 0.5000 0 2 13 3 NS NS 18 TCEQ 0.5000 0 0 0 0 NS NS 0 TWDB 0.5000 0 0 0 1 NS NS 1 WUD 0.5000 0 0 0 0 NS NS 0 SUB-TOTAL 0 2 13 4 0 0 19 TOTAL 0 2 13 4 0 0 19 NOTES: NS=NOT SEARCHED TP/AP=TARGET PROPERTY/ADJACENT PROPERTY GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383805 3 of 30 Waterwell Map ]x: j 1112 Mile 07`� 0 1 (31a O5 1 �4 ♦6 Target Property(Tp) Laguna Shores () s®R© Redhead Pond ♦ TWDB Phase 1 ESAw1 �_E Corpus Christi, Texas 78418 S OWOO -Woo' 3000 SCALE:P"=2000 GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383805 4 of 30 Located Sites Summary Map Database Site ID# Relative Distance Site Name Address PAGE ID# Name Elevation From Site # 1 SDRD TX256606 Higher 0.031 mi. DUNCAN CEMETARY TX 8 (7 ft.) NNE (164 ft.) 2 SDRD TX25161 Higher 0.104 mi. NE PITTENCRIEFF 346 GRAHAM RD.,CORPUS 9 (4 ft.) (549 ft.) AMERICA CHRISTI,TX 78418 3 SDRD TX73755 Higher 0.134 mi. NE FLOUR BLUFF ISD WALDRON ROAD,CORPUS 10 (4 ft.) (708 ft.) CHRISTI,TX 78418 4 SDRD TX133065 Higher 0.208 mi. CORPUS CHRISTI 1731 D STREET, CORPUS 11 (3 ft.) SSW NAVAL AIR STATION CHRISTI,TX 78418 (1098 ft.) 4 SDRD TX133073 Higher 0.208 mi. CORPUS CHRISTI 1731 D STREET, CORPUS 12 (3 ft.) SSW NAVAL AIR STATION CHRISTI,TX 78418 (1098 ft.) 4 SDRD TX133078 Higher 0.208 mi. CORPUS CHRISTI 1731 D STREET, CORPUS 13 (3 ft.) SSW NAVAL AIR STATION CHRISTI,TX 78418 (1098 ft.) 4 SDRD TX133084 Higher 0.208 mi. CORPUS CHRISTI 1731 D STREET, CORPUS 14 (3 ft.) SSW NAVAL AIR STATION CHRISTI,TX 78418 (1098 ft.) 4 SDRD TX133086 Higher 0.208 mi. CORPUS CHRISTI 1731 D STREET, CORPUS 15 (3 ft.) SSW NAVAL AIR STATION CHRISTI,TX 78418 (1098 ft.) 4 SDRD TX133090 Higher 0.208 mi. CORPUS CHRISTI 1731 D STREET, CORPUS 16 (3 ft.) SSW NAVAL AIR STATION CHRISTI,TX 78418 (1098 ft.) 4 SDRD TX133093 Higher 0.208 mi. CORPUS CHRISTI 1731 D STREET, CORPUS 17 (3 ft.) SSW NAVAL AIR STATION CHRISTI,TX 78418 (1098 ft.) 4 SDRD TX133094 Higher 0.208 mi. CORPUS CHRISTI 1731 D STREET, CORPUS 18 (3 ft.) SSW NAVAL AIR STATION CHRISTI,TX 78418 (1098 ft.) 4 SDRD TX96825 Higher 0.208 mi. CORPUS CHRISTI BUILDING 305, CORPUS CHRISTI, 19 (3 ft.) SSW NAVAL AIR STATION TX 78418 (1098 ft.) 4 SDRD TX96828 Higher 0.208 mi. CORPUS CHRISTI BUILDING 305, CORPUS CHRISTI, 20 (3 ft.) SSW NAVAL AIR STATION TX 78418 (1098 ft.) 4 SDRD TX96832 Higher 0.208 mi. CORPUS CHRISTI BUILDING 305, CORPUS CHRISTI, 21 (3 ft.) SSW NAVAL AIR STATION TX 78418 (1098 ft.) 4 SDRD TX96836 Higher 0.208 mi. CORPUS CHRISTI BUILDING 305, CORPUS CHRISTI, 22 (3 ft.) SSW NAVAL AIR STATION TX 78418 (1098 ft.) 5 SDRD TX305227 Higher 0.298 mi.W JOE WILSON 2017 WALDRON, FLOUR BLUFF, 23 (13 ft.) (1573 ft.) TX 6 TWDB 83-22-903 Lower 0.453 mi. EAST FLOUR BLUFF 24 (0 ft.) SSE STATE WELL AA-1 (2392 ft.) 7 SDRD TX173177 Higher 0.457 mi. TERRY DEFPARD 1810 EMMAUS,CORPUS CHRISTI, 26 (6 ft.) NNE TX 78418 (2413 ft.) 7 SDRD TX176585 Higher 0.457 mi. BOB BEAURGARD 1817 EMMAUS,CORPUS CHRISTI, 27 (6 ft.) NNE TX 78418 (2413 ft.) GeQSearch www.aeo-search.com 888-396-0042 Order#157276 Job#383805 5 of 30 Site Summary By Database Map Database Site ID# Relative Distance Site Name Address ID# Name Elevation From Site 1 SDRD TX256606 Higher 0.031 mi. DUNCAN CEMETARY TX (7 ft.) NNE (164 ft.) 2 SDRD TX25161 Higher 0.104 mi. NE PITTENCRIEFF 346 GRAHAM RD.,CORPUS CHRISTI,TX (4 ft.) (549 ft.) AMERICA 78418 3 SDRD TX73755 Higher 0.134 mi. NE FLOUR BLUFF ISD WALDRON ROAD,CORPUS CHRISTI,TX (4 ft.) (708 ft.) 78418 4 SDRD TX133065 Higher 0.208 mi. CORPUS CHRISTI 1731 D STREET, CORPUS CHRISTI,TX (3 ft.) SSW NAVAL AIR STATION 78418 (1098 ft.) 4 SDRD TX133073 Higher 0.208 mi. CORPUS CHRISTI 1731 D STREET, CORPUS CHRISTI,TX (3 ft.) SSW NAVAL AIR STATION 78418 (1098 ft.) 4 SDRD TX133078 Higher 0.208 mi. CORPUS CHRISTI 1731 D STREET, CORPUS CHRISTI,TX (3 ft.) SSW NAVAL AIR STATION 78418 (1098 ft.) 4 SDRD TX133084 Higher 0.208 mi. CORPUS CHRISTI 1731 D STREET, CORPUS CHRISTI,TX (3 ft.) SSW NAVAL AIR STATION 78418 (1098 ft.) 4 SDRD TX133086 Higher 0.208 mi. CORPUS CHRISTI 1731 D STREET, CORPUS CHRISTI,TX (3 ft.) SSW NAVAL AIR STATION 78418 (1098 ft.) 4 SDRD TX133090 Higher 0.208 mi. CORPUS CHRISTI 1731 D STREET, CORPUS CHRISTI,TX (3 ft.) SSW NAVAL AIR STATION 78418 (1098 ft.) 4 SDRD TX133093 Higher 0.208 mi. CORPUS CHRISTI 1731 D STREET, CORPUS CHRISTI,TX (3 ft.) SSW NAVAL AIR STATION 78418 (1098 ft.) 4 SDRD TX133094 Higher 0.208 mi. CORPUS CHRISTI 1731 D STREET, CORPUS CHRISTI,TX (3 ft.) SSW NAVAL AIR STATION 78418 (1098 ft.) 4 SDRD TX96825 Higher 0.208 mi. CORPUS CHRISTI BUILDING 305, CORPUS CHRISTI,TX 78418 (3 ft.) SSW NAVAL AIR STATION (1098 ft.) 4 SDRD TX96828 Higher 0.208 mi. CORPUS CHRISTI BUILDING 305, CORPUS CHRISTI,TX 78418 (3 ft.) SSW NAVAL AIR STATION (1098 ft.) 4 SDRD TX96832 Higher 0.208 mi. CORPUS CHRISTI BUILDING 305, CORPUS CHRISTI,TX 78418 (3 ft.) SSW NAVAL AIR STATION (1098 ft.) 4 SDRD TX96836 Higher 0.208 mi. CORPUS CHRISTI BUILDING 305, CORPUS CHRISTI,TX 78418 (3 ft.) SSW NAVAL AIR STATION (1098 ft.) 5 SDRD TX305227 Higher 0.298 mi.W JOE WILSON 2017 WALDRON, FLOUR BLUFF, TX (13 ft.) (1573 ft.) 7 SDRD TX173177 Higher 0.457 mi. TERRY DEFPARD 1810 EMMAUS,CORPUS CHRISTI, TX 78418 (6 ft.) NNE (2413 ft.) 7 SDRD TX176585 Higher 0.457 mi. BOB BEAURGARD 1817 EMMAUS,CORPUS CHRISTI, TX 78418 (6 ft.) NNE (2413 ft.) 6 TWDB 83-22-903 Lower 0.453 mi. EAST FLOUR BLUFF (0 ft.) SSE STATE WELL AA-1 (2392 ft.) GeQSearch www.aeo-search.com 888-396-0042 Order#157276 Job#383805 6 of 30 Elevation Summary Elevations are collected from the USGS 3D Elevation Program 1/3 arc-second(approximately 10 meters)layer hosted at the NGTOC.. Target Property Elevation: 1 ft. EQUAL/HIGHER ELEVATION Map Database Name Elevation Site Name Address Page ID# # 1 SDRD 7ft. DUNCAN CEMETARY TX 8 2 SDRD 4 ft. PITTENCRIEFF AMERICA 346 GRAHAM RD.,CORPUS CHRISTI, 9 TX 78418 3 SDRD 4 ft. FLOUR BLUFF ISD WALDRON ROAD,CORPUS CHRISTI, 10 TX 78418 4 SDRD 3 ft. CORPUS CHRISTI NAVAL AIR 1731 D STREET, CORPUS CHRISTI,TX 11 STATION 78418 4 SDRD 3 ft. CORPUS CHRISTI NAVAL AIR 1731 D STREET, CORPUS CHRISTI,TX 12 STATION 78418 4 SDRD 3 ft. CORPUS CHRISTI NAVAL AIR 1731 D STREET, CORPUS CHRISTI,TX 13 STATION 78418 4 SDRD 3 ft. CORPUS CHRISTI NAVAL AIR 1731 D STREET, CORPUS CHRISTI,TX 14 STATION 78418 4 SDRD 3 ft. CORPUS CHRISTI NAVAL AIR 1731 D STREET, CORPUS CHRISTI,TX 15 STATION 78418 4 SDRD 3 ft. CORPUS CHRISTI NAVAL AIR 1731 D STREET, CORPUS CHRISTI,TX 16 STATION 78418 4 SDRD 3 ft. CORPUS CHRISTI NAVAL AIR 1731 D STREET, CORPUS CHRISTI,TX 17 STATION 78418 4 SDRD 3 ft. CORPUS CHRISTI NAVAL AIR 1731 D STREET, CORPUS CHRISTI,TX 18 STATION 78418 4 SDRD 3 ft. CORPUS CHRISTI NAVAL AIR BUILDING 305, CORPUS CHRISTI,TX 19 STATION 78418 4 SDRD 3 ft. CORPUS CHRISTI NAVAL AIR BUILDING 305, CORPUS CHRISTI,TX 20 STATION 78418 4 SDRD 3 ft. CORPUS CHRISTI NAVAL AIR BUILDING 305, CORPUS CHRISTI,TX 21 STATION 78418 4 SDRD 3 ft. CORPUS CHRISTI NAVAL AIR BUILDING 305, CORPUS CHRISTI,TX 22 STATION 78418 5 SDRD 13 ft. JOE WILSON 2017 WALDRON, FLOUR BLUFF,TX 23 7 SDRD 6 ft. TERRY DEFPARD 1810 EMMAUS,CORPUS CHRISTI,TX 26 78418 7 SDRD 6 ft. BOB BEAURGARD 1817 EMMAUS,CORPUS CHRISTI,TX 27 78418 LOWER ELEVATION Map Database Name Elevation Site Name Address Page ID# # 6 TWDB 0 ft. EAST FLOUR BLUFF STATE WELL 24 AA-1 GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383805 7 of 30 Submitted Drillers Report Database (SDRD) MAP ID# 1 Distance from Property: 0.031 mi.(164 ft.) NNE Elevation: 7 ft. (Higher than TP) ID#: TX256606 TRACK#: 256606 DATE ENTERED: 2011-06-14 OWNER NAME: DUNCAN CEMETARY OWNER ADDRESS: NOT REPORTED FLOUR BLUFF,TX NOT REPORTED COUNTY: NUECES LATITUDE: 27.642778000 LONGITUDE: -97.289167000 REPORT LINK: CLICK HERE WELL LOG: WATER LEVEL: DRILLING DATE(STARTED): 2011-06-13 STATIC LEVEL: 18' DRILLING DATE(COMPLETED): 2011-06-13 WATER LEVEL DATE: 2011-06-13 DEPTH DRILLED: 63' TYPE OF WATER: GOOD TYPE OF WORK: NEW WELL PROPOSED USE: IRRIGATION COMPANY INFORMATION: COMPANY NAME: MIKES DRILLING AND PUMP SERVICE COMPANY ADDRESS: P O BOX 1473 ARANSAS PASS,TX 78335 Back to Report Summary GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383805 8 of 30 Submitted Drillers Report Database (SDRD) MAP ID#2 Distance from Property: 0.104 mi.(549 ft.) NE Elevation: 4 ft. (Higher than TP) ID#: TX25161 TRACK#: 25161 DATE ENTERED: 2003-09-04 OWNER NAME: PITTENCRIEFF AMERICA OWNER ADDRESS: 346 GRAHAM RD. CORPUS CHRISTI,TX 78418 COUNTY: NUECES LATITUDE: 27.644722000 LONGITUDE: -97.283611000 REPORT LINK: CLICK HERE WELL LOG: WATER LEVEL: DRILLING DATE(STARTED): 2003-08-06 STATIC LEVEL: NOT REPORTED' DRILLING DATE(COMPLETED): 2003-08-06 WATER LEVEL DATE: NOT REPORTED DEPTH DRILLED: 13' TYPE OF WATER: NOT REPORTED TYPE OF WORK: NEW WELL PROPOSED USE: MONITOR COMPANY INFORMATION: COMPANY NAME: ENVIROCORE,INC. COMPANY ADDRESS: 6913 MEAOWBREEZE PKWY. CORPUS CHRISTI,TX 78414 Back to Report Summary GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383805 9 of 30 Submitted Drillers Report Database (SDRD) MAP ID#3 Distance from Property: 0.134 mi.(708 ft.) NE Elevation: 4 ft. (Higher than TP) ID#: TX73755 TRACK#: 73755 DATE ENTERED: 2006-01-09 OWNER NAME: FLOUR BLUFF ISD OWNER ADDRESS: 2505 WALDRON ROAD CORPUS CHRISTI,TX 78418 COUNTY: NUECES LATITUDE: 27.645278000 LONGITUDE: -97.283611000 REPORT LINK: CLICK HERE WELL LOG: WATER LEVEL: DRILLING DATE(STARTED): 2004-04-08 STATIC LEVEL: 10' DRILLING DATE(COMPLETED): 2004-04-08 WATER LEVEL DATE: 2004-04-08 DEPTH DRILLED: 168' TYPE OF WATER: NOT REPORTED TYPE OF WORK: NEW WELL PROPOSED USE: INDUSTRIAL COMPANY INFORMATION: COMPANY NAME: MARTIN WATER WELLS COMPANY ADDRESS: 2151 NORTH HIGHWAY 77 ROBSTOWN,TX 78380 Back to Report Summary GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383805 10 of 30 Submitted Drillers Report Database (SDRD) MAP ID#4 Distance from Property: 0.208 mi.(1,098 ft.)SSW Elevation: 3 ft. (Higher than TP) ID#: TX133065 TRACK#: 133065 DATE ENTERED: 2008-01-30 OWNER NAME: CORPUS CHRISTI NAVAL AIR STATION OWNER ADDRESS: 1731 D STREET CORPUS CHRISTI,TX 78418 COUNTY: NUECES LATITUDE: 27.639167000 LONGITUDE: -97.291111000 REPORT LINK: CLICK HERE WELL LOG: WATER LEVEL: DRILLING DATE(STARTED): 2007-12-11 STATIC LEVEL: NOT REPORTED' DRILLING DATE(COMPLETED): 2007-12-11 WATER LEVEL DATE: NOT REPORTED DEPTH DRILLED: 17' TYPE OF WATER: NOT REPORTED TYPE OF WORK: NEW WELL PROPOSED USE: MONITOR COMPANY INFORMATION: COMPANY NAME: VORTEX DRILLING,INC. COMPANY ADDRESS: 4412 BLUEMEL ROAD SAN ANTONIO,TX 78240 Back to Report Summary GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383805 11 of 30 Submitted Drillers Report Database (SDRD) MAP ID#4 Distance from Property: 0.208 mi.(1,098 ft.)SSW Elevation: 3 ft. (Higher than TP) ID#: TX133073 TRACK#: 133073 DATE ENTERED: 2008-01-30 OWNER NAME: CORPUS CHRISTI NAVAL AIR STATION OWNER ADDRESS: 1731 D STREET CORPUS CHRISTI,TX 78418 COUNTY: NUECES LATITUDE: 27.639167000 LONGITUDE: -97.291111000 REPORT LINK: CLICK HERE WELL LOG: WATER LEVEL: DRILLING DATE(STARTED): 2007-12-12 STATIC LEVEL: NOT REPORTED' DRILLING DATE(COMPLETED): 2007-12-12 WATER LEVEL DATE: NOT REPORTED DEPTH DRILLED: 20' TYPE OF WATER: NOT REPORTED TYPE OF WORK: NEW WELL PROPOSED USE: MONITOR COMPANY INFORMATION: COMPANY NAME: VORTEX DRILLING,INC. COMPANY ADDRESS: 4412 BLUEMEL ROAD SAN ANTONIO,TX 78240 Back to Report Summary GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383805 12 of 30 Submitted Drillers Report Database (SDRD) MAP ID#4 Distance from Property: 0.208 mi.(1,098 ft.)SSW Elevation: 3 ft. (Higher than TP) ID#: TX133078 TRACK#: 133078 DATE ENTERED: 2008-01-30 OWNER NAME: CORPUS CHRISTI NAVAL AIR STATION OWNER ADDRESS: 1731 D STREET CORPUS CHRISTI,TX 78418 COUNTY: NUECES LATITUDE: 27.639167000 LONGITUDE: -97.291111000 REPORT LINK: CLICK HERE WELL LOG: WATER LEVEL: DRILLING DATE(STARTED): 2007-12-12 STATIC LEVEL: NOT REPORTED' DRILLING DATE(COMPLETED): 2007-12-12 WATER LEVEL DATE: NOT REPORTED DEPTH DRILLED: 19' TYPE OF WATER: NOT REPORTED TYPE OF WORK: NEW WELL PROPOSED USE: MONITOR COMPANY INFORMATION: COMPANY NAME: VORTEX DRILLING,INC. COMPANY ADDRESS: 4412 BLUEMEL ROAD SAN ANTONIO,TX 78240 Back to Report Summary GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383805 13 of 30 Submitted Drillers Report Database (SDRD) MAP ID#4 Distance from Property: 0.208 mi.(1,098 ft.)SSW Elevation: 3 ft. (Higher than TP) ID#: TX133084 TRACK#: 133084 DATE ENTERED: 2008-01-30 OWNER NAME: CORPUS CHRISTI NAVAL AIR STATION OWNER ADDRESS: 1731 D STREET CORPUS CHRISTI,TX 78418 COUNTY: NUECES LATITUDE: 27.639167000 LONGITUDE: -97.291111000 REPORT LINK: CLICK HERE WELL LOG: WATER LEVEL: DRILLING DATE(STARTED): 2007-12-12 STATIC LEVEL: NOT REPORTED' DRILLING DATE(COMPLETED): 2007-12-12 WATER LEVEL DATE: NOT REPORTED DEPTH DRILLED: 19' TYPE OF WATER: NOT REPORTED TYPE OF WORK: NEW WELL PROPOSED USE: MONITOR COMPANY INFORMATION: COMPANY NAME: VORTEX DRILLING,INC. COMPANY ADDRESS: 4412 BLUEMEL ROAD SAN ANTONIO,TX 78240 Back to Report Summary GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383805 14 of 30 Submitted Drillers Report Database (SDRD) MAP ID#4 Distance from Property: 0.208 mi.(1,098 ft.)SSW Elevation: 3 ft. (Higher than TP) ID#: TX133086 TRACK#: 133086 DATE ENTERED: 2008-01-30 OWNER NAME: CORPUS CHRISTI NAVAL AIR STATION OWNER ADDRESS: 1731 D STREET CORPUS CHRISTI,TX 78418 COUNTY: NUECES LATITUDE: 27.639167000 LONGITUDE: -97.291111000 REPORT LINK: CLICK HERE WELL LOG: WATER LEVEL: DRILLING DATE(STARTED): 2007-12-12 STATIC LEVEL: NOT REPORTED' DRILLING DATE(COMPLETED): 2007-12-12 WATER LEVEL DATE: NOT REPORTED DEPTH DRILLED: 19' TYPE OF WATER: NOT REPORTED TYPE OF WORK: NEW WELL PROPOSED USE: MONITOR COMPANY INFORMATION: COMPANY NAME: VORTEX DRILLING,INC. COMPANY ADDRESS: 4412 BLUEMEL ROAD SAN ANTONIO,TX 78240 Back to Report Summary GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383805 15 of 30 Submitted Drillers Report Database (SDRD) MAP ID#4 Distance from Property: 0.208 mi.(1,098 ft.)SSW Elevation: 3 ft. (Higher than TP) ID#: TX133090 TRACK#: 133090 DATE ENTERED: 2008-01-30 OWNER NAME: CORPUS CHRISTI NAVAL AIR STATION OWNER ADDRESS: 1731 D STREET CORPUS CHRISTI,TX 78418 COUNTY: NUECES LATITUDE: 27.639167000 LONGITUDE: -97.291111000 REPORT LINK: CLICK HERE WELL LOG: WATER LEVEL: DRILLING DATE(STARTED): 2007-12-13 STATIC LEVEL: NOT REPORTED' DRILLING DATE(COMPLETED): 2007-12-13 WATER LEVEL DATE: NOT REPORTED DEPTH DRILLED: 19' TYPE OF WATER: NOT REPORTED TYPE OF WORK: NEW WELL PROPOSED USE: MONITOR COMPANY INFORMATION: COMPANY NAME: VORTEX DRILLING,INC. COMPANY ADDRESS: 4412 BLUEMEL ROAD SAN ANTONIO,TX 78240 Back to Report Summary GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383805 16 of 30 Submitted Drillers Report Database (SDRD) MAP ID#4 Distance from Property: 0.208 mi.(1,098 ft.)SSW Elevation: 3 ft. (Higher than TP) ID#: TX133093 TRACK#: 133093 DATE ENTERED: 2008-01-30 OWNER NAME: CORPUS CHRISTI NAVAL AIR STATION OWNER ADDRESS: 1731 D STREET CORPUS CHRISTI,TX 78418 COUNTY: NUECES LATITUDE: 27.639167000 LONGITUDE: -97.291111000 REPORT LINK: CLICK HERE WELL LOG: WATER LEVEL: DRILLING DATE(STARTED): 2007-12-13 STATIC LEVEL: NOT REPORTED' DRILLING DATE(COMPLETED): 2007-12-13 WATER LEVEL DATE: NOT REPORTED DEPTH DRILLED: 17' TYPE OF WATER: NOT REPORTED TYPE OF WORK: NEW WELL PROPOSED USE: MONITOR COMPANY INFORMATION: COMPANY NAME: VORTEX DRILLING,INC. COMPANY ADDRESS: 4412 BLUEMEL ROAD SAN ANTONIO,TX 78240 Back to Report Summary GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383805 17 of 30 Submitted Drillers Report Database (SDRD) MAP ID#4 Distance from Property: 0.208 mi.(1,098 ft.)SSW Elevation: 3 ft. (Higher than TP) ID#: TX133094 TRACK#: 133094 DATE ENTERED: 2008-01-30 OWNER NAME: CORPUS CHRISTI NAVAL AIR STATION OWNER ADDRESS: 1731 D STREET CORPUS CHRISTI,TX 78418 COUNTY: NUECES LATITUDE: 27.639167000 LONGITUDE: -97.291111000 REPORT LINK: CLICK HERE WELL LOG: WATER LEVEL: DRILLING DATE(STARTED): 2007-12-14 STATIC LEVEL: NOT REPORTED' DRILLING DATE(COMPLETED): 2007-12-14 WATER LEVEL DATE: NOT REPORTED DEPTH DRILLED: 17' TYPE OF WATER: NOT REPORTED TYPE OF WORK: NEW WELL PROPOSED USE: MONITOR COMPANY INFORMATION: COMPANY NAME: VORTEX DRILLING,INC. COMPANY ADDRESS: 4412 BLUEMEL ROAD SAN ANTONIO,TX 78240 Back to Report Summary GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383805 18 of 30 Submitted Drillers Report Database (SDRD) MAP ID#4 Distance from Property: 0.208 mi.(1,098 ft.)SSW Elevation: 3 ft. (Higher than TP) ID#: TX96825 TRACK#: 96825 DATE ENTERED: 2006-11-02 OWNER NAME: CORPUS CHRISTI NAVAL AIR STATION OWNER ADDRESS: BUILDING 305 CORPUS CHRISTI,TX 78418 COUNTY: NUECES LATITUDE: 27.639167000 LONGITUDE: -97.291111000 REPORT LINK: CLICK HERE WELL LOG: WATER LEVEL: DRILLING DATE(STARTED): 2006-10-25 STATIC LEVEL: 10.5' DRILLING DATE(COMPLETED): 2006-10-26 WATER LEVEL DATE: 2006-10-25 DEPTH DRILLED: 20' TYPE OF WATER: NON POTABLE TYPE OF WORK: NEW WELL PROPOSED USE: MONITOR COMPANY INFORMATION: COMPANY NAME: VORTEX DRILLING INC. COMPANY ADDRESS: 4412 BLUEMEL ROAD SAN ANTONIO,TX 78240 Back to Report Summary GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383805 19 of 30 Submitted Drillers Report Database (SDRD) MAP ID#4 Distance from Property: 0.208 mi.(1,098 ft.)SSW Elevation: 3 ft. (Higher than TP) ID#: TX96828 TRACK#: 96828 DATE ENTERED: 2006-11-02 OWNER NAME: CORPUS CHRISTI NAVAL AIR STATION OWNER ADDRESS: BUILDING 305 CORPUS CHRISTI,TX 78418 COUNTY: NUECES LATITUDE: 27.639167000 LONGITUDE: -97.291111000 REPORT LINK: CLICK HERE WELL LOG: WATER LEVEL: DRILLING DATE(STARTED): 2006-10-25 STATIC LEVEL: 10' DRILLING DATE(COMPLETED): 2006-10-26 WATER LEVEL DATE: 2006-10-25 DEPTH DRILLED: 20' TYPE OF WATER: NON POTABLE TYPE OF WORK: NEW WELL PROPOSED USE: MONITOR COMPANY INFORMATION: COMPANY NAME: VORTEX DRILLING INC. COMPANY ADDRESS: 4412 BLUEMEL ROAD SAN ANTONIO,TX 78240 Back to Report Summary GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383805 20 of 30 Submitted Drillers Report Database (SDRD) MAP ID#4 Distance from Property: 0.208 mi.(1,098 ft.)SSW Elevation: 3 ft. (Higher than TP) ID#: TX96832 TRACK#: 96832 DATE ENTERED: 2006-11-02 OWNER NAME: CORPUS CHRISTI NAVAL AIR STATION OWNER ADDRESS: BUILDING 305 CORPUS CHRISTI,TX 78418 COUNTY: NUECES LATITUDE: 27.639167000 LONGITUDE: -97.291111000 REPORT LINK: CLICK HERE WELL LOG: WATER LEVEL: DRILLING DATE(STARTED): 2006-10-26 STATIC LEVEL: 9.5' DRILLING DATE(COMPLETED): 2006-10-26 WATER LEVEL DATE: 2006-10-26 DEPTH DRILLED: 20' TYPE OF WATER: NON POTABLE TYPE OF WORK: NEW WELL PROPOSED USE: MONITOR COMPANY INFORMATION: COMPANY NAME: VORTEX DRILLING INC. COMPANY ADDRESS: 4412 BLUEMEL ROAD SAN ANTONIO,TX 78240 Back to Report Summary GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383805 21 of 30 Submitted Drillers Report Database (SDRD) MAP ID#4 Distance from Property: 0.208 mi.(1,098 ft.)SSW Elevation: 3 ft. (Higher than TP) ID#: TX96836 TRACK#: 96836 DATE ENTERED: 2006-11-02 OWNER NAME: CORPUS CHRISTI NAVAL AIR STATION OWNER ADDRESS: BUILDING 305 CORPUS CHRISTI,TX 78418 COUNTY: NUECES LATITUDE: 27.639167000 LONGITUDE: -97.291111000 REPORT LINK: CLICK HERE WELL LOG: WATER LEVEL: DRILLING DATE(STARTED): 2006-10-26 STATIC LEVEL: 7.5' DRILLING DATE(COMPLETED): 2006-10-26 WATER LEVEL DATE: 2006-10-26 DEPTH DRILLED: 20' TYPE OF WATER: NON POTABLE TYPE OF WORK: NEW WELL PROPOSED USE: MONITOR COMPANY INFORMATION: COMPANY NAME: VORTEX DRILLING INC. COMPANY ADDRESS: 4412 BLUEMEL ROAD SAN ANTONIO,TX 78240 Back to Report Summary GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383805 22 of 30 Submitted Drillers Report Database (SDRD) MAP ID#5 Distance from Property: 0.298 mi.(1,573 ft.)W Elevation: 13 ft. (Higher than TP) ID#: TX305227 TRACK#: 305227 DATE ENTERED: 2012-11-29 OWNER NAME: JOE WILSON OWNER ADDRESS: 2017 WALDRON FLOUR BLUFF,TX NOT REPORTED COUNTY: NUECES LATITUDE: 27.642778000 LONGITUDE: -97.294445000 REPORT LINK: CLICK HERE WELL LOG: WATER LEVEL: DRILLING DATE(STARTED): 2012-11-26 STATIC LEVEL: 39' DRILLING DATE(COMPLETED): 2012-11-26 WATER LEVEL DATE: 2012-11-26 DEPTH DRILLED: 163' TYPE OF WATER: NOT REPORTED TYPE OF WORK: NEW WELL PROPOSED USE: IRRIGATION COMPANY INFORMATION: COMPANY NAME: MIKES DRILLING COMPANY ADDRESS: PO BOX 2363 ARANSAS PASS,TX 78336 Back to Report Summary GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383805 23 of 30 Texas Water Development Board Groundwater Database (TWDB) MAP ID#6 Distance from Property: 0.453 mi.(2,392 ft.)SSE Elevation: 0 ft. (Lower than TP) STATE ID: 83-22-903 OWNER'S NAME: EAST FLOUR BLUFF STATE WELL AA-1 DATE DRILLED: 00/00/1951 DEPTH DRILLED: 6907' WATER USAGE: NOT REPORTED LONGITUDE: -97.285000000 LATITUDE: 27.635000000 SOURCE: TWDB DOCUMENT LINK: CLICK HERE GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383805 24 of 30 TWDB (TWDB) Page#1 out of 1 State ID:83-22-903 CROSS REFERENCE SHEET Name or Subject CR-GWT Date NUECES Located Well Data UB 83-22-903 Regarding Electric Log 'i i i} n; SEE Name or Subject GW-SC ! ELECTRIC LOG FILE Q-177 l jz �J is ' I .I Back to Report Summary GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383805 25 of 30 Submitted Drillers Report Database (SDRD) MAP ID#7 Distance from Property: 0.457 mi.(2,413 ft.)NNE Elevation: 6 ft. (Higher than TP) ID#: TX173177 TRACK#: 173177 DATE ENTERED: 2009-04-01 OWNER NAME: TERRY DEFPARD OWNER ADDRESS: 1810 EMMAUS CORPUS CHRISTI,TX 78418 COUNTY: NUECES LATITUDE: 27.651112000 LONGITUDE: -97.284722000 REPORT LINK: CLICK HERE WELL LOG: WATER LEVEL: DRILLING DATE(STARTED): 2009-03-05 STATIC LEVEL: 27' DRILLING DATE(COMPLETED): 2009-03-06 WATER LEVEL DATE: 2009-03-06 DEPTH DRILLED: 10' TYPE OF WATER: NOT REPORTED TYPE OF WORK: NEW WELL PROPOSED USE: DOMESTIC COMPANY INFORMATION: COMPANY NAME: MARTIN WATER WELLS COMPANY ADDRESS: 2151 N. HWY 77 ROBSTOWN,TX 78380 Back to Report Summary GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383805 26 of 30 Submitted Drillers Report Database (SDRD) MAP ID#7 Distance from Property: 0.457 mi.(2,413 ft.)NNE Elevation: 6 ft. (Higher than TP) ID#: TX176585 TRACK#: 176585 DATE ENTERED: 2009-04-29 OWNER NAME: BOB BEAURGARD OWNER ADDRESS: 1817 EMMAUS CORPUS CHRISTI,TX 78418 COUNTY: NUECES LATITUDE: 27.651112000 LONGITUDE: -97.284722000 REPORT LINK: CLICK HERE WELL LOG: WATER LEVEL: DRILLING DATE(STARTED): 2009-03-09 STATIC LEVEL: 30' DRILLING DATE(COMPLETED): 2009-03-10 WATER LEVEL DATE: 2009-03-10 DEPTH DRILLED: 10' TYPE OF WATER: NOT REPORTED TYPE OF WORK: NEW WELL PROPOSED USE: DOMESTIC COMPANY INFORMATION: COMPANY NAME: MARTIN WATER WELLS COMPANY ADDRESS: 2151 N. HWY 77 ROBSTOWN,TX 78380 Back to Report Summary GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383805 27 of 30 Environmental Records Definitions - FEDERAL NWIS United States Geological Survey National Water Information System VERSION DATE: 01/02/20 The U.S. Geological Survey(USGS) National Water Information System (NWIS) includes water inventory data originating from all 50 states, plus border and territorial sites, including data from as early as 1899. This database includes selected site types limited to Groundwater Sites and Spring Sites from the 1.5 million plus sites within NWIS. Surface-Water,Atmospheric, and Other Site types are excluded. Disclaimer: Water Data for the Nation is the USGS public web interface to much of the data stored and managed within NWIS. It is not, however, configured to present all NWIS data and users may need to contact local Water Science Centers to obtain some information. NWIS data is updated on a regularly scheduled basis, and current condition data is generally updated upon receipt at local Water Science Centers. GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383805 28 of 30 Environmental Records Definitions - STATE (TX) SDRD Submitted Drillers Report Database VERSION DATE: 08/05/20 This Texas Water Development Board database was created from the online Texas Well Report Submission and Retrieval System (A cooperative TDLR, TWDB system)that registered water-well drillers use to submit their required reports. The system was started in February 2001 and is optional for the drillers to use. TCEQ Texas Commission on Environmental Quality Water Wells VERSION DATE: NR The Texas Commission on Environmental Quality (TCEQ) maintains a filing system of plotted and unnumbered water wells. Plotted water wells are filed according to the County indicated by the driller and the state well number assigned by State of Texas personnel. Given the available location information provided by the driller, personnel identify where the approximate well location should be. After well placement a state well number is assigned indicating that the well lies within a specific 2.5'section of a 7.5' quadrangle. This method allows for quicker, more refined, reference when researching a specific area. Unnumbered water wells have not been assigned a state well number. This can occur for a variety of reasons; however it does not mean the well cannot be accurately spotted. Unnumbered water well records are filed according to County and are often broken up by year or by a span of years. TWDB Texas Water Development Board Groundwater Database VERSION DATE: 05/05/20 The Texas Water Development Board Groundwater Database contains information for more than 123,500 sites in Texas including data on water wells, springs, oil/gas tests,water levels, and water quality. The purpose of the Board's data collection effort over the years has been to gain representative information about aquifers in the state in order to do water planning. It is very important, however, to realize that the wells in the database represent only a small percentage of the wells that actually exist in Texas.A registered water well driller is required by law to send in a report to the State for every well that is drilled. This requirement began in 1965, and we estimate that approximately 500,000 wells have been drilled in Texas since then. Of the 1,000,000 plus water wells drilled in Texas over the past 100 years, more than 130,000 have been inventoried and placed into the TWDB groundwater database. State well numbers have been assigned to these based on their location within numbered 7 1/2 minute quadrangles formed by lines of latitude and longitude. This database contains well information including location, depth,well type, owner, driller, construction and completion data. WUD Water Utility Database VERSION DATE: NR The Water Utility Database is defined as a collection of data from Texas Water Districts, Public Drinking Water Systems and Water and Sewer Utilities who submit information to the TCEQ. This database is an integrated database designed and developed to replace over 160 stand alone legacy systems representing over 5 million records of the former Texas Water Commission and the Texas Department of Health. GeQSearch www.cieo-search.com 888-396-0042 Order#157276 Job#383805 29 of 30 Environmental Records Definitions - STATE (TX) GeQSearch www.geo-search.com 888-396-0042 Order#157276 Job#383805 30 of 30 Exhibit J Site Visit Photo Log Photo Log of Site Visit— Laguna Shores/Redhead Pond Site i T•y 5 M 1. Photo taken facing southeast from northwest corner of subject property. Vegetation on the subject property, street signs, and a sign designating a cemetery can be seen. 1 2. Photo taken facing east from northwest corner of subject property. A pavilion and pond used as an educational area for Flour Bluff ISD can be seen across Hustlin' Hornet Drive from the subject property. \\hanson.dom\dfs\id rive\19jobs\19L0247A02\Ad mi n\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Photo Log.docx Page 1 of 15 Photo Log of Site Visit— Laguna Shores/Redhead Pond Site 5 - L, - 1 r;r 3. Photo taken near northwest corner of subject property. A storm drain inlet can be seen. 17h- tr gid !; � �• r 4. Photo taken facing northwest from northwest corner of subject property. Hustlin' Hornet Drive and Flour Bluff Schools can be seen to the west of the subject property. \\hanson.dom\dfs\id rive\19jobs\19L0247A02\Ad mi n\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Photo Log.docx Page 2 of 15 Photo Log of Site Visit— Laguna Shores/Redhead Pond Site , o 'x 5. Photo taken facing southwest from northwest corner of subject property. Debra Lane and Flour Bluff Junior High School can be seen to the west of the subject property. 4 n 6. Photo taken facing southeast from northwest corner of subject property. Vegetation on the subject property can be seen. \\hanson.dom\dfs\id rive\19jobs\19L0247A02\Ad mi n\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Photo Log.docx Page 3 of 15 Photo Log of Site Visit— Laguna Shores/Redhead Pond Site w 7. Photo taken along Debra Lane to the west of the subject property. A sign can be seen designating the cemetery to the west of the subject property (Duncan Cemetery) as a Historic Texas Cemetery. 11ti IN R n� .`q 8. Photo taken facing southwest from Gadwell Street. The road that crosses between the north tracts and south tracts of the subject property can be seen. \\hanson.dom\dfs\id rive\19jobs\19L0247A02\Ad mi n\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Photo Log.docx Page 4 of 15 Photo Log of Site Visit— Laguna Shores/Redhead Pond Site r'µ PIP i f , f 9. Photo taken facing northeast from Gadwell Street. Wetlands and vegetation can be seen on the west portion of the subject property. 10. Photo taken facing south from Gadwell Street. Wetlands and vegetation can be seen on the southern portion of the subject property. \\hanson.dom\dfs\id rive\19jobs\19L0247A02\Ad mi n\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Photo Log.docx Page 5 of 15 Photo Log of Site Visit— Laguna Shores/Redhead Pond Site -M uy y. 11. Photo taken facing north from Gadwell Street. A culvert crossing under Gawell Street from the north tracts of the subject property to the south tracts can be seen. At the time of the site visit, a current was present with water flowing southward through the culvert. .. tG 12. Photo taken facing east from center of western boundary of subject property. Wetlands on the subject property can be seen. In the distance, homes along Laguna Shores Road/Laguna Madre can be seen. \\hanson.dom\dfs\id rive\19jobs\19L0247A02\Ad mi n\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Photo Log.docx Page 6 of 15 Photo Log of Site Visit— Laguna Shores/Redhead Pond Site n. r } I• 0-- A x r m 13. Photo taken facing west from center of western boundary of subject property. The Duncan Cemetery can be seen. 14. Photo taken facing southeast from center of northern boundary of subject property. Wetlands on the subject property can be seen. In the distance, homes along Laguna Shores Road/Laguna Madre can be seen. \\hanson.dom\dfs\id rive\19jobs\19L0247A02\Ad mi n\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Photo Log.docx Page 7 of 15 Photo Log of Site Visit— Laguna Shores/Redhead Pond Site ++ t` 15. Photo taken facing southeast from center of northern boundary of subject property. A stormwater outfall into the pond on the subject property can be seen. t Z" 16. Photo taken facing northwest from center of northern boundary of subject property. A stormwater outfall into the pond on the subject property can be seen \\hanson.dom\dfs\id rive\19jobs\19L0247A02\Ad mi n\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Photo Log.docx Page 8 of 15 Photo Log of Site Visit— Laguna Shores/Redhead Pond Site W 1 i1 I 17. Photo taken facing south in the northeast portion of the subject property along Hustlin' Hornet Drive. Two boxes associated with buried communication cables can be seen. ---- �-_ tw �T7 18. Photo taken facing southeast from northeast corner of subject property. The intersection of Laguna Shores Road and Hustlin' Hornet Drive can be seen. The portion of Laguna Shores Road that crosses between the north and east tracts of the subject property was closed for road reconstruction. \\hanson.dom\dfs\id rive\19jobs\19L0247A02\Ad mi n\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Photo Log.docx Page 9 of 15 Photo Log of Site Visit— Laguna Shores/Redhead Pond Site MEN , , , x 19. Photo taken facing south from northeast corner of subject property. Historically, aboveground storage tanks were located in this area of the subject property. / Ile Y k vl A 4 r- I 20. Photo taken near northeast corner of subject property facing south. Road reconstruction of Laguna Shores Road can be seen adjacent to the north and east tracts of the subject property. \\hanson.dom\dfs\id rive\19jobs\19L0247A02\Ad mi n\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Photo Log.docx Page 10 of 15 Photo Log of Site Visit— Laguna Shores/Redhead Pond Site 21. Photo taken facing west in northeast portion of subject property. Bollards can be seen on the subject property. k .r 7 'fin 22. Photo taken facing north in northeast portion of subject property. Vegetation on the subject property can be seen. \\hanson.dom\dfs\id rive\19jobs\19L0247A02\Ad mi n\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Photo Log.docx Page 11 of 15 Photo Log of Site Visit— Laguna Shores/Redhead Pond Site Y. ' c h r"f. 5 tir' r u 23. Photo taken facing north in northeast portion of subject property. Vegetation on the subject property can be seen. This portion of the subject property appeared to be at a higher elevation that the surrounding area. C y: 24. Photo taken facing west from Laguna Shores Road. Bollards on the subject property can be seen. \\hanson.dom\dfs\id rive\19jobs\19L0247A02\Ad mi n\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Photo Log.docx Page 12 of 15 Photo Log of Site Visit— Laguna Shores/Redhead Pond Site W.. 25. Photo taken facing west from Laguna Shores Road. Wetlands and vegetation on the subject property can be seen. r ti 26. Photo taken facing southeast from Laguna Shores Road. Wetlands and vegetation on the subject property can be seen. \\hanson.dom\dfs\id rive\19jobs\19L0247A02\Ad mi n\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Photo Log.docx Page 13 of 15 Photo Log of Site Visit— Laguna Shores/Redhead Pond Site _. .0k,111ii I 27. Photo taken facing northeast from Laguna Shores Road. Wetlands and vegetation on the subject property can be seen. ,r. M wIM Ni u d n X A, V f' 4 28. Photo taken along Laguna Shores Road facing southwest. A pipe can be seen along the east boundary of the north tracts of the subject property. \\hanson.dom\dfs\id rive\19jobs\19L0247A02\Ad mi n\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Photo Log.docx Page 14 of 15 Photo Log of Site Visit— Laguna Shores/Redhead Pond Site 29. The pipe from the previous photo can be seen. It appears to be a wastewater force main. 0 1-1 Mw-a---741 30. Photo taken facing west from Laguna Shores Road. The southeast portion of the north tracts of the subject property can be seen. Some household waste was observed in this area. \\hanson.dom\dfs\id rive\19jobs\19L0247A02\Ad mi n\14-Reports\Laguna Shores Redhead Pond Phase I ESA\Photo Log.docx Page 15 of 15 DEPARTMENT OF ENGINEERING SERVICES Property and Land Acquisition Division Laguna Shores Road(I 8024A,18025A,18026A)(Bond 2018) Redhead Pond Mitigation Real Estate Sales Contract THE STATE OF TEXAS § KNOW ALL BY THESE PRESENTS COUNTY OF NUECES § This Contract is entered into by TRACY DUNCAN herein called "Seller" and the CITY OF CORPUS CHRISTI, a Texas home rule municipal corporation, P.O. Box 9277, Corpus Christi, Nueces County, Texas 78469-9277 herein called "Buyer". 1. Property. Seller for the consideration and under the terms set out herein, agrees to convey to Buyer the fee simple interest in the properties described below together with all rights, privileges, and appurtenances pertaining to the property situated in Nueces County, Texas: First Tract: a 16.46 acre tract of land, situated in Lots 19, 20 and 24, Section 54, Flour Bluff and Encinal Farm and Garden Tracts, a map of which is recorded in Volume A, Pages 41-43 of the Map Records of Nueces County, Texas, being a portion of a 24.50 acre tract described as Tract I and II in a General Warranty Deed from Lou Ann Rosebraugh, et al, to William E. Duncan and Violet M. Duncan, recorded in Volume 2244, Page 498 of the Deed Records of Nueces County, Texas; said Tract I also referenced in an Executrix's Deed from the estate of William E. Duncan to Tracy Duncan, recorded in Document Number 2008053232 of the Official Public Records of Nueces County, Texas. Second Tract: a 0.4154 acre tract of land, situated in Lot 20, Section 54, Flour Bluff and Encinal Farm and Garden Tracts, a map of which is recorded in Volume A, Pages 41-43 of the Map Records of Nueces County, Texas, being a portion of a 0.50 acre tract described in an Executrix's Deed from the estate of William Edward Duncan to Tracy Duncan, recorded in Document Number 2008053232 of the Official Public Records of Nueces County, Texas. Third Tract: a 0.6223 acre tract of land, situated in Lot 20, Section 54, Flour Bluff and Encinal Farm and Garden Tracts, a map of which is recorded in Volume A, Pages 41-43 of the Map Records of Nueces County, Texas, being a portion of a 0.75 acre tract described in an Executrix's Deed from the estate of William Edward Duncan to Tracy Duncan, recorded in Document Number 2008053232 of the Official Public Records of Nueces County, Texas. Fourth Tract: a 3.679 acre tract of land, situated in Lot 19, Section 54, Flour Bluff and Encinal Farm and Garden Tracts, a map of which is recorded in Volume A, Pages 41-43 of the Map Records of Nueces County, Texas, being a portion of a 5.00 acre tract described in an Executrix's Deed from the estate of William Edward Duncan to Tracy Duncan, recorded in Document Number 2008053232 of the Official Public Records of Nueces County, Texas. Fifth Tract: a 1.066 acre tract of land, situated in Lots 20 and 21, Section 54, Flour Bluff and Encinal Farm and Garden Tracts, a map of which is recorded in Volume A, Pages 41-43 of the Map Records of Nueces County, Texas, being a portion of a 24.50 acre tract described as Tract I and II in a General Warranty Deed from Lou Ann Rosebraugh, et al, to William E. Duncan and Violet M. Duncan, recorded in Volume 2244, Page 498 of the Deed Records of Nueces County, Texas; said Tract I also referenced in an Executrix's Deed from the estate of William E. Duncan to Tracy Duncan, recorded in Document Number 2008053232 of the Official Public Records of Nueces County, Texas. 2. Purchase Price. At closing, Buyer agrees to pay $355.000.00 cash to Seller. 3. Title Insurance. The Seller must provide, at Buyer's expense, a title insurance policy that guarantees good and indefeasible title to the Property, without exceptions to title other than the standard printed exceptions and exceptions permitted under this Contract, and that wholly insures and indemnifies Buyer against any title defects or adverse claims. A reliable title insurance company or title guaranty company ("Title Company") must issue the title insurance policy. The title commitment for title insurance must be delivered to Buyer within 30 days after receipt of the Contract by the Title Company, with the title insurance policy to be timely issued after Closing. 4. Warranty Deed and Closing Costs. At the closing. Seller must execute and deliver a General Warranty Deed, drafted in accordance with the provisions of this Contract, that conveys indefeasible title to the Property to Buyer, and Buyer must make the cash payment to Seller. Buyer will pay one-half escrow fee, document preparation fees, and recording fees. Seller will pay any costs to cure title, one-half of escrow fee, and deed preparation fee. At closing, Seller must convey the Property with no liens, assessments, or any security interests against the Property; and with no persons in possession on any part of the Property as tenants, lessees, or tenants at sufferance, or trespassers. In accordance with the GLO GOMESA grant used to purchase the property, the General Warranty Deed will contain a deed restriction for the property to be used for the purpose of protecting, conserving, and restoring coastal areas and habitats (Exhibit A). 5. Property Taxes. Seller must pay all property taxes incurred on the Property up to and including 2020. All property taxes for the year 2021, if any due and payable or incurred for the year, will be prorated between the Buyer and the Seller from January 1, 2021 to the date of Closing. The prorated taxes are only an estimate indicated by a Tax Certificate obtained by the Title Company, and the Seller agrees to pay any shortages of property taxes should they occur during the following year. Seller shall promptly execute a Tax 2 Proration Agreement expressly stating this agreement. 6. Earnest Money. Buyer deposits $500.00 with the Title Company as Earnest Money, which will be applied to the balance of the purchase price owing at Closing; Buyer will pay the balance of the purchase price owing at Closing. When the Title Company possesses the executed deed, any other necessary paperwork, and the balance of the cash payment, the Title Company will close and finalize the conveyance in accordance with its customary procedure. If Buyer fails to Close on this Contract as set out herein, for any reason other than title defects, Seller is entitled to the Earnest Money as liquidated damages for breach of this Contract. Seller may seek to enforce this Contract by an action for specific performance. If Seller fails to tender an executed deed conveying the Property in accordance with the terms of this Contract, Buyer may seek to enforce this Contract by an action for specific performance. 7. Time for Performance. This transaction will be closed and completed through the Title Company on or before 90 days from the effective date of this Contract. Seller gives Buyer possession of the Property by executing the General Warranty Deed. Seller's execution of this Contract means that Seller has read and understands that this Contract is not binding on Buyer until approved and accepted by the City of Corpus Christi City Council and executed by the City Manager of the City of Corpus Christi, Texas, or designee. 8. Survives Closing. This Contract survives Closing of the sale of the Property and the delivery of the General Warranty Deed and other necessary documents by Seller to Buyer at Closing, and all terms and conditions remain in effect between Seller and Buyer. 9. 60-Day Inspection Period. Buyer shall have 60 days (the "60-Day Inspection Period") from the effective date of the contract hereof to notify Seller of Buyer's election, in Buyer's sole discretion, to cancel this Contract and receive a refund of the Earnest Money in the event that Buyer finds the Property to be unacceptable for any reason. Buyer shall have reasonable access to the Property during all normal business hours, and Seller agrees to cooperate with and assist Buyer in Buyer's inspection of the Property. Failure of Buyer to deliver to Seller, within the 60-Day Inspection Period, written notice of Buyer's determination that the Property is unacceptable and to terminate this Contract shall constitute an election by Buyer to proceed with this Contract and a waiver of Buyer's right to terminate this Contract on this basis. a. Right of Entry. 3 (1) During the 60-Day Inspection Period, and at Buyer's sole expense, Buyer or Buyer's authorized agents shall have the right to enter upon the Property for purposes of making such land surveys, environmental site analysis, engineering studies, wetland studies, soil borings and soil analysis as Buyer may deem necessary. Buyer shall not cause or permit damage or injury to the Property. Upon termination of this Contract, Buyer shall promptly restore the Property to the condition existing prior to any tests or studies conducted pursuant to this Contract. This obligation shall survive the termination of this Contract, notwithstanding anything to the contrary contained herein. Seller shall make available for Buyer's inspection and copying within 10 days from the date hereof all reports, studies and tests in Seller's possession with respect to the Property. (2) In connection with Buyer's inspections, studies, and assessments, Buyer must: (i) employ only trained and qualified inspectors and assessors; (ii) notify Seller, in advance, of when the inspectors or assessors will be on the Property; (iii) abide by any reasonable entry rules or requirements that Seller may require; (iv) not interfere with existing operations or occupants of the Property; and (v) restore the Property to its original condition if altered due to inspections, studies, or assessments that Buyer completes or causes to be completed. b. Environmental Condition of Property. Definitions. "Environmental Law" shall mean any law relating to environmental conditions and industrial hygiene applicable to the Property, including without limitation, the Resource Conservation and Recovery Act of 1976, the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended by the Superfund Amendments and Reauthorization Act of 1986, the Federal Water Pollution Control Act, the Clear Air Act, the Clear Water Act, the Toxic Substances Control Act, the Endangered Species Act, the Safe Drinking Water Act, the Texas Water Code, the Texas Solid Waste Disposal Act, and all similar applicable federal, state and local environmental statutes, ordinances and the regulations, orders and decrees now or hereafter promulgated thereunder. "Hazardous Materials" shall mean any pollutant, toxic substance, hazardous waste, hazardous material, hazardous substance, or oil as defined in any Environmental Law existing as of the date hereof. Environmental Audit. Buyer shall have the right to cause an independent environmental consultant chosen by Buyer, in Buyer's sole discretion, to inspect the Property, including but not limited to an Environmental Site Analysis (ESA) Phase I and Phase II, to determine the condition of the Property, the presence of any Hazardous Materials and any apparent violation of any Environmental Law (the "Environmental Audit") and to deliver 4 a report describing the findings and conclusions of the Environmental Audit. The cost and expense of the Environmental Audit shall be borne by Buyer. If the Environmental Audit reveals, or at any time prior to closing Buyer otherwise becomes aware of the existence of any environmental condition or violation of any Environmental Law which Buyer is unwilling to accept or the Seller is unwilling to cure, Buyer shall have the right and option to cancel this Contract and receive a full return of the Earnest Money. 10. Broker Commission. Seller is responsible for payment of all broker's fees and commissions incurred in connection with the sale of this property. 11. Possession. At the Closing, the Property will be conveyed free of the rights of possession of any third parties in or to the Property except for valid easements, if any, filed of record and currently in force and effect. 12. Representations and Warranties. By Seller. In order to induce Buyer to enter into this Contract, Seller makes the following representations and warranties all of which will be true and correct as of the date hereof and as of the date of closing: Authority; No Conflict. Seller has the absolute and unrestricted right, power and authority to execute and deliver this Contract and the documents to be executed and delivered by Seller in connection with the closing of the transactions described in this Contract (such documents being collectively referred to herein as "Seller's Closing Documents") and to perform its obligations under this Contract and the Seller's Closing Documents. Seller shall present to the Buyer and/or the Title Company, if necessary, all reasonable evidence of such authority which may be requested by either of them. The execution and delivery of this Contract and Seller's Closing Documents, the consummation of the transactions described herein, and compliance with the terms of this Contract will not conflict with, or constitute a default under, any agreement to which Seller is a party or by which Seller or the Property is bound, or violate any regulation, law, court order, judgment, or decree applicable to Seller or the Property, except as otherwise expressly provided herein. No Litigation or Proceedings. Seller has no knowledge of any pending or threatened litigation, condemnation, or assessment affecting the Property. Environmental Representations. Except as otherwise expressly provided herein, Seller has no knowledge that the Property contains Hazardous Materials (as defined in Section 10(b)), contains any underground storage tanks, or is not in full compliance with all Environmental Laws (as defined in Section 10(b)). 5 Title to Property. Seller has full and complete fee simple title to the Property, subject only to the liens and encumbrances, if any, disclosed on the Commitment or Survey to be furnished to Buyer hereunder. No Options. No person, corporation, or other entity has or, on the date of Closing, shall have any right or option to acquire the Property. Compliance. Seller has not received any notice from any governmental agency regarding the Seller's or the Property's non-compliance with applicable laws, ordinances, regulations, statutes, rules and restrictions relating to the Property. 13. Essential. Time is of the essence in closing this transaction. 14. Effective Date. The effective date of this Real Estate Sales Contract is the date in which the Contract is signed by the Buyer. 15. Notices. All Notices between the parties under this contract must be in writing and are effective when hand delivered, or deposited for mail by certified mail, or deposited by regular mail, to the following: To Seller: Tracy Duncan 1330 Serenity Fischer, Texas 78623 To Buyer: City of Corpus Christi Attn: Director of Engineering Services P.O. Box 9277 Corpus Christi, Texas 78469-9277 16. Counterparts: Multiple original copies of this contract may be executed, and the execution of this contract may be through the execution by the parties of separate counterparts. All of the original copies of this contract together shall constitute one agreement, binding on all of the parties hereto notwithstanding that the parties hereto may or may not be signatories to the same counterpart. Each of the undersigned parties authorizes the assembly of one or more original copies of this contract, such that each such original copy of this contract shall consist of (i) the body of this contract and (ii) counterpart signature pages and acknowledgment pages which collectively include all of the signatures and acknowledgments of the parties hereto. Each such contract shall 6 constitute one original of this contract. When the context requires, singular nouns and pronouns include the plural. SELLER TRACY DUNCAN THE STATE OF TEXAS § COUNTY OF COMAL § This instrument was acknowledged before me on � nLl 2021 by Tracy Duncan. K M ESasNot Public in d theSta f Texas 23 BUYER CITY OF CORPUS CHRISTI,TEXAS By: JEFF H. EDMONDS, P.E. DIRECTOR OF ENGINEERING SERVICES ATTEST: REBECCA HUERTA, CITY SECRETARY 7 THE STATE OF TEXAS § COUNTY OF NUECES § This instrument was acknowledged before me on , 2021 by Jeff H. Edmonds, PE, Director of Engineering Services, for the City of Corpus Christi, a Texas municipal corporation, on behalf of said corporation. Notary Public in and for the State of Texas APPROVED AS TO LEGAL FORM THIS DAY OF , 2021. FOR THE CITY ATTORNEY Janet Whitehead,Assistant City Attorney 8 Exhibit A General Warranty Deed and Deed Restriction in Perpetuity Date: Grantor: Tracy Duncan Grantor's Mailing Address: 1330 Serenity Fischer, Texas 78623 Grantee: City of Corpus Christi Grantee's Mailing Address: PO Box 9277 Corpus Christi, Texas 78469 Consideration: Cash and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged. Property(including any improvements): First Tract: a 16.46 acre tract of land, situated in Lots 19, 20 and 24, Section 54, Flour Bluff and Encinal Farm and Garden Tracts, a map of which is recorded in Volume A, Pages 41-43 of the Map Records of Nueces County, Texas, being a portion of a 24.50 acre tract described as Tract I and II in a General Warranty Deed from Lou Ann Rosebraugh, et al, to William E. Duncan and Violet M. Duncan, recorded in Volume 2244, Page 498 of the Deed Records of Nueces County, Texas; said Tract I also referenced in an Executrix's Deed from the estate of William E. Duncan to Tracy Duncan, recorded in Document Number 2008053232 of the Official Public Records of Nueces County, Texas. Second Tract: a 0.4154 acre tract of land, situated in Lot 20, Section 54, Flour Bluff and Encinal Farm and Garden Tracts, a map of which is recorded in Volume A, Pages 41-43 of the Map Records of Nueces County, Texas, being a portion of a 0.50 acre tract described in an Executrix's Deed from the estate of William Edward Duncan to Tracy Duncan, recorded in Document Number 2008053232 of the Official Public Records of Nueces County, Texas. 9 Third Tract: a 0.6223 acre tract of land, situated in Lot 20, Section 54, Flour Bluff and Encinal Farm and Garden Tracts, a map of which is recorded in Volume A, Pages 41-43 of the Map Records of Nueces County, Texas, being a portion of a 0.75 acre tract described in an Executrix's Deed from the estate of William Edward Duncan to Tracy Duncan, recorded in Document Number 2008053232 of the Official Public Records of Nueces County, Texas. Fourth Tract: a 3.679 acre tract of land, situated in Lot 19, Section 54, Flour Bluff and Encinal Farm and Garden Tracts, a map of which is recorded in Volume A, Pages 41-43 of the Map Records of Nueces County, Texas, being a portion of a 5.00 acre tract described in an Executrix's Deed from the estate of William Edward Duncan to Tracy Duncan, recorded in Document Number 2008053232 of the Official Public Records of Nueces County, Texas. Fifth Tract: a 1.066 acre tract of land, situated in Lots 20 and 21, Section 54, Flour Bluff and Encinal Farm and Garden Tracts, a map of which is recorded in Volume A, Pages 41-43 of the Map Records of Nueces County, Texas, being a portion of a 24.50 acre tract described as Tract I and II in a General Warranty Deed from Lou Ann Rosebraugh, et al, to William E. Duncan and Violet M. Duncan, recorded in Volume 2244, Page 498 of the Deed Records of Nueces County, Texas; said Tract I also referenced in an Executrix's Deed from the estate of William E. Duncan to Tracy Duncan, recorded in Document Number 2008053232 of the Official Public Records of Nueces County, Texas. Reservations from Conveyance: None. Exceptions to Conveyance and Warranty: Easements, restrictions, reservations, covenants, conditions, oil and gas leases, mineral severances, and encumbrances for taxes and assessments (other than liens and conveyances) presently of record in the Official Public Records of Nueces County, Texas, that affect the property, but only to the extent that said items are still valid and in force and effect at this time. Deed Restrictions: The property is acquired with State of Texas Gulf of Mexico Energy Security Act of 2006 ("GOMESA") grant funds and awarded pursuant to Texas Natural Resources Code Chapter 33 for the implementation of a Coastal Management Program("CMP")Project of Special Merit, as approved by the Texas Land Commissioner and administered by the General Land Office ("GLO"). Grantee's purpose in acquiring the property is to protect, conserve and restore coastal areas and habitats. Grantee shall use and manage the property consistent with the purpose, in accordance with GOMESA, UGMS, the Texas CMP and all applicable federal and state laws and regulations. Grantee may not modify the purpose of the property, transfer or encumber the title or other interest to the property or dispose of the property without the GLO's prior written 10 approval. The property will be retained and maintained forever predominately in the natural vegetative condition for the purpose of protecting, conserving, and restoring coastal areas and habitats. If the Property is ever sold, conveyed, or encumbered in a manner that allows the Property to be used for any purpose inconsistent with the purpose for which it was acquired, or condemned in whole or in part, the Texas General Land Office must be compensated in accordance with the Texas Uniform Grant Management Standards and all applicable federal and state laws and regulations. These restrictions run with the land and may not be changed and will not cease to be applicable unless the Texas General Land Office provides written authorization, which the Grantee must record with reference to the title to the Property. Grantor, for the Consideration and subject to the Reservations from and Exceptions to Conveyance and Warranty, grants, gives, and conveys to Grantee the Property, together with all and singular the rights and appurtenances thereto in any way belonging, to have and to hold it to Grantee and Grantee's heirs, successors, and assigns forever. Grantor binds Grantor and Grantor's heirs and successors to warrant and forever defend all and singular the Property to Grantee and Grantee's heirs, successors, and assigns against every person whomsoever lawfully claiming or to claim the same or any part thereof, except as to the Reservations from Conveyance and the Exceptions to Conveyance and Warranty. When the context requires, singular nouns and pronouns include the plural. [Signature Block Omitted] 11 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. COMMITMENT FOR TITLE INSURANCE Issued By FIDELITY NATIONAL TITLE INSURANCE We (Fidelity National Title Insurance) 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. San Jacinto Title Services of Texas, LLC Fidelity National Title Insurance Company BY PO 4 &O'l `ttlE iNs I < G — President SEAL ATTEST Secretary Authorized Signatory Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 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. Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Conditions and Stipulations nlll COMMITMENT FOR TITLE INSURANCE (FORM T-7) SCHEDULE A Issued By FIDELITY NATIONAL TITLE INSURANCE Effective Date: April 14, 2021 GF No.: 200239676 Commitment No. 200239676, issued April 20, 2021, 12:00 AM 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: TBD PROPOSED INSURED: City of Corpus Christi b. TEXAS RESIDENTIAL OWNER'S POLICY OF TITLE INSURANCE ONE-TO-FOUR FAMILY RESIDENCES (Form T-1 R) Policy Amount: PROPOSED INSURED: 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 Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Schedule A SCHEDULE A (Continued) 3. Record title to the land on the Effective Date appears to be vested in: Tracey Duncan aka Tracy Ellen Duncan Title via: Executrix's Deed not dated, but acknowledged on Nov. 16, 2008, from Tracy Duncan, Independent Executrix of the Estate of William Edward Duncan, Deceased, Probate Cause No. 43867-4, Nueces County, Texas, to Tracy Duncan, individually, recorded at Document No. 2008053232, Official Public Records of Nueces County, Texas. 4. Legal description of land: SEE LEGAL DESCRIPTION ATTACHED HERETO San Jacinto Title Services of Texas, LLC Fidelity National Title Insurance Company 4 ZtE BY % d,J PO 4T9Ti. & YY!! President : SEAL a o, ,b ATTEST Secretary Authorized Signatory Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Schedule A SCHEDULE B Commitment No.: 200239676 GF No.: 200239676 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: This item is deleted. (Omitting any covenant or restriction based on race, color, religion, sex, disability, handicap, familial status or national origin.) 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 2019, 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 (T-2R) is issued, that policy will substitute "which become due and payable subsequent to Date of Policy" in lieu of"for the year 2018, and subsequent years.") 6. The terms and conditions of the documents creating your interest in the land. Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Schedule B SCHEDULE B (Continued) 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.) 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: a. Right of parties in possession. (Owner's Policy Only) b. Rights of tenants in possession, as tenants only, under unrecorded lease agreements.(May be deleted with appropriate Affidavit at closing.) C. Any visible and apparent unrecorded easements on the insured property.(Owner's Policy Only) d. Removed, survey provided. e. Removed, survey provided. f. Building, Zoning, Platting and/or Regulatory Laws and/or Ordinances of any Municipal and/or other Governmental Authority. Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Schedule B SCHEDULE B (Continued) g. The Company does not insure title to, and excepts from the description of the Land, coal, lignite, oil, gas and other minerals in, under and that may be produced from the Land, together with all rights, privileges, and immunities relating thereto; the same are EXCLUDED FROM COVERAGE under this policy. 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. i. Leases for coal, lignite, oil, gas or other minerals, together with rights incident thereto, (1) dated Jan. 28, 1915, to Clark Pease and H. G. Sherman, recorded in Volume 1, Page 35, Oil and Gas Records of Nueces County, Texas; (2) dated Feb. 3, 1926, to R. L. Brown, recorded at File No. 25379, Volume 4, Page 451, Oil and Gas Records of Nueces County, Texas; (3) dated Aug. 31, 1935, to H. G. Sherman and T. C. Brannan, recorded at File No. 98762, Volume 22, Page 348, Oil and Gas Records of Nueces County, Texas; (4) dated Mar. 6, 1926, to D. C. DeWitt, recorded at File No. 99223, Volume 24, Page 411, Oil and Gas Records of Nueces County, Texas; (5) dated May 29, 1940, to Humble Oil and Refining Company, recorded at File No. 150636, Volume 58, Pqae 98, Oil and Gas Records of Nueces County, Texas; (6) dated Mar. 24, 1994, to Texas Crude Energy, Inc., recorded at Document No. 909183, Official Public Records of Nueces County, Texas; (7) dated April 1, 1994, to Texas Crude Energy, Inc., recorded at Document No. 909184, Official Public Records of Nueces County, Texas; (8) dated April 1, 1994, to Texas Crude Energy, Inc., recorded at Document No. 909185, Official Public Records of Nueces County, Texas; (9) dated Mar. 24, 1994, to Texas Crude Energy, Inc., recorded at Document No. 911557, Official Public Records of Nueces County, Texas; (10) dated May 31, 1994, to Pittencrieff America, Inc., recorded at Document No. 913529, Official Public Records of Nueces County, Texas; No further search of title has been made as to the interest(s) evidenced by the instruments, and the Company makes no representation as to the ownership or holder of such interest(s). j. Term and provisions contained in Pooling Agreement dated Nov. 29, 1940, by Humble Oil and Fefining Company, et al., recorded at File No. 157789, Volume 60, Page 366, Oil and Gas Records of Nueces County, Texas. Title to said interest not researched subsequent to the date of aforesaid instrument. Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Schedule B SCHEDULE B (Continued) k. Interests in and to all coal, lignite, oil, gas and other minerals, and all rights incident thereto, contained in instruments (1) Mineral Deed dated Oct. 12, 1936, from A. I. Curry, et ux., Minnie B. Curry, to Carroll Oil Company, recorded at File No. 106962, Volume 26, Page 626, Oil and Gas Records of Nueces County, Texas; (2) Royalty Deed dated May 28, 1936, from Wesley Ray Duncan, et ux. Lula Pearl Duncan, to Carroll Oil Company, recorded at File No. 102262, Volume 27, Page 320, Oil and Gas Records of Nueces County, Texas; (3) Royalty Deed dated April 3, 1936, from Welsey R. Duncan, et ux., Lula Duncan, to W. S. Winn, recorded at File No. 99942, Volume 28, Page 31, Oil and Gas Records of Nueces County, Texas; (4) Royalty Deed dated April 3, 1936, from Wesley R. Duncan, etux., Lula Pearl Dunca, to MartH. Royston, recorded at File No. 101568, Volume 28, Page 220, Oil and Gas Records of Nueces County, Texas; (5) Royalty Deed dated Aug. 24, 1926, from Wesley R. Duncan, et ux., Lula Duncan, to B. C. Hiner, recorded at File No. 105262, Volume 29, Page 579, Oil and Gas Records of Nueces County, Texas; (6) Royalty Deed dated Jan. 19, 1937, from Wesley R. Duncan, et ux., Lula Pearl Duncan, to Mary Russ Daimwood, recorded at File No. 110747, Volume 33, Page 613, Oil and Gas Records of Nueces County, Texas; (7) Deed dated Feb. 10, 1972, from Humble Oil and Refining Copany, to Sun Oil Company, recorded at File No. 875882, Volume 1425, Page 984, Deed Records of Nueces County, Texas; (8) Mineral Deed dated Dec. 19, 1985, from MBank Houston, N. A. et al, to William L. Higgins, et al., recorded at File No. 478736, Volume 384, Page 940, Oil and Gas Records of Nueces County, Texas; No further search of title has been made as to the interest(s) evidenced by the instruments, and the Company makes no representation as to the ownership or holder of such interest(s). I. All interest in and to oil, gas and other minerals and/or royalties, bonuses, rentals and all other rights relating thereto as set forth in the deed from James R. Busby to Joe Hansler and Henry L. Tucker, Sr., conveyance of SURFACE ESTATE ONLY Recording No.: 190740, Volume 1750, Page 144, Deed Records of Nueces County, Texas. Said mineral interest not traced subsequent to the date of the above-cited instrument. Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Schedule B SCHEDULE B (Continued) M. Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to: Humble Oil and Refining Company Purpose: Pipeline and appurtenance purposes Recording Date: November 28, 1943 Recording No: 108744, Volume 222, Page 356, Deed Records of Nueces County, Texas. (Blanket) n. Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to: Humble Oil and Refining Company Purpose: Pipeline and appurtenance purposes Recording Date: November 28, 1936 Recording No: 108747, Volume 222, Page 359, Deed Records of Nueces County, Texas. (Blanket) o. Removed, per surveyor's notes. P. Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to: Humble Oil and Refining Company Purpose: Pipelines, roadways, and appurtenance purposes Recording Date: December 21, 1940 Recording No: 157668, Volume 264, Page 329, Deed Records of Nueces County, Texas. (Blanket) q. Removed, per surveyor's notes. Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Schedule B SCHEDULE B (Continued) r. Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to: Central Power and Light Company Purpose: Electric distribution system and appurtenance purposes Date: February 18, 1940 Recording No: 150308, Volume 258, Page 204, Deed Records of Nueces County, Texas. (Blanket) S. Terms and provisions contained in Surface Lease and Right of Way Grant dated Dec. 20, 1950, from Wesley R. Duncan, et ux., Lula Pearl Duncan, to Union Sulphur and Oil Corporation, recorded at File No. 325364, Volume 511, Page 155, Deed Records of Nueces County, Texas. Title to said interest not researched subsequent to the date of aforesaid instrument. t. Removed, per surveyor's notes. U. Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to: County of Nueces, State of Texas Purpose: Roadway and appurtenance purposes Date: February 9, 1951 Recording No: 325565, Volume 511, Page 437, Deed Records of Nueces County, Texas. Affects: Portion of Lot 20, Section 54 V. Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to: Union Sulphur and Oil Corporation Purpose: Cathodic protection station, ingress and egress thereto, and appurtenance purposes Date: July 5, 1951 Recording No: 334869, Volume 528, Page 395, Deed Records of Nueces County, Texas. Affects: Portion of Lots 20, and 21, Section 54 Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Schedule B SCHEDULE B (Continued) W. Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to: The City of Corpus Christi, Texas Purpose: Utilities and appurtenance purposes Date: January 21, 1983 Recording No: 308705, Volume 1857, Page 874, Deed Records of Nueces County, Texas. (Defined) Affects: Portion of Lot 24, Section 54 (First and Fifth Tracts) X. Terms and provisions contained in Grant of Surface Rights dated April 8, 1988, from Exxon Corporation, to Southwestern Bell Telephone Company, recorded at File No. 610820, Volume 2108, Page 601, Deed Records of Nueces County, Texas. (Map attached showing location) Y. Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to: The City of Corpus Christi, Texas Purpose: Utilities and appurtenance purposes Date: September 13, 1994 Recording No: 929314, Official Public Records of Nueces County, Texas. Affects: Portion of Lot 24, Section 54 - Map attached Z. Removed, per surveyor's notes. aa. Removed, per surveyor's notes. Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Schedule B SCHEDULE B (Continued) ab. SEVENTH TRACT: The Company assumes no loss or liability by reason of: (a) Navigational servitudes and all other rights, titles and powers of the United States, the state and local government, and any other governmental entity and the public over lands comprising the beds of oceans, gulfs or bays and their shore lands extending to the ordinary high water line thereof. (b) Lands beyond the line of the border or bulkhead lines, or vegetation line. (c) Filled lands, submerged lands or artificial lands, including any determination that some portion of the land is tide or submerged lands, or has been created by artificial means or has accredited to such portion so created. (d) Riparian or water rights, claims or title to water,whether or not shown by the public records. (e) Changes in area and/or boundary of the subject property as a result of erosion, accretion and avulsion cause by tidal influences. Any titles or rights asserted by anyone, including but not limited to persons, corporations, governments or other entities to tidelands, or land comprising the shores or beds of navigable or perennial rivers and streams, lakes, bays, gulfs, or oceans, or to any land extending from the line of mean low tides to the line of vegetation, or to lands beyond the line of the harbor or bulkhead lines as established or changed by any government or to filled land, or artificial island, or to riparian rights or the right of interests of the State of Texas, or the public generally in the area extending from the line of mean low tide to the line of vegetation or their rights of access thereto or right of easement along and across the same. ac. Removed, survey provided. ad. The Company assumes no loss or liability by reason of the fences, which are an appurtenance to the insured property, do not follow the property lines as shown on survey plat dated March 17, 2021, prepared by James D. Carr, Texas R.P.L.S. No. 6458, Urban Engineering, Job No. 43201.CO.06. ae. Unimproved roadway a portion of said road labeled "Gadwell Road" crossing subject property and utility lines as shown on survey plat dated March 17, 2021, prepared by James D. Carr, Texas R.P.L.S. No. 6458, Urban Engineering, Job No. 43201.CO.06. (First, Second and Eighth Tracts) Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Schedule B SCHEDULE C Commitment No.: 200239676 GF No.: 200239676 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: a. no person occupying the land claims any interest in that land against the persons named in paragraph 3 of Schedule A, b. all standby fees, taxes, assessments and charges against the property have been paid, C. 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, d. there is legal right of access to and from the land, e. (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 the subject property. An inquiry should be made concerning the existence of any unrecorded lien or other indebtedness which could give rise to any security interest in the subject property. 6. Removed, survey provided. 7. After the surveys have been reviewed, Obtain and file for record a Correction Executrix's Deed from Tracy Duncan, Independent Executrix of the Estate of William Edward Ducan, Deceased, Probate Cuase No. 43867-4, Nueces County, Texas, to Tracy Duncan, individually, using the legal descriptions attached to this commitment,to correct the legal descriptions in Executrix's Deed recorded at Document No. 2008053232, Official Public Records of Nueces County, Texas. The Company reserves the right to make additional requirements and/or take additional exceptions base on information obtained in conjunction with this requirement. 8. Company requires an affidavit of marital history of record owners from the date the land was acquired to the present time. If any marriages have been terminated by death or divorce, Company must determine disposition of said property. Current spouse, if applicable, should join in all documents to be executed in connection with the transaction company is being asked to insure; or affidavit by each spouse that subject property is the separate property of Record Owner and constitutes no part of the business or residential Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Schedule C SCHEDULE C (Continued) homestead, and that no community funds have been expended regarding the property. Further requirements will be necessary once these facts are known. This report is subject to any name liens, voluntary or involuntary, which may be found on these persons, if any. 9. The Company will require the following documents for review prior to the issuance of any title assurance predicated upon a conveyance or encumbrance from the governmental entity named below: Name of Governmental Entity: CITY OF CORPUS CHRISTI, TEXAS a) A copy of its discipline, by-laws or other regulations authorizing real estate transactions. b) A certified copy of the Meeting Minutes (in a recordable form) authorizing the purchase of subject property, authorizing the expenditure of funds, and appointment of parties to act on behalf of said city. The Company reserves the right to add additional items or make further requirements after review of the requested documentation. 10. No sales contract was furnished with title order request, therefore, all Terms and Conditions therein must be complied with at Closing. After review, company reserves the right to add additional requirements and/or title exceptions. 11. Survey coverage (amending the survey exception to read "shortages in area" per Procedural Rule P-2) may be provided on an owner or a mortgagee title insurance policy if(1) this Company is provided with a current survey prepared by a registered public surveyor(2)the Seller(or borrower in the case of a refinance transaction) executes our T-47 Survey Affidavit at the time of closing; and, (3) any applicable premium is collected in accordance with Rate Rule R-16. 12. The Company has been provided a 'Preliminary"survey, prior to closing the Company requires signed and sealed survey plats and fieldnotes for its review. 13. The conveyance by sellers must be by a "GENERAL WARRANTY DEED" unless approved by company in advance. 14. CLOSING INSTRUCTIONS AND CLOSING PACKAGE MUST BE RECEIVED IN OUR OFFICE 24 HOURS PRIOR TO CLOSING. IF THIS REQUIREMENT IS NOT MET, SAN JACINTO TITLE SERVICES CANNOT GUARANTEE THE DATE AND TIME OF CLOSING. Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Schedule C SCHEDULE C (Continued) 15. Any lien or liens created in the instruments of conveyance or any security instruments executed in connection with the transaction to be insured will appear as an exception under Schedule B of the policy to be issued and/or as the lien to be insured under Schedule "A" of the Mortgagee Title Policy to be issued, all of which instruments will be subject to the approval of the company and the wording of the exception in the policy to be issued will be based upon the terms of the instruments. 16. Any defect, lien or other matters that may affect title to the land or interest insured, that arises or is filed after the effective date of this commitment. 17. NOTICE: Title Company is unwilling to issue the Title Policy without the mineral exception(s) set out in Schedule B hereof. Optional Endorsements (T19.2 and T19.3) insuring certain risks involving minerals, and the use of improvements (excluding lawns, shrubbery and trees) and permanent buildings may be available for purchase-Neither this Policy, nor the optional endorsements, insure that the purchaser has title to the mineral rights related to the surface estate. The promulgated cost for each endorsement is $50 on an Owners Title Policy and $0 charge on a Loan Policy 18. Company reserves the right to revise this commitment and/or to make additional requirements at any time prior to the closing of this transaction. 19. If the Company is to delete the appropriate portion of the standard survey exception and provide a T-19 endorsement, the Company must be provided a survey and field notes from a Registered Public Surveyor on a form and in a manner acceptable to the Company, showing the following: (a) the location of all improvements and showing 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 Land might disclose; (c) all encroachments, or on the face of the survey, a statement of"No Encroachments." Any survey required in the current transaction must be submitted to the Company for review at least 24 hours prior to closing. The Company reserves the right to make additional exceptions and/or requirements upon receipt and review of said survey. Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Schedule C SCHEDULE C (Continued) The Texas Title Insurance Information portion of the Commitment for Title Insurance advises you that your policy will insure you against loss because of discrepancies or conflicts in boundary lines, encroachments or protrusions, or overlapping of improvements if you pay additional premium for the coverage. 20. NOTE: This file must be updated within 24 hours prior to Closing. 21. NOTICE to all buyers, sellers, borrowers, lenders and all parties interested in the transaction covered by this commitment: Effective September 26, 1988, the State Board of Insurance has adopted Procedural Rul P-27 (as amended) which requires that "Good Funds" be received and deposited before a Title Agency may disburse from its trust fund account. 'GOOD FUNDS" means: 1. Cash or Wire Transfers; 2. Certified checks, cashier's checks and teller's checks, as further described in definition "g" of this rule; 3. Uncertified funds in amounts less than $1,500 including checks, traveler's checks, money orders, and negotiable orders of withdrawal, provided multiple items shall not be used to avoid the $1,500 limitation; 4. Uncertified funds in the amount of$1,500 or more, drafter and any other item when collected by the financial institution; 5. State of Texas warrants; 6. United States Treasury checks; 7. Checks drawn on a bank or savings and loan association insured by the FDIC or FSLIC and for which a transaction code has been issued pursuant to, and in compliance with, such bank or savings and loan association; 8. Checks by City and County Governments located in the State of Texas. 22. Except in an exempt transaction,the Company must be furnished with Seller's Social Security Number or Tax Identification Number and all other information necessary to complete IRS Form 1099-S. 23. Beginning January 1, 2004, all deeds, mortgages, and deeds of trust must include the following Notice on the front page of the document: "NOTICE OF CONFIDENTIALITY RIGHTS: If you are a natural person, you may remove or strike any of the following information from this instrument before it is filed for record in the public records: Your Social Security Number or your Driver's License." 24. Company requires that notary seals contained in any document executed on or after January 1, 2016, must include the notary's identification number as required by Texas Government Code§406.013 when the notary public is either(1) a new notary appointee or(2) an existing notary appointee whose appointment has been renewed on or after January 1, 2016. Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Schedule C SCHEDULE C (Continued) 25. PRIVACY POLICY: This commitment may contain confidential information and is intended solely for the attention and use of the named insured as contemplated by the terms and provisions of this commitment. You are hereby notified that any disclosure, copying, distributing or taking of action in reliance on the information with third parties is prohibited. Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Schedule C SCHEDULE D Commitment No.: 200239676 GF No.: 200239676 Pursuant to the requirements of Rule P-21, Basic Manual of Rules, Rates and Forms for the writing of Title Insurance in the State of Texas, the following disclosures are made: 1. The following individuals are directors and/or officers of FIDELITY NATIONAL TITLE INSURANCE: Officers: Raymond Randall Quirk, President; Anthony John Park, Executive Vice President; Michael Louis Gravelle, Secretary; Daniel Kennedy Murphy, Treasurer Directors: Raymond Randall Quirk, Anthony John Park, Michael Louis Gravelle, Michael J. Nolan Fidelity National Financial, Inc. owns 100% of FNTG Holdings, Inc., which owns 100% of Fidelity National Title Group, Inc., which owns 100% of Fidelity National Title Insurance Company. 2. The following disclosures are made by the Title Insurance Agent issuing this commitment: (A) The name of each shareholder, owner, partner or other persons having, owing or controlling one percent (1%) or more of the Title Insurance Agent that will receive a portion of the premium are as follows: Corpus Holdings, LP (B) Each 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 that will receive a portion of the premium are as follows: Corpus Holdings, LP is owned by E. Brent Bottom and Stephanie H. Bottom. (C) The following persons are officers and directors of the Title Insurance Agent: E. Brent Bottom, Chief Executive Officer Stephanie H. Bottom, Vice President E. Brendon Bottom, Vice President Mark Scott, President Coastal Bend Region Shelly Cristan-Grahmann, Vice President Channing Slusher, Vice President Lynn Leising, Vice President Nancy Massaro, Vice President/Administration Pam Mosley, Vice President Gracie P. Herrera, Vice President/Comptroller Jason B. Smith, Vice President 3. You are entitled to receive advance disclosure of settlement charges in connection with the proposed transaction to which this commitment relates. Upon your request, such disclosure will be made to you. Additionally, the name of any person, firm or corporation receiving any sum from the settlement of this transaction will be disclosed on the closing or settlement statement. Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Schedule D SCHEDULE D (Continued) You are further advised that the estimated title premium*is: Total $ 0.00 Of this total amount: 15% will be paid to the policy issuing Title Insurance Company; 85% 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 % Services Rendered *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. This commitment is invalid unless the insuring provisions and Schedules A, B, and C are attached. Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Schedule D Commitment No.: 200239676 GF No.: 200239676 LEGAL DESCRIPTION FIRST TRACT: Fieldnotes, for a 16.46 Acre Tract of Land, situated in Lots 19, 20, and 24, Section 54, Flour Bluff and Encinal Farm and Garden Tracts, a map of which is recorded in Volume A, Pages 41-43, of the Map Records of Nueces County, Texas, being a portion of a 24.50 Acre Tract described as Tract I and II in a General Warranty Deed from Lou Ann Rosebraugh et al. to William E. Duncan and Violet M. Duncan, recorded in Volume 2244, Page 498 of the Deed Records of Nueces County Texas; said Tract I also referenced in an Executrix's Deed from the estate of William E. Duncan to Tracy Duncan, recorded in Document Number 2008053232, of the Official Public Records of Nueces County, Texas; said 16.46 Acre Tract more fully described as follows: Beginning, at a 5/8 Inch Iron Rod with a plastic cap stamped "CRG ENGINEERING" Found, on the common boundary line of Lots 24 and 25, of the said Section 54, and Block 1, Oak Ridge, a map of which is recorded in Volume 24, Page 29, of the said Map Records, being the West corner of a 1.00 Acre Tract, as described in an Assumption Warranty Deed from Owen A. Norton to Angeles de Dios LLC, recorded in Document Number 2012030146, of the said Official Public Records, and the West corner of Section 11, Duncan Cemetery, a map of which is recorded in Volume 68, Page 846, of the said Map Records; Thence, South 61022'38" East, with the Southwest boundary line of the said 1.00 Acre Tract, at 229.27 Feet, pass a 5/8 Inch Iron Rod with a plastic cap stamped "CRG ENGINEERING" Found, being the South corner of the said 1.00 Acre Tract ?, in all 345.74 Feet, to a 5/8 Inch Iron Rod with a plastic cap stamped "CRG ENGINEERING" Found, being the South corner of the Section 11, Duncan Cemetery, a map of which is recorded in Volume 68, Page 846, of the said Map Records, for a corner of this Tract; Thence, North 28036'03" East, with the Southeast boundary line of the said Section 11, at 190.00 Feet, pass a 5/8 Inch Iron Rod with a plastic cap stamped "CRG ENGINEERING" Found, in an unimproved road, shown as Gadwell Road on the Nueces County Appraisal District (no record document found), being the East corner of the said Section 11, and the South corner of Section 12 of the said Duncan Cemetery, continuing with Southeast boundary line of Section 12, in all 693.70 Feet, to a 5/8 Inch Iron Rod with a red plastic cap stamped "URBAN ENGR CCTX" Set, on the Southwest boundary line of a 5.00 Acre Tract, as described in the said Document Number 2008053232, for a corner of this Tract, from Whence, a 5/8 Inch Iron Rod with a plastic cap stamped "CRG ENGINEERING" Found, for the East corner of the said Section 12 bears, North 28036'03" East, 145.93 Feet; Thence, South 61022'38" East, with the Southwest boundary line of the said 5.00 Acre Tract, 120.43 Feet, to a 5/8 Inch Iron Rod Found, being the South corner of the said 5.00 Acre Tract, for a corner of this Tract; Thence, North 28036'03" East, with the Southeast boundary line of the said 5.00 Acre Tract, 452.05 Feet, to a 5/8 Inch Iron Rod with a red plastic cap stamped "URBAN ENGRCCTX" Set, on the Southwest Right-of-Way line of Hustlin Hornet Drive, a public roadway, for the North corner of this Tract, from Whence, a 5/8 Inch Iron Rod with a plastic cap stamped "CRG ENGINEERING" Found, for the North corner of the said 5.00 Acre Tract bears, North 61022'38" West, 466.17 Feet; Thence, South 61022'38" East,with the said Southwest Right-of-Way line, 331.33 Feet, to a 5/8 Inch Iron Rod with a red plastic cap stamped "URBAN ENGR CCTX" Set, on the Northwest boundary line of a 0.75 Acre Tract, as described in said Document Number 2008053232, for a corner of this Tract; Thence, South 28037'22" West, with the Northwest boundary line of the said 0.75 Acre Tract, 166.00 Feet, to a 5/8 Inch Iron Rod with a red plastic cap stamped "URBAN ENGR CCTX" Set, being the West corner of the said 0.75 Acre Tract, for a corner of this Tract; Thence, South 61022'38" East, with the Southwest boundary line of the said 0.75 Acre Tract, at 163.30 Feet, pass a 5/8 Inch Iron Rod with a red plastic cap stamped "URBAN ENGR CCTX" Set, being the South corner of the said 0.75 Acre Tract, and the West corner of a 0.50 Acre Tract, as described in the said Document Number Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Legal Description LEGAL DESCRIPTION (Continued) 2008053232, continuing with the Southwest boundary line of the said 0.50 Acre Tract, in all 272.30 Feet, to a 5/8 Inch Iron Rod with a red plastic cap stamped "URBAN ENGR CCTX" Set, being the South corner of the said 0.50 Acre Tract, for a corner of this Tract; Thence, North 28037'22" East, with the Southeast boundary line of the said 0.50 Acre Tract, 166.00 Feet to a 5/8 Inch Iron Rod with a red plastic cap stamped "URBAN ENGR CCTX" Set, on the said Southwest Right-of-Way line, for a corner of this Tract; Thence, South 61022'38" East, with the said Southwest Right-of-Way line, 9.48 Feet, to a 5/8 Inch Iron Rod with a red plastic cap stamped "URBAN ENGR CCTX" Set, at the intersection of the said Southwest Right-of-Way line and the Northwest Right-of-Way line of Laguna Shores (as shown on the City of Corpus Christi construction plans Project No. 18024A), a public roadway(under construction), for the East corner of this Tract; Thence, South 28032'50" West, with the said Northwest Right-of-Way line of Laguna Shores 755.98 Feet, to a 5/8 Inch Iron Rod with a red plastic cap stamped "URBAN ENGR CCTX" Set, for a corner of this Tract; Thence, North 61022'38" West, 185.87 Feet, to a 5/8 Inch Iron Rod Found, being the North corner of Lot 10, Block 1, Oak Ridge Unit 2, a map of which is recorded in Volume 49, Page 162, of the said Map Records, for a corner of this Tract; Thence, South 28032'50" West, with the Northwest boundary line of the said Lot 10, at 168.73 Feet, pass a 1 Inch Iron Pipe Found, in all 199.77 Feet, to a 5/8 Inch Iron Rod with a red plastic cap stamped "URBAN ENGR CCTX" Set, on the common boundary line of Lots 20, 23 of the said Section 54, and a tract of land described in a General Warranty Deed from Ross W. Sisson to Ross W Sisson and Judi A. Sisson, recorded in Document Number 2006009231, of the said Official Public Records, being the West corner of a 30 Foot wide public road dedication, shown as Gadwell Street, on the said map of Oak Ridge Unit 2, for a corner of this Tract; Thence, North 61022'38" West, with the said common boundary line and generally with the Southwest edge of the said unimproved road 234.13 Feet, to a 5/8 Inch Iron Rod Found, being the common corner of Lots 19, 20, 23, and 24, of the said Section 54, being the North corner of the said Sisson Tract, for a corner of this Tract; Thence, South 28032'50" West, with the common boundary line of Lots 23 and 24, of the said Section 54, and the said Sisson Tract, 330.00 Feet, to a 5/8 Inch Iron Rod with a red plastic cap stamped "URBAN ENGR CCTX" Set, on the Northeast boundary line of Laguna Madre Rod and Gun Club Estate, a map of which is recorded in Volume 12, Page 04, of the said Map Records, being the West corner of Lot 3, Block 1, Gadwell Addition, a map of which is recorded in Volume 34, Page 125, of the said Map Records, for the South corner of this Tract; Thence, North 61022'38" West, over and across Lot 24, of the said Section 54, 660.48 Feet, to the Southeast boundary line of the said Block 1, Oak Ridge, for the West corner of this Tract, from Whence, a 5/8 Inch Iron Rod with a plastic cap stamped "HAYDEN SURVEY" Found bears, South 28036'03" West, 329.58 Feet; Thence, North 28036'03" East, with the Southeast boundary line of the said Oak Ridge, at 0.35 Feet, pass a 5/8 Inch Iron Rod Found, in all 140.00 Feet, to the Point of Beginning, containing 16.46 Acres (716,947 Sq Ft) of Land, more or less. Grid Bearings and Distances shown hereon are referenced to the Texas Coordinate System of 1983, Texas South Zone 4205, and are based on the North American Datum of 1983(2011) Epoch 2010.00. SECOND TRACT: Fieldnotes, for a 0.4154 Acre Tract of Land, situated in Lot 20, Section 54, Flour Bluff Farm and Encinal Farm and Garden Tracts, a map of which is recorded in Volume A, Pages 41-43, of the Map Records of Nueces County, Texas, being a portion of a 0.50 Acre Tract described in an Executrix's Deed from the estate of William Edward Duncan to Tracy Duncan, recorded in Document Number 2008053232, of the Official Public Records of Nueces County, Texas; said 0.4154 Acre Tract more fully described as follows: Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Legal Description LEGAL DESCRIPTION (Continued) Beginning, at a 5/8 Inch Iron Rod with a red plastic cap stamped "URBAN ENGR CCTX" Set, on the Southwest Right-of-Way line of Hustlin Hornet Drive, a public roadway, the Southwest boundary line of a 0.08 Acre Right-of-Way Easement, recorded in Volume 1956, Page 224, of the Deed Records of Nueces County, Texas, being the common boundary line of the said 0.50 Acre Tract and a 0.75 Acre Tract, as described in the said Document Number 2008053232, for the North corner of this Tract; Thence, South 61'22'38" East, with the said Southwest Right-of-Way line, over and across the said 0.50 Acre Tract, 109.00 Feet, to a 5/8 Inch Iron Rod with a red plastic cap stamped "URBAN ENGR CCTX" Set, on the Southeast boundary line of the said 0.50 Acre Tract, being the South corner of the said 0.08 Acre Easement, for the East corner of this Tract; Thence, South 28°37'22"West, with the Southeast boundary line of the said 0.50 Acre Tract, 166.00 Feet,to a 5/8 Inch Iron Rod with a red plastic cap stamped "URBAN ENGR CCTX" Set, for the South corner of the said 0.50 Acre Tract and this Tract; Thence, North 61'22'38"West, with the Southwest boundary line of the said 0.50 Acre Tract, 109.00 Feet, to a 5/8 Inch Iron Rod with a red plastic cap stamped "URBAN ENGR CCTX" Set, being the South corner of the said 0.75 Acre Tract, for the West corner of the said 0.50 Acre Tract and this Tract; Thence, North 28°37'22" East, with the common boundary line of the said 0.75 Acre Tract and the said 0.50 Acre Tract, 166.00 Feet, to the Point of Beginning, containing 0.4154 Acres (18,094 SgFt) of Land, more or less. Grid Bearings and Distances shown hereon are referenced to the Texas Coordinate System of 1983, Texas South Zone 4205, and are based on the North American Datum of 1983(2011) Epoch 2010.00. THIRD TRACT: Fieldnotes, for a 0.6223 Acre Tract of Land, situated in Lot 20, Section 54, Flour Bluff Farm and Encinal Farm and Garden Tracts, a map of which is recorded in Volume A, Pages 41-43, of the Map Records of Nueces County, Texas, being a portion of a 0.75 Acre Tract described in an Executrix's Deed from the estate of William Edward Duncan to Tracy Duncan, recorded in Document Number 2008053232, of the Official Public Records of Nueces County, Texas; said 0.6223 Acre Tract more fully described as follows: Beginning, at a 5/8 Inch Iron Rod with a red plastic cap stamped "URBAN ENGR CCTX" Set, on the Southwest Right-of-Way line of Hustlin Hornet Drive, a public roadway, the Southwest boundary line of a 0.08 Acre Right-of-Way Easement, recorded in Volume 1956, Page 224, of the Deed Records of Nueces County, Texas, being the common boundary line of the said 0.75 Acre Tract and a 0.50 Acre Tract, as described in the said Document Number 2008053232, for the East corner of this Tract; Thence, South 28°37'22" West, with the said common boundary line, 166.00 Feet, to a 5/8 Inch Iron Rod with a red plastic cap stamped "URBAN ENGR CCTX" Set, being the West corner of the said 0.50 Acre Tract, for the South corner of the said 0.75 Acre Tract and this Tract; Thence, North 61'22'38"West, with the Southwest boundary line of the said 0.75 Acre Tract, 163.30 Feet, to a 5/8 Inch Iron Rod with a red plastic cap stamped "URBAN ENGR CCTX" Set, for the West corner of the said 0.75 Acre Tract and this Tract; Thence, North 28°37'22" East, with the Northwest boundary line of the said 0.75 Acre Tract, 166.00 Feet, to a 5/8 Iron Rod with a red plastic cap stamped "URBAN ENGR CCTX" Set, on the said Southwest Right-of-Way line, being the West corner of the said 0.08 Acre Tract, for the North corner of this Tract; Thence, South 61'22'38" East, with the said Southwest Right-of-Way line, 163.30 Feet, to the Point of Beginning, containing 0.6223 Acres (27,108 SgFt) of Land, more or less. Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Legal Description LEGAL DESCRIPTION (Continued) Grid Bearings and Distances shown hereon are referenced to the Texas Coordinate System of 1983, Texas South Zone 4205, and are based on the North American Datum of 1983(2011) Epoch 2010.00. FOURTH TRACT: Fieldnotes, for a 3.679 Acre Tract of Land, situated in Lot 19, Section 54, Flour Bluff Farm and Encinal Farm and Garden Tracts, a map of which is recorded in Volume A, Pages 41-43, of the Map Records of Nueces County, Texas, being a portion of a 5.00 Acre Tract as described in an Executrix's Deed from the estate of William Edward Duncan to Tracy Duncan, recoded in Document Number 2008053232, of the Official Public Records of Nueces County, Texas; said 3.679 Acre Tract more fully described as follows: Beginning, at a 5/8 Inch Iron Rod with a plastic cap stamped "CRG ENGINEERING" Found, in an asphalt road, shown as Debra Lane on the Nueces County Appraisal District (no documentation found), on the Southwest Right-of-Way line of Hustlin Hornet Drive, a public roadway, the Northwest boundary line of Lot 19, of the said Section 54, being the East corner of Block 2, Flour Bluff Independent School District, a map of which is recorded in Volume 46, Pages 175-176, of the said Map Records, the West corner of a 0.15 Acre Right-of-Way Easement, from Joe Hansler and Henry L. Tucker Sr. to the City of Corpus Christi, recorded in Volume 1899, Page 492 of the Deed Records of Nueces County, Texas, for the North corner of this Tract; Thence, South 61'22'38" East, with the common boundary line of the said Southwest Right-of-Way line, the Southwest line of the 0.15 Acre Easement and the said 5.00 Acre Tract, 466.17 Feet, to a 5/8 Inch Iron Rod with a red plastic cap stamped "URBAN ENGR CCTX" Set, on the Southeast boundary line of the said 5.00 Acre Tract, being the South corner of the said 0.15 Acre Easement, for the East corner of this Tract; Thence, South 28°36'03"West, with the Southeast boundary line of the said 5.00 Acre Tract, 452.05 Feet,to a 5/8 Inch Iron Rod Found, for the South corner of the said 5.00 Acre Tract and this Tract; Thence, North 61'22'38" West, with the Southwest boundary of the said 5.00 Acre Tract, 120.43 Feet, to a 5/8 Inch Iron Rod with a red plastic cap stamped "URBAN ENGR CCTX" Set, on the Southeast boundary line of Section 12, Duncan Cemetery, a map of which is recorded in Volume 68, Page 846, of the said Map Records, for a corner of this Tract; Thence, North 28°36'03" East, departing the said Southwest boundary line and with the said Southeast boundary line of Section 12, 145.93 Feet, to a 5/8 Inch Iron Rod with a plastic cap stamped "CRG ENGINEERING" Found, being the East corner of the said Section 12, for an inner ell corner of this Tract; Thence, North 61'22'38" West, at 30.00 Feet, pass a 5/8 Inch Iron Rod with a plastic cap stamped "CRG ENGINEERING" Found, being the East corner of the Duncan Cemetery, a map of which is recorded in Volume 67, Page 367, of the said Map Records, and the West corner of the said Section 12, continuing with the Northeast boundary line of the said Duncan Cemetery, in all 345.74 Feet, to a 5/8 Inch Iron Rod Found, in the said Debra Lane, on the common boundary line of the said Lot 19, said Section 54, the said 5.00 Acre Tract, and a Southeast boundary line of the said Block 2, being the North corner of the said Duncan Cemetery, for the West corner of this Tract; Thence, North 28°36'03" East, with the said common boundary line, 306.11 Feet, to the Point of Beginning, containing 3.679 Acres (160,275 SgFt) of Land, more or less. Grid Bearings and Distances shown hereon are referenced to the Texas Coordinate System of 1983, Texas South Zone 4205, and are based on the North American Datum of 1983(2011) Epoch 2010.00. FIFTH TRACT: Fieldnotes, for a 1.066 Acre Tract of Land, situated in Lots 20 and 21, Section 54, Flour Bluff and Encinal Farm and Garden Tracts, a map of which is recorded in Volume A, Pages 41-43, of the Map Records of Nueces County, Texas, being a portion of a 24.50 Acre Tract described as Tract I and II in a General Warranty Deed from Lou Ann Rosebraugh et al. to William E. Duncan and Violet M. Duncan, recorded in Volume 2244, Page 498 of the Deed Records of Nueces County Texas; said Tract I also referenced in an Executrix's Deed from Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Legal Description LEGAL DESCRIPTION (Continued) the estate of William E. Duncan to Tracy Duncan, recorded in Document Number 2008053232, of the Official Public Records of Nueces County, Texas; said 1.066 Acre Tract more fully described as follows: Beginning, at a 5/8 Inch Iron Rod Found, on the Southeast Right-of-Way line of Laguna Shores (as shown on the City of Corpus Christi construction plans Project No. 18024A), a public roadway (under construction), being the common West corner of a 1.00 Acre Tract, as described in a Deed from W. R. Duncan and Lula Duncan to C. H. Norrell, recorded in Volume 605, Page 486 of the Deed Records of Nueces County, Texas, and a 0.1045 Acre Tract, as described in a Warranty Deed from Peter J. Bungert to Hai Ho and Anabella N. Ho, recorded in Document Number 2018015744, of the Official Public Records of Nueces County, Texas, for the North corner of this Tract; Thence, South 61°27'10" East, with the Southwest boundary line of the said 1.00 Acre Tract, 324.03 Feet, to the West boundary line of Submerged Texas Lands Tract 17, being the Mean Higher High Water line of the Laguna Madre as determined by David L. Nesbitt, Licensed State Land Surveyor, measured at an elevation of 0.70 Feet (NAVD88), for the East corner of this; Thence, with the Littoral boundary, the said Mean Higher High Water line, and the boundary of this Tract as follows: • South 77°01'29"West, 48.52 Feet; • South 64°15'18"West, 29.41 Feet; • South 41°23'31"West, 24.94 Feet; • South 86°40'48"West, 34.73 Feet; • South 72°03'32"West, 40.53 Feet; • South 58°29'41"West, 49.24 Feet; • South 12°51'16" West, 22.31 Feet, to the Northeast boundary line of Lot 3, Block 1, Kinnett Addition, a map of which is recorded in Volume 60, Page 182 of the said Map Records, for the South corner of this Tract; Thence, North 61'27'06" West, with the Northeast boundary line of the said Lot 3, 189.05 Feet, to a 1 Inch Iron Pipe Found, on the said Southeast Right-of-Way line, for the West corner of this Tract; Thence, North 28°32'50" East, with the said Southeast Right-of-Way line, 192.23 Feet, to the Point of Beginning, containing 1.066 Acres (46,444 SgFt) of Land, more or less. Grid Bearings and Distances shown hereon are referenced to the Texas Coordinate System of 1983, Texas South Zone 4205, and are based on the North American Datum of 1983(2011) Epoch 2010.00. 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 identification purposes and does not override Item 2 of Schedule B hereof. Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Legal Description LEGAL DESCRIPTION (Continued) Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Legal Description 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. EI seguro de titulo le asegura en relacion a perdidas resultantes de ciertos riesgos que pueden afectar el titulo de su propiedad. EI Compromiso para Seguro de Titulo es la promesa de la compania aseguradora de titulos de emitir la poliza de seguro de tfitulo. EI Compromiso es un documento legal. Usted debe leerlo cuidadosamente y entenderlo complemente antes de la fecha para finalizar su transaccion. 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 laws, 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 may 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 Exception, 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. Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Title Insurance Information TEXAS TITLE INSURANCE INFORMATION (Continued) You can get a copy of the policy form approved by the Texas Department of Insurance by calling the Title Insurance Company at (800) 925-0965 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 (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 want to increase your coverage at a later date and the Company agrees to add an Increased Value Endorsement. Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Title Insurance Information DELETION OF ARBITRATION PROVISION (Not applicable to the Texas Residential Owner's Policy) Commitment No.: 200239676 GF No.: 200239676 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 Insurance 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 court of competent jurisdiction." SIGNATURE DATE Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Deletion of Arbitration Provision IMPORTANT NOTICE FOR INFORMATION, OR TO MAKE A COMPLAINT CALL OUR TOLL-FREE TELEPHONE NUMBER (800) 925-0965 ALSO YOU MAY CONTACT THE TEXAS DEPARTMENT OF INSURANCE AT (800)252-3439 to obtain information on: 1. filing a complaint against an insurance company or agent, 2. whether an insurance company or agent is licensed, 3. complaints received against an insurance company or agent, 4. policyholder rights, and 5. a list of consumer publications and services available through the Department. YOU MAY ALSO WRITE TO THE TEXAS DEPARTMENT OF INSURANCE P.O. BOX 149104 AUSTIN, TEXAS 78714-9104 FAX NO. (512)490-1007 AVISO IMPORTANTE PARA INFORMACION, O PARA SOMETER UNA QUEJA LLAME AL NUMERO GRATIS (800) 925-0965 TAMBIEN PUEDE COMUNICARSE CON EL DEPARTAMENTO DE SEGUROS DE TEXAS AL (800)252-3439 para obtener informacion sobre: 1. como someter una queja en contra de una compania de seguros o agente de seguros, 2. si una compania de seguros o agente de seguros tiene licencia, 3. quejas recibidas en contra de una compania de seguros o agente de seguros, 4. los derechos del asegurado, y 5. una lista de publicaciones y servicios para consumidores disponibles a traves del Departamento. TAMBIEN PUEDE ESCRIBIR AL DEPARTAMENTO DE SEGUROS DE TEXAS P.O. BOX 149104 AUSTIN, TEXAS 78714-9104 FAX NO. (512)490-1007 Effective Date: April 14, 2021 FORM T-7: Commitment for Title Insurance 200239676 Important Notice .�pvs c� 0 � F U AGENDA MEMORANDUM /NCORPOlthl' First Reading Ordinance for the City Council Meeting of October 19, 2021 1852 Second Reading Ordinance for the City Council Meeting of October 26, 2021 DATE: August 23, 2021 TO: Peter Zanoni, City Manager FROM: Annette Rodriguez, M.P.H., Director of Public Health AnAn netter�cctexas.com 361-826-7205 Acceptance and appropriation of the Public Health Crisis Response (PHCR) Workforce Contract in the amount $1,550,000 CAPTION: Ordinance authorizing execution of all documents necessary to accept, amend, and appropriate a grant contract between the Department of State Health Services (DSHS)and the Corpus Christi- Nueces County Public Health District in the amount of$1,550,000 for the period August 18, 2021 through June 30, 2023 for activities to establish, expand, train and sustain public health workforce in support of Coronavirus 2019 (COVID-19) response through the following: hiring four full-time public health positions (two project managers, one public information officer and one accountant), adjusting compensation for current Health District staff who were involved in the pandemic response March 2020 through May 2021, providing indirect cost reimbursement for general government support, and procuring office supplies. SUMMARY: The funding from this contract will specifically fund four(4) public health positions that will support and continue operational readiness for COVID-19 response. Contract funding will also provide compensation adjustments over the next two years to retain current Health Department employees. In addition, the contract allows for an indirect cost reimbursement for general governmental support. BACKGROUND AND FINDINGS: This workforce contract is to provide a plan for retention and training for existing Health Department employees and recruit new staff to address issues relevant to the local communities served and support of Coronavirus (COVID-19) response. The funding in this contract passes through the Department of State Health Services (DSHS) from Public Health Crisis Response Cooperative Agreement for Emergency Response from the Centers for Disease Control and Prevention (CDC). PROCUREMENT DETAIL: The Corpus Christi-Nueces County Public Health Department applied for this funding through the Department of State Health Services. ALTERNATIVES: Refuse the contract, reject the $1,550,000 FISCAL IMPACT: This contract will not have a fiscal impact on the General Fund for FY2021-2022. This program is 100% grant funded. FUNDING DETAIL: Fund: 1066 Health Grants paid by Department of State Health Services Organization/Activity: 831571 F Mission Element: 103 Health Disease Prevention Project # (CIP Only): Account: RECOMMENDATION: Staff recommends approval of the Ordinance. LIST OF SUPPORTING DOCUMENTS: Notice of Award Contract No. HHS001076700001 Ordinance Ordinance authorizing execution of all documents necessary to accept, amend, and appropriate a grant contract between the Department of State Health Services (DSHS) and the Corpus Christi-Nueces County Public Health District in the amount of$1,550,000 for the period August 18, 2021 through June 30, 2023 for activities to establish, expand, train and sustain public health workforce in support of Coronavirus 2019 (COVID-19) response through the following: hiring four full-time public health positions (two project managers, one public information officer and one accountant), adjusting compensation for current Health District staff who were involved in the pandemic response March 2020 through May 2021, providing indirect cost reimbursement for general government support, and procuring office supplies. Be it ordained by the City Council of the City of Corpus Christi, Texas: Section Section 1: The City Manager or designee is authorized to execute all documents necessary to enter into a contract HHS 0001076700001 with the Department of State Health Services (DSHS) in the amount of $1 ,550,000 for the period August 18, 2021 through June 30, 2023 for activities to establish, expand, train and sustain public health workforce in support of Coronavirus 2019 (COVID-19). The funds are appropriated in Health Grants Fund 1066. Section 2: The funds are planned as follows: four full-time public health positions (two project managers, one public information officer and one accountant); for compensation adjustments for 48 current staff; for indirect cost reimbursement for general government support; and office supplies. Section 3: The City Manager or designee Director of the CCNCPHD is authorized to execute any future amendments to the grant contract which extend the contract period or increase or decrease the amount of the grant. Section 4: A copy of the executed grant shall be filed in the office of the City Secretary. 1 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 2 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A TEXASJ `V Health and Human Texas Department of State Health Services Services John Hellerstedt,M.D. Commissioner Annette Rodriguez, MPH Corpus Christi-Nueces County Public Health District (City) 1702 Horne Rd. Corpus Christi, Texas 78416 Subject: CPS/PH Workforce Contract Contract Number: HHS001076700001 Contract Amount: $1,550,000.00 Contract Term: Upon Execution through June 30, 2023 Dear Ms. Rodriguez: Enclosed is the CDC Public Health Crisis Response (PHCR) Co-Ag: Public Health Workforce contract between the Department of State Health Services and Corpus Christi-Nueces County Public Health District (City). The purpose of this contract is to establish, expand, train, and sustain the state, tribal, local, and territorial (STLT) public health workforce to support jurisdictional COVID-19 prevention, preparedness, response, and recovery initiatives, including school-based health programs. Public health agencies are expected to use available funding to recruit, hire, and train personnel to address projected jurisdictional COVID-19 response needs to include hiring personnel to build capacity to address STLT public health priorities deriving from COVID-19. Please let me know if you have any questions or need additional information. Sincerely, Jennifer Boggs, CTCM Contract Manager 512-776-3967 Jennifer.Boggs@dshs.texas.gov P.O.Box 149347 • Austin,Texas 78714-9347 • Phone:888-963-7111 • TTY:800-735-2889 • wwwdshs.texas.gov DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A INTERLOCAL COOPERATION CONTRACT THE DEPARTMENT OF STATE HEALTH SERVICES CONTRACT No.HHS001076700001 THE DEPARTMENT OF STATE HEALTH SERVICES ("System Agency" or "DSHS") and Corpus Christi- Nueces County Public Health District(City) ("Local Government," "Grantee," "Performing Agency," or "Contractor"), each a"Party" and collectively the "Parties,"enter into the following contract for activities to establish, expand, train and sustain public health workforce in support of Coronavirus 2019 (COVID- 19) response and in alignment with the Public Health Crisis Response Cooperative Agreement for Emergency Response (Funding Opportunity Number CDC-RFA-TP18-1802) from the Centers for Disease Control and Prevention (CDC). I. PARTIES The following will act as the Representative authorized to act on behalf of their respective Party. System Agency Local Government Name: Department of State Health Services Name: Corpus Christi-Nueces County Public Health District(City) Address: 1100 W. 49th Street, MC 1990 Address: 1702 Horne Rd. City and Zip: Austin, TX 78756 City and Zip: Corpus Christi, Texas 78416 Contact Person: Jennifer Boggs Contact Person: Annette Rodriguez, MPH Telephone: 512-776-2304 Health Department: 361-826-7205 Fax number: 512-776-7391 Main Line: 361-826-1343 E-Mail Address: Jennifer.Boggsgdshs.texas.gov E-Mail Address: AnnetteR(C cctexaS.com Agency Number: 537 II. STATEMENT OF SERVICES TO BE PROVIDED The Parties agree to cooperate to provide necessary and authorized services and resources in accordance with the terms of this Contract. Specific services provided are described in Attachment A—Statement of Work. 111. CONTRACT PERIOD AND RENEWAL The Contract is effective on the signature date of the latter of the Parties to sign this agreement and terminates on June 30,2023,unless renewed, extended, or terminated pursuant to the terms and conditions of the Contract. The Parties may extend this Contract subject to mutually agreeable terms and conditions. IV. AMENDMENT The Parties to this Contract may modify this Contract only through the execution of a written amendment signed by both Parties. System Agency Contract No.HHS001076700001 Page 1 of 4 v.3.1.17 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A V. CONTRACT AMOUNT AND PAYMENT FOR SERVICES The total amount of this Contract shall not exceed $1,550,000.00, as provided for in Attachment B — Bud2et. VI. LEGAL NOTICES Legal Notices under this Contract shall be deemed delivered when deposited either in the United States mail, postage paid, certified, return receipt requested; or with a common carrier, overnight, signature required, to the appropriate address below: System Agency Department of State Health Services 1100 W. 49th Street, MC 1911 Austin, TX 78756 Attention: Office of General Counsel Local Government Name: Annette Rodriguez, MPH Address: 1702 Horne Rd. City & Zip: Corpus Christi, Texas 78416 E-Mail Address: AnnetteRgcctexas.com Notice given in any other manner shall be deemed effective only if and when received by the Party to be notified. Either Party may change its address for receiving legal notice by notifying the other Party in writing. VII. CERTIFICATIONS The undersigned contracting Parties certify that: (1) The services specified above are necessary and essential for activities that are properly within the statutory functions and programs of the affected agencies of state government; (2) Each Party executing this Contract on its behalf has full power and authority to enter into this Contract; (3) The proposed arrangements serve the interest of efficient and economical administration of state government; and (4) The services contracted for are not required by Section 21, Article XVI of the Constitution of Texas to be supplied under a contract awarded to the lowest responsible bidder. The System Agency further certifies that it has statutory authority to contract for the services described in this Contract under Texas Government Code, Chapter 791, Texas Health and Safety Code, Chapter 81, and Texas Government, Code 531. The Local Government further certifies that it has statutory authority to contract for the services described in this Contract under Texas Government Code, Chapter 791. System Agency Contract No.HHS001076700001 Page 2 of 4 v.3.1.17 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A VIII.ADDITIONAL GRANT INFORMATION In accordance with 2 CFR 200.331(A), if any of the following information is not available at time of contract execution, then it will be provided to the Grantee by a Technical Guidance Letter. Federal Award Identification Number(FAIN): NU90TP922165 Federal Award Date: 5/20/2021 Name of Federal Awarding Agency: Centers for Disease Control and Prevention CFDA Name and Number: Federal, 93.354 Awarding Official Contact Information: Ms. Sylvia Reeves, 770-488-2739, gpg0@cdc.gov DUNS: 807391511 System Agency Contract No.HHS001076700001 Page 3 of 4 v.3.1.17 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A SIGNATURE PAGE FOR SYSTEM AGENCY CONTRACT NO.HHS001076700001 THE DEPARTMENT OF STATE HEALTH SERVICES CORPUS CHRISTI-NUECES COUNTY PUBLIC HEALTH DISTRICT(CITY) Signature Simature Annette Rodriguez MPH Printed Name Printed Name Health Director Title Title Date Date THE FOLLOWING ATTACHMENTS TO THIS CONTRACT ARE HEREBY INCORPORATED BY REFERENCE AND MADE PART OF THIS CONTRACT: ATTACHMENT A—STATEMENT OF WORK ATTACHMENT B—BUDGET ATTACHMENT C—FISCAL FEDERAL ACCOUNTABILITY AND TRANSPARENCY ACT(FFATA) CERTIFICATE ATTACHMENT D—HHS UNIFORM TERMS AND CONDITIONS—GOVERNMENTAL ENTITY, VERSION 3.0 ATTACHMENT E—DATA USE AGREEMENT ATTACHMENT F—FEDERAL ASSURANCES AND CERTIFICATIONS ATTACHMENT G—CONTRACT AFFIRMATIONS 1.8 System Agency Contract No.HHS001076700001 Page 4 of 4 v.3.1.17 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A ATTACHMENT A STATEMENT OF WORK COVID-19—Public Health Workforce Expansion I. GRANTEE RESPONSIBILITIES Grantee will: A. Establish, expand, train and sustain public health workforce in support of Coronavirus 2019 (COVID-19)response and in alignment with the Public Health Crisis Response Cooperative Agreement for Emergency Response (Funding Opportunity Number CDC- RFA-TP 18-1802) from the Centers for Disease Control and Prevention (CDC). B. Complete all activities required and allowable under this Contract by June 30, 2023. C. Perform required activities intended to slow the transmission of COVID-19, minimize morbidity and mortality,preserve function of healthcare workforce and infrastructure, and minimize social and economic impacts. Required activities include: 1. Hire public health personnel (professional, clinical, disease investigation,program and/or administrative) in support of COVID-19 and infectious disease preparedness and response. Personnel may be permanent full or part-time staff, temporary or term- limited staff, fellows, interns and/or contracted employees. 2. Establish a formal committee that will ensure Grantee's health programs, methods and outcomes meet the diverse needs of the communities served. a Within 30 days of Contract execution, submit a roster of this committee that describes how members are reflective of the communities to be served and can best address community public health needs to WorkforceCoAggdshs.texas.com and the assigned Contract Manager. b. Within 60 days of Contract execution, submit proposed plan to address health disparities, and your training plan to WorkforceCoAggdshs.texas.com and the assigned Contract Manager, using the template provided by System Agency. 3. Provide training for staff to be equipped to address health disparities appropriately, as recommended by the committee, to existing and new staff, focusing on issues relevant to the local communities served. D. Funds cannot be used for research, clinical care, medical or clinical supplies, fund-raising activities, construction or major renovations, to supplant existing state or federal funds for activities,purchase of vehicles of any kind (including mobile medical clinics), clothing to include uniforms or scrubs or funding an award to another party or provider who is ineligible. Any furniture/cubicle purchases will require PRIOR approval by System Agency. Funds cannot be used for the preparation, distribution, or use of any material (publicity or propaganda) or to pay the salary or expenses of grant recipients, contract recipients, or agents that aim to support or defeat the enactment of legislation, regulation, administrative action, or executive order proposed or pending before a legislative body beyond normal, recognized executive relationships. E. Comply with all applicable regulations, standards, and guidelines in effect on the beginning date of this Contract and as amended. Page 1 of 4 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A ATTACHMENT A STATEMENT OF WORK COVID-19—Public Health Workforce Expansion F. The following documents and resources are incorporated herein by reference and made a part of this Contract as if fully set forth therein: 1. DSHS and CDC Public Health Crisis Response Cooperative Agreement, Funding Opportunity Number: CDC-RFA-TP18-1802; 2. Project workplan G. Maintain an inventory of equipment, supplies defined as Controlled Assets, and real property. Grantee shall submit an annual cumulative report of the equipment and other property on HHS System Agency Grantee's Property Inventory Report to the assigned System Agency Contract Manager by email not later than October 15 of each year. Controlled Assets include firearms, regardless of the acquisition cost, and the following assets with an acquisition cost of$500 or more, but less than $5,000: desktop and laptop computers (including notebooks, tablets and similar devices), non-portable printers and copiers, emergency management equipment, communication devices and systems, medical and laboratory equipment, and media equipment. Controlled Assets are considered Supplies. H. Expenses are eligible for reimbursement review and payment in alignment with the Grant Award effective date of July 1, 2021. IL PERFORMANCE MEASURES DSHS will monitor the Grantee's performance of the requirements in this Statement of Work and compliance with the Contract's terms and conditions. DSHS will develop performance measures in collaboration with the Grantee. III. REPORTING REQUIREMENTS Grantee, at the request of the System Agency, may be required to submit additional reports determined necessary to accomplish the objectives of and monitor compliance with this Contract. Grantee must submit reports in a format specified by the System Agency. Grantee will provide System Agency financial reports as System Agency determines necessary to accomplish the objectives of this Contract and to monitor compliance. If Grantee is legally prohibited from providing any report under this Contract, Grantee will immediately notify System Agency in writing. Grantee will provide and submit written reports, by electronic mail in the format specified by System Agency. Grantee will complete and submit the bi-annual program and financial reports by the 5th business day of each month. Grantee shall maintain the source documentation used to develop the reports. All written reports should be titled with the Grantee name, address, email address, telephone number,program name, contract or purchase order number, dates services were completed and/or products were delivered,the time period of the report, total invoice amount, and invoices paid to subgrantees for services received. A. Submit local health entity COVID-19 Workforce Expansion progress reports and spend Page 2 of 4 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A ATTACHMENT A STATEMENT OF WORK COVID-19-Public Health Workforce Expansion plans within an established timeframe designated by the System Agency, using the template provided by System Agency. Progress reports will include status updates on meeting hiring goals, addressing health disparities and reporting progress through financial reports. Failure to submit a required report or additional requested information by the due date specified in this Contract listed below or upon request constitutes breach of contract and may result in delay of payment. Reports should be sent electronically to WorlforceCoAggdshsAexas.com and the assigned Contract Manager. Progress Reports - due 7-Jan-22 Progress Reports - due 7-Jul-22 Progress Reports - due 9-Jan- Progress Reports - due 7-Jul-23 B. Submit a final performance report that describes progress toward achieving the objectives contained in the approved workplan and deliverables contained in this Contract to WorkforceCoAg(2dshs.texas.com and the assigned Contract Manager, 30 days after end of Contract period, using the template provided by System Agency. IV. INVOICE AND PAYMENT A. Grantee will request payment monthly using the State of Texas Purchase Voucher (Form B-13) and acceptable supporting documentation for reimbursement of the required services/deliverables. The Grantee will submit the Financial Status Report(FSR-269A). Vouchers, supporting documentation, and Financial Status Reports should be mailed or emailed to the addresses below. Department of State Health Services Claims Processing Unit, MC 1940 1100 West 49th Street P.O. Box 149347 Austin, TX 78714-9347 FAX: (512) 458-7442 EMAIL: invoices2dshs.texas.gov & CMSInvoices2dshs.texas.gov& cc your contract manager. B-13s and supporting documentation should be sent to: invoices e,dshs.texas.gov & CMSInvoices2dshs.texas.gov & cc your contract manager. FSRs should be sent to: FSRGrants2dshs.texas.gov & CMSInvoices2dshs.texas.gov& cc your contract manager. s Page 3 of 4 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A ATTACHMENT A STATEMENT OF WORK COVID-19—Public Health Workforce Expansion B. Grantee will be reimbursed monthly and in accordance with Attachment B, Budget. Reimbursement shall be subject to the submission of required and appropriate documentation, and in accordance with applicable law and governing regulations. Page 4 of 4 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A Attachment B Budget Budget Categories DSHS Funding Personnel $916,312 Fringe Benefits $416,647 Travel $0 Equipment $0 Supplies $1,041 Contractual $0 Other $0 Total Direct Costs $1,334,000 Indirect Cost Rate Amount $216,000 Contract Total $1,550,000 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A Attachment C Fiscal Federal Funding Accountability and Transparency Act (FFATA) CERTIFICATION The certifications enumerated below represent material facts upon which DSHS relies when reporting information to the federal government required under federal law. If the Department later determines that the Contractor knowingly rendered an erroneous certification, DSHS may pursue all available remedies in accordance with Texas and U.S. law. Signor further agrees that it will provide immediate written notice to DSHS if at any time Signor learns that any of the certifications provided for below were erroneous when submitted or have since become erroneous by reason of changed circumstances. If the Signor cannot certify all of the statements contained in this section, Signor must provide written notice to DSHS detailing which of the below statements it cannot certify and why. Legal Name of Contractor: FFATA Contact# 1 Name, Email and Phone Number: Primary Address of Contractor: FFATA Contact#2 Name, Email and Phone Number: ZIP Code: 9-digits Required www.usps.com DUNS Number: 9-digits Required www.sam.gov State of Texas Comptroller Vendor Identification Number (VIN) 14 Digits Printed Name of Authorized Representative Signature of Authorized Representative Title of Authorized Representative Date - 1 - Department of State Health Services Form 4734—June 2013 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A Attachment C Fiscal Federal Funding Accountability and Transparency Act (FFATA) CERTIFICATION As the duly authorized representative (Signor) of the Contractor, I hereby certify that the statements made by me in this certification form are true, complete and correct to the best of my knowledge. Did your organization have a gross income, from all sources, of less than $300,000 in your previous tax year? ❑ Yes ❑ No If your answer is "Yes", skip questions "A" "B" and "C" and finish the certification. If your answer is "No", answer questions "A" and "B" A. Certification Regarding % of Annual Gross from Federal Awards. Did your organization receive 80% or more of its annual gross revenue from federal awards during the preceding fiscal year? ❑ Yes ❑ No B. Certification Regarding Amount of Annual Gross from Federal Awards. Did your organization receive $25 million or more in annual gross revenues from federal awards in the preceding fiscal year? ❑ Yes ❑ No If your answer is "Yes" to both question "A" and "B", you must answer question "C". If your answer is "No" to either question "A" or "B", skip question "C" and finish the certification. C. Certification Regarding Public Access to Compensation Information. Does the public have access to information about the compensation of the senior executives in your business or organization (including parent organization, all branches, and all affiliates worldwide) through periodic reports filed under section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m(a), 78o(d)) or section 6104 of the Internal Revenue Code of 1986? ❑ Yes ❑ No If your answer is "Yes" to this question,where can this information be accessed? If your answer is "No" to this question, you must provide the names and total compensation of the top five highly compensated officers below. For example: John Blum:500000,Mary Redd:50000,Eric Gan t:400000,Todd Platt:300000, Sally Tom:300000 Provide compensation information here: - 2 - Department of State Health Services Form 4734—June 2013 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A TEXAS Health and Human Services Health and Human Services (HHS) Uniform Terms and Conditions - Governmental Entity Version 3.0 Published and Effective - March 1 , 2020 Responsible Office: Chief Counsel Health and Human Services Uniform Terms and Condition—Governmental Entity V.3.0—March 1,2020 Page 1 of 22 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A Table of Contents ARTICLE L DEFINITIONS AND INTERPRETIVE PROVISIONS .........................................................................5 1.1 DEFINITIONS......................................................................................................................5 1.2 INTERPRETIVE PROVISIONS..............................................................................................7 ARTICLE II. PAYMENT PROVISIONS................................................................................................................8 2.1 PROMPT PAYMENT............................................................................................................8 2.2 ANCILLARY AND TRAVEL EXPENSES................................................................................8 2.3 NO QUANTITY GUARANTEES............................................................................................8 2.4 TAXES ................................................................................................................................8 ARTICLE III.STATE AND FEDERAL FUNDING................................................................................................8 3.1 EXCESS OBLIGATIONS PROHIBITED.................................................................................8 3.2 NO DEBT AGAINST THE STATE.........................................................................................8 3.3 DEBT AND DELINQUENCIES...............................................................................................9 3.4 REFUNDS AND OVERPAYMENTS........................................................................................9 ARTICLE IV.WARRANTY,AFFIRMATIONS,ASSURANCES,AND CERTIFICATIONS....................................9 4.1 WARRANTY........................................................................................................................9 4.2 GENERAL AFFIRMATIONS.................................................................................................9 4.3 FEDERAL ASSURANCES ...................................................................................................10 4.4 FEDERAL CERTIFICATIONS.............................................................................................10 ARTICLE V.INTELLECTUAL PROPERTY........................................................................................................10 5.1 OWNERSHIP OF WORK PRODUCT...................................................................................10 5.2 PERFORMING AGENCY'S PRE-EXISTING WORKS...........................................................11 5.3 THIRD PARTY IP..............................................................................................................11 5.4 AGREEMENTS WITH EMPLOYEES AND SUBCONTRACTORS...........................................11 5.5 DELIVERY UPON TERMINATION OR EXPIRATION..........................................................11 5.6 SURVIVAL.........................................................................................................................12 5.7 SYSTEM AGENCY DATA...................................................................................................12 ARTICLEVI.PROPERTY..................................................................................................................................12 6.1 USE OF STATE PROPERTY...............................................................................................12 6.2 DAMAGE TO GOVERNMENT PROPERTY..........................................................................13 6.3 PROPERTY RIGHTS UPON TERMINATION OR EXPIRATION OF CONTRACT....................13 Health and Human Services Uniform Terms and Condition-Governmental Entity V.3.0-March 1,2020 Page 2 of 22 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A ARTICLE VII.RECORD RETENTION,AUDIT,AND CONFIDENTIALITY......................................................13 7.1 RECORD MAINTENANCE AND RETENTION.....................................................................13 7.2 AGENCY'S RIGHT TO AUDIT...........................................................................................13 7.3 RESPONSE/COMPLIANCE WITH AUDIT OR INSPECTION FINDINGS................................14 7.4 STATE AUDITOR'S RIGHT To AUDIT ..............................................................................14 7.5 CONFIDENTIALITY...........................................................................................................15 ARTICLE VIII.CONTRACT REMEDIES AND EARLY TERMINATION..........................................................15 8.1 CONTRACT REMEDIES.....................................................................................................15 8.2 TERMINATION FOR CONVENIENCE.................................................................................15 8.3 TERMINATION FOR CAUSE..............................................................................................15 8.4 PERFORMING AGENCY RESPONSIBILITY FOR TERMINATION COSTS............................16 ARTICLE IX.GENERAL PROVISIONS.............................................................................................................16 9.1 AMENDMENT ...................................................................................................................16 9.2 INSURANCE ......................................................................................................................16 9.3 LIMITATION ON AUTHORITY...........................................................................................16 9.4 LEGAL OBLIGATIONS......................................................................................................17 9.5 CHANGE IN LAWS AND COMPLIANCE WITH LAWS.........................................................17 9.6 E-VERIFY PROGRAM.......................................................................................................17 9.7 PERMITTING AND LICENSURE.........................................................................................17 9.8 SUBCONTRACTORS..........................................................................................................18 9.9 INDEPENDENT PERFORMING AGENCY............................................................................18 9.10 GOVERNING LAW AND VENUE........................................................................................18 9.11 SEVERABILITY.................................................................................................................18 9.12 SURVIVABILITY................................................................................................................18 9.13 FORCE MAJEURE.............................................................................................................19 9.14 DISPUTE RESOLUTION.....................................................................................................19 9.15 NO IMPLIED WAIVER OF PROVISIONS............................................................................19 9.16 MEDIA RELEASES............................................................................................................19 9.17 NO MARKETING ACTIVITIES ..........................................................................................20 9.18 PROHIBITION ON NON-COMPETE RESTRICTIONS...........................................................20 9.19 SOVEREIGN IMMUNITY....................................................................................................20 9.20 ENTIRE CONTRACT AND MODIFICATION.......................................................................20 9.21 COUNTERPARTS...............................................................................................................20 9.22 CIVIL RIGHTS..................................................................................................................20 Health and Human Services Uniform Terms and Condition-Governmental Entity V.3.0-March 1,2020 Page 3 of 22 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A 9.23 ENTERPRISE INFORMATION MANAGEMENT STANDARDS..............................................22 9.24 DISCLOSURE OF LITIGATION..........................................................................................22 9.25 NO THIRD-PARTY BENEFICIARIES .................................................................................22 9.26 BINDING EFFECT.............................................................................................................22 Health and Human Services Uniform Terms and Condition-Governmental Entity V.3.0-March 1,2020 Page 4 of 22 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A ARTICLE L DEFINITIONS AND INTERPRETIVE PROVISIONS 1.1 DEFINITIONS As used in this Contract, unless the context clearly indicates otherwise, the following terms and conditions have the meanings assigned below: "Amendment" means a written agreement, signed by the Parties, which documents changes to the Contract other than those permitted by Work Orders. "Attachment" means documents, terms, conditions, or information added to this Contract following the Signature Document or included by reference and made a part of this Contract. "Contract" means the Signature Document, these Uniform Terms and Conditions, along with any Attachments, and any Amendments, purchase orders, or Work Orders that may be issued by the System Agency, to be incorporated by reference for all purposes. "Deliverable" means a Work Product(s), including all reports and project documentation, prepared, developed, or procured by Contractor as part of the Services under the Contract for the use or benefit of the System Agency or the State of Texas. "Effective Date" means the date agreed to by the Parties as the date on which the Contract takes effect. "Federal Fiscal Year" means the period beginning October 1 and ending September 30 each year, which is the annual accounting period for the United States government. "GAAP" means Generally Accepted Accounting Principles. "GASB" means the Governmental Accounting Standards Board. "Goods" means supplies, materials, or equipment. "Health and Human Services Commission" or"HHSC" means the administrative agency established under Chapter 531, Texas Government Code, or its designee. "Health and Human Services" or"HHS"includes the Department of State Health Services (DSHS), in addition to the Health and Human Services Commission. "HUB" means Historically Underutilized Business, as defined by Chapter 2161 of the Texas Government Code. "Intellectual Property Rights" means the worldwide proprietary rights or interests, including patent, copyright, trade secret, and trademark rights, as such rights may be evidenced by or embodied in: i. any idea, design, concept,personality right, method,process, technique, apparatus, invention, discovery, or improvement; ii. any work of authorship, including any compilation, computer code,website or web page design, literary work,pictorial work, or graphic work; iii. any trademark, service mark, trade dress, trade name, branding, or other indicia of source or origin; iv. domain name registrations; and Health and Human Services Uniform Terms and Condition—Governmental Entity V.3.0—March 1,2020 Page 5 of 22 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A v. any other proprietary or similar rights. The Intellectual Property Rights of a Party include all worldwide proprietary rights or interests that the Party may have acquired by assignment, by exclusive license, or by license with the right to grant sublicenses. "Parties" means the System Agency and Performing Agency,collectively. "paqy" means either the System Agency or Performing Agency,individually. "Performing Agency" means the State Agency providing the goods or services defined in this Contract. "Project" means the goods or Services described in the Signature Document or a Work Order of this Contract. "Receiving Agency" means the State agency receiving the benefit of the goods or services provided under this Contract. "Scope of Work" means the description of Services and Deliverables specified in the Contract and as may be amended. "Services" means the tasks, functions, and responsibilities assigned and delegated to Performing Agency under the Contract. "Signature Document"means the document executed by both Parties that specifically sets forth all of the documents that constitute the Contract. "Solicitation"means the document issued by the System Agency (including any published addenda, exhibits, and Attachments)under which the goods or Services provided under the Contract were initially requested,which is incorporated by reference for all purposes in its entirety. "Solicitation Response" means Performing Agency's full and complete response (including any Attachments and addenda) to the Solicitation, which is incorporated by reference for all purposes in its entirety. "State Fiscal Year" means the period beginning September 1 and ending August 31 each year, which is the annual accounting period for the State of Texas. "State of Texas TextraveT' means the State Travel Management Program through the Texas Comptroller of Public Accounts website and Texas Administrative Code, Title 34, Part 1, Chapter 5, Subchapter C, Section 5.22,relative to travel reimbursements under this Contract, if any. "Subcontract"means any written agreement between Performing Agency and a third party to fulfill the requirements of the Contract. All Subcontracts are required to be in writing. "Subcontractor" means any individual or entity that enters a contract with the Performing Agency to perform part or all of the obligations of Performing Agency under this Contract. "System Agency" means HHSC or any of the agencies of the State of Texas that are overseen by HHSC under authority granted under state law and the officers, employees, authorized representatives, and designees of those agencies. These agencies include: HHSC and the Department of State Health Services. Health and Human Services Uniform Terms and Condition—Governmental Entity V.3.0—March 1,2020 Page 6 of 22 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A "Third Party IP"means the Intellectual Property Rights of any third party that is not a party to this Contract, and that is not a Subcontractor. "Work" means all Services to be performed, goods to be delivered, and any appurtenant actions performed, and items produced, conceived, or developed, including Deliverables. "Work Order"means an individually negotiated document that is executed by both Parties and which authorizes a Project, if any, in an indefinite quantity Contract. "Work Product" means any and all works, including work papers, notes, materials, approaches, designs, specifications, systems, innovations, improvements, inventions, software, programs, source code, documentation, training materials, audio or audiovisual recordings, methodologies, concepts, studies, reports, whether finished or unfinished, and whether or not included in the Deliverables, that are developed, produced, generated, or provided by Performing Agency in connection with Performing Agency's performance of its duties under the Contract or through use of any funding provided under this Contract. 1.2 INTERPRETIVE PROVISIONS A. The meanings of defined terms include the singular and plural forms. B. The words "hereof," "herein," "hereunder," and similar words refer to this Contract as a whole and not to any particular provision,section,Attachment, or schedule of this Contract unless otherwise specified. C. The term "including" is not limiting and means "including without limitation" and, unless otherwise expressly provided in this Contract, (i) references to contracts (including this Contract) and other contractual instruments shall be deemed to include all subsequent Amendments and other modifications, but only to the extent that such Amendments and other modifications are not prohibited by the terms of this Contract, and (ii)references to any statute or regulation are to be construed as including all statutory and regulatory provisions consolidating, amending, replacing, supplementing, or interpreting the statute or regulation. D. Any references to "sections," "appendices," or "attachments" are references to sections, appendices, or attachments of the Contract. E. Any references to agreements, contracts, statutes, or administrative rules or regulations in the Contract are references to these documents as amended, modified, or supplemented from time to time during the term of the Contract. F. The captions and headings of this Contract are for convenience of reference only and do not affect the interpretation of this Contract. G. All Attachments, including those incorporated by reference, and any Amendments are considered part of the terms of this Contract. H. This Contract may use several different limitations, regulations, or policies to regulate the same or similar matters. All such limitations, regulations, and policies are cumulative, and each will be performed in accordance with its terms. I. Unless otherwise expressly provided, reference to any action of the System Agency or by the System Agency by way of consent, approval, or waiver will be deemed modified by the phrase "in its sole discretion." J. Time is of the essence in this Contract. Health and Human Services Uniform Terms and Condition—Governmental Entity V.3.0—March 1,2020 Page 7 of 22 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A ARTICLE IL PAYMENT PROVISIONS 2.1 PROMPT PAYMENT Payment shall be made in accordance with Chapter 2251 of the Texas Government Code, commonly known as the Texas Prompt Payment Act. Chapter 2251 of the Texas Government Code shall govern remittance of payment and remedies for late payment and non-payment. 2.2 ANCILLARY AND TRAVEL EXPENSES A. Except as otherwise provided in the Contract, no ancillary expenses incurred by the Performing Agency in connection with its provision of the Services or Deliverables will be reimbursed by the System Agency. Ancillary expenses include,but are not limited to costs associated with transportation, delivery, and insurance for each Deliverable. B. When the reimbursement of travel expenses is authorized by the Contract, all such expenses will be reimbursed in accordance with the rates set by the State of Texas Textravel available at the Texas Comptroller of Public Accounts State Travel Management Program website. 2.3 NO QUANTITY GUARANTEES The System Agency makes no guarantee of volume or usage of work under this Contract. All Work requested may be on an irregular and as needed basis throughout the Contract term. 2.4 TAXES Purchases made for State of Texas use are exempt from the State Sales Tax and Federal Excise Tax. Performing Agency represents and warrants that it shall pay all taxes or similar amounts resulting from the Contract, including, but not limited to, any federal, State, or local income, sales or excise taxes of Performing Agency or its employees. System Agency shall not be liable for any taxes resulting from the contract. ARTICLE III. STATE AND FEDERAL FUNDING 3.1 EXCESS OBLIGATIONS PROHIBITED The Contract is subject to termination or cancellation, without penalty to the System Agency, ether in whole or in part, subject to the availability of state funds. System Agency is a state agency whose authority and appropriations are subject to actions of the Texas Legislature. If System Agency becomes subject to a legislative change, revocation of statutory authority, or lack of appropriated funds that would render either System Agency's or Performing Agency's delivery or performance under the Contract impossible or unnecessary, the Contract will be terminated or cancelled and be deemed null and void. In the event of a termination or cancellation under this Section, System Agency will not be liable to Performing Agency for any damages that are caused or associated with such termination, or cancellation, and System Agency will not be required to give prior notice. 3.2 NO DEBT AGAINST THE STATE This Contract will not be construed as creating any debt by or on behalf of the State of Texas. Health and Human Services Uniform Terms and Condition—Governmental Entity V.3.0—March 1,2020 Page 8 of 22 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A 3.3 DEBT AND DELINQUENCIES Performing Agency agrees that any payments due under the Contract shall be directly applied towards eliminating any debt or delinquency it has to the State of Texas including, but not limited to, delinquent taxes, delinquent student loan payments, and delinquent child support. 3.4 REFUNDS AND OVERPAYMENTS A . At its sole discretion, the System Agency may: i. withhold all or part of any payments to Performing Agency to offset overpayments, unallowable or ineligible costs made to the Performing Agency, or if any required financial status report(s) is not submitted by the due date(s); or, ii. require Performing Agency to promptly refund or credit - within thirty (30) calendar days of written notice - any funds erroneously paid by System Agency which are not expressly authorized under the Contract. B. "Overpayments," as used in this Section, include payments: i. made by the System Agency that exceed the maximum allowable rates; ii. that are not allowed under applicable laws, rules, or regulations; or, iii. that are otherwise inconsistent with this Contract, including any unapproved expenditures. Performing Agency understands and agrees that it will be liable to the System Agency for any costs disallowed pursuant to financial and compliance audit(s) of funds received under this Contract. Performing Agency further understands and agrees that reimbursement of such disallowed costs shall be paid by Performing Agency from funds which were not provided or otherwise made available to Performing Agency under this Contract. ARTICLE IV.WARRANTY,AFFIRMATIONS,ASSURANCES, AND CERTIFICATIONS 4.1 WARRANTY Performing Agency warrants that all Work under this Contract shall be completed in a manner consistent with standards under the terms of this Contract, in the applicable trade, profession, or industry; shall conform to or exceed the specifications set forth in the Contract; and all Deliverables shall be fit for ordinary use,of good quality, and with no material defects. If System Agency, in its sole discretion, determines Performing Agency has failed to complete Work timely or to perform satisfactorily under conditions required by this Contract, the System Agency may require Performing Agency, at its sole expense, to: i. Repair or replace all defective or damaged Work; ii. Refund any payment Performing Agency received from System Agency for all defective or damaged Work and, in conjunction therewith, require Performing Agency to accept the return of such Work; and, iii. Take necessary action to ensure that Performing Agency's future perfonnance and Work conform to the Contract requirements. 4.2 GENERAL AFFIRMATIONS Performing Agency certifies that, to the extent General Affirmations are incorporated into the Contract under the Signature Document, the Performing Agency has reviewed the General Affirmations and that Performing Agency is in compliance with all requirements. Health and Human Services Uniform Terms and Condition—Governmental Entity V.3.0—March 1,2020 Page 9 of 22 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A 4.3 FEDERAL ASSURANCES Performing Agency certifies that, to the extent federal assurances are incorporated into the Contract under the Signature Document, the Performing Agency has reviewed the federal assurances and that Performing Agency is in compliance with all requirements. 4.4 FEDERAL CERTIFICATIONS Performing Agency certifies that, to the extent federal certifications are incorporated into the Contract under the Signature Document, the Performing Agency has reviewed the federal certifications and that Performing Agency is in compliance with all requirements. In addition, Performing Agency certifies that it is and shall remain in compliance with all applicable federal laws,rules, and regulations,as they may pertain to this Contract. ARTICLE V.INTELLECTUAL PROPERTY 5.1 OWNERSHIP OF WORK PRODUCT A. All right, title, and interest in the Work Product, including all Intellectual Property Rights therein, is exclusively owned by System Agency. Performing Agency and Performing Agency's employees will have no rights in or ownership of the Work Product or any other property of System Agency. B. Any and all Work Product that is copyrightable under United States copyright law is deemed to be "work made for hire" owned by System Agency, as provided by Title 17 of the United States Code. To the extent that Work Product does not qualify as a"work made for hire"under applicable federal law, Performing Agency hereby irrevocably assigns and transfers to System Agency, its successors and assigns, the entire right, title, and interest in and to the Work Product, including any and all Intellectual Property Rights embodied therein or associated therewith, and in and to all works based upon, derived from, or incorporating the Work Product, and in and to all income, royalties, damages, claims and payments now or hereafter due or payable with respect thereto, and in and to all causes of action, either in law or in equity for past, present or future infringement based on the copyrights, and in and to all rights corresponding to the foregoing. C. Performing Agency agrees to execute all papers and to perform such other acts as System Agency may deem necessary to secure for System Agency or its designee the rights herein assigned. D. In the event that Performing Agency has any rights in and to the Work Product that cannot be assigned to System Agency, Performing Agency hereby grants to System Agency an exclusive, worldwide, royalty-free, transferable, irrevocable, and perpetual license, with the right to sublicense,to reproduce,distribute,modify, create derivative works of,publicly perform and publicly display, make, have made, use, sell and offer for sale the Work Product and any products developed by practicing such rights. E. The foregoing does not apply to Incorporated Pre-existing Works or Third Party IP that are incorporated in the Work Product by Performing Agency. Performing Agency shall provide System Agency access during normal business hours to all Vendor materials, premises, and computer files containing the Work Product. Health and Human Services Uniform Terms and Condition—Governmental Entity V.3.0—March 1,2020 Page 10 of 22 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A 5.2 PERFORMING AGENCY'S PRE-EXISTING WORKS A. To the extent that Performing Agency incorporates into the Work Product any works of Performing Agency that were created by Performing Agency or that Performing Agency acquired rights in prior to the Effective Date of this Contract("Incorporated Pre-existing Works"), Performing Agency retains ownership of such Incorporated Pre-existing Works. B. Performing Agency hereby grants to System Agency an irrevocable, perpetual, non- exclusive, royalty-free, transferable, worldwide right and license, with the right to sublicense, to use, reproduce, modify, copy, create derivative works of, publish, publicly perform and display, sell, offer to sell, make and have made,the Incorporated Pre-existing Works, in any medium, with or without the associated Work Product. C. Performing Agency represents,warrants, and covenants to System Agency that Performing Agency has all necessary right and authority to grant the foregoing license in the Incorporated Pre-existing Works to System Agency. 5.3 THIRD PARTY IP A. To the extent that any Third Party IP is included or incorporated in the Work Product by Performing Agency, Performing Agency hereby grants to System Agency, or shall obtain from the applicable third party for System Agency's benefit, the irrevocable, perpetual, non-exclusive, worldwide, royalty-free right and license, for System Agency's internal business purposes only, i. to use, reproduce, display, perform, distribute copies of, and prepare derivative works based upon such Third Party IP and any derivative works thereof embodied in or delivered to System Agency in conjunction with the Work Product, and ii. to authorize others to do any or all of the foregoing. B. Performing Agency shall obtain System Agency's advance written approval prior to incorporating any Third Party IP into the Work Product, and Performing Agency shall notify System Agency on delivery of the Work Product if such materials include any Third Party IP. C. Performing Agency shall provide System Agency all supporting documentation demonstrating Performing Agency's compliance with this Section 5.3, including without limitation documentation indicating a third party's written approval for Performing Agency to use any Third Party IP that may be incorporated in the Work Product. 5.4 AGREEMENTS WITH EMPLOYEES AND SUBCONTRACTORS Performing Agency shall have written, binding agreements with its employees and subcontractors that include provisions sufficient to give effect to and enable Performing Agency's compliance with Performing Agency's obligations under this Article V. 5.5 DELIVERY UPON TERMINATION OR EXPIRATION No later than the first calendar day after the termination or expiration of the Contract or upon System Agency's request, Performing Agency shall deliver to System Agency all completed, or partially completed,Work Product,including any Incorporated Pre-existing Works, and any and all versions thereof. Performing Agency's failure to timely deliver such Work Product is a material breach of the Contract. Performing Agency will not retain any copies of the Work Product or any documentation or other products or results of Performing Agency's activities under the Contract without the prior written consent of System Agency. Health and Human Services Uniform Terms and Condition—Governmental Entity V.3.0—March 1,2020 Page 11 of 22 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A 5.6 SURVIVAL The provisions and obligations of this Article V survive any termination or expiration of the Contract. 5.7 SYSTEM AGENCY DATA A. As between the Parties, all data and information acquired, accessed, or made available to Performing Agency by, through, or on behalf of System Agency or System Agency contractors, including all electronic data generated, processed, transmitted, or stored by Performing Agency in the course of providing data processing services in connection with Performing Agency's performance hereunder (the "System Agency Data"), is owned solely by System Agency. B. Performing Agency has no right or license to use, analyze, aggregate, transmit, create derivatives of, copy, disclose, or process the System Agency Data except as required for Performing Agency to fulfill its obligations under the Contract or as authorized in advance in writing by System Agency. C. For the avoidance of doubt, Performing Agency is expressly prohibited from using, and from permitting any third party to use, System Agency Data for marketing, research, or other non-governmental or commercial purposes, without the prior written consent of System Agency. D. Performing Agency shall make System Agency Data available to System Agency, including to System Agency's designated vendors, as directed in writing by System Agency. The foregoing shall be at no cost to System Agency. E. Furthermore, the proprietary nature of Performing Agency's systems that process, store, collect, and/or transmit the System Agency Data shall not excuse Performing Agency's performance of its obligations hereunder. ARTICLE VI. PROPERTY 6.1 USE OF STATE PROPERTY A. Performing Agency is prohibited from using State Property for any purpose other than performing Services authorized under the Contract. B. State Property includes, but is not limited to, System Agency's office space, identification badges, System Agency information technology equipment and networks (e.g., laptops, portable printers, cell phones, iPads or tablets, external hard drives, data storage devices, any System Agency-issued software, and the System Agency Virtual Private Network (VPN client)), and any other resources of System Agency. C. Performing Agency shall not remove State Property from the continental United States. In addition, Performing Agency may not use any computing device to access System Agency's network or e-mail while outside of the continental United States. D. Performing Agency shall not perform any maintenance services on State Property unless the Contract expressly authorizes such Services. E. During the time that State Property is in the possession of Performing Agency,Performing Agency shall be responsible for: i. all repair and replacement charges incurred by State Agency that are associated with loss of State Property or damage beyond normal wear and tear, and Health and Human Services Uniform Terms and Condition—Governmental Entity V.3.0—March 1,2020 Page 12 of 22 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A ii. all charges attributable to Performing Agency's use of State Property that exceeds the Contract scope. Performing Agency shall fully reimburse such charges to System Agency within ten (10) calendar days of Performing Agency's receipt of System Agency's notice of amount due. Use of State Property for a purpose not authorized by the Contract shall constitute breach of contract and may result in termination of the Contract and the pursuit of other remedies available to System Agency under contract, at law, or in equity. 6.2 DAMAGE TO GOVERNMENT PROPERTY A. In the event of loss, destruction,or damage to any System Agency or State of Texas owned, leased, or occupied property or equipment by Performing Agency or Performing Agency's employees, agents, Subcontractors, and suppliers, Performing Agency shall be liable to System Agency and the State of Texas for the full cost of repair, reconstruction, or replacement of the lost, destroyed, or damaged property. B. Performing Agency shall notify System Agency of the loss, destruction, or damage of equipment or property within one (1) business day. Performing Agency shall reimburse System Agency and the State of Texas for such property damage within 10 calendar days after Performing Agency's receipt of System Agency's notice of amount due. 6.3 PROPERTY RIGHTS UPON TERMINATION OR EXPIRATION OF CONTRACT In the event the Contract is terminated for any reason, or upon its expiration State Property remains the property of the System Agency and must be returned to the System Agency by the end date of the Contract or upon System Agency's request. ARTICLE VII.RECORD RETENTION,AUDIT,AND CONFIDENTIALITY 7.1 RECORD MAINTENANCE AND RETENTION A. Performing Agency shall keep and maintain under GAAP or GASB, as applicable, full, true, and complete records necessary to fully disclose to the System Agency, the Texas State Auditor's Office, the United States Government, and their authorized representatives sufficient information to determine compliance with the terms and conditions of this Contract and all state and federal rules, regulations, and statutes. B. Performing Agency shall maintain and retain legible copies of this Contract and all records relating to the performance of the Contract including supporting fiscal documents adequate to ensure that claims for contract funds are in accordance with applicable State of Texas requirements. These records shall be maintained and retained by Performing Agency for a minimum of seven(7)years after the Contract expiration date or seven (7)years after the completion of all audit, claim, litigation, or dispute matters involving the Contract are resolved, whichever is later. 7.2 AGENCY'S RIGHT TO AUDIT A. Performing Agency shall make available at reasonable times and upon reasonable notice, and for reasonable periods, work papers, reports, books, records, supporting documents kept current by Performing Agency pertaining to the Contract for purposes of inspecting, monitoring, auditing, or evaluating by System Agency and the State of Texas. Health and Human Services Uniform Terms and Condition—Governmental Entity V.3.0—March 1,2020 Page 13 of 22 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A B. In addition to any right of access arising by operation of law, Performing Agency and any of Performing Agency's affiliate or subsidiary organizations, or Subcontractors shall permit the System Agency or any of its duly authorized representatives, as well as duly authorized federal, state or local authorities, unrestricted access to and the right to examine any site where business is conducted or Services are performed, and all records, which includes but is not limited to financial, client and patient records, books, papers or documents related to this Contract. If the Contract includes federal funds, federal agencies that shall have a right of access to records as described in this section include: the federal agency providing the funds, the Comptroller General of the United States, the General Accounting Office, the Office of the Inspector General, and any of their authorized representatives. In addition, agencies of the State of Texas that shall have a right of access to records as described in this section include: the System Agency, HHSC, HHSC's contracted examiners, the State Auditor's Office, the Texas Attorney General's Office, and any successor agencies. Each of these entities may be a duly authorized authority. C. If deemed necessary by the System Agency or any duly authorized authority, for the purpose of investigation or hearing,Performing Agency shall produce original documents related to this Contract. D. The System Agency and any duly authorized authority shall have the right to audit billings both before and after payment, and all documentation that substantiates the billings. E. Performing Agency shall include this provision concerning the right of access to, and examination of, sites and information related to this Contract in any Subcontract it awards. 7.3 RESPONSE/COMPLIANCE WITH AUDIT OR INSPECTION FINDINGS A. Performing Agency must act to ensure its and its Subcontractors' compliance with all corrections necessary to address any finding of noncompliance with any law, regulation, audit requirement, or generally accepted accounting principle, or any other deficiency identified in any audit, review, or inspection of the Contract and the Services and Deliverables provided. Any such correction will be at Performing Agency's or its Subcontractor's sole expense. Whether Performing Agency's action corrects the noncompliance shall be solely the decision of the System Agency. B. As part of the Services, Performing Agency must provide to System Agency upon request a copy of those portions of Performing Agency's and its Subcontractors' internal audit reports relating to the Services and Deliverables provided to the State under the Contract. 7.4 STATE AUDITOR'S RIGHT TO AUDIT A. The state auditor may conduct an audit or investigation of any entity receiving funds from the state directly under the Contract or indirectly through a subcontract under the Contract. The acceptance of funds directly under the Contract or indirectly through a subcontract under the Contract acts as acceptance of the authority of the state auditor, under the direction of the legislative audit committee, to conduct an audit or investigation in connection with those funds. Under the direction of the legislative audit committee, an entity that is the subject of an audit or investigation by the state auditor must provide the state auditor with access to any information the state auditor considers relevant to the investigation or audit. B. The Performing Agency shall comply with any rules and procedures of the state auditor in the implementation and enforcement of Section 2262.154 of the Texas Government Code. Health and Human Services Uniform Terms and Condition—Governmental Entity V.3.0—March 1,2020 Page 14 of 22 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A 7.5 CONFIDENTIALITY Performing Agency shall maintain as confidential and shall not disclose to third parties without System Agency's prior written consent, any System Agency information including but not limited to System Agency Data, System Agency's business activities, practices, systems, conditions and services. This section will survive termination or expiration of this Contract. The obligations of Performing Agency under this section will survive termination or expiration of this Contract. This requirement must be included in all subcontracts awarded by Performing Agency. ARTICLE VIII.CONTRACT REMEDIES AND EARLY TERMINATION 8.1 CONTRACT REMEDIES To ensure Performing Agency's full performance of the Contract and compliance with applicable law, the System Agency reserves the right to hold Performing Agency accountable for breach of contract or substandard performance and may take remedial or corrective actions, including, but not limited to: i. suspending all or part of the Contract; ii. requiring the Performing Agency to take specific actions in order to remain in compliance with the Contract; iii. recouping payments made by the System Agency to the Performing Agency found to be inerror; iv. suspending, limiting, or placing conditions on the Performing Agency's continued performance of Work; or v. imposing any other remedies, sanctions, or penalties authorized under this Contract or permitted by federal or state law. 8.2 TERMINATION FOR CONVENIENCE The System Agency may terminate the Contract, in whole or in part, at any time when, in its sole discretion, the System Agency determines that termination is in the best interests of the State of Texas. The termination will be effective on the date specified in the System Agency's notice of termination. 8.3 TERMINATION FOR CAUSE Except as otherwise provided by the U.S. Bankruptcy Code, or any successor law, the System Agency may terminate the Contract, in whole or in part, upon either of the following conditions: i. Material Breach The System Agency will have the right to terminate the Contract in whole or in part if the System Agency determines, in its sole discretion, that Performing Agency has materially breached the Contract or has failed to adhere to any laws, ordinances,rules, regulations or orders of any public authority having jurisdiction and such violation prevents or substantially impairs performance of Performing Agency's duties under the Contract. Performing Agency's misrepresentation in any aspect of Performing Agency's Solicitation Response,if any, or Performing Agency's addition to the System for Award Management(SAM)will also constitute a material breach of the Contract. Health and Human Services Uniform Terms and Condition—Governmental Entity V.3.0—March 1,2020 Page 15 of 22 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A ii. Failure to Maintain Financial Viability The System Agency may terminate the Contract if, in its sole discretion, the System Agency has a good faith belief that Performing Agency no longer maintains the financial viability required to complete the Work, or otherwise fully perform its responsibilities under the Contract. 8.4 PERFORMING AGENCY RESPONSIBILITY FOR SYSTEM AGENCY'S TERMINATION COSTS If the System Agency terminates the Contract for cause, the Performing Agency shall be responsible to the System Agency for all costs incurred by the System Agency and the State of Texas to replace the Performing Agency. These costs include, but are not limited to, the costs of procuring a substitute vendor and the cost of any claim or litigation attributable to Performing Agency's failure to perform any Work in accordance with the terms of the Contract. ARTICLE IX. GENERAL PROVISIONS 9.1 AMENDMENT The Contract may only be amended by an Amendment executed by both Parties. 9.2 INSURANCE A. Unless otherwise specified in this Contract, Performing Agency shall acquire and maintain, for the duration of this Contract,insurance coverage necessary to ensure proper fulfillment of this Contract and potential liabilities thereunder with financially sound and reputable insurers licensed by the Texas Department of Insurance, in the type and amount customarily carried within the industry as determined by the System Agency. Performing Agency shall provide evidence of insurance as required under this Contract, including a schedule of coverage or underwriter's schedules establishing to the satisfaction of the System Agency the nature and extent of coverage granted by each such policy, upon request by the System Agency. In the event that any policy is determined by the System Agency to be deficient to comply with the terms of this Contract, Performing Agency shall secure such additional policies or coverage as the System Agency may reasonably request or that are required by law or regulation. If coverage expires during the term of this Contract, Performing Agency must produce renewal certificates for each type of coverage. B. These and all other insurance requirements under the Contract apply to both Performing Agency and its Subcontractors, if any. Performing Agency is responsible for ensuring its Subcontractors' compliance with all requirements. 9.3 LIMITATION ON AUTHORITY A. The authority granted to Performing Agency by the System Agency is limited to the terms of the Contract. B. Performing Agency shall not have any authority to act for or on behalf of the System Agency or the State of Texas except as expressly provided for in the Contract; no other authority,power, or use is granted or implied. Performing Agency may not incur any debt, obligation, expense, or liability of any kind on behalf of System Agency or the State of Texas. Health and Human Services Uniform Terms and Condition—Governmental Entity V.3.0—March 1,2020 Page 16 of 22 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A C. Performing Agency may not rely upon implied authority and is not granted authority under the Contract to: i. Make public policy on behalf of the System Agency; ii. Promulgate, amend, or disregard administrative regulations or program policy decisions made by State and federal agencies responsible for administration of a System Agency program; or iii. Unilaterally communicate or negotiate with any federal or state agency or the Texas Legislature on behalf of the System Agency regarding System Agency programs or the Contract. However, upon System Agency request and with reasonable notice from System Agency to the Performing Agency, the Performing Agency shall assist the System Agency in communications and negotiations regarding the Work under the Contract with state and federal governments. 9.4 LEGAL OBLIGATIONS Performing Agency shall comply with all applicable federal, state, and local laws, ordinances, and regulations, including all federal and state accessibility laws relating to direct and indirect use of information and communication technology. Performing Agency shall be deemed to have knowledge of all applicable laws and regulations and be deemed to understand them. 9.5 CHANGE IN LAWS AND COMPLIANCE WITH LAWS Performing Agency shall comply with all laws, regulations, requirements and guidelines applicable to a vendor providing services and products required by the Contract to the State of Texas, as these laws, regulations, requirements and guidelines currently exist and as amended throughout the term of the Contract. System Agency reserves the right, in its sole discretion, to unilaterally amend the Contract to incorporate any modifications necessary for System Agency's compliance, as an agency of the State of Texas, with all applicable state and federal laws, regulations, requirements and guidelines. 9.6 E-VERIFY PROGRAM Performing Agency certifies that for Contracts for Services, Performing Agency shall utilize the U.S. Department of Homeland Security's E-Verify system during the term of the Contract to determine the eligibility of: i. all persons employed by Performing Agency to perform duties within Texas; and ii. all persons, including subcontractors, assigned by the Performing Agency to perform Work pursuant to the Contract within the United States of America. 9.7 PERMITTING AND LICENSURE At Performing Agency's sole expense, Performing Agency shall procure and maintain for the duration of this Contract any state, county, city, or federal license, authorization, insurance, waiver,permit, qualification or certification required by statute, ordinance, law, or regulation to be held by Performing Agency to provide the goods or Services required by this Contract. Performing Agency shall be responsible for payment of all taxes, assessments, fees, premiums,permits, and licenses required by law. Performing Agency shall be responsible for payment of any such government obligations not paid by its Subcontractors during performance of this Contract. Health and Human Services Uniform Terms and Condition—Governmental Entity V.3.0—March 1,2020 Page 17 of 22 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A 9.8 SUBCONTRACTORS Performing Agency may not subcontract any or all of the Work and/or obligations under the Contract without prior written approval of the System Agency. Subcontracts, if any, entered into by the Performing Agency shall be in writing and be subject to the requirements of the Contract. Should Performing Agency Subcontract any of the services required in the Contract, Performing Agency expressly understands and acknowledges that in entering into such Subcontract(s), System Agency is in no manner liable to any subcontractor(s) of Performing Agency. In no event shall this provision relieve Performing Agency of the responsibility for ensuring that the services performed under all Subcontracts are rendered in compliance with the Contract. 9.9 INDEPENDENT PERFORMING AGENCY Performing Agency and Performing Agency's employees, representatives, agents, Subcontractors, suppliers, and third-party service providers shall serve as independent Performing Agencies in providing the services under the Contract.Neither Performing Agency nor System Agency is an agent of the other and neither may make any commitments on the other party's behalf. Performing Agency shall have no claim against System Agency for vacation pay, sick leave,retirement benefits, social security,worker's compensation,health or disability benefits, unemployment insurance benefits, or employee benefits of any kind. The Contract shall not create any joint venture, partnership, agency, or employment relationship between Performing Agency and System Agency. 9.10 GOVERNING LAW AND VENUE This Contract shall be governed by and construed in accordance with the laws of the State of Texas, without regard to the conflicts of law provisions. The venue of any suit arising under the Contract is fixed in any court of competent jurisdiction of Travis County, Texas,unless the specific venue is otherwise identified in a statute which directly names or otherwise identifies its applicability to the System Agency. 9.11 SEVERABILITY If any provision of the Contract is held to be illegal, invalid or unenforceable by a court of law or equity, such construction will not affect the legality, validity or enforceability of any other provision or provisions of this Contract. It is the intent and agreement of the Parties this Contract shall be deemed amended by modifying such provision to the extent necessary to render it valid, legal and enforceable while preserving its intent or, if such modification is not possible,by substituting another provision that is valid,legal and enforceable and that achieves the same objective. All other provisions of this Contract will continue in full force and effect. 9.12 SURVIVABILITY Expiration or termination of the Contract for any reason does not release Performing Agency from any liability or obligation set forth in the Contract that is expressly stated to survive any such expiration or termination, that by its nature would be intended to be applicable following any such expiration or termination, or that is necessary to fulfill the essential purpose of the Contract, including without limitation the provisions regarding warranty, indemnification, confidentiality, and rights and remedies upon termination. Health and Human Services Uniform Terms and Condition—Governmental Entity V.3.0—March 1,2020 Page 18 of 22 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A 9.13 FORCE MAJEURE Neither Performing Agency nor System Agency shall be liable to the other for any delay in, or failure of performance of, any requirement included in the Contract caused by force majeure. The existence of such causes of delay or failure shall extend the period of performance until after the causes of delay or failure have been removed provided the non-performing party exercises all reasonable due diligence to perform. Force majeure is defined as acts of God,war, fires, explosions, hurricanes, floods, failure of transportation, or other causes that are beyond the reasonable control of either party and that by exercise of due foresight such party could not reasonably have been expected to avoid, and which, by the exercise of all reasonable due diligence, such party is unable to overcome. 9.14 DISPUTE RESOLUTION A. The dispute resolution process provided for in Chapter 2260 of the Texas Government Code must be used to attempt to resolve any dispute arising under the Contract. If the Performing Agency's claim for breach of contract cannot be resolved informally with the System Agency,the claim shall be submitted to the negotiation process provided in Chapter 2260. To initiate the process, the Performing Agency shall submit written notice, as required by Chapter 2260,to the individual identified in the Contract for receipt of notices. Any informal resolution efforts shall in no way modify the requirements or toll the timing of the formal written notice of a claim for breach of contract required under §2260.051 of the Texas Government Code. Compliance by the Performing Agency with Chapter 2260 is a condition precedent to the filing of a contested case proceeding under Chapter 2260. B. The contested case process provided in Chapter 2260 is the Performing Agency's sole and exclusive process for seeking a remedy for an alleged breach of contract by the System Agency if the Parties are unable to resolve their disputes as described above. C. Notwithstanding any other provision of the Contract to the contrary, unless otherwise requested or approved in writing by the System Agency, the Performing Agency shall continue performance and shall not be excused from performance during the period of any breach of contract claim or while the dispute is pending. However,the Performing Agency may suspend performance during the pendency of such claim or dispute if the Performing Agency has complied with all provisions of Section 2251.051, Texas Government Code, and such suspension of performance is expressly applicable and authorized under that law. 9.15 NO IMPLIED WAIVER OF PROVISIONS The failure of the System Agency to object to or to take affirmative action with respect to any conduct of the Performing Agency which is in violation or breach of the terms of the Contract shall not be construed as a waiver of the violation or breach, or of any future violation or breach. 9.16 MEDIA RELEASES A. Performing Agency shall not use System Agency's name, logo, or other likeness in any press release, marketing material, or other announcement without System Agency's prior written approval. System Agency does not endorse any vendor, commodity, or service. Performing Agency is not authorized to make or participate in any media releases or public announcements pertaining to this Contract or the Services to which they relate without Health and Human Services Uniform Terms and Condition—Governmental Entity V.3.0—March 1,2020 Page 19 of 22 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A System Agency's prior written consent, and then only in accordance with explicit written instruction from System Agency. B. Performing Agency may publish, at its sole expense, results of Performing Agency performance under the Contract with the System Agency's prior review and approval, which the System Agency may exercise at its sole discretion. Any publication (written, visual, or sound)will acknowledge the support received from the System Agency and any Federal agency, as appropriate. 9.17 NO MARKETING ACTIVITIES Performing Agency is prohibited from using the Work for any Performing Agency or third- party marketing, advertising, or promotional activities, without the prior written consent of System Agency. The foregoing prohibition includes, without limitation, the placement of banners,pop-up ads,or other advertisements promoting Performing Agency's or a third party's products, services, workshops, trainings, or other commercial offerings on any website portal or internet-based service or software application hosted or managed by Performing Agency as part of the Work. 9.18 PROHIBITION ON NON-COMPETE RESTRICTIONS Performing Agency shall not require any employees or Subcontractors to agree to any conditions, such as non-compete clauses or other contractual arrangements that would limit or restrict such persons or entities from employment or contracting with the State of Texas. 9.19 SOVEREIGN IMMUNITY Nothing in the Contract shall be construed as a waiver of the System Agency's or the State's sovereign immunity. This Contract shall not constitute or be construed as a waiver of any of the privileges, rights, defenses,remedies, or immunities available to the System Agency or the State of Texas. The failure to enforce,or any delay in the enforcement of, any privileges,rights, defenses, remedies, or immunities available to the System Agency or the State of Texas under the Contract or under applicable law shall not constitute a waiver of such privileges, rights, defenses, remedies, or immunities or be considered as a basis for estoppel. System Agency does not waive any privileges, rights, defenses, or immunities available to System Agency by entering into the Contract or by its conduct prior to or subsequent to entering into the Contract. 9.20 ENTIRE CONTRACT AND MODIFICATION This Contract constitutes the entire agreement of the Parties and is intended as a complete and exclusive statement of the promises, representations, negotiations, discussions, and other agreements that may have been made in connection with the subject matter hereof. Any additional or conflicting terms in any future document incorporated into the Contract will be harmonized with this Contract to the extent possible. 9.21 COUNTERPARTS This Contract may be executed in any number of counterparts, each of which will be an original, and all such counterparts will together constitute but one and the same Contract. 9.22 CIVIL RIGHTS A. Performing Agency shall comply with all applicable state and federal anti-discrimination laws, including: Health and Human Services Uniform Terms and Condition-Governmental Entity V.3.0-March 1,2020 Page 20 of 22 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A i. Title VI of the Civil Rights Act of 1964 (42 U.S.C. §2000d, et seq.); ii. Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. §794); iii. Americans with Disabilities Act of 1990 (42 U.S.C. §12101, el seq.); iv. Age Discrimination Act of 1975 (42 U.S.C. §6101, et seq.); v. Title IX of the Education Amendments of 1972 (20 U.S.C. §1681, et seq.); vi. Food and Nutrition Act of 2008 (7 U.S.C. §2011, et seq.); and vii. The System Agency's administrative rules, as set forth in the Texas Administrative Code, to the extent applicable to this Agreement. B. Performing Agency shall comply with all amendments to these laws, and all requirements imposed by the regulations issued pursuant to these laws. These laws provide in part that no persons in the United States may, on the grounds of race, color, national origin, sex, age, disability, political beliefs, or religion, be excluded from participation in or denied any service or other benefit provided by Federal or State funding, or otherwise be subjected to discrimination. C. Performing Agency shall comply with Title VI of the Civil Rights Act of 1964, and its implementing regulations at 45 C.F.R.Part 80 or 7 C.F.R.Part 15, prohibiting a Performing Agency from adopting and implementing policies and procedures that exclude or have the effect of excluding or limiting the participation of clients in its programs, benefits, or activities on the basis of national origin. Civil rights laws require Performing Agency's to provide alternative methods for ensuring access to services for applicants and recipients who cannot express themselves fluently in English. Performing Agency shall take reasonable steps to provide services and information, both orally and in writing and electronically, in appropriate languages other than English, to ensure that persons with limited English proficiency are effectively informed and can have meaningful access to programs, benefits, and activities. Performing Agency shall post applicable civil rights posters in areas open to the public informing clients of their civil rights and including contact information for the HHS Civil Rights Office. The posters are available on the HHS website at: hlt 2://hhscx.hhsc.texas.gov/system-support-services/civil-rights/publications D. Performing Agency shall comply with Section 504 of the Rehabilitation Act of 1973 and its implementing regulations at 28 CFR Subpart G § 42.503, and Americans with Disabilities Act of 1990 and its implementing regulations at 28 CFR Subpart B §35.130 which includes requiring Performing Agency to make reasonable modifications in policies, practices, or procedures when the modifications are necessary to avoid discrimination on the basis of disability, unless the Performing Agency can demonstrate that making the modifications would fundamentally alter the nature of the service,program, or activity. E. Performing Agency shall comply with federal regulations regarding equal treatment for faith-based organizations under 45 C.F.R. Part 87 or 7 C.F.R. Part 16, as applicable. Performing Agency shall not discriminate against clients or prospective clients on the basis of religion or religious belief, and shall provide written notice to beneficiaries of their rights. F. Upon request,Performing Agency shall provide the HHSC Civil Rights Office with copies of the Performing Agency's civil rights policies and procedures. G. Performing Agency must notify HHSC's Civil Rights Office of any civil rights complaints received relating to its performance under this Contract. This notice must be delivered no Health and Human Services Uniform Terms and Condition—Governmental Entity V.3.0—March 1,2020 Page 21 of 22 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A more than ten (10) calendar days after receipt of a complaint. This notice must be directed to: HHSC Civil Rights Office 701 W. 51st Street, Mail Code W206 Austin, Texas 78751 Phone Toll Free: (888) 388-6332 Phone: (512) 438-4313 Fax: (512) 438-5885. 9.23 ENTERPRISE INFORMATION MANAGEMENT STANDARDS Performing Agency shall conform to HHS standards for data management as described by the policies of the HHS Chief Data and Analytics Officer. These include, but are not limited to, standards for documentation and communication of data models, metadata, and other data definition methods that are required by HHS for ongoing data governance, strategic portfolio analysis, interoperability planning, and valuation of HHS System data assets. 9.24 DISCLOSURE OF LITIGATION A. The Performing Agency must disclose in writing to the contract manager assigned to this Contract any material civil or criminal litigation or indictment either threatened or pending involving the Performing Agency. "Threatened litigation" as used herein shall include governmental investigations and civil investigative demands. "Litigation" as used herein shall include administrative enforcement actions brought by governmental agencies. The Performing Agency must also disclose any material litigation threatened or pending involving Subcontractors, consultants, and/or lobbyists. For purposes of this section, "material"refers,but is not limited,to any action or pending action that a reasonable person knowledgeable in the applicable industry would consider relevant to the Work under the Contract or any development such a person would want to be aware of in order to stay fully apprised of the total mix of information relevant to the Work, together with any litigation threatened or pending that may result in a substantial change in the Performing Agency's financial condition. B. This is a continuing disclosure requirement; any litigation commencing after Contract Award must be disclosed in a written statement to the assigned contract manager within seven calendar days of its occurrence. 9.25 NO THIRD-PARTY BENEFICIARIES The Contract is made solely and specifically among and for the benefit of the Parties named herein and their respective successors and assigns, and no other person shall have any right, interest, or claims hereunder or be entitled to any benefits pursuant to or on account of the Contract as a third-party beneficiary or otherwise. 9.26 BINDING EFFECT The Contract shall inure to the benefit of, be binding upon, and be enforceable against, each Party and their respective permitted successors, assigns, transferees, and delegates. REMAINDER OF PAGE INTENTIONALLY LEFT BLANK Health and Human Services Uniform Terms and Condition—Governmental Entity V.3.0—March 1,2020 Page 22 of 22 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A HHS DATA USE AGREEMENT This Data Use Agreement("DUA"), effective as of the date the Base Contract into which it is incorporated is signed("Effective Date"), is entered into by and between a Texas Health and Human Services Enterprise agency ("HHS"), and the Contractor identified in the Base Contract, a political subdivision of the State of Texas ("CONTRACTOR"). ARTICLE 1. PURPOSE;APPLICABILITY;ORDER OF PRECEDENCE The purpose of this DUA is to facilitate creation, receipt, maintenance, use, disclosure or access to Confidential Information with CONTRACTOR, and describe CONTRACTOR's rights and obligations with respect to the Confidential Information.45 CFR 164.504(e)(1)-(3). This DUA also describes HHS's remedies in the event of CONTRACTOR's noncompliance with its obligations under this DUA. This DUA applies to both Business Associates and contractors who are not Business Associates who create, receive, maintain, use, disclose or have access to Confidential Information on behalf of HHS, its programs or clients as described in the Base Contract. As of the Effective Date of this DUA, if any provision of the Base Contract, including any General Provisions or Uniform Terms and Conditions, conflicts with this DUA,this DUA controls. ARTICLE 2. DEFINITIONS For the purposes of this DUA, capitalized, underlined terms have the meanings set forth in the following: Health Insurance Portability and Accountability Act of 1996,Public Law 104-191 (42 U.S.C. §1320d, et seq.) and regulations thereunder in 45 CFR Parts 160 and 164, including all amendments, regulations and guidance issued thereafter; The Social Security Act, including Section 1137 (42 U.S.C. §§ 1320b-7), Title XVI of the Act; The Privacy Act of 1974, as amended by the Computer Matching and Privacy Protection Act of 1988, 5 U.S.C. § 552a and regulations and guidance thereunder; Internal Revenue Code, Title 26 of the United States Code and regulations and publications adopted under that code, including IRS Publication 1075; OMB Memorandum 07-18; Texas Business and Commerce Code Ch. 521; Texas Government Code, Ch. 552, and Texas Government Code §2054.1125. In addition,the following terms in this DUA are defined as follows: "Authorized Purpose" means the specific purpose or purposes described in the Statement of Work of the Base Contract for CONTRACTOR to fulfill its obligations under the Base Contract, or any other purpose expressly authorized by HHS in writing in advance. "Authorized User"means a Person: (1) Who is authorized to create, receive, maintain, have access to, process, view, handle, examine, interpret, or analyze Confidential Information pursuant to this DUA; HHS Data Use Agreement TACCHO VERSION(Local City and County Entities)October 23,2019 Page I of 15 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A (2) For whom CONTRACTOR warrants and represents has a demonstrable need to create, receive, maintain, use, disclose or have access to the Confidential Information; and (3) Who has agreed in writing to be bound by the disclosure and use limitations pertaining to the Confidential Information as required by this DUA. "Confidential Information" means any communication or record (whether oral, written, electronically stored or transmitted, or in any other form) provided to or made available to CONTRACTOR,or that CONTRACTOR may,for an Authorized Purpose,create,receive,maintain, use, disclose or have access to, that consists of or includes any or all of the following: (1) Client Information; (2) Protected Health Information in any form including without limitation, Electronic Protected Health Information or Unsecured Protected Health Information (herein "PHP'); (3) Sensitive Personal Information defined by Texas Business and Commerce Code Ch. 521; (4) Federal Tax Information; (5) Individually Identifiable Health Information as related to HIPAA, Texas HIPAA and Personal Identifying Information under the Texas Identity Theft Enforcement and Protection Act; (6) Social Security Administration Data, including, without limitation, Medicaid information; (7) All privileged work product; (8) All information designated as confidential under the constitution and laws of the State of Texas and of the United States, including the Texas Health & Safety Code and the Texas Public Information Act, Texas Government Code, Chapter 552. "Legally Authorized Representative"of the Individual, as defined by Texas law,including as provided in 45 CFR 435.923 (Medicaid); 45 CFR 164.502(g)(1) (HIPAA); Tex. Occ. Code § 151.002(6); Tex. H. & S. Code §166.164; and Estates Code Ch. 752. ARTICLE 3. CONTRACTOR'S DUTIES REGARDING CONFIDENTIAL INFORMATION 3.01 Obligations of CONTRACTOR CONTRACTOR agrees that: (A) CONTRACTOR will exercise reasonable care and no less than the same degree of care CONTRACTOR uses to protect its own confidential, proprietary and trade secret information to prevent any portion of the Confidential Information from being used in HHS Data Use Agreement TACCHO VERSION(Local City and County Entities)October 23,2019 Page 2 of 15 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A a manner that is not expressly an Authorized Purpose under this DUA or as Required by 45 CFR 164.502(b)(1);45 CFR 164.514(d) (B) Except as Required by L CONTRACTOR will not disclose or allow access to any portion of the Confidential Information to any Person or other entity, other than Authorized User's Workforce or Subcontractors (as defined in 45 C.ER. 160.103) of CONTRACTOR who have completed training in confidentiality, privacy, security and the importance of promptly reporting any Event or Breach to CONTRACTOR's management,to carry out CONTRACTOR's obligations in connection with the Authorized Purpose. HHS, at its election, may assist CONTRACTOR in training and education on specific or unique HHS processes, systems and/or requirements. CONTRACTOR will produce evidence of completed training to HHS upon request. 45 C.F.R. 164.308(a)(5)(i); Texas Health & Safety Code§181.101 All of CONTRACTOR's Authorized Users, Workforce and Subcontractors with access to a state computer system or database will complete a cybersecurity training program certified under Texas Government Code Section 2054.519 by the Texas Department of Information Resources or offered under Texas Government Code Sec. 2054.519(f). (C) CONTRACTOR will establish, implement and maintain appropriate sanctions against any member of its Workforce or Subcontractor who fails to comply with this DUA, the Base Contract or applicable law. CONTRACTOR will maintain evidence of sanctions and produce it to HHS upon request.45 C.ER. 164.308(a)(1)(h)(C); 164.530(e); 164.410(b);164.530(b)(1) (D) CONTRACTOR will not, except as otherwise permitted by this DUA, disclose or provide access to any Confidential Information on the basis that such act is Required by Law without notifying either HHS or CONTRACTOR's own legal counsel to determine whether CONTRACTOR should object to the disclosure or access and seek appropriate relief. CONTRACTOR will maintain an accounting of all such requests for disclosure and responses and provide such accounting to HHS within 48 hours of HHS' request. 45 CFR 164.504(e)(2)(ii)(A) (E) CONTRACTOR will not attempt to re-identify or further identify Confidential Information or De-identified Information,or attempt to contact any Individuals whose records are contained in the Confidential Information, except for an Authorized Purpose, without express written authorization from HHS or as expressly permitted by the Base Contract. 45 CFR 164.502(d)(2)(i) and (h) CONTRACTOR will not engage in prohibited marketing or sale of Confidential Information. 45 CFR 164.501, 164.508(a)(3) and(4); Texas Health &Safety Code Ch. 181.002 (F) CONTRACTOR will not permit, or enter into any agreement with a Subcontractor to, create, receive, maintain, use, disclose, have access to or transmit Confidential Information to carry out CONTRACTOR's obligations in connection with the Authorized Purpose on behalf of CONTRACTOR, unless Subcontractor agrees to comply HHS Data Use Agreement TACCHO VERSION(Local City and County Entities)October 23,2019 Page 3of15 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A with all applicable laws, rules and regulations. 45 CFR 164.502(e)(1)(ii); 164.504(e)(1)(i) and(2). (G) CONTRACTOR is directly responsible for compliance with,and enforcement of, all conditions for creation, maintenance, use, disclosure, transmission and Destruction of Confidential Information and the acts or omissions of Subcontractors as may be reasonably necessary to prevent unauthorized use. 45 CFR 164.504(e)(5);42 CFR 431.300, et seq. (H) If CONTRACTOR maintains PHI in a Designated Record Set which is Confidential Information and subject to this Agreement, CONTRACTOR will make PHI available to HHS in a Designated Record Set upon request.CONTRACTOR will provide PHI to an Individual, or Legally Authorized Representative of the Individual who is requesting PHI in compliance with the requirements of the HIPAA Privacy Regulations. CONTRACTOR will release PHI in accordance with the HIPAA Privacy Regulations upon receipt of a valid written authorization. CONTRACTOR will make other Confidential Information in CONTRACTOR's possession available pursuant to the requirements of HIPAA or other applicable law upon a determination of a Breach of Unsecured PHI as defined in HIPAA. CONTRACTOR will maintain an accounting of all such disclosures and provide it to HHS within 48 hours of HHS'request. 45 CFR 164.524and 164.504(e)(2)(ii)(E). (I) If PHI is subject to this Agreement, CONTRACTOR will make PHI as required by HIPAA available to HHS for review subsequent to CONTRACTOR's incorporation of any amendments requested pursuant to HIPAA. 45 CFR 164.504(e)(2)(ii)(E) and(F). (J) If PHI is subject to this Agreement,CONTRACTOR will document and make available to HHS the PHI required to provide access, an accounting of disclosures or amendment in compliance with the requirements of the HIPAA Privacy Regulations.45 CFR 164.504(e)(2)(ii)(G) and 164.528. (K) If CONTRACTOR receives a request for access, amendment or accounting of PHI from an individual with a right of access to information subject to this DUA, it will respond to such request in compliance with the HIPAA Privacy Regulations. CONTRACTOR will maintain an accounting of all responses to requests for access to or amendment of PHI and provide it to HHS within 48 hours of HHS' request. 45 CFR 164.504(e)(2). (L) CONTRACTOR will provide, and will cause its Subcontractors and agents to provide, to HHS periodic written certifications of compliance with controls and provisions relating to information privacy, security and breach notification, including without limitation information related to data transfers and the handling and disposal of Confidential Information. 45 CFR 164.308; 164.530(c); 1 TAC 202. (M) Except as otherwise limited by this DUA, the Base Contract, or law applicable to the Confidential Information, CONTRACTOR may use PHI for the proper management and administration of CONTRACTOR or to carry out CONTRACTOR's HHS Data Use Agreement TACCHO VERSION(Local City and County Entities)October 23,2019 Page 4 of 15 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A legal responsibilities. Except as otherwise limited by this DUA, the Base Contract, or law applicable to the Confidential Information, CONTRACTOR may disclose PHI for the proper management and administration of CONTRACTOR, or to carry out CONTRACTOR's legal responsibilities, if: 45 CFR 164.504(e)(4)(A). (1) Disclosure is Required by Law,provided that CONTRACTOR complies with Section 3.01(D); or (2) CONTRACTOR obtains reasonable assurances from the person or entity to which the information is disclosed that the person or entity will: (a)Maintain the confidentiality of the Confidential Information in accordance with this DUA; (b) Use or further disclose the information only as Required by Law or for the Authorized Purpose for which it was disclosed to the Person; and (c)Notify CONTRACTOR in accordance with Section 4.01 of any Event or Breach of Confidential Information of which the Person discovers or should have discovered with the exercise of reasonable diligence. 45 CFR I 64.504(e)(4)(ii)(B). (N) Except as otherwise limited by this DUA, CONTRACTOR will, if required by law and requested by HHS,use commercially reasonable efforts to use PHI to provide data aggregation services to HHS, as that term is defined in the HIPAA, 45 C.F.R. §164.501 and permitted by HIPAA. 45 CFR 164.504(e)(2)(i)(B) (0) CONTRACTOR will, on the termination or expiration of this DUA or the Base Contract, at its expense, send to HHS or Destroy, at HHS's election and to the extent reasonably feasible and permissible by law, all Confidential Information received from HHS or created or maintained by CONTRACTOR or any of CONTRACTOR's agents or Subcontractors on HHS's behalf if that data contains Confidential Information. CONTRACTOR will certify in writing to HHS that all the Confidential Information that has been created, received, maintained, used by or disclosed to CONTRACTOR, has been Destroye or sent to HHS, and that CONTRACTOR and its agents and Subcontractors have retained no copies thereof. Notwithstanding the foregoing, HHS acknowledges and agrees that CONTRACTOR is not obligated to send to HHSC and/or Destroy any Confidential Information if federal law, state law, the Texas State Library and Archives Commission records retention schedule, and/or a litigation hold notice prohibit such delivery or Destruction.If such delivery or Destruction is not reasonably feasible, or is impermissible by law, CONTRACTOR will immediately notify HHS of the reasons such delivery or Destruction is not feasible, and agree to extend indefinitely the protections of this DUA to the Confidential Information and limit its further uses and disclosures to the purposes that make the return delivery or Destruction of the Confidential Information not feasible for as long as CONTRACTOR maintains such Confidential Information. 45 CFR 164.504(e)(2)(ii)(J) HHS Data Use Agreement TACCHO VERSION(Local City and County Entities)October 23,2019 Page 5of15 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A (P) CONTRACTOR will create, maintain, use, disclose, transmit or Destroy Confidential Information in a secure fashion that protects against any reasonably anticipated threats or hazards to the security or integrity of such information or unauthorized uses. 45 CFR 164.306;164.530(c) (Q) If CONTRACTOR accesses, transmits, stores, and/or maintains Confidential Information, CONTRACTOR will complete and return to HHS at infosecurity@hhsc.state.tx.us the HHS information security and privacy initial inquiry (SPI) at Attachment 1 . The SPI identifies basic privacy and security controls with which CONTRACTOR must comply to protect HHS Confidential Information. CONTRACTOR will comply with periodic security controls compliance assessment and monitoring by HHS as required by state and federal law, based on the type of Confidential Information CONTRACTOR creates, receives, maintains, uses, discloses or has access to and the Authorized Purpose and level of risk. CONTRACTOR's security controls will be based on the National Institute of Standards and Technology (NIST) Special Publication 800-53. CONTRACTOR will update its security controls assessment whenever there are significant changes in security controls for HHS Confidential Information and will provide the updated document to HHS. HHS also reserves the right to request updates as needed to satisfy state and federal monitoring requirements. 45 CFR 164.306. (R) CONTRACTOR will establish, implement and maintain reasonable procedural, administrative, physical and technical safeguards to preserve and maintain the confidentiality,integrity, and availability of the Confidential Information, and with respect to PHI, as described in the HIPAA Privacy and Security Regulations, or other applicable laws or regulations relating to Confidential Information, to prevent any unauthorized use or disclosure of Confidential Information as long as CONTRACTOR has such Confidential Information in its actual or constructive possession. 45 CFR 164.308 (administrative safeguards); 164.310 (physical safeguards); 164.312 (technical safeguards); I 64.530(c)(privacy safeguards). (S) CONTRACTOR will designate and identify, a Person or Persons, as Privacy Official 45 CFR 164.530(a)(1)and Information Security Official,each of whom is authorized to act on behalf of CONTRACTOR and is responsible for the development and implementation of the privacy and security requirements in this DUA. CONTRACTOR will provide name and current address, phone number and e-mail address for such designated officials to HHS upon execution of this DUA and prior to any change. If such persons fail to develop and implement the requirements of the DUA, CONTRACTOR will replace them upon HHS request. 45 CFR 164.308(a)(2). (T) CONTRACTOR represents and warrants that its Authorized Users each have a demonstrated need to know and have access to Confidential Information solely to the minimum extent necessary to accomplish the Authorized Purpose pursuant to this DUA and the Base Contract, and further, that each has agreed in writing to be bound by the disclosure and use limitations pertaining to the Confidential Information contained in this DUA. 45 CFR 164.502;164.514(d). HHS Data Use Agreement TACCHO VERSION(Local City and County Entities)October 23,2019 Page 6 of 15 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A (U) CONTRACTOR and its Subcontractors will maintain an updated, complete, accurate and numbered list of Authorized Users, their signatures, titles and the date they agreed to be bound by the terms of this DUA, at all times and supply it to HHS, as directed, upon request. (V) CONTRACTOR will implement, update as necessary, and document reasonable and appropriate policies and procedures for privacy, security and Breach of Confidential Information and an incident response plan for an Event or Breach, to comply with the privacy, security and breach notice requirements of this DUA prior to conducting work under the Statement of Work. 45 CFR 164.308; 164.316;164.514(d);164.530(i)(1). (W) CONTRACTOR will produce copies of its information security and privacy policies and procedures and records relating to the use or disclosure of Confidential Information received from, created by, or received,used or disclosed by CONTRACTOR for an Authorized Purpose for HHS's review and approval within 30 days of execution of this DUA and upon request by HHS the following business day or other agreed upon time frame. 45 CFR 164.308;164.514(d). (X) CONTRACTOR will make available to HHS any information HHS requires to fulfill HHS's obligations to provide access to, or copies of,PHI in accordance with HIPAA and other applicable laws and regulations relating to Confidential Information. CONTRACTOR will provide such information in a time and manner reasonably agreed upon or as designated by the Secretary of the U.S. Department of Health and Human Services, or other federal or state law. 45 CFR 164.504(e)(2)(i)(1). (Y) CONTRACTOR will only conduct secure transmissions of Confidential Information whether in paper, oral or electronic form, in accordance with applicable rules, regulations and laws.A secure transmission of electronic Confidential Information in motion includes, but is not limited to, Secure File Transfer Protocol (SFTP) or Encryption at an appropriate level. If required by rule,regulation or law,HHS Confidential Information at rest requires Encryption unless there is other adequate administrative, technical, and physical security.All electronic data transfer and communications of Confidential Information will be through secure systems. Proof of system,media or device security and/or Encryption must be produced to HHS no later than 48 hours after HHS's written request in response to a compliance investigation,audit or the Discovery of an Event or Breach. Otherwise,requested production of such proof will be made as agreed upon by the parties.De-identification of HHS Confidential Information is a means of security. With respect to de-identification of PHI, "secure"means de-identified according to HIPAA Privacy standards and regulatory guidance. 45 CFR 164.312;164.530(d). (Z) For each type of Confidential Information CONTRACTOR creates,receives, maintains,uses, discloses,has access to or transmits in the performance of the Statement of Work, CONTRACTOR will comply with the following laws rules and regulations, only to the extent applicable and required by law: • Title 1, Part 10, Chapter 202, Subchapter B, Texas Administrative Code; HHS Data Use Agreement TACCHO VERSION(Local City and County Entities)October 23,2019 Page 7 of 15 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A • The Privacy Act of 1974; • OMB Memorandum 07-16; • The Federal Information Security Management Act of 2002 (FISMA); • The Health Insurance Portability and Accountability Act of 1996 (HIPAA) as defined in the DUA; • Internal Revenue Publication 1075 — Tax Information Security Guidelines for Federal, State and Local Agencies; • National Institute of Standards and Technology (NIST) Special Publication 800-66 Revision 1 —An Introductory Resource Guide for Implementing the Health Insurance Portability and Accountability Act (HIPAA) Security Rule; • NIST Special Publications 800-53 and 800-53A—Recommended Security Controls for Federal Information Systems and Organizations, as currently revised; • NIST Special Publication 800-47 — Security Guide for Interconnecting Information Technology Systems; • NIST Special Publication 800-88, Guidelines for Media Sanitization; • NIST Special Publication 800-111, Guide to Storage of Encryption Technologies for End User Devices containing PHI; and Any other State or Federal law,regulation, or administrative rule relating to the specific HHS program area that CONTRACTOR supports on behalf of HHS. (AA) Notwithstanding anything to the contrary herein, CONTRACTOR will treat any Personal Identifying Information it creates,receives,maintains,uses,transmits,destroys and/or discloses in accordance with Texas Business and Commerce Code, Chapter 521 and other applicable regulatory standards identified in Section 3.01(Z), and Individually Identifiable Health Information CONTRACTOR creates, receives, maintains, uses, transmits, destroys and/or discloses in accordance with HIPAA and other applicable regulatory standards identified in Section 3.01(Z). ARTICLE 4. BREACH NOTICE,REPORTING AND CORRECTION REQUIREMENTS 4.01 Breach or Event Notification to HHS. 45 CFR 164.400-414. HHS Data Use Agreement TACCHO VERSION(Local City and County Entities)October 23,2019 Page 8 of 15 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A (A) CONTRACTOR will cooperate fully with HHS in investigating,mitigating to the extent practicable and issuing notifications directed by HHS, for any Event or Breach of Confidential Information to the extent and in the manner determined by HHS. (B) CONTRACTOR'S obligation begins at the Discovery of an Event or Breach and continues as long as related activity continues,until all effects of the Event are mitigated to HHS's reasonable satisfaction (the "incident response period"). 45 CFR 164.404. (C) Breach Notice: (1) Initial Notice. (a) For federal information, including without limitation, Federal Tax Information, Social Security Administration Data, and Medicaid Client Information, within the first, consecutive clock hour of Discovery, and for all other types of Confidential Information not more than 24 hours after Discovery,or in a timeframe otherwise approved by HHS in writing,initially report to HHS's Privacy and Security Officers via email at: privacy@HHSC.state.tx.us and to the HHS division responsible for this DUA; and IRS Publication 1075; Privacy Act of 1974, as amended by the Computer Matching and Privacy Protection Act of 1988, 5 U.S.C. § 552a; OMB Memorandum 07-16 as cited in HHSC-CMS Contracts for information exchange. (b) Report all information reasonably available to CONTRACTOR about the Event or Breach of the privacy or security of Confidential Information. 45 CFR 164.410. (c) Name, and provide contact information to HHS for, CONTRACTOR's single point of contact who will communicate with HHS both on and off business hours during the incident response period. (2) Formal Notice. No later than two business days after the Initial Notice above, provide formal notification to privacy@HHSC.state.tx.us and to the HHS division responsible for this DUA, including all reasonably available information about the Event or Breach, and CONTRACTOR's investigation, including without limitation and to the extent available:For(a) - (m)below:45 CFR 164.400-414. (a) The date the Event or Breach occurred; (b) The date of CONTRACTOR's and, if applicable, Subcontractor's Discovery; (c) A brief description of the Event or Breach; including how it occurred and who is responsible(or hypotheses, if not yet determined); HHS Data Use Agreement TACCHO VERSION(Local City and County Entities)October 23,2019 Page 9 of 15 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A (d) A brief description of CONTRACTOR's investigation and the status of the investigation; (e) A description of the types and amount of Confidential Information involved; (f) Identification of and number of all Individuals reasonably believed to be affected,including first and last name of the Individual and if applicable the, Legally Authorized Representative, last known address, age,telephone number, and email address if it is a preferred contact method, to the extent known or can be reasonably determined by CONTRACTOR at that time; (g) CONTRACTOR's initial risk assessment of the Event or Breach demonstrating whether individual or other notices are required by applicable law or this DUA for HHS approval, including an analysis of whether there is a low probability of compromise of the Confidential Information or whether any legal exceptions to notification apply; (h) CONTRACTOR's recommendation for HHS's approval as to the steps Individuals and/or CONTRACTOR on behalf of Individuals, should take to protect the Individuals from potential harm,including without limitation CONTRACTOR's provision of notifications, credit protection, claims monitoring, and any specific protections for a Legally Authorized Representative to take on behalf of an Individual with special capacity or circumstances; (i) The steps CONTRACTOR has taken to mitigate the harm or potential harm caused (including without limitation the provision of sufficient resources to mitigate); 0) The steps CONTRACTOR has taken, or will take, to prevent or reduce the likelihood of recurrence of a similar Event or Breach; (k) Identify, describe or estimate the Persons, Workforce, Subcontractor,or Individuals and any law enforcement that may be involved in the Event or Breach; (1) A reasonable schedule for CONTRACTOR to provide regular updates during normal business hours to the foregoing in the future for response to the Event or Breach, but no less than every three (3) business days or as otherwise directed by HHS, including information about risk estimations,reporting,notification,if any,mitigation, corrective action,root cause analysis and when such activities are expected to be completed; and HHS Data Use Agreement TACCHO VERSION(Local City and County Entities)October 23,2019 Page 10 of 15 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A (m) Any reasonably available,pertinent information,documents or reports related to an Event or Breach that HHS requests following Discovery. 4.02 Investigation,Response and Mitigation.45 CFR 164.308,310 and 312; 164.530 (A) CONTRACTOR will immediately conduct a full and complete investigation, respond to the Event or Breach, commit necessary and appropriate staff and resources to expeditiously respond, and report as required to and by HHS for incident response purposes and for purposes of HHS's compliance with report and notification requirements, to the reasonable satisfaction of HHS. (B) CONTRACTOR will complete or participate in a risk assessment as directed by HHS following an Event or Breach, and provide the final assessment, corrective actions and mitigations to HHS for review and approval. (C) CONTRACTOR will fully cooperate with HHS to respond to inquiries and/or proceedings by state and federal authorities, Persons and/or Individuals about the Event or Breach. (D) CONTRACTOR will fully cooperate with HHS's efforts to seek appropriate injunctive relief or otherwise prevent or curtail such Event or Breach, or to recover or protect any Confidential Information, including complying with reasonable corrective action or measures, as specified by HHS in a Corrective Action Plan if directed by HHS under the Base Contract. 4.03 Breach Notification to Individuals and Reporting to Authorities. Tex. Bus. & Comm. Code §521.053; 45 CFR 164.404 (Individuals), 164.406 (Media); 164.408 (Authorities) (A) HHS may direct CONTRACTOR to provide Breach notification to Individuals,regulators or third-parties, as specified by HHS following a Breach. (B) CONTRACTOR shall give HHS an opportunity to review and provide feedback to CONTRACTOR and to confirm that CONTRACTOR's notice meets all regulatory requirements regarding the time, manner and content of any notification to Individuals, regulators or third-parties, or any notice required by other state or federal authorities, including without limitation, notifications required by Texas Business and Commerce Code, Chapter 521.053(b) and HIPAA. HHS shall have ten (10)business days to provide said feedback to CONTRACTOR. Notice letters will be in CONTRACTOR's name and on CONTRACTOR's letterhead, unless otherwise directed by HHS, and will contain contact information, including the name and title of CONTRACTOR's representative, an email address and a toll-free telephone number, if required by applicable law, rule, or regulation,for the Individual to obtain additional information. (C) CONTRACTOR will provide HHS with copies of distributed and approved communications. HHS Data Use Agreement TACCHO VERSION(Local City and County Entities)October 23,2019 Page I I of 15 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A (D) CONTRACTOR will have the burden of demonstrating to the reasonable satisfaction of HHS that any notification required by HHS was timely made.If there are delays outside of CONTRACTOR's control,CONTRACTOR will provide written documentation of the reasons for the delay. (E) If HHS delegates notice requirements to CONTRACTOR, HHS shall, in the time and manner reasonably requested by CONTRACTOR, cooperate and assist with CONTRACTOR's information requests in order to make such notifications and reports. ARTICLE 5. STATEMENT OF WORK "Statement of Work" means the services and deliverables to be performed or provided by CONTRACTOR, or on behalf of CONTRACTOR by its Subcontractors or agents for HHS that are described in detail in the Base Contract. The Statement of Work, including any future amendments thereto, is incorporated by reference in this DUA as if set out word-for-word herein. ARTICLE 6. GENERAL PROVISIONS 6.01 Oversight of Confidential Information CONTRACTOR acknowledges and agrees that HHS is entitled to oversee and monitor CONTRACTOR's access to and creation,receipt,maintenance,use, disclosure of the Confidential Information to confirm that CONTRACTOR is in compliance with this DUA. 6.02 HHS Commitment and Obligations HHS will not request CONTRACTOR to create, maintain,transmit,use or disclose PHI in any manner that would not be permissible under applicable law if done by HHS. 6.03 HHS Right to Inspection At any time upon reasonable notice to CONTRACTOR, or if HHS determines that CONTRACTOR has violated this DUA, HHS, directly or through its agent, will have the right to inspect the facilities,systems,books and records of CONTRACTOR to monitor compliance with this DUA. For purposes of this subsection,HHS's agent(s)include,without limitation,the HHS Office of the Inspector General or the Office of the Attorney General of Texas, outside consultants or legal counsel or other designee. 6.04 Term; Termination of DUA; Survival This DUA will be effective on the date on which CONTRACTOR executes the DUA, and will terminate upon termination of the Base Contract and as set forth herein. If the Base Contract is extended or amended, this DUA shall be extended or amended concurrent with such extension or amendment. HHS Data Use Agreement TACCHO VERSION(Local City and County Entities)October 23,2019 Page 12 of 15 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A (A) HHS may immediately terminate this DUA and Base Contract upon a material violation of this DUA. (B) Termination or Expiration of this DUA will not relieve CONTRACTOR of its obligation to return or Destroy the Confidential Information as set forth in this DUA and to continue to safeguard the Confidential Information until such time as determined by HHS. (C) If HHS determines that CONTRACTOR has violated a material term of this DUA; HHS may in its sole discretion: (1) Exercise any of its rights including but not limited to reports, access and inspection under this DUA and/or the Base Contract; or (2) Require CONTRACTOR to submit to a Corrective Action Plan, including a plan for monitoring and plan for reporting, as HHS may determine necessary to maintain compliance with this DUA; or (3) Provide CONTRACTOR with a reasonable period to cure the violation as determined by HHS; or (4) Terminate the DUA and Base Contract immediately, and seek relief in a court of competent jurisdiction in Texas. Before exercising any of these options, HHS will provide written notice to CONTRACTOR describing the violation,the requested corrective action CONTRACTOR may take to cure the alleged violation, and the action HHS intends to take if the alleged violated is not timely cured by CONTRACTOR. (D) If neither termination nor cure is feasible,HHS shall report the violation to the Secretary of the U.S. Department of Health and Human Services. (E) The duties of CONTRACTOR or its Subcontractor under this DUA survive the expiration or termination of this DUA until all the Confidential Information is Destroyed or returned to HHS, as required by this DUA. 6.05 Governing Law,Venue and Litigation (A) The validity,construction and performance of this DUA and the legal relations among the Parties to this DUA will be governed by and construed in accordance with the laws of the State of Texas. (B) The Parties agree that the courts of Texas,will be the exclusive venue for any litigation, special proceeding or other proceeding as between the parties that may be brought, or arise out of, or in connection with, or by reason of this DUA. 6.06 Injunctive Relief HHS Data Use Agreement TACCHO VERSION(Local City and County Entities)October 23,2019 Page 13of15 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A (A) CONTRACTOR acknowledges and agrees that HHS may suffer irreparable injury if CONTRACTOR or its Subcontractor fails to comply with any of the terms of this DUA with respect to the Confidential Information or a provision of HIPAA or other laws or regulations applicable to Confidential Information. (B) CONTRACTOR further agrees that monetary damages may be inadequate to compensate HHS for CONTRACTOR's or its Subcontractor's failure to comply.Accordingly, CONTRACTOR agrees that HHS will,in addition to any other remedies available to it at law or in equity, be entitled to seek injunctive relief without posting a bond and without the necessity of demonstrating actual damages,to enforce the terms of this DUA. 6.07 Responsibility. To the extent permitted by the Texas Constitution, laws and rules, and without waiving any immunities or defenses available to CONTRACTOR as a governmental entity, CONTRACTOR shall be solely responsible for its own acts and omissions and the acts and omissions of its employees, directors, officers, Subcontractors and agents. HHS shall be solely responsible for its own acts and omissions. 6.08 Insurance (A) As a governmental entity, and in accordance with the limits of the Texas Tort Claims Act, Chapter 101 of the Texas Civil Practice and Remedies Code, CONTRACTOR either maintains commercial insurance or self-insures with policy limits in an amount sufficient to cover CONTRACTOR's liability arising under this DUA. CONTRACTOR will request that HHS be named as an additional insured. HHSC reserves the right to consider alternative means for CONTRACTOR to satisfy CONTRACTOR's financial responsibility under this DUA.Nothing herein shall relieve CONTRACTOR of its financial obligations set forth in this DUA if CONTRACTOR fails to maintain insurance. (B) CONTRACTOR will provide HHS with written proof that required insurance coverage is in effect, at the request of HHS. 6.08 Fees and Costs Except as otherwise specified in this DUA or the Base Contract, if any legal action or other proceeding is brought for the enforcement of this DUA, or because of an alleged dispute, contract violation, Event, Breach, default, misrepresentation, or injunctive action, in connection with any of the provisions of this DUA, each party will bear their own legal expenses and the other cost incurred in that action or proceeding. 6.09 Entirety of the Contract This DUA is incorporated by reference into the Base Contract as an amendment thereto and, together with the Base Contract, constitutes the entire agreement between the parties. No change, waiver, or discharge of obligations arising under those documents will be valid unless in writing and executed by the party against whom such change,waiver, or discharge is sought to be HHS Data Use Agreement TACCHO VERSION(Local City and County Entities)October 23,2019 Page 14 of 15 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A enforced. If any provision of the Base Contract, including any General Provisions or Uniform Terms and Conditions, conflicts with this DUA, this DUA controls. 6.10 Automatic Amendment and Interpretation If there is (i) a change in any law, regulation or rule, state or federal, applicable to HIPPA and/or Confidential Information, or(ii) any change in the judicial or administrative interpretation of any such law,regulation or rule„ upon the effective date of such change, this DUA shall be deemed to have been automatically amended, interpreted and read so that the obligations imposed on HHS and/or CONTRACTOR remain in compliance with such changes. Any ambiguity in this DUA will be resolved in favor of a meaning that permits HHS and CONTRACTOR to comply with HIPAA or any other law applicable to Confidential Information. HHS Data Use Agreement TACCHO VERSION(Local City and County Entities)October 23,2019 Page 15of15 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A OMB Number:4040-0007 Expiration Date:02/28/2022 ASSURANCES - NON-CONSTRUCTION PROGRAMS Public reporting burden for this collection of information is estimated to average 15 minutes per response, including time for reviewing instructions,searching existing data sources, gathering and maintaining the data needed, and completing and reviewing the collection of information. Send comments regarding the burden estimate or any other aspect of this collection of information, including suggestions for reducing this burden, to the Office of Management and Budget, Paperwork Reduction Project(0348-0040), Washington, DC 20503. PLEASE DO NOT RETURN YOUR COMPLETED FORM TO THE OFFICE OF MANAGEMENT AND BUDGET. SEND IT TO THE ADDRESS PROVIDED BY THE SPONSORING AGENCY. NOTE: Certain of these assurances may not be applicable to your project or program. If you have questions, please contact the awarding agency. Further, certain Federal awarding agencies may require applicants to certify to additional assurances. If such is the case, you will be notified. As the duly authorized representative of the applicant, I certify that the applicant: 1. Has the legal authority to apply for Federal assistance Act of 1973, as amended (29 U.S.C. §794),which and the institutional, managerial and financial capability prohibits discrimination on the basis of handicaps; (d) (including funds sufficient to pay the non-Federal share the Age Discrimination Act of 1975, as amended (42 U. of project cost)to ensure proper planning, management S.C. §§6101-6107),which prohibits discrimination on and completion of the project described in this the basis of age; (e)the Drug Abuse Office and application. Treatment Act of 1972 (P.L. 92-255), as amended, relating to nondiscrimination on the basis of drug 2. Will give the awarding agency, the Comptroller General abuse; (f)the Comprehensive Alcohol Abuse and of the United States and, if appropriate, the State, Alcoholism Prevention, Treatment and Rehabilitation through any authorized representative, access to and Act of 1970 (P.L. 91-616), as amended, relating to the right to examine all records, books, papers, or nondiscrimination on the basis of alcohol abuse or documents related to the award; and will establish a alcoholism; (g)§§523 and 527 of the Public Health proper accounting system in accordance with generally Service Act of 1912 (42 U.S.C. §§290 dd-3 and 290 accepted accounting standards or agency directives. ee-3), as amended, relating to confidentiality of alcohol and drug abuse patient records; (h)Title VIII of the Civil 3. Will establish safeguards to prohibit employees from Rights Act of 1968 (42 U.S.C. §§3601 et seq.), as using their positions for a purpose that constitutes or amended, relating to nondiscrimination in the sale, presents the appearance of personal or organizational rental or financing of housing; (i)any other conflict of interest, or personal gain. nondiscrimination provisions in the specific statute(s) under which application for Federal assistance is being 4. Will initiate and complete the work within the applicable made; and, Q)the requirements of any other time frame after receipt of approval of the awarding nondiscrimination statute(s)which may apply to the agency. application. 5. Will comply with the Intergovernmental Personnel Act of 7. Will comply,or has already complied,with the 1970 (42 U.S.C. §§4728-4763) relating to prescribed requirements of Titles II and III of the Uniform standards for merit systems for programs funded under Relocation Assistance and Real Property Acquisition Policies Act of 1970 (P.L. 91-646)which provide for one of the 19 statutes or regulations specified in fair and equitable treatment of persons displaced or Appendix A of OPM's Standards for a Merit System of whose property is acquired as a result of Federal or Personnel Administration (5 C.F.R. 900, Subpart F). federally-assisted programs.These requirements apply to all interests in real property acquired for 6. Will comply with all Federal statutes relating to project purposes regardless of Federal participation in nondiscrimination. These include but are not limited to: purchases. (a)Title VI of the Civil Rights Act of 1964 (P.L. 88-352) which prohibits discrimination on the basis of race, color 8. Will comply, as applicable,with provisions of the or national origin; (b)Title IX of the Education Hatch Act(5 U.S.C. §§1501-1508 and 7324-7328) Amendments of 1972, as amended (20 U.S.C.§§1681- which limit the political activities of employees whose 1683, and 1685-1686),which prohibits discrimination on principal employment activities are funded in whole the basis of sex; (c)Section 504 of the Rehabilitation or in part with Federal funds. Previous Edition Usable Standard Form 4248(Rev.7-97) Authorized for Local Reproduction Prescribed by OMB Circular A-1 02 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A 9. Will comply, as applicable,with the provisions of the Davis- 13. Will assist the awarding agency in assuring compliance Bacon Act(40 U.S.C. §§276a to 276a-7), the Copeland Act with Section 106 of the National Historic Preservation (40 U.S.C. §276c and 18 U.S.C. §874), and the Contract Act of 1966, as amended (16 U.S.C. §470), EO 11593 Work Hours and Safety Standards Act(40 U.S.C. §§327- (identification and protection of historic properties), and 333), regarding labor standards for federally-assisted the Archaeological and Historic Preservation Act of construction subagreements. 1974 (16 U.S.C. §§469a-1 et seq.). 10. Will comply, if applicable,with flood insurance purchase 14. Will comply with P.L. 93-348 regarding the protection of requirements of Section 102(a)of the Flood Disaster human subjects involved in research, development, and Protection Act of 1973 (P.L. 93-234)which requires related activities supported by this award of assistance. recipients in a special flood hazard area to participate in the 15 Will comply with the Laboratory Animal Welfare Act of program and to purchase flood insurance if the total cost of 1966 (P.L. 89-544, as amended, 7 U.S.C. §§2131 et insurable construction and acquisition is$10,000 or more. seq.) pertaining to the care, handling, and treatment of 11. Will comply with environmental standards which may be warm blooded animals held for research, teaching, or prescribed pursuant to the following: (a) institution of other activities supported by this award of assistance. environmental quality control measures under the National 16. Will comply with the Lead-Based Paint Poisoning Environmental Policy Act of 1969 (P.L. 91-190)and Prevention Act(42 U.S.C. §§4801 et seq.)which Executive Order(EO) 11514; (b) notification of violating prohibits the use of lead-based paint in construction or facilities pursuant to EO 11738; (c) protection of wetlands rehabilitation of residence structures. pursuant to EO 11990; (d)evaluation of flood hazards in floodplains in accordance with EO 11988; (e)assurance of 17. Will cause to be performed the required financial and project consistency with the approved State management compliance audits in accordance with the Single Audit program developed under the Coastal Zone Management Act Amendments of 1996 and OMB Circular No.A-133, Act of 1972 (16 U.S.C. §§1451 et seq.); (f)conformity of "Audits of States, Local Governments, and Non-Profit Federal actions to State (Clean Air) Implementation Plans Organizations." under Section 176(c)of the Clean Air Act of 1955, as amended (42 U.S.C. §§7401 et seq.); (g) protection of 18. Will comply with all applicable requirements of all other underground sources of drinking water under the Safe Federal laws,executive orders, regulations, and policies Drinking Water Act of 1974, as amended (P.L. 93-523); governing this program. and, (h) protection of endangered species under the Endangered Species Act of 1973, as amended (P.L. 93- 19. Will comply with the requirements of Section 106(g)of 205). the Trafficking Victims Protection Act(TVPA)of 2000, as amended (22 U.S.C. 7104)which prohibits grant award 12. Will comply with the Wild and Scenic Rivers Act of recipients or a sub-recipient from(1) Engaging in severe 1968 (16 U.S.C. §§1271 et seq.) related to protecting forms of trafficking in persons during the period of time components or potential components of the national that the award is in effect(2) Procuring a commercial wild and scenic rivers system. sex act during the period of time that the award is in effect or(3) Using forced labor in the performance of the award or subawards under the award. SIGNATURE OF AUTHORIZED CERTIFYING OFFICIAL TITLE ealth Director APPLICANT ORGANIZATION DATE SUBMITTED Standard Form 424B(Rev.7-97)Back DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A HEALTH AND HUMAN SERVICES Contract Number HHS001076700001 EXHIBIT/ATTACHMENT G. CONTRACT AFFIRMATIONS For purposes of these Contract Affirmations, HHS includes both the Health and Human Services Commission(HHSC)and the Department of State Health Services(DSHS). System Agency refers to HHSC, DSHS, or both, that will be a party to this Contract. These Contract Affirmations apply to all Contractors regardless of their business form (e.g., individual,partnership, corporation). By entering into this Contract, Contractor affirms, without exception, understands, and agrees to comply with the following items through the life of the Contract: 1. Contractor represents and warrants that these Contract Affirmations apply to Contractor and all of Contractor's principals,officers,directors,shareholders,partners, owners,agents, employees, subcontractors, independent contractors, and any other representatives who may provide services under, who have a financial interest in, or otherwise are interested in this Contract and any related Solicitation. 2. Complete and Accurate Information Contractor represents and warrants that all statements and information provided to HHS are current, complete, and accurate. This includes all statements and information in this Contract and any related Solicitation Response. 3. Public Information Act Contractor understands that HHS will comply with the Texas Public Information Act (Chapter 552 of the Texas Government Code) as interpreted by judicial rulings and opinions of the Attorney General of the State of Texas. Information, documentation, and other material prepared and submitted in connection with this Contract or any related Solicitation may be subject to public disclosure pursuant to the Texas Public Information Act. In accordance with Section 2252.907 of the Texas Government Code, Contractor is required to make any information created or exchanged with the State pursuant to the Contract, and not otherwise excepted from disclosure under the Texas Public Information Act, available in a format that is accessible by the public at no additional charge to the State. 4. Contracting Information Requirements Contractor represents and warrants that it will comply with the requirements of Section 552.372(a) of the Texas Government Code. Except as provided by Section 552.374(c) of the Texas Government Code, the requirements of Subchapter J (Additional Provisions Related to Contracting Information), Chapter 552 of the Government Code, may apply to the 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. Health and Human Services Contract Affirmations v. 1.8 Effective June 2021 Page 1 of 11 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A 5. Assignment A. Contractor shall not assign its rights under the contract or delegate the performance of its duties under the contract without prior written approval from System Agency. Any attempted assignment in violation of this provision is void and without effect. B. Contractor understands and agrees the System Agency may in one or more transactions assign, pledge, or transfer the Contract. Upon receipt of System Agency's notice of assignment, pledge, or transfer, Contractor shall cooperate with System Agency in giving effect to such assignment,pledge, or transfer, at no cost to System Agency or to the recipient entity. 6. Terms and Conditions Contractor accepts the Solicitation terms and conditions unless specifically noted by exceptions advanced in the form and manner directed in the Solicitation, if any, under which this Contract was awarded. Contractor agrees that all exceptions to the Solicitation, as well as terms and conditions advanced by Contractor that differ in any manner from HHS' terms and conditions, if any, are rejected unless expressly accepted by System Agency in writing. 7. HHS Right to Use Contractor agrees that HHS has the right to use, produce, and distribute copies of and to disclose to HHS employees, agents, and contractors and other governmental entities all or part of this Contract or any related Solicitation Response as HHS deems necessary to complete the procurement process or comply with state or federal laws. 8. Release from Liability Contractor generally releases from liability and waives all claims against any party providing information about the Contractor at the request of System Agency. 9. Dealings with Public Servants Contractor has not given, has not offered to give, and does not intend to give at any time hereafter any economic opportunity, future employment, gift, loan, gratuity, special discount, trip, favor, or service to a public servant in connection with this Contract or any related Solicitation, or related Solicitation Response. 10. Financial Participation Prohibited Under Section 2155.004, Texas Government Code (relating to financial participation in preparing solicitations), Contractor certifies that the individual or business entity named in this Contract and any related Solicitation Response is not ineligible to receive this Contract and acknowledges that this Contract may be terminated and payment withheld if this certification is inaccurate. 11. Prior Disaster Relief Contract Violation Under Sections 2155.006 and 2261.053 of the Texas Government Code (relating to convictions and penalties regarding Hurricane Rita, Hurricane Katrina, and other disasters), the Contractor certifies that the individual or business entity named in this Health and Human Services Contract Affirmations v. 1.8 Effective June 2021 Page 2 of 11 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A Contract and any related Solicitation Response is not ineligible to receive this Contract and acknowledges that this Contract may be terminated and payment withheld if this certification is inaccurate. 12. Child Support Obligation Under Section 231.006(d) of the Texas Family Code regarding child support, Contractor certifies that the individual or business entity named in this Contract and any related Solicitation Response is not ineligible to receive the specified payment and acknowledges that the Contract may be terminated and payment may be withheld if this certification is inaccurate. 13. Suspension and Debarment Contractor certifies that it and its principals are not suspended or debarred from doing business with the state or federal government as listed on the State of Texas Debarred Vendor List maintained by the Texas Comptroller of Public Accounts and the System for Award Management (SAM) maintained by the General Services Administration. This certification is made pursuant to the regulations implementing Executive Order 12549 and Executive Order 12689, Debarment and Suspension, 2 C.F.R. Part 376, and any relevant regulations promulgated by the Department or Agency funding this project. This provision shall be included in its entirety in Contractor's subcontracts, if any, if payment in whole or in part is from federal funds. 14. Excluded Parties Contractor certifies that it is not listed in the prohibited vendors list authorized by Executive Order 13224, `Blocking Property and Prohibiting Transactions with Persons Who Commit, Threaten to Commit, or Support Terrorism, "published by the United States Department of the Treasury, Office of Foreign Assets Control.' 15. Foreign Terrorist Organizations Contractor represents and warrants that it is not engaged in business with Iran, Sudan, or a foreign terrorist organization, as prohibited by Section 2252.152 of the Texas Government Code. 16. Executive Head of a State Agency In accordance with Section 669.003 of the Texas Government Code,relating to contracting with the executive head of a state agency, Contractor certifies that it is not(1)the executive head of an HHS agency, (2) a person who at any time during the four years before the date of this Contract was the executive head of an HHS agency, or(3) a person who employs a current or former executive head of an HHS agency. 17. Human Trafficking Prohibition Under Section 2155.0061 of the Texas Government Code, Contractor certifies that the individual or business entity named in this Contract is not ineligible to receive this contract and acknowledges that this Contract may be terminated and payment withheld if this certification is inaccurate. Health and Human Services Contract Affirmations v. 1.8 Effective June 2021 Page 3 of 11 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A 18. Franchise Tax Status Contractor represents and warrants that it is not currently delinquent in the payment of any franchise taxes owed the State of Texas under Chapter 171 of the Texas Tax Code. 19. Debts and Delinquencies Contractor agrees that any payments due under this Contract shall be applied towards any debt or delinquency that is owed to the State of Texas. 20. Lobbying Prohibition Contractor represents and warrants that payments to Contractor and Contractor's receipt of appropriated or other funds under this Contract or any related Solicitation are not prohibited by Sections 556.005, 556.0055, or 556.008 of the Texas Government Code (relating to use of appropriated money or state funds to employ or pay lobbyists, lobbying expenses, or influence legislation). 21. Buy Texas Contractor agrees to comply with Section 2155.4441 of the Texas Government Code, requiring the purchase of products and materials produced in the State of Texas in performing service contracts. 22. Disaster Recovery Plan Contractor agrees that upon request of System Agency, Contractor shall provide copies of its most recent business continuity and disaster recovery plans. 23. Computer Equipment Recycling Program If this Contract is for the purchase or lease of computer equipment,then Contractor certifies that it is in compliance with Subchapter Y, Chapter 361 of the Texas Health and Safety Code related to the Computer Equipment Recycling Program and the Texas Commission on Environmental Quality rules in 30 TAC Chapter 328. 24. Television Equipment Recycling Program If this Contract is for the purchase or lease of covered television equipment,then Contractor certifies that it is compliance with Subchapter Z, Chapter 361 of the Texas Health and Safety Code related to the Television Equipment Recycling Program. 25. Cybersecurity Training A. Contractor represents and warrants that it will comply with the requirements of Section 2054.5192 of the Texas Government Code relating to cybersecurity training and required verification of completion of the training program. B. Contractor represents and warrants that if Contractor or Subcontractors, officers, or employees of Contractor have access to any state computer system or database, the Contractor, Subcontractors, officers, and employees of Contractor shall complete cybersecurity training pursuant to and in accordance with Government Code, Section 2054.5192. Health and Human Services Contract Affirmations v. 1.8 Effective June 2021 Page 4 of 11 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A 26. Restricted Employment for Certain State Personnel Contractor acknowledges that, pursuant to Section 572.069 of the Texas Government Code, a former state officer or employee of a state agency who during the period of state service or employment participated on behalf of a state agency in a procurement or contract negotiation involving Contractor may not accept employment from Contractor before the second anniversary of the date the Contract is signed or the procurement is terminated or withdrawn. 27. No Conflicts of Interest A. Contractor represents and warrants that it has no actual or potential conflicts of interest in providing the requested goods or services to System Agency under this Contract or any related Solicitation and that Contractor's provision of the requested goods and/or services under this Contract and any related Solicitation will not constitute an actual or potential conflict of interest or reasonably create an appearance of impropriety. B. Contractor agrees that, if after execution of the Contract, Contractor discovers or is made aware of a Conflict of Interest, Contractor will immediately and fully disclose such interest in writing to System Agency. In addition, Contractor will promptly and fully disclose any relationship that might be perceived or represented as a conflict after its discovery by Contractor or by System Agency as a potential conflict. System Agency reserves the right to make a final determination regarding the existence of Conflicts of Interest, and Contractor agrees to abide by System Agency's decision. 28. Fraud,Waste, and Abuse Contractor understands that HHS does not tolerate any type of fraud, waste, or abuse. Violations of law, agency policies, or standards of ethical conduct will be investigated, and appropriate actions will be taken. Pursuant to Texas Government Code, Section 321.022, if the administrative head of a department or entity that is subject to audit by the state auditor has reasonable cause to believe that money received from the state by the department or entity or by a client or contractor of the department or entity may have been lost,misappropriated,or misused,or that other fraudulent or unlawful conduct has occurred in relation to the operation of the department or entity,the administrative head shall report the reason and basis for the belief to the Texas State Auditor's Office(SAO). All employees or contractors who have reasonable cause to believe that fraud,waste,or abuse has occurred (including misconduct by any HHS employee, Grantee officer, agent, employee, or subcontractor that would constitute fraud, waste, or abuse) are required to immediately report the questioned activity to the Health and Human Services Commission's Office of Inspector General. Contractor agrees to comply with all applicable laws,rules,regulations, and System Agency policies regarding fraud, waste, and abuse including, but not limited to, HHS Circular C-027. A report to the SAO must be made through one of the following avenues: • SAO Toll Free Hotline: 1-800-TX-AUDIT • SAO website: http://sao.fraud.state.tx.us/ Health and Human Services Contract Affirmations v. 1.8 Effective June 2021 Page 5 of 11 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A All reports made to the OIG must be made through one of the following avenues: • OIG Toll Free Hotline 1-800-436-6184 • OIG Website: ReportTexasFraud.com • Internal Affairs Email: InternalAffalrsReferral@hhsc.state.tx.us • OIG Hotline Email: OIGFraudHotline@hhsc.state.tx.us. • OIG Mailing Address: Office of Inspector General Attn: Fraud Hotline MC 1300 P.O. Box 85200 Austin, Texas 78708-5200 29. Antitrust The undersigned affirms under penalty of pe@ry of the laws of the State of Texas that: A. in connection with this Contract and any related Solicitation Response, neither I nor any representative of the Contractor has violated any provision of the Texas Free Enterprise and Antitrust Act, Tex. Bus. & Comm. Code Chapter 15; B. in connection with this Contract and any related Solicitation Response, neither I nor any representative of the Contractor has violated any federal antitrust law; and C. neither I nor any representative of the Contractor has directly or indirectly communicated any of the contents of this Contract and any related Solicitation Response to a competitor of the Contractor or any other company, corporation, firm, partnership or individual engaged in the same line of business as the Contractor. 30. Legal and Regulatory Actions Contractor represents and warrants that it is not aware of and has received no notice of any court or governmental agency proceeding, investigation, or other action pending or threatened against Contractor or any of the individuals or entities included in numbered paragraph 1 of these Contract Affirmations within the five (5) calendar years immediately preceding execution of this Contract or the submission of any related Solicitation Response that would or could impair Contractor's performance under this Contract, relate to the contracted or similar goods or services, or otherwise be relevant to System Agency's consideration of entering into this Contract. If Contractor is unable to make the preceding representation and warranty, then Contractor instead represents and warrants that it has provided to System Agency a complete, detailed disclosure of any such court or governmental agency proceeding, investigation, or other action that would or could impair Contractor's performance under this Contract, relate to the contracted or similar goods or services, or otherwise be relevant to System Agency's consideration of entering into this Contract. In addition,Contractor acknowledges this is a continuing disclosure requirement. Contractor represents and warrants that Contractor shall notify System Agency in writing within five (5) business days of any changes to the representations or warranties in this clause and understands that failure to so timely update System Agency shall constitute breach of contract and may result in immediate contract termination. Health and Human Services Contract Affirmations v. 1.8 Effective June 2021 Page 6 of 11 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A 31. No Felony Criminal Convictions Contractor represents that neither Contractor nor any of its employees, agents, or representatives, including any subcontractors and employees, agents, or representative of such subcontractors, have been convicted of a felony criminal offense or that if such a conviction has occurred Contractor has fully advised System Agency in writing of the facts and circumstances surrounding the convictions. 32. Unfair Business Practices Contractor represents and warrants that it has not been the subject of allegations of Deceptive Trade Practices violations under Chapter 17 of the Texas Business and Commerce Code, or allegations of any unfair business practice in any administrative hearing or court suit and that Contractor has not been found to be liable for such practices in such proceedings. Contractor certifies that it has no officers who have served as officers of other entities who have been the subject of allegations of Deceptive Trade Practices violations or allegations of any unfair business practices in an administrative hearing or court suit and that such officers have not been found to be liable for such practices in such proceedings. 33. Entities that Boycott Israel Contractor represents and warrants that(1) it does not, and shall not for the duration of the Contract, boycott Israel or (2) the verification required by Section 2271.002 of the Texas Government Code does not apply to the Contract. If circumstances relevant to this provision change during the course of the contract, Contractor shall promptly notify System Agency. 34. E-Verify Contractor certifies that for contracts for services, Contractor shall utilize the U.S. Department of Homeland Security's E-Verify system during the term of this Contract to determine the eligibility of: 1. all persons employed by Contractor to perform duties within Texas; and 2. all persons, including subcontractors, assigned by Contractor to perform work pursuant to this Contract within the United States of America. 35. Former Agency Employees— Certain Contracts If this Contract is an employment contract, a professional services contract under Chapter 2254 of the Texas Government Code, or a consulting services contract under Chapter 2254 of the Texas Government Code, in accordance with Section 2252.901 of the Texas Government Code, Contractor represents and warrants that neither Contractor nor any of Contractor's employees including, but not limited to, those authorized to provide services under the contract, were former employees of an HHS Agency during the twelve (12) month period immediately prior to the date of the execution of the contract. Health and Human Services Contract Affirmations v. 1.8 Effective June 2021 Page 7 of 11 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A 36. Disclosure of Prior State Employment—Consulting Services If this Contract is for consulting services, A. In accordance with Section 2254.033 of the Texas Government Code, a Contractor providing consulting services who has been employed by, or employs an individual who has been employed by, System Agency or another State of Texas agency at any time during the two years preceding the submission of Contractor's offer to provide services must disclose the following information in its offer to provide services. Contractor hereby certifies that this information was provided and remains true,correct, and complete: 1. Name of individual(s) (Contractor or employee(s)); 2. Status; 3. The nature of the previous employment with HHSC or the other State of Texas agency; 4. The date the employment was terminated and the reason for the termination; and 5. The annual rate of compensation for the employment at the time of its termination. B. If no information was provided in response to Section A above, Contractor certifies that neither Contractor nor any individual employed by Contractor was employed by System Agency or any other State of Texas agency at any time during the two years preceding the submission of Contractor's offer to provide services. 37. Abortion Funding Limitation Contractor understands, acknowledges, and agrees that, pursuant to Article IX, Section 6.25 of the General Appropriations Act(the Act),to the extent allowed by federal and state law, money appropriated by the Texas Legislature may not be distributed to any individual or entity that, during the period for which funds are appropriated under the Act: 1. performs an abortion procedure that is not reimbursable under the state's Medicaid program; 2. is commonly owned, managed, or controlled by an entity that performs an abortion procedure that is not reimbursable under the state's Medicaid program; or 3. is a franchise or affiliate of an entity that performs an abortion procedure that is not reimbursable under the state's Medicaid program. The provision does not apply to a hospital licensed under Chapter 241,Health and Safety Code,or an office exempt under Section 245.004(2), Health and Safety Code. Contractor represents and warrants that it is not ineligible, nor will it be ineligible during the term of this Contract, to receive appropriated funding pursuant to Article IX, Section 6.25. 38. Funding Eligibility Contractor understands, acknowledges, and agrees that, pursuant to Chapter 2272 of the Texas Government Code, except as exempted under that Chapter, HHSC cannot contract with an abortion provider or an affiliate of an abortion provider. Contractor certifies that it is not ineligible to contract with HHSC under the terms of Chapter 2272 of the Texas Government Code. Health and Human Services Contract Affirmations v. 1.8 Effective June 2021 Page 8 of 11 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A 39. Prohibition on Certain Telecommunications and Video Surveillance Services or Equipment (2 CFR 200.216) Contractor certifies that the individual or business entity named in this Response or contract is not ineligible to receive the specified contract or funding pursuant to 2 CFR 200.216. 40. COVID-19 Vaccine Passports Contractor represents and warrants that it is in compliance with Section 161.0085(c) of the Texas Health and Safety Code and eligible, pursuant to that section, to receive a grant or enter into a contract payable with state funds. 41. False Representation Contractor understands, acknowledges, and agrees that any false representation or any failure to comply with a representation, warranty, or certification made by Contractor is subject to all civil and criminal consequences provided at law or in equity including, but not limited to, immediate termination of this Contract. 42. False Statements Contractor represents and warrants that all statements and information prepared and submitted by Contractor in this Contract and any related Solicitation Response are current, complete, true, and accurate. Contractor acknowledges any false statement or material misrepresentation made by Contractor during the performance of this Contract or any related Solicitation is a material breach of contract and may void this Contract. Further, Contractor understands, acknowledges, and agrees that any false representation or any failure to comply with a representation, warranty, or certification made by Contractor is subject to all civil and criminal consequences provided at law or in equity including, but not limited to, immediate termination of this Contract. 43. Permits and License Contractor represents and warrants that it will comply with all applicable laws and maintain all permits and licenses required by applicable city, county, state, and federal rules, regulations, statutes, codes, and other laws that pertain to this Contract. 44. Drug-Free Workplace Contractor represents and warrants that it shall comply with the applicable provisions of the Drug-Free Work Place Act of 1988 (41 U.S.C. §701 et seq.) and maintain a drug-free work environment. 45. Equal Employment Opportunity Contractor represents and warrants its compliance with all applicable duly enacted state and federal laws governing equal employment opportunities. Health and Human Services Contract Affirmations v. 1.8 Effective June 2021 Page 9 of 11 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A 46. Federal Occupational Safety and Health Law Contractor represents and warrants that all articles and services shall meet or exceed the safety standards established and promulgated under the Federal Occupational Safety and Health Act of 1970, as amended(29 U.S.C. Chapter 15). 47. Signature Authority Contractor represents and warrants that the individual signing this Contract Affirmations document is authorized to sign on behalf of Contractor and to bind the Contractor. Signature Page Follows Health and Human Services Contract Affirmations v. 1.8 Effective June 2021 Page 10 of 11 DocuSign Envelope ID:C575EDBB-BBBB-4ED7-A9BF-5F8E05E4FA6A Authorized representative on behalf of Contractor must complete and sign the following: Legal Name of Contractor Assumed Business Name of Contractor, if applicable (d/b/a or `doing business as') Texas County(s) for Assumed Business Name (d/b/a or `doing business as') Attach Assumed Name Certificate(s) filed with the Texas Secretary of State and Assumed Name Certificate(s),if any, for each Texas County Where Assumed Name Certificate(s) has been filed Signature of Authorized Representative Date Signed Annette Rodriguez MPH Health Director Printed Name of Authorized Representative Title of Authorized Representative First,Middle Name or Initial, and Last Name Physical Street Address City,State, Zip Code Mailing Address, if different City,State, Zip Code Phone Number Fax Number Email Address DUNS Number Federal Employer Identification Number Texas Payee ID No.— 11 digits Texas Franchise Tax Number Texas Secretary of State Filing Number Health and Human Services Contract Affirmations v. 1.8 Effective June 2021 Page 11 of 11 DvcuSign Certificate Of Completion Envelope Id: C575EDBBBBBB4ED7A9BF5F8EO5E4FA6A Status: Sent Subject: HHS001076700001, Corpus County Public Health District(CITY), Base Contract Source Envelope: Document Pages:62 Signatures: 0 Envelope Originator: Certificate Pages:5 Initials:0 CMS Internal Routing Mailbox AutoNav: Enabled 11493 Sunset Hills Road Envelopeld Stamping: Enabled #100 Time Zone: (UTC-06:00)Central Time(US&Canada) Reston,VA 20190 CMS.InternalRouting@dshs.texas.gov IP Address: 160.42.85.9 Record Tracking Status: Original Holder: CMS Internal Routing Mailbox Location: DocuSign 8/2/2021 2:38:32 PM CMS.InternalRouting@dshs.texas.gov Signer Events Signature Timestamp Annette Rodriguez MPH Sent:8/4/2021 11:47:40 AM AnnetteR@cctexas.com Viewed:8/16/2021 6:05:02 PM Health Director Corpus Christi-Nueces County Public Health District Security Level: Email,Account Authentication (None) Electronic Record and Signature Disclosure: Accepted:8/16/2021 6:05:02 PM ID:b662c7e0-b6f5-4b00-809b-b87f393b9f77 Annette Rodriguez MPH Sent:8/2/2021 3:51:57 PM AnnetteR@cctexas.com Viewed:8/2/2021 4:10:52 PM Health Director Corpus Christi-Nueces County Public Health District Security Level: Email,Account Authentication (None) Electronic Record and Signature Disclosure: Accepted:8/2/2021 4:10:52 PM ID:2ba92c6d-35d2-4139-9ad5-65de2266d1ed Helen Whittington helen.whittington@dshs.texas.gov Security Level: Email,Account Authentication (None) Electronic Record and Signature Disclosure: Accepted:8/16/2021 3:46:48 PM ID: l c6048c3-1 b24-4f2f-bb4f-47l d774051 ce Patty Melchior Patty.Melchior@dshs.texas.gov Security Level: Email,Account Authentication (None) Electronic Record and Signature Disclosure: Accepted:8/16/2021 3:30:39 PM ID:20af20e7-7771-4fc0-aOeb-e119eded82b9 Kirk Cole Kirk.Cole@dshs.texas.gov Security Level: Email,Account Authentication (None) Electronic Record and Signature Disclosure: Accepted:8/16/2021 8:07:57 AM ID:89ca58ab-42f6-40cb-9345-b8aa55efd26b In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Dina Chavez Sent:8/4/2021 11:47:40 AM Dinac@cctexas.com ED Security Level: Email,Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jennifer Boggs Jennifer.Boggs@dshs.texas.gov Security Level: Email,Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign CMS Inbox cmucontracts@dshs.texas.gov Security Level: Email,Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign CMS Internal Routing Mailbox CMS.InternalRouting@dshs.texas.gov Security Level: Email,Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Beverly Taylor Beverly.Taylor@dshs.texas.gov Security Level: Email,Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 8/2/2021 3:51:57 PM Payment Events Status Timestamps Electronic Record and Signature Disclosure Electronic Record and Signature Disclosure created on:9/14/2020 7:10:18 PM Parties agreed to:Annette Rodriguez MPH,Annette Rodriguez MPH, Helen Whittington, Patty Melchior, Kirk Cole ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, DSHS Contract Management Section (we, us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronically through the DocuSign system. Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to this Electronic Record and Signature Disclosure (ERSD),please confirm your agreement by selecting the check-box next to `I agree to use electronic records and signatures' before clicking `CONTINUE' within the DocuSign system. Getting paper copies At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. You will have the ability to download and print documents we send to you through the DocuSign system during and immediately after the signing session and, if you elect to create a DocuSign account, you may access the documents for a limited period of time (usually 30 days) after such documents are first sent to you. After such time, if you wish for us to send you paper copies of any such documents from our office to you, you will be charged a $0.00 per-page fee. You may request delivery of such paper copies from us by following the procedure described below. Withdrawing your consent If you decide to receive notices and disclosures from us electronically, you may at any time change your mind and tell us that thereafter you want to receive required notices and disclosures only in paper format. How you must inform us of your decision to receive future notices and disclosure in paper format and withdraw your consent to receive notices and disclosures electronically is described below. Consequences of changing your mind If you elect to receive required notices and disclosures only in paper format, it will slow the speed at which we can complete certain steps in transactions with you and delivering services to you because we will need first to send the required notices or disclosures to you in paper format, and then wait until we receive back from you your acknowledgment of your receipt of such paper notices or disclosures. Further, you will no longer be able to use the DocuSign system to receive required notices and consents electronically from us or to sign electronically documents from us. 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By selecting the check-box next to `I agree to use electronic records and signatures', you confirm that: • You can access and read this Electronic Record and Signature Disclosure; and • You can print on paper this Electronic Record and Signature Disclosure, or save or send this Electronic Record and Disclosure to a location where you can print it, for future reference and access; and • Until or unless you notify DSHS Contract Management Section as described above, you consent to receive exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you by DSHS Contract Management Section during the course of your relationship with DSHS Contract Management Section. so �o p A v WoRPORPg4 AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting October 26, 2021 DATE: October 26, 2021 TO: Peter Zanoni, City Manager FROM: Peter Collins, Interim Chief Officer of Information Technology Pete rC(a)cctexas.com (361) 826-3735 Mike Markle, Chief of Police M i ke M a(a)cctexa s.co m (361) 886-2601 Josh Chronley, Assistant Director of Contracts and Procurement Josh C2(a)cctexas.com (361) 826-3169 Intergraph Hexagon Software Upgrade and Maintenance Renewal CAPTION: Resolution authorizing a five-year master service agreement with Intergraph Corporation dba Hexagon Safety & Infrastructure, of Madison, Alabama, in an amount not to exceed $2,885,084.09, for updated software and maintenance of the Public Safety Records Management System (RMS) / Intergraph Law Enforcement Automated Data System (I/LEAD) and Computer Aided Dispatch (CAD), with funding for FY2022 in the amount of $1 ,402,000.00 from the MetroCom Fund. SUMMARY: This resolution authorizes the City of Corpus Christi to enter an agreement with Hexagon Safety & Infrastructure for services to upgrade and renew maintenance of the Public Safety Records Management System (RMS) / Intergraph Law Enforcement Automated Data System (I/LEADS), Computer Aided Dispatch (CAD). BACKGROUND AND FINDINGS: Metrocom has been using Hexagon RMS /I/LEADS and CAD since 2006. These systems are vital for the continued support for public safety response and for the safety of our citizens. The total cost of the upgrade and one year of maintenance is $1,463,851 .57 which is shared with the County where the City is responsible for 76% which is $1 ,112,527.19 of the total cost and the County is responsible for 24% which is $351 ,324.38 of the total cost. This software has not had a major upgrade since 2014. This project is expected to kick- off in November 2021 and will upgrade all applications to a current version which will provide a reliable system to be utilized by Metrocom and Public Safety. The CAD upgrade will function on the new mobile data computers that the city is procuring. Renewal of maintenance will ensure the system continues to receive software upgrades, patches, and support for years to come. PROCUREMENT DETAIL: This is a sole source procurement with Intergraph Corporation dba Hexagon Safety & Infrastructure. The City has been using Hexagon RMS / I/LEADS and CAD since 2006. These systems are vital for the continued support of Metrocom for public safety response and for the safety of our citizens. ALTERNATIVES: The alternative is to leave the existing system in place, which will be end of life and without vendor support. FISCAL IMPACT: The fiscal impact for Metrocom in FY22 is an amount not to exceed $1 ,402,000.00 for updated software and maintenance where the City is responsible for 76% which is $1 ,065,520.00 of the total cost and the County is responsible for 24% which is $336,480.00 of the total cost. The total for the remaining cost of the updated software and four-years of maintenance is $1 ,483,084.09 where the City is responsible for 76% which is $1 ,127,143.91 of the total cost and the County is responsible for 24% which is $355,940.18 of the total cost which will be budgeted annually through the budget process. FUNDING DETAIL: Fund: 1048 MetroCom Organization/Activity: 11800 Metrocom Mission Element: 151 Respond to Law Enforcement Project # (CIP Only): n/a n/a Account: 530000 Professional Services RECOMMENDATION: Staff recommends approval of this motion. LIST OF SUPPORTING DOCUMENTS: Price Sheet Maintenance Renewal Agreement—Some documents referenced in the Agreement, such as the Order, are confidential and available for review by City Council upon request. Resolution authorizing a five-year master service agreement with Intergraph Corporation dba Hexagon Safety & Infrastructure, of Madison, Alabama, in an amount not to exceed $2,885,084.09, for updated software and maintenance of the Public Safety Records Management System (RMS) / Intergraph Law Enforcement Automated Data System (I/LEAD) and Computer Aided Dispatch (CAD), with funding for FY2022 in the amount of $1,402,000.00 from the MetroCom Fund. WHEREAS, Intergraph Corporation dba Hexagon Safety & Infrastructure will provide services to upgrade and renew maintenance of the Public Safety Records Management System (RMS) / Intergraph Law Enforcement Automated Data System (I/LEAD) and Computer Aided Dispatch (CAD) for the IT Department; 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 a statutory exception for this procurement in Local Government Code, Section 252.022(a) (2), as this purchase is necessary to preserve of protect the public health and safety of the City's residents; WHEREAS, there is 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; and WHEREAS, there is also a statutory exception for this procurement in Local Government Code, Section 252.022(a) (7) (D), as this purchase is available from only one source due to captive replacement parts or components for equipment. 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 for Infor software upgrades and subscription renewals from Intergraph Corporation dba Hexagon Safety & Infrastructure from Madison, Alabama, for an amount not to exceed $2,885,084.09. A copy of the agreement will be on file in the Office of the City Secretary. PASSED AND APPROVED on the day of , 2021 : Page 1 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 2 of 2 City of Corpus Christi Intergraph Corporation dba Sr. Buyer: Minerva Alvarado Hexagon Safety & Infrastructure Sole Source Intergraph Corporation dba Hexagon Safety & Infrastructure Madison, AL Item Description Quantity Cost Total 1 Year One Software 1 Upgrade and Maintenance $1,402,000.00 $1,402,000.00 Maintenance Year Two & 2 Continued Upgrade 1 $418,390.34 $418,390.34 3 Maitnenance Year Three 1 $318,733.31 $318,733.31 4 Maintenance Year Four 1 $363,888.24 $363,888.24 5 Maintenance Year Five 1 $382,072.20 $382,072.20 Total 1 $2,885,084.09 HEXAGON MASTER TERMS AND CONDITIONS These Master Terms and Conditions (the "Master Terms") govern transactions and relations between Customer and Hexagon (each a "Party" and collectively the "Parties"). Hexagon will make available to Customer certain proprietary software, including related proprietary Documentation; software maintenance services; Equipment/Content; DevTools; Cloud Programs; and professional services; and other items,which will be provided to Customer pursuant to these Master Terms and an Order. Before Hexagon will provide any items or services (including the Services), Customer must agree to these Master Terms and to the terms of a corresponding Order. The Parties agree these Master Terms will govern each Order. To the extent the Master Agreement purports to impose obligations, restrictions, or limitations upon Customer's Affiliates or Users, Customer shall be responsible to Hexagon for Customer's Affiliates' and Users' compliance with such terms and shall procure Customer's Affiliates and Users compliance. These Master Terms consist of the following: • The General Terms and Conditions set forth below; • Exhibit A— End User License Agreement; • Exhibit B— Maintenance Terms and Conditions for Software; • Exhibit C—Sample Project Deliverable Sign-Off Form; • Exhibit D—Cloud Program Conditions; • Exhibit E—Subscription License Terms; • Exhibit F—COTS Training Program Terms; and • Exhibit G—Common Terms Glossary. GENERAL TERMS AND CONDITIONS 1 Definitions. All capitalized terms not otherwise defined herein shall have the meaning set forth in Exhibit G (Common Terms Glossary). Words used herein in the singular, where the context so permits, shall be deemed to include the plural, and vice versa. 2 Elements of an Order. 2.1 Order Composition. Each Order will be comprised of Order Documents, including any applicable Schedule(s). An Order is formed only once both Parties accept the Order Documents,which the Customer shall do by executing the Order Documents and/or issuing a PO in connection with the Order Documents. Orders shall be effective as of the date both Parties accept the Order Documents except where the Order is for a term-based offering (e.g., Subscription License), in which case the Order shall commence as of the date specified in the Order Documents, if provided. 2.2 Schedules. Any Schedules applicable to Products or items purchased in an Order are incorporated and are either included in the Order Documents or, in the absence thereof, accessible via hyperlinks contained within Exhibit G. If a Product or item is not listed in the document(s) accessed via hyperlinks provided in Exhibit G, and related Schedule(s) are not otherwise included in the Order Documents, then that Product or item does not have a corresponding Schedule. 2.3 Pricing. Order Documents shall describe basic pricing and include other details relevant to the offerings included in the Order. 2.4 Change Control. During the course of Hexagon's performance under an Order, either Party may request a change in the scope of the Order in writing, delivered to the other Party. Any changes in price, schedule, or other terms must be documented either by an amendment or Change Order. No change, as contemplated in this paragraph, shall become effective until set forth in a mutually executed writing. Hexagon Master Terms and Conditions SIG062021a-MT Page 1 2.5 Acceptance. Acceptance will occur based upon the following: 2.5.1 For Fixed Price Project Assignments, not governed by Exhibit F, acceptance shall occur when the applicable Task Acceptance Criteria has been satisfied in accordance with the Task Acceptance Process. 2.5.2 For Time and Materials Project Assignments and Maintenance Services, the Services are accepted as performed. 2.5.3 For a Cloud Program, acceptance occurs when the License Keys are provided to Customer. 2.5.4 For all Orders not described more specifically above, acceptance occurs once the ordered item has been delivered or access to the ordered item has been provided. 3 Composition of the Master Agreement. 3.1 Components. The agreement between the Parties (herein referred to as the "Master Agreement") consists of: (1) the Primary Contracting Document, (2) these Master Terms (including the General Terms and Conditions and all Exhibits), (3) any amendments to the Master Agreement, (4) Orders, together with any Change Orders, that may be delivered, prepared, or issued after the Effective Date, and (5) all documents, including applicable Schedules and documents referenced via hyperlink, incorporated by reference in the documents identified in this Section. For certain Third Party Software, Third Party Terms will also be applicable and be considered as part of the Master Agreement. 3.2 Order of Precedence. In the event of any conflict or inconsistency among documents forming the Master Agreement, the following order of precedence shall be used to determine the resolution of the discrepancy, unless the Parties mutually agree in writing to an alternative decision: (1)Any amendments to the Master Agreement; (2)The Primary Contracting Document; (3)Applicable Schedules; (4)These Master Terms (excluding Exhibits); (5) Exhibits to these Master Terms; and (6) Order Documents, if any, in addition to items specifically identified in this Section 3.2 above. For only Third Party Software subject to Third Party Terms, the Third Party Terms shall have precedence in the event of a conflict between the Third Party Terms and any other terms of the Master Agreement. 4 Invoicing and Payment. 4.1 Invoices. Invoices shall be issued based upon the contents of the Order. 4.1.1 For Fixed Price Project Assignments Hexagon may invoice Customer upon completion of a payment milestone identified in the Order Documents, or when applicable, in accordance with Exhibit F; provided however, if this type of Order also includes Subscription Licenses or Cloud Program(s), the fees for such shall be due in accordance with Exhibits E and D, respectively. 4.1.2 For Product(s) or items not included within an Order for a Fixed Price Project Assignment or otherwise more specifically addressed in this Section 4, Hexagon may invoice Customer for the full amount set forth in the Quote in addition to any applicable freight/shipping charges upon delivery of or access having been provided to any of the Product(s) or items identified in the Order Documents. 4.1.3 Time and Materials Project Assignments shall be billed and invoiced monthly as the hours are expended and Onsite Fees are incurred, or after all hours set forth in the Order Documents have been expended, whichever occurs first. 4.1.4 Maintenance Services not included within an Order for a Fixed Price Project Assignment or Product Order shall be billed and invoiced in accordance with Exhibit B. 4.1.5 Cloud Program(s) (even if included within a Fixed Price Project Assignment)shall be billed and invoiced in accordance with Exhibit D. Hexagon Master Terms and Conditions SIG062021a-MT Page 2 4.2 Payment. Customer shall make payment for any invoices issued by Hexagon within thirty (30) calendar days of the date the invoice was issued. 4.3 Late Payment. If Customer does not make timely payment, an interest charge of two percent (2%) per Month (or the maximum allowed by law, whichever is less), compounded monthly, will be due on any unpaid and overdue amounts. To the extent the Customer is the subject of an applicable prompt pay act statute or ordinance, the Customer shall be subject to the terms set forth in that statute(s) and/or ordinance(s) in lieu of the prior sentence. As it pertains to Equipment, Hexagon shall retain a security interest in the Equipment. If Customer is late or otherwise in default of its payment obligations for Equipment,then Hexagon may, in addition to any other remedies available, exercise remedies of a secured party regarding the Equipment. 4.4 Taxes. The purchase price is exclusive of all federal, state, and/or local taxes. Any taxes applied to this sale by a federal, state, and/or local taxing authority will be the responsibility of Customer. Such taxes do not include franchise taxes or taxes based on net income. If Customer is claiming tax-exempt status, it must submit the proper documentation satisfactory to Hexagon evidencing its tax-exempt status. Applicable taxes may be invoiced at any time such taxes become fixed and certain. 5 Term and Termination. 5.1 Term. The Term of the Master Agreement shall begin on the Effective Date and remain in effect for a period of sixty (60) consecutive Months or until the Master Agreement is earlier terminated pursuant to the terms set forth herein or by mutual agreement of the Parties. An Order that is executed prior to the expiration of the term of the Master Agreement shall be governed by the Master Agreement even if the Master Agreement Term expires during the performance of the Order. To the extent Customer executes an Order pursuant to later issued master terms, then this Master Agreement shall terminate upon completion of all Orders executed hereunder regardless of the amount of time remaining in the Term. 5.2 Termination for Convenience. Either Party may terminate the Master Agreement or an Order in its sole discretion at any time upon providing the other Party with thirty (30) days written notice. In the event of a termination pursuant to this paragraph, Customer agrees to pay Hexagon for the Work performed and Product(s)or items delivered and provided, plus the cost of any labor and/or Product(s)or items ordered in good faith prior to notice of termination that could not be canceled, less amounts previously paid by Customer for such Work and/or Product(s) or items. Hexagon is entitled to retain all amounts paid under any Order prior to termination. To the extent a Party exercises its right to terminate a specific Order, that termination shall have no effect upon the remaining Master Agreement, which, along with any other active Orders, shall remain in full force and effect. If a Party desires to terminate the Master Agreement, then the Parties shall proceed to wind down all ongoing work under the respective Orders in effect under the Master Agreement by the termination date. Each Party shall take commercially reasonable steps to bring the work to a close and to reduce its costs and expenditures. 5.3 Termination for Cause. Either Party may terminate the Master Agreement or a specific Order, as the case may be, in the event the other Party materially breaches a material term of the Master Agreement or any Order. 5.3.1 In the event a Party materially breaches an Order, the non-breaching Party may terminate the Order only after providing a sixty (60) calendar day cure period to cure such breach and the breach has not been cured, except for material breaches arising from non-payment. During the sixty (60)day cure period, the Parties shall try to determine a mutually agreeable plan to cure such breach. If such breach cannot be cured or an acceptable plan is not provided within the sixty (60) day cure period, the non-breaching Party may, but does not have the obligation to, terminate the Order. 5.3.2 In the event a Party materially breaches the Master Agreement or multiple Orders, the non- breaching Party may terminate the Master Agreement only after providing a sixty(60)calendar day cure period to cure such breach and the breach has not been cured except for material breaches arising from non-payment. During the sixty (60) day cure period, the Parties shall try to determine a mutually agreeable plan to cure such breach. If such breach cannot be cured or an acceptable plan is not provided within the sixty (60) day cure period, the non-breaching Party may, but does not have the obligation to, terminate the Master Agreement. If the Master Agreement is terminated pursuant to this paragraph, by the termination date, Hexagon will stop all Work pursuant to any Orders arising under the Master Agreement. Hexagon Master Terms and Conditions SIG062021a-MT Page 3 5.3.3 If the Master Agreement or any one or more Orders is terminated pursuant to paragraphs 5.3.1 or 5.3.2, Hexagon will stop all Work with respect to impacted Orders as soon as practicable and shall be entitled to payment for all Work performed as well as Product(s) provided on all impacted Orders up to the termination date, less amounts previously paid by Customer under the affected Orders. 5.3.4 Notwithstanding the foregoing, Hexagon may suspend its performance of or terminate any Order or the Master Agreement for cause if payment is not received within thirty(30) days following the date when payment was due. In the event an Order is suspended or terminated for cause, Hexagon shall be entitled to, and Customer agrees to pay Hexagon, payment for Work performed and/or Product(s) delivered on said Order up to the suspension or termination date, less amounts previously paid by Customer under the affected Orders. Hexagon is entitled to retain all amounts paid under any Order prior to its termination. If Hexagon suspends an Order under this paragraph, then it may thereafter terminate the Order upon giving written notice to Customer. 5.3.5 Notwithstanding the foregoing, Customer may not exercise a termination pursuant to the terms of Section 5.3 if Hexagon's material breach of the terms and conditions of the Master Agreement or any Order thereunder is caused or partially caused by Customer's negligence or failure to perform its obligations. 6 Ownership. 6.1 Customer acknowledges Hexagon will retain ownership and title of Hexagon IP made or provided pursuant to any Order. All Software (including Software embedded within Equipment) provided under the Master Agreement is licensed to Customer in accordance with Exhibit A (End User License Agreement), except as it is inconsistent with the terms set forth herein. Third Party Software, including any Software developed by a third party embedded within Equipment, is licensed to Customer pursuant to Third Party Terms or as otherwise specified in the applicable E/C Schedule. 6.2 As it pertains to any Equipment, and only Equipment, provided to Customer under an Order, the Customer shall receive title to and ownership of the Equipment identified in the Order Documents, excluding any IPR pertaining to the Equipment and Software provided with the Equipment, FOB place of origin and subject to Customer's payment of all amounts owed for the Equipment. 6.3 Customer shall own Customer Data. Customer grants Customer Data Rights to Hexagon, to, among other things, facilitate Hexagon's performance of its obligations. 7 Warranties. 7.1 Software. The Software Products licensed under Exhibit A are warranted to meet Minimal Operations Levels for a period of thirty(30)days from the initial installation; provided that Software Products covered by a Maintenance Contract between Customer and Hexagon shall instead be warranted and supported as stated in the Maintenance Contract. 7.2 Subsystem Warranty Coverage. For, and only for, new Subsystems procured/implemented pursuant to an Order under these Master Terms, the warranty coverage shall be set forth in the applicable Order Documents, which shall be in lieu of the warranty coverage set forth in Section 7.1. 7.3 Equipment Warranty Coverage. If Equipment supplied by Hexagon is provided with a warranty or other Equipment support, then the extent of the Equipment support is provided within the corresponding E/C Schedule or other Order Documents. 7.4 Third-party Warranty Coverage. To the extent no warranty or Equipment support is described in the applicable E/C Schedule or other Order Documents, third-party products supplied by Hexagon, are provided with a pass-through-warranty from the original manufacturer, if any. 7.5 Disclaimer. Any product information Hexagon has shared with Customer during the proposal and/or contract activities to date was to provide an understanding of Hexagon's current expected direction, roadmap, or vision and is subject to change at any time at Hexagon's sole discretion. Hexagon specifically disclaims all representations and warranties regarding future features or functionality to be provided in any Software or Deliverable(s). Hexagon does not commit to developing the future features, functions, and/or products discussed in this material beyond that which is specifically committed to being provided by Hexagon pursuant to a valid Order. Customer should not factor any future features, functions, or products into its current decisions since there is no assurance that such future features, functions, or products will Hexagon Master Terms and Conditions SIG062021a-MT Page 4 be developed. When and if future features, functions, or products are developed, they may be made generally available for licensing by Hexagon. 7.6 Warranty Disclaimer. EXCEPT AS SPECIFICALLY SET FORTH IN THIS ARTICLE, HEXAGON DISCLAIMS (TO THE FULLEST EXTENT PERMITTED BY LAW) ALL WARRANTIES ON PRODUCTS FURNISHED PURSUANT TO THE MASTER AGREEMENT, INCLUDING ALL WARRANTIES OF MERCHANTABILITY, DURABILITY, FITNESS FOR A PARTICULAR PURPOSE, HIGH RISK USE, AND NON-INFRINGEMENT. ALL WARRANTIES PROVIDED PURSUANT TO THIS MASTER AGREEMENT ARE VOID IF FAILURE OF A WARRANTED ITEM RESULTS DIRECTLY OR INDIRECTLY FROM AN UNAUTHORIZED USE OR MISUSE OF A WARRANTED ITEM, INCLUDING, WITHOUT LIMITATION, USE OF A WARRANTED ITEM UNDER ABNORMAL OPERATING CONDITIONS OR UNAUTHORIZED MODIFICATION OR REPAIR OF A WARRANTED ITEM OR FAILURE TO ROUTINELY MAINTAIN A WARRANTED ITEM. THE WARRANTIES SET FORTH IN THIS ARTICLE 7 ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESSED OR IMPLIED, AND, EXCEPT AS SET FORTH IN ARTICLE TITLED "INDEMNIFICATION PROVISIONS" BELOW, REPRESENT THE FULL AND TOTAL WARRANTY OBLIGATION AND/OR LIABILITY OF HEXAGON. 8 LIMITATION OF LIABILITY IN NO EVENT WILL HEXAGON BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR SPECIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, LOSS OF USE OR PRODUCTION, LOSS OF REVENUE, LOSS OF DATA,OR CLAIMS OF THIRD PARTIES, EVEN IF HEXAGON HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. UNDER NO CIRCUMSTANCE WILL HEXAGON'S LIABILITY UNDER THIS MASTER AGREEMENT EXCEED THE AMOUNT THAT HEXAGON HAS BEEN PAID BY CUSTOMER UNDER THE INDIVIDUAL ORDER UNDER WHICH THE EVENT GIVING RISE TO THE CAUSE OF ACTION HAS OCCURRED. 9 Indemnification Provisions. 9.1 Subject to the limitation of liability provisions in the Master Agreement, Hexagon will defend, at its expense, a third party action, suit, or proceeding against Customer("Claim"), and indemnify Customer from any judgments, settlements, and reasonable attorney's fees resulting therefrom, to the extent such Claim is (i) attributable to bodily injury, death, or physical damage to tangible property caused by Hexagon's negligent acts or omissions arising under the Master Agreement; or (ii) based upon an allegation that a Software Product, Customized Software, Cloud Application, or Services Deliverable as of its delivery date under the Master Agreement, infringes a valid United States: patent, copyright, or trademark, or misappropriates a third party's trade secret ("Infringement Claim"). 9.2 Hexagon's defense and indemnification obligations are conditioned upon: 9.2.1 Customer providing prompt written notice to Hexagon of any Claim; 9.2.2 Hexagon having primary control of the defense of any actions and negotiations related to the defense or settlement of any Claim, understanding Hexagon may not settle a claim without Customer's consent if such settlement assigns fault or culpability to Customer; and 9.2.3 Customer cooperating fully in the defense or settlement of any Claim. 9.3 Hexagon will have no obligation to defend Customer or to pay any resulting costs, damages, or attorneys' fees for any Infringement Claims alleging direct or contributory infringement of the Software Product, Cloud Program, or Service Deliverable (i) by the combination of or integration with a product, process, or system not supplied by Hexagon; (ii) by material alteration by anyone other than Hexagon or its subcontractors; (iii) by use after Customer has been notified of possible infringement; (iv) by use after modifications are provided to Customer; (v) by use after a return for refund as described below is ordered by Hexagon; (vi) if the creation of which was pursuant to specifications provided by Customer; or (vii) by use other than as specified in the Documentation associated with the Software Product. 9.4 In connection with any Infringement Claims, Hexagon, at its own expense and option, may either (i) obtain rights for Customer to continue using the allegedly infringing Hexagon supplied item; (ii) replace the item with a non-infringing alternative, or modify the allegedly infringing elements of the item, while maintaining substantially similar software functionality or data/informational content; or (iii) refund to Customer a prorated portion of the license fees paid by Customer for the infringing item(s); provided that proration for perpetually licensed software shall be based on a five (5)-year, straight-line depreciation basis Hexagon Master Terms and Conditions SIG062021a-MT Page 5 beginning from the initial date of delivery. In the event of a prorated return, Customer will uninstall, cease all use of and return to Hexagon the infringing item(s). 9.5 In no event will the indemnification for Infringement Claims apply to any Beta Software, or sample, hot fix, royalty free, or evaluation software delivered pursuant to the Master Agreement. 9.6 This section provides the sole and exclusive remedies of Customer and Hexagon's entire liability in the event of a Claim. Customer has no right to recover, and Hexagon has no obligation to provide any other or further remedies, whether under another provision of the Master Agreement or any other legal theory or principle in connection with a Claim. 10 Insurance. 10.1 Policies and Coverage Amounts. Hexagon agrees to procure and maintain in force during the term of the Master Agreement, at its own cost, the following policies and amounts of coverage: 10.1.1 Workers' Compensation Insurance as required by state statute or regulation. 10.1.2 Commercial General Liability Insurance with minimum combined single limits of ONE MILLION DOLLARS ($1,000,000) each occurrence and ONE MILLION DOLLARS ($1,000,000) general aggregate. The policy shall be applicable to all premises and operations. The policy shall include coverage for bodily injury, broad form property damage, and personal injury. 10.1.3 Automobile Liability Insurance with minimum combined single limits for bodily injury and property damage of not less than ONE MILLION DOLLARS ($1,000,000) for any one occurrence, with respect to each of Hexagon's owned, hired or non-owned vehicles assigned to or used in performance of the services or work under the Master Agreement. 10.1.4 Umbrella/Excess Coverage with minimum combined single limits of ONE MILLION DOLLARS ($1,000,000) per occurrence. 10.1.5 Each of the described policies shall by proper endorsement provide for Customer a waiver of subrogation by the insurer. Further, with the exception of that policy set forth in 10.1.1, each of the described policies shall by proper endorsement include Customer as an additional insured. 10.2 Certificate of Insurance. If required or requested: a Certificate of Insurance shall be completed by Hexagon's insurance agent(s) as evidence that policies providing the required coverage amounts, conditions, and minimum limits are in full force; and, the completed Certificate of Insurance and any necessary endorsements as set forth in 10.1.5 shall be sent to the contact person identified in the Primary Contracting Document. 10.3 Insurance Deductible. Hexagon shall be solely responsible for any deductible losses under the policies required above. 11 Security and Breach Notification. 11.1 Hexagon shall take reasonable industry action to prevent, detect, identify, report,track and respond to Security Incidents. In the event of a Security Incident, Hexagon will provide a Security Incident report to the Customer or its Affiliates via the Designated Portal. The report shall be provided within twenty-four(24) Business Hours following Hexagon's discovery, confirmation, and investigation of a Security Incident. 12 Dispute Resolution. 12.1 Resolution Protocol. The Parties shall exercise their best efforts to negotiate and settle promptly any dispute that may arise with respect to the Master Agreement or Order made pursuant to the Master Agreement ("Dispute") in accordance with the provisions set forth herein. If either Party disputes any provision of the Master Agreement (the "Disputing Party"), or the interpretation thereof, or any conduct by the other Party under the Master Agreement, the Disputing Party shall bring the matter to the attention of the other Party at the earliest possible time in order to resolve the Dispute, except for Disputes for non- payment. If such Dispute is not promptly resolved by the employees responsible for the subject matter of the Dispute, the Disputing Party shall be permitted to deliver to the non-disputing Party's contact person identified in the Primary Contracting Document a written notice of the Dispute, whereupon the Parties shall endeavor in good faith to escalate the Dispute to appropriate executives for each Party for resolution within fifteen (15) Business Days, or such longer period as to which the Parties may mutually agree. 12.2 Mediation. To the extent a Dispute is not resolved through the process outlined in the previous section and remains unresolved, the Parties agree to enter into non-binding mediation to resolve the Hexagon Master Terms and Conditions SIG062021a-MT Page 6 Dispute. Within sixty (60) calendar days, of the issuance of the Dispute notice, or such longer period that is mutually agreeable to the Parties, the Parties agree to identify a mutually acceptable mediator who shall mediate the Dispute. If, after making reasonable efforts to identify a mutually acceptable mediator and no later than fifty (50) calendar days after the issuance of the Dispute Notice, the Parties are unable to identify such a mediator, the Disputing Party shall provide the non-disputing Party with a list of five (5) proposed mediators. The non-disputing Party shall have five (5) Business Days from receipt of such list from the Disputing Party to identify one proposed mediator on the list to use as a mediator. If the non-disputing Party fails to identify and communicate its choice to the Disputing Party in the time allotted, then the Disputing Party shall be permitted to unilaterally identify the mediator from the list of five (5) mediators previously given who shall mediate the Dispute. The mediator shall be an attorney licensed to practice law in the state courts identified in section below titled "Governing Law." Subject to the mediator's availability, the Parties agree to mediate the Dispute within thirty (30) days after the Parties have identified a mediator who has agreed to mediate the Dispute. To the extent the mutually identified mediator is unavailable, unwilling, or unable to mediate the Dispute, the Parties shall utilize the same steps listed above to identify a new mutually agreeable mediator. To the extent the Disputing Party had to prepare a list of proposed mediators previously, it shall prepare and transmit a revised list within five (5) Business Days of receiving notice of the proposed mediator's unavailability. Subject to the mediator's requirements, the Parties agree they shall be permitted to attend the mediation via telephone or video conferencing. The Parties agree to pay in equal shares the mediator's fee and expenses unless otherwise agreed to pursuant to a settlement agreement. 12.3 Prerequisites to Litigation. Except for Disputes for non-payment, only after the Parties have endeavored to resolve the Dispute through the processes outlined in the immediately preceding two sections may a Party commence litigation to resolve the dispute. 12.4 Injunctive Relief. Notwithstanding the foregoing, either Party may, before or during the exercise of the informal dispute resolution procedures set forth above, apply to a court identified in the section titled "Governing Law" for a temporary restraining order or preliminary injunction where such relief is necessary to protect its interests pending completion of such informal dispute resolution procedures. 13 Notices. All notices given between the Parties shall be in writing and shall be considered properly sent by postage prepaid United States Mail or overnight carrier to the Customer and/or Hexagon representative, as applicable and identified in the Primary Contracting Document, or such substitutes as may hereafter be disclosed by proper notification. 14 Force Majeure. Neither Party shall be deemed to be in default of any provision of the Master Agreement or an Order or be liable for any delay, failure in performance, or interruption of service resulting from acts of war, acts of terrorism, criminal acts, acts of God, natural disaster, fire, lightning, acts of or restriction imposed by civil or military authority, pandemics, epidemics, cyber-attack, labor disruption, civil disturbance, expropriation, embargo, lawful export restriction, or any other cause beyond its reasonable control. This section does not relieve or suspend a Party's obligation to pay money to the other Party under the terms of the Master Agreement. 15 Place of Performance. To the extent necessary, Customer agrees to provide appropriate workspace and workplace accommodations; computer equipment; software; access to relevant data, documents, plans, reports, and analyses; and necessary access for Hexagon personnel to perform work on an Order. To the extent work is performed remotely, Customer must provide VPN or secured remote connectivity (including a login and password)to all servers and workstations requiring installation/configuration by Hexagon. 16 Amendments. Any and all amendments to the Master Agreement shall be in writing specifically reference the fact the amendment is intended to alter these Master Terms and executed by authorized representatives of both Parties. No Order or Change Order shall affect these Master Terms, unless expressly stated in such document. Hexagon Master Terms and Conditions SIG062021a-MT Page 7 17 Confidential Information. The Parties agree not to disclose Confidential Information provided to it by the Disclosing Party to the maximum extent allowable under applicable law unless it first obtains the Disclosing Party's written consent to such disclosure. It is further understood and agreed that money damages may not be a sufficient remedy for any breach of this provision of the Master Agreement by the Receiving Party and the Disclosing Party may seek equitable relief, including injunction and specific performance, as a remedy for any such breach. Such remedies shall not be deemed to be the exclusive remedies for a breach of this provision of the Master Agreement but will be in addition to all other remedies available at law or equity. The covenants set forth herein and the rights and obligations related thereto shall continue for a period of five (5) years from the date of disclosure. The Parties acknowledge that the Customer is a Texas governmental entity subject to the Texas Public Information Act (the "Act"). Should Customer receive a request for disclosure of Confidential information pursuant to the Act, Customer will promptly provide Hexagon notice of such request so that Hexagon may, prior to the disclosure of such Confidential Information, avail itself of its opportunity to establish why the information should be withheld. The Parties acknowledge that the burden of establishing the applicability of an exception from disclosure resides with Hexagon. The Parties further stipulate that Should Hexagon be unable to establish an exception from disclosure or exclusion from the Act, then Customer may release the information, solely to the extent necessary to comply with the Act. The Parties recognize that Hexagon commercial or financial information, the disclosure of which would cause substantial competitive harm to Hexagon, and Hexagon trade secrets are Confidential information and therefore not subject to disclosure under Section 552.110 of the Act, and that all requests for such information will be sent to the Texas Attorney General for review in accordance with the Act. 18 Personal Data. 18.1 Where Personal Data is provided by the Customer to Hexagon, the Customer shall act as the data controller and shall be responsible for complying with all applicable data protection laws. Hexagon shall act as the data processor in respect of such Personal Data and shall process the Personal Data in accordance with applicable data protection laws. The Customer acknowledges and agrees that Hexagon is not capable of being a data controller due to Hexagon's inability to determine the purpose and means of the processing of Personal Data provided by Customer to Hexagon. To the extent that: (a) Personal Data of Users or Authorized Cloud Users provided by the Customer to Hexagon pursuant to the Master Agreement is subject to the European Union General Data Protection Regulation 2016/679, as may be amended from time to time ("GDPR"); and (b) the Customer and Hexagon do not have a separate, written data processing agreement, then the Customer and Hexagon agree that the terms of Hexagon's Data Processing Addendum, as updated from time to time, found at: https://www.hexagonsafetyinfrastructure.com/- /media/Legal/Hexagon/SI/Policies/DPA/D PAL P/DPA LP 08-2019.0 , shall apply. 18.2 Where Customer is responsible for providing Personal Data on behalf of Users or Authorized Cloud Users directly to Hexagon, Customer will secure and maintain all necessary consents and make all necessary disclosures before including Personal Data in Customer Data input to, or otherwise supplied to Hexagon. In the event Customer, including all its Users, does not consent to Personal Data being processed as a result of the Master Agreement, Customer acknowledges Hexagon may be unable to provide Services, Product(s), Maintenance Services, and/or Cloud Program (or part thereof). 18.3 Hexagon will only process Customer supplied Personal Data in accordance with the Customer's lawful instructions and to the extent and as necessarily required to provide the applicable goods and services under the Master Agreement and for no other purpose. Except as may be otherwise required by law, contract, or judicial order, after expiration or earlier termination of the Master Agreement, Hexagon will destroy all Customer-supplied Personal Data in accordance with applicable data protection laws. 18.4 If Hexagon supplies maintenance, support, or subscription services to Customer with respect to third-party products, and if the third-party supplier or proprietor of such requires Customer be party to any data processing agreement in connection therewith, and if Customer has not separately executed an instrument to satisfy such requirement, then Customer and Hexagon agree that the terms of the applicable third-party data processing agreement, as updated from time to time, found at https://www.hexagonsafetyinfrastructure.com/- /media/Legal/Hexagon/SI/Policies/DPA/D PAL P/DPA LP 08-2019.0 , shall apply. Hexagon Master Terms and Conditions SIG062021a-MT Page 8 19 Assignment. Neither Party shall assign, sublet, or transfer all or any portion of the Master Agreement, nor any interest in the Master Agreement,without the express written consent of the non-assigning Party,which consent may be granted or withheld in the sole discretion of the non-assigning Party. Notwithstanding the foregoing, Hexagon may assign its rights and obligations under the Master Agreement, without the approval of Customer to: (1) an Affiliate or (2) another business entity in connection with a merger, consolidation, or reorganization of Hexagon or any of its subsidiaries. 20 Reserved 21 Export. Equipment/Content, and Hexagon IP, including any technical data related to Software, Services, Maintenance Services, or Cloud Programs, are subject to the export control laws and regulations of the United States. Diversion contrary to United States law is prohibited. Equipment/Content and/or Hexagon IP, including any technical data related to Software, Services, Maintenance Services, or Cloud Programs, shall not be exported or re-exported, directly or indirectly(including via remote access), under the following circumstances: • To Cuba, Iran, North Korea, Syria, the Crimean region of Ukraine or any national of these countries or territories; • To any person or entity listed on any United States government denial list, including, but not limited to, the United States Department of Commerce Denied Persons, Entities, and Unverified Lists, the United States Department of Treasury Specially Designated Nationals List, and the United States Department of State Debarred List (http://export.gov/ecr/eg_main_023148.asp); • To any entity if Customer knows, or has reason to know, the end use is related to the design, development, production, or use of missiles, chemical, biological, or nuclear weapons, or other unsafeguarded or sensitive nuclear uses; and/or • To any entity if Customer knows, or has reason to know,that a reshipment contrary to United States law or regulation will take place. Customer agrees to comply with all applicable export control laws and regulations. User shall not request information or documentation where the purpose of such request is to support, give effect to or comply with a boycott of any country that is not sanctioned by the United States, including but not limited to the Arab League boycott of Israel. Any questions regarding export or re-export of the Software should be addressed to Hexagon's Export Compliance Department at 305 Intergraph Way, Madison, Alabama, 35758, USA or at exi)ortcomi)lianceaintergrai)h.com. If the Software Customer received is identified on the media as being ITAR-controlled, the Software has been determined to be a defense article subject to the U.S. International Traffic in Arms Regulations ("ITAR"). Export of the Software from the United States must be covered by a license issued by the Directorate of Defense Trade Controls ("DDTC")of the U.S. Department of State or by an ITAR license exemption. The Software may not be resold, diverted, or transferred to any country or any end user, or used in any country or by any end user other than as authorized by the existing license or ITAR exemption. Subject to the terms of the EULA included herein, such Software may be used in other countries or by other end users if prior written approval of DDTC is obtained. If Customer is located outside the United States, Customer is responsible for complying with any local laws in Customer's jurisdiction which might impact Customer's right to import, export or use the Software, and Customer represents that Customer has complied with any and all regulations or registration procedures required by applicable law related to the use and importation of the Software. 22 Non-Solicitation of Employees. Customer agrees it will not, without the prior written consent of Hexagon, solicit any Hexagon employee, or induce such employee to leave Hexagon's employment, directly or indirectly, during the Term and for a period of twelve (12) Months after the Master Agreement expires or is terminated. 23 Miscellaneous. 23.1 Authority. Each Party represents and certifies to the other Party it has the requisite legal authority to enter into and be bound by the Master Agreement and all Orders arising from the Master Agreement. Any individual purporting to execute or accept a Quote, Primary Contracting Document, or any Order Documents governed by the Master Terms on behalf of a Party represents and warrants to the other Party that such individual has the authority to bind, and does bind, the Party on whose behalf such individual Hexagon Master Terms and Conditions SIG062021a-MT Page 9 purports to execute or accept such instrument(s). By issuance of a Quote to Customer without the word "DRAFT" or similar markings thereon, Hexagon represents it has the requisite legal authority to enter into and be bound by the Master Agreement and the Order intended to result from the Quote. By executing the Quote and returning it to Hexagon or otherwise entering into an Order, Customer represents and certifies to Hexagon it has the requisite legal authority to enter into and be bound by the Master Agreement and the Order associated therewith. 23.2 Survival. In addition to other provisions that are specifically identified as surviving termination of this Master Agreement, the rights and obligations in sections titled "IP Ownership," "Limitation of Liability," "Dispute Resolution," "Confidential Information," "Export," and the terms of any license or access granted pursuant to the Master Agreement(including, but not limited to, Exhibit A, Exhibit D, Exhibit E,and/or Exhibit F), shall survive and continue after expiration or termination of the Master Agreement, shall remain in effect until fulfilled, and shall apply to any permitted successors and assigns. Upon termination of the Master Agreement, the provisions of the Master Agreement, including those in the preceding sentence, which by their express terms survive termination, shall remain in full force and effect. 23.3 Waiver. The waiver by either Party of any of its rights or remedies in enforcing any action or breach under the Master Agreement in a particular instance shall not be considered as a waiver of the same or different rights, remedies, or actions for breach in subsequent instances. 23.4 Severability. If any provision of the Master Agreement or an Order is void,voidable, unenforceable, or illegal in its terms, but would not be so if it were rewritten to eliminate such terms that were found to be voidable, unenforceable, or illegal and such rewrite would not affect the intent of the provision, then the provision must be rewritten to be enforceable and legal. 23.5 Headings. Numbered topical headings, articles, paragraphs, subparagraphs or titles in the Master Agreement are inserted for the convenience of organization and reference and are not intended to affect the interpretation or construction of the terms thereof. 23.6 Governing Law. The Master Agreement shall for all purposes be construed and enforced under and in accordance with the laws applicable to and governing the Customer's location as identified in applicable Order Documents. The Parties agree any legal action or proceeding relating to the Master Agreement shall be instituted in an appropriate court having personal jurisdiction over Customer. The Parties agree to submit to the jurisdiction of and agree that venue is proper in these courts in any such legal action or proceeding. The Parties waive the application of the United Nations Commission on International Trade Law and United Nations Convention on Contracts for the International Sale of Goods as to the interpretation or enforcement of the Master Agreement. 23.7 Governing Language. The controlling language of the Master Agreement is English. If Customer received a translation of the Master Agreement into another language, it has been provided for convenience only. Les parties confirment que I'accord-cadre et toute la documentation connexe sont et seront en anglais. (Translation: "The Parties confirm that the Master Agreement and all related documentation is and will be in the English language.") 23.8 Independent Contractor. The Parties agree that Hexagon is an independent contractor, that nothing in the Master Agreement shall be construed as establishing or implying a relationship of master and servant between the Parties, or any joint venture or partnership between the Parties, and that nothing in the Master Agreement shall be deemed to constitute either of the Parties as the agent of the other Party or authorize either Party to incur any expenses on behalf of the other Party or to commit the other Party in any way whatsoever. Hexagon and its agents, employees, or subcontractors shall at no time be deemed to be agents, employees, or subcontractors of Customer, or be deemed to be under the control or supervision of Customer when carrying out the performance of its obligations in the Master Agreement. Without the prior written consent of Customer, Hexagon shall not carry on any activity that could be construed as being on behalf of Customer. 23.9 Limitation on Claims. Except as otherwise prohibited from applicable law, no claim, regardless of form, arising out of or in connection with the Master Agreement may be brought by Customer more than two (2)years after the event giving rise to the cause of action has occurred. 23.10 Anti-Bribery. Each Party hereby certifies it shall comply with all applicable laws in carrying out its duties under the Master Agreement, including, but not limited to, the United States Foreign Corrupt Practices Act ("FCPA"). In particular, Customer, on behalf of itself and its Affiliates, and Hexagon, each Hexagon Master Terms and Conditions SIG062021a-MT Page 10 severally represent and agree that: such party is familiar with the FCPA and its purposes and agrees to comply with the acts; specifically, such party is aware of and will comply with the FCPA's prohibition of the payment or the gift of any item of value, either directly or indirectly, to an official of a government, political party or party official, candidate for political office, or official of a public international organization, for the purpose of influencing an act or decision in his/her official capacity, or inducing him/her to use his/her influence with the government to assist a company in obtaining or retaining business for, with, or in that country or directing business to any person; such party has not made, and will not make, payments to third parties which such party knows or has reason to know are illegal under the FCPA, or the laws of any applicable jurisdiction; and the method of making payment to Hexagon as provided hereunder is not in violation of the law of any applicable jurisdiction. Either Party has the right to terminate the Master Agreement upon any violation of the FCPA or similar laws by the other Party. 24 Entire Agreement. The Master Agreement constitutes the entire agreement between the Parties with regard to the subject matter hereof. Except as otherwise provided in the Primary Contracting Document, the Master Agreement supersedes any and all prior discussions and/or representations, whether written or oral, and no reference to prior dealings may be used to in any way modify the expressed understandings of the Master Agreement. The Master Agreement may not be amended or modified unless so done in a writing signed by authorized representatives of both Parties. The pre-printed terms and conditions of Customer's PO or any other terms and conditions of a Customer PO shall be void, even if issued subsequent to the effective date of the Master Agreement, and shall not be deemed to constitute a change to the Master Agreement. Done and agreed this the day of , 2021 HEXAGON CUSTOMER Hexagon Authorized Representative Customer Authorized Representative By: By: (Signature) (Signature) Date: Date: Name: Debra T. Huser Name: Title: Regional Finance Director Title: Physical Address: Hexagon Safety&Infrastructure Physical Address: 305 Intergraph Way Madison,AL 35758, USA Email Address: debra.huser@hexagonxom Email Address: Hexagon Master Terms and Conditions SIG062021a-MT Page 11 EXHIBIT A END-USER LICENSE AGREEMENT IMPORTANT—READ CAREFULLY: This EULA is a legal agreement by and between User and Hexagon. Software is also subject to Use Terms. Any software, including, without limitation, any third party components and/or Updates, associated with a separate end-user license agreement is licensed to User under the terms of that license agreement. Use Terms applicable to an Update shall apply to the Update. All use of the Software is subject to applicable Order Documents. 1 LICENSE GRANT. Provided User is not in breach of any term or condition of this EULA, Hexagon hereby grants User a limited, non-exclusive license up to the quantity of Software licenses purchased by User to: (i) install and use the Software, in object code form only; (ii) use, read, and modify Documentation prepared by Hexagon and delivered to User pursuant to the Order Documents; and/or (iii) view and/or use Hexagon audio-visual training materials provided to User pursuant to the Order Documents; provided all of the foregoing shall be strictly for User's internal use and strictly in accordance with this EULA and the applicable Order Documents. The license is non-transferable, except as specifically set forth in this EULA. User assumes full responsibility for the selection of the Software to achieve User's intended results, and for the installation, use and results obtained from the Software. 2 UPDATES. If the Software is an Update to a previous version of the Software, User must possess a valid license to such previous version to use the Update. Neither the Software nor any previous version may be used by or transferred to a third party. All Updates are provided to User on a license exchange basis and are subject to all of the terms and conditions of the EULA provided with the Update. By using an Update, User (i) agrees to voluntarily terminate User's right to use any previous version of the Software, except to the extent that the previous version is required to transition to the Update; and (ii) acknowledges and agrees that any obligation that Hexagon may have to support the previous version(s) of the Software will end upon availability of the Update. If an Update is provided, User will take prompt action to install such Update as directed by Hexagon. If User fails to do so, User acknowledges that the Software may not work correctly or that User will not be able to take advantage of all the Software's available features. In such event, Hexagon will not be liable for additional costs User incurs because of User's failure to install such Update. For Third Party Software, please read carefully the applicable Third Party Terms regarding concurrent use of an Update and the prior version of Software during transition to the Update as the Third Party Terms may differ from terms applicable to Hexagon Software Products. 3 RIGHTS AND LIMITATIONS. 3.1 The Following are Permitted for User's License: User may make one copy of Software media in machine readable or printed form and solely for backup purposes. Hexagon retains ownership of all User created copies. User may not transfer the rights to a backup copy unless User transfers all rights in the Software and license as provided for in Section 3.2.1 below. Any other copying of the Software, any use of copies exceeding the number of copies User has been authorized to use and has paid for, and any distribution of the Software not expressly permitted by this EULA, is a violation of this EULA and of federal and/or applicable governing law. 3.2 The Following are Prohibited for User's License: 3.2.1 User shall not sell, rent, license, lease, lend or otherwise transfer the Software, or any copy, modification, or merged portion thereof without Hexagon's express written consent for such transfer, which consent may not be unreasonably withheld. Any such unauthorized transfer will result in automatic and immediate termination of the license. 3.2.2 The Software is licensed as a single product. User shall not, and User shall not authorize anyone else to: (i) decompile, disassemble, or otherwise reverse engineer the Software; (ii) work around any technical limitations in the Software; Hexagon Master Terms and Conditions SIG062021a-MT Page 12 (iii) publish the Software for others to copy or use; (iv)use, copy, modify, distribute, disclose, license or transfer the Software, or any copy, modification, or merged portion, in whole or in part, except as expressly provided for in this EULA; (v) re- use the component parts of the Software with a different software product from the one User is licensed to use or on different computers; (vi) circumvent any license mechanism in the Software or the licensing policy; (vii) publish to a third party any results of benchmark tests run on the Software; (viii) use or view the Software for any purposes competitive with those of Hexagon; (ix) use the Software except as expressly set forth in this EULA; and (x) unless otherwise specifically permitted in writing by Hexagon, use the Software outside the country in which it is licensed. 3.3 Fault Tolerance. The Software is not one hundred percent (100%) fault tolerant. Unless the Software's Documentation expressly provides the contrary, the Software is not designed or intended for use in any situation where failure or fault of any kind of the Software could lead to death or serious bodily injury of any person, or to severe physical, property or environmental damage ("High-Risk Use"); and, User is not licensed to use the Software in, or in conjunction with, any High-Risk Use. High-Risk Use is STRICTLY PROHIBITED. High Risk Use includes, for example, the following: operation of aircraft or other modes of human mass transportation, nuclear or chemical facilities, and Class III medical devices. User hereby agrees not to use the Software in, or in connection with, any High-Risk Use. High Risk Use shall not mean use of the Software for purposes for which it is regularly marketed and sold (e.g., public safety and utility dispatch software may be used to dispatch police, fire, emergency medical services, and emergency utility services). 3.4 Licensing Mechanism Disclaimer. Without waiver of any of its rights herein, Hexagon may at its sole discretion provide User who is operating public safety Software a licensing mechanism to allow such Software to be available for use even when User has accessed all of its purchased licenses. Regardless of whether it receives the licensing mechanism, User acknowledges it is permitted to use the Software only up to the number of licenses it has purchased. Any usage of Software beyond the amount purchased by User will be subject to the payment of additional fees by User to Hexagon at then current prices for the Software in like manner as provided in Section 6.2 below (Audit). 4 USER OBLIGATIONS. 4.1 The Software may require User's System to comply with specific minimum software, hardware, and/or Internet connection requirements. The specific minimum software, hardware, and/or Internet connection requirements vary by Software and type of license and are available from Hexagon upon request. 4.2 User is responsible, and bears the sole risk, for backing up all systems, software, applications, and data, as well as properly using the Software. 4.3 At all times, User must keep, reproduce and include all copyright, patent, trademark and attribution notices on any copy, modification or portion of the Software, including, without limitation, when installed, used, checked out, checked in, and/or merged into another program. 4.4 User shall comply with the Use Terms, including limitations that apply to specific types of licenses identified therein. 5 TERM. 5.1 For a Perpetual License, this EULA is effective until terminated (i) by User, by returning to Hexagon the original Software or by permanently destroying the Software,together with all copies, modifications, and merged portions in any form; (ii) by Hexagon, upon User's breach of any of the terms hereof or User's failure to pay the appropriate license fee(s); or (iii) upon User's installation of an Update that is accompanied by a new license agreement covering the Software Update. User agrees upon the termination of this EULA to cease using and to permanently destroy the Software (and any copies, modifications and merged portions of the Software in any form, and all of the component parts of the Software), and to certify such destruction in writing to Hexagon. Hexagon Master Terms and Conditions SIG062021a-MT Page 13 For a Subscription License, this EULA is effective until the User's Subscription Term expires without being renewed; by Hexagon upon User's breach of any of the terms hereof; User's failure to pay the appropriate Subscription License fee(s); or, the Subscription is otherwise terminated. User agrees upon the termination of this EULA or expiration of User's Subscription to cease using and to permanently destroy the Software (and any copies, modifications, and merged portions of the Software in any form, and all of the component parts of the Software), and to certify such destruction in writing to Hexagon. 6 AUDIT. 6.1 Hexagon shall have the right to: 6.1.1 Audit User's use of the Software and User's compliance with the provisions of this EULA during User's normal Business Hours. Hexagon will provide User with thirty (30) days prior written notice of an audit under this Section. Hexagon's right to conduct this type audit shall be limited to twice per calendar year. Prior to the start of an audit, Hexagon's personnel will sign a reasonable non-disclosure agreement provided by User. During the audit, User shall allow Hexagon's personnel to be provided reasonable access to both User's records and personnel. 6.1.2 Obtain certain documentation from User, as follows. If the Software includes logging mechanisms intended to track usage volume or quantity, User shall transmit log files associated therewith to Hexagon upon Hexagon's demand and in accordance with Hexagon's reasonable transmission instructions. Hexagon will not demand the transmission of usage tracking log files more frequently than four (4)times in any calendar year. 6.2 In the event the results of the audit in Section 6.1.1 or the documentation provided by User in Section 6.1.2 indicate User has used unlicensed Software or quantities thereof, User agrees to promptly pay Hexagon: (i) the current list price for each unlicensed Software used by User; (ii) interest of two percent (2%) per month or the highest rate allowed by applicable law for each month, commencing with the initial month of unlicensed usage of the Software); and (iii)the costs for the audit in Section 6.1.1. END OF EXHIBIT A Hexagon Master Terms and Conditions SIG062021a-MT Page 14 EXHIBIT B MAINTENANCE TERMS AND CONDITIONS FOR SOFTWARE These terms and conditions ("Maintenance Terms") govern the provision of maintenance and support services by Hexagon with respect to Covered Products. 1. DEFINITIONS. All capitalized terms not otherwise defined herein shall have the meaning set forth in the associated Exhibit titled "Common Terms Glossary." 2. TERM. 2.1. Term. The Maintenance Contract shall begin, retroactively (if applicable), on the first calendar day of the first Month of the Coverage Period and shall expire on the last calendar day of the last Month of the Coverage Period. The Coverage Period shall be for whole Months only. 2.2. Renewal. Prior to expiration of the Coverage Period, Hexagon may submit to Customer a renewal quote with pricing for extension of the Coverage Period. The Parties may extend the Coverage Period pursuant to Order Documents. 2.3. Lapse. In the event of a Lapse: (i) Hexagon shall, at any time, be entitled to discontinue Maintenance Services, in whole or in part, for the affected Covered Products; (ii) Hexagon shall be relieved of any previously provided pricing commitments or options for Maintenance Services, if any, related to time periods following the Lapse; and, (iii) Hexagon may permit Customer to reinstate support for Covered Products pursuant to Hexagon's then current policies and practices, including any policies or practices related to payment of reinstatement fees. 3. SCOPE OF COVERAGE FOR COVERED SOFTWARE PRODUCTS. Maintenance Services described in this Section apply to Covered Software Products only. Maintenance Services for Covered Third Party Products are separately stated. Hexagon offers three levels of Maintenance Services for Covered Software Products, dependent upon the Software Product and other factors. Under all levels of Maintenance Service, Hexagon shall provide reasonable commercial efforts to aid in the diagnosis of Defects. Under all levels of Maintenance Services, but only until the subject Software Product version reaches Version Limitation I or Version Limitation II, Hexagon shall provide reasonable commercial efforts to aid in correction of Defects. After a Software Product version reaches Version Limitation I, but only until the subject Software Product reaches Version Limitation II, Hexagon shall provide reasonable commercial efforts to aid in correction of Level One Defects only. The level of Maintenance Services for each Software Product is identified in the Order Documents, subject however to Version Limitations. Defect corrections provided by Hexagon shall, unless otherwise agreed by Hexagon, be delivered within Hexagon's product releases, and in accordance with Hexagon's standardized release cycles. Levels of Maintenance Services are as follows: 3.1. Advantage Support. Advantage Support will include and be limited to the diagnostic and Defect correction support as described above, and the following: Out-of-the-box functionality support via the support help desk (telephone or eService via the Designated Portal; and, access to any available Hexagon problem knowledge base online self-help tool. Phone support is available Monday through Friday from 8AM—5PM at Customer's local time, excluding Hexagon-observed holidays. Local variances in support hours will be posted online or can be determined by contacting Customer's local Hexagon office. 3.2. Standard Support. Standard Support will include and be limited to the following: 3.2.1. All features of Advantage Support. 3.2.2. Access to available Updates of Covered Software Products. Hexagon will notify Customer when Updates are made available for any Covered Software Products for Hexagon Master Terms and Conditions SIG062021a-MT Page 15 which Maintenance Services have been purchased, by way of posting notices of such to the "Support Notices and Announcements"section on the Designated Portal site ,where available, or via direct notification by Hexagon. Updates are shipped to Customer upon Customer's request logged in the Designated Portal site. Hexagon is not obligated to produce any Updates. For avoidance of doubt, a Customer's entitlement to Updates shall not include entitlement to any therein embedded or otherwise related module or function which is licensed and priced separately from Covered Products for which Customer has purchased an entitlement to Updates. 3.3. Premium Support. Premium Support will include all features available under Standard Support (subject to Version Limitations). Additionally, for a Level One Defect, phone support is also available after-hours and on Hexagon-observed holidays. 3.4. Product Change Requests will be reported in like manner as set forth in Section 3.1. Hexagon will review Product Change Requests and at its sole discretion decide whether to make the requested change to the Covered Product(s)through an Update. Product Change Requests not accepted may be the subject of a separate Order between the Parties. For the avoidance of doubt,to the extent Hexagon agrees to make a requested change to a Covered Product pursuant to a Product Change Request, any and all IPR resulting from the Update, including the change or modification is and shall remain the property of Hexagon. 4. MINIMUM SYSTEM REQUIREMENTS; CUSTOMER'S OBLIGATIONS. Performance of Maintenance Services by Hexagon is specifically conditioned upon the following minimum system requirements and fulfillment by Customer of the following obligations (collectively, minimum system requirements and customer obligations hereinafter referred to as "Customer Obligations"): 4.1. System Requirements. Customer is responsible for ensuring: the System Equipment and network infrastructure meet minimum system requirements specified by Hexagon and made available to Customer upon request; its System Equipment and network infrastructure are adjusted as required to accommodate Updates of Covered Products; compatibility of non- Hexagon provided products with products provided by Hexagon; and, its systems, software, and data are adequately backed up. Hexagon is not liable for lost data. 4.2. Hexagon Access and Customer Cooperation. Customer's system and/or System Equipment must have input and output devices that enable the use of Hexagon's diagnostic programs and supplemental tests. Customer will permit Hexagon to electronically access Customer's system via Secure Access Tool . Customer will ensure availability of its own system technical support personnel so that Hexagon can fulfill its Maintenance Services obligations. When reporting problems to Hexagon's support help desk, Customer will provide a complete problem description, along with all necessary documents and information that is available to Customer and required by Hexagon to diagnose and resolve the problem. Customer will grant all necessary access to all required systems as well as to the Covered Products, and any other reasonable assistance needed. Customer will carry out any reasonable instructions and will install any necessary patches, Defect corrections, or Updates. Customer will appoint a minimum of two and a maximum of five contact people who are each authorized to make use of the Maintenance Services ("Authorized Contacts"). Customer is obligated to select only those personnel for this task who are suitable for it by means of training and function, and who have knowledge of Customer's operating system, network, and hardware and software. Customer agrees to promptly notify Hexagon of any replacement of an Authorized Contact. Customer must ensure Authorized Contacts have adequate expertise, training, and experience to provide professionally accurate descriptions of malfunctions and facilitate Hexagon's efficient response. Authorized Contacts must have successfully completed Hexagon product training, or complete it at the next available scheduled opportunity, for those products for which formal training is available. Customer will bear the cost of this training. Customer will enter and/or log requests for assistance in such systems, and utilizing such forms, as Hexagon may designate from time to time. Hexagon Master Terms and Conditions SIG062021a-MT Page 16 5. EXCLUDED SOFTWARE SERVICES. Services for the following are outside the scope of the Maintenance Contract and may be available under separate Order at an additional charge (collectively "Excluded Services"): 5.1. Installation of any Covered Product, Update, or interface software; 5.2. Network configuration; 5.3. Configuration or customization of Covered Products to Customer or other third party requirements (except as necessary to remedy a Defect); 5.4. System-level tuning and optimization and system administration support; 5.5. Training; 5.6. Services required because the Authorized Contact is not available or is not trained; 5.7. On-site services (unless waived by Hexagon, in its sole discretion); 5.8. Services required due to modifications of Covered Products by Customer; 5.9. Services required due to use other than in the ordinary manner intended for the Covered Products, or use in a manner that contravenes terms hereunder, or Customer's disregard of the installation and operating instructions according to the Documentation provided with the Covered Products; 5.10. Services required due to failure of software or hardware that is not a Covered Product; 5.11. Services required due to Customer's use of hardware or software that does not meet Hexagon specifications or failure of Customer to maintain or perform industry standard maintenance on Customer's hardware or software; 5.12. Services required due to software or portions thereof that were (i) incorrectly installed or configured (other than by Hexagon), (ii) used in an environment inconsistent with the support environment specified by Hexagon, and/or (iii) used with peripherals, operational equipment or accessories not conforming to Hexagon's specifications; 5.13. Services required due to cases of force majeure, especially lightning strikes, fire or flood, third- party criminal acts, or other events not caused through Hexagon's fault; 5.14. Services required due to Customer's failure to fulfill the Customer Obligations; and/or 5.15. Services required due to faulty or incomplete Customer data. 6. COVERED THIRD PARTY PRODUCTS. Support and Updates of Covered Third Party Products shall be provided in the fashion and to the extent or duration that Hexagon is authorized to provide such by the third party manufacturer of the Covered Third Party Products, and such Covered Third Party Products and related services may be subject to additional terms and conditions of the third party manufacturer of the Third Party Software. Services and updates for any Third Party Software not listed in the Order Documents as Covered Products must be obtained from the third party owner of the products or their designated representative. 7. REQUIRED COVERAGE. 7.1. Multiple or Interdependent Licenses. If Customer holds multiple licenses for any Covered Product, all held licenses must be included as Covered Products in the Maintenance Contract. 7.2. Prerequisite Licenses. All prerequisite licenses for Software Products necessary to operate the Covered Products, together with all licenses of Software Products interoperating with Covered Products in a single solution, must be included as Covered Products in the Maintenance Contract. 8. ADDITIONS AND REMOVALS OF COVERED PRODUCTS. 8.1. Additions of Covered Products. Software Products licensed from Hexagon during the term of the Maintenance Contract may be added as Covered Products, if such addition is addressed through additional related Order Documents. If Software Products are not added as Covered Products by commencement of Production use thereof, Hexagon may permit Customer to add them as Hexagon Master Terms and Conditions SIG062021a-MT Page 17 Covered Products, but subject to additional fees payable pursuant to Hexagon's then current policies or practices. 8.2. Removal of Covered Products from Maintenance. Either Party may provide written notice to the other Party at least sixty(60) calendar days prior to the end of any Coverage Period Anniversary of its intent to remove any individual Covered Products from the Maintenance Contract at the end of the then current and contracted Coverage Period or any Coverage Period Anniversary. Neither Party may remove Covered Products except upon Coverage Period renewal or extension or Coverage Period Anniversary; provided that Hexagon may additionally remove Covered Products as part of a general discontinuance program at any time upon one hundred eighty(180) days' written notice. Customer may not remove from the Maintenance Contract individual software licenses of a Covered Product for which Customer has multiple copies under Maintenance Services or for Covered Products that are being used interdependently, unless Customer has first certified to Hexagon on a "Software Relinquishment Agreement" that it surrenders and relinquishes all rights in and to the applicable Software licenses and the copies of the Covered Product for which Customer desires to cease Maintenance Services (the "Relinquished Licenses") for the renewal Coverage Period have been uninstalled and removed from its System(s). Should Customer desire to resume usage of the Relinquished Licenses at a later date, Customer must re-purchase the licenses at the then current list price. 9. PAYMENT. 9.1. Terms of Payment. Charges for Maintenance Services are due and payable annually and in advance. All charges are due net thirty (30)calendar days from the date of invoice or prior to the beginning of the applicable Coverage Period,whichever is earlier. Charges for Covered Software Products added during a Coverage Period shall be prorated to the remaining Months of the Coverage Period, in whole Month increments only, and such charges shall be due and payable in full upon receipt of invoice. Covered Third Party Products added during a Coverage Period are subject to Section 6 of these Maintenance Terms. 9.2. Past Due Accounts. HEXAGON RESERVES THE RIGHT TO REFUSE SERVICE TO ANY CUSTOMER WHOSE ACCOUNT IS PAST DUE. At the discretion of Hexagon, Customers who have not paid any charges when due (i) under the Maintenance Contract, (ii) under any other agreement between the Parties, or(iii) under any agreement between Hexagon and Customer's parent and/or subsidiary, may not be rendered Maintenance Services until all past due charges are paid in full. The start of the Coverage Period shall not be postponed due to delayed payment of any charges. 9.3. Customer's Responsibilities Concerning Invoice Questions. Subject to applicable law, if Customer intends to dispute a charge or request a credit, Customer must contact Hexagon within ten (10) calendar days of the date on the invoice. Customer waives any right to dispute a charge or receive a credit for a charge for Maintenance Services that Customer does not report within such period. 10. CUSTOMER ACKNOWLEDGEMENTS. During the Coverage Period, Customer commits to the following: 10.1. Customer shall have reviewed the Order Documents and by executing the Order Documents confirms the Order Documents accurately reflects all Hexagon software in its possession or control. 10.2. Customer acknowledges and confirms that for all Covered Products supported under the Maintenance Contract, all licenses of a Covered Product for which Customer has multiple copies in its possession and all prerequisite licenses necessary to operate Covered Products, are accounted for in the Order Documents. If all like Covered Products or prerequisite software licenses are not accounted for in the Order Documents, Customer agrees to notify Hexagon so that Hexagon may issue a revised Quote to Customer. 10.3. Customer acknowledges and confirms Maintenance Services provided herein shall be utilized only for the quantity of Covered Products licenses listed in the Order Documents. Hexagon Master Terms and Conditions SIG062021a-MT Page 18 11. ADDITIONAL TERMS. 11.1. Pass-Through Third Party Warranties. Covered Third Party Products are only warranted pursuant to a pass-through warranty to Customer from the applicable Third Party Software manufacturer and only to the extent warranted by the applicable Third Party Software manufacturer. 11.2. Remedies. In the event a warranted Maintenance Service, Covered Product, or Update provided pursuant to the Maintenance Contract does not substantially comply with the limited warranties set forth in the Maintenance Contract, Hexagon's entire liability and Customer's exclusive remedy shall be, in Hexagon's sole and absolute discretion, either (i) providing of a Service, Covered Product, or Update which conforms substantially with the warranty; or(ii)a refund of the purchase price of the particular warranted Service, Covered Product, or Update for the period of time that the warranted Service, Covered Product, or Update did not substantially conform to the limited warranties set forth in the Maintenance Contract. Hexagon is acting on behalf of its suppliers for the sole purpose of disclaiming, excluding and/or limiting obligations and liability as provided in the Maintenance Contract, but in no other respects and for no other purpose. 11.3. WARRANTY DISCLAIMERS. In addition to the Warranty Disclaimer provided in the Master Terms, Hexagon does not warrant that any Services, Covered Products, and Updates provided pursuant to the Maintenance Contract will meet Customer's requirements, and under no circumstances does Hexagon warrant that any Services, Covered Products, and Updates will operate uninterrupted or error or Defect free. 11.4. Third Party Providers. Hexagon reserves the right to provide Maintenance Services through a third party provider. END OF EXHIBIT B Hexagon Master Terms and Conditions SIG062021a-MT Page 19 EXHIBIT C PROJECT DELIVERABLE SIGN-OFF FORM CUSTOMER NAME, CUSTOMER CITY - PROJECT NAME Submission Date: Month/Day/Year Sign-Off Target Date: Month/Day/year Submitted By: Hexagon Contact Name Submitted To: Customer Contact Name Customer Contract#: Customer Contract Number Customer/Project#: Hexagon Project Number TYPE OF DELIVERABLE ❑ SOW Tasks ❑ Payments ❑ Plans/Designs ❑ Training ❑ Other DELIVERABLE INFORMATION DELIVERABLE DESCRIPTION $AMOUNT OF PYMT THIS SECTION DESCRIBES THE DELIVERABLE (If applicable) With the deliverable described above complete,the Customer shall have ten (10) Business Days after receipt of a written request from Hexagon,to either sign-off that the Task Acceptance Criteria has been satisfied or state in writing to Hexagon the reason the Task Acceptance Criteria has not been satisfied. Sign-off of the Task shall be based solely upon satisfaction of the Task Acceptance Criteria stated in the Contract between Hexagon and CUSTOMER NAME dated Month/Day/Year and shall be indicated by the Customer signing the Project Deliverable Sign-off Form. If the Customer does not provide such sign-off or rejection within the ten (10) Business Days after delivery then the Task will be deemed to have been accepted. The signature below acknowledges that Task Acceptance Criteria described in the Statement of Work and listed above has been satisfied and the Task is accepted. Authorized Customer Representative Customer Contact Name SIGNATURE DATE END OF EXHIBIT C Hexagon Master Terms and Conditions SIG062021a-MT Page 20 EXHIBIT D CLOUD PROGRAM CONDITIONS These terms and conditions ("Cloud Conditions") govern the provision of the Cloud Program by Hexagon to Customer under a Cloud Program Order. Any additional terms in any Cloud Services Schedule(s) also apply. 1. DEFINITIONS. Capitalized terms used and not otherwise defined herein have the meanings assigned in the Common Terms Glossary. 2. SCOPE OF CLOUD PROGRAM. 2.1 From the Cloud Program Start Date and for the duration of the Cloud Term, Hexagon will provide the License Key(s) to Customer in the amount specified in the Quote with respect to the Cloud Program purchased by Customer to use the Cloud Program subject to the provisions of these Cloud Conditions. Except for the Cloud Services, no other service, including Cloud Consulting Services, are provided by Hexagon pursuant to a Cloud Program Sales Order. 2.2 Hexagon may from time to time provide or otherwise make available Local Software. Local Software may include mobile applications obtainable from an online applications store, applications owned by a third-party, or other facilitating applications. In the event Hexagon provides or makes available such applications, the same shall be made available to Customer and owned by Hexagon (or the relevant third party) and used subject to these Cloud Conditions. If not sooner terminated, the license to use such Local Software shall terminate upon expiration of the Cloud Term. 3. CLOUD SERVICES AUTHORIZATION. During the Cloud Term, Hexagon grants Customer and its Affiliates the right to access and use components of the Cloud Program listed in the quantities reflected on the Quote solely for Customer's and Affiliates' own internal business purposes and subject to these Cloud Conditions. 4. TERM,TERMINATION AND SUSPENSION. 4.1 The Cloud Program Order commences on the Effective Date of the Order and shall continue for the Cloud Term, unless earlier terminated in accordance with the Master Terms and these Cloud Conditions. To the extent any optional renewals are identified in the Quote, the Customer must issue a PO or a notice to proceed to extend the Cloud Term and at the prices set forth in the Quote not less than sixty (60) days prior to the end of the Cloud Term. Prior to the end of the Cloud Term, the Customer may renew the Cloud Program Order and/or have Customer Data Offboarded. 4.2 In addition to the rights and remedies set forth in the Master Terms, once notified in writing of an overdue payment, Customer acknowledges Hexagon may, without further notice, reduce the Cloud Services to the lowest tier of Cloud Services offered by Hexagon. During such time, Hexagon or the Third Party Service Provider is not obligated to facilitate or provide any services related to Onboarding or Offboarding. Without waiver of its right to terminate the Master Agreement and/or Cloud Program Order or seek additional remedies, if full payment has not been received by Hexagon within thirty (30) days following written notice, Hexagon may suspend providing the Cloud Program to Customer until all outstanding Cloud Program Fees together with any applicable interest has been paid to and received by Hexagon. Suspension of the Cloud Program for non-payment shall not prejudice Hexagon's rights hereunder or relieve Customer from the obligation to pay Cloud Program Fees associated with the period of suspension. 4.3 Termination shall not relieve the Customer of the obligation to pay any Cloud Program Fees accrued or payable to Hexagon prior to the date of termination. Unless otherwise agreed to in Hexagon Master Terms and Conditions SIG062021a-MT Page 21 writing by Hexagon, in the event Hexagon terminates a Cloud Program Order due to any of the conditions set forth in Section 4.2 above, then under no circumstances whatsoever shall Customer be entitled to any refund of Cloud Program Fees paid in advance to Hexagon pursuant to the terms of the Master Agreement. 5. AVAILABILITY. Hexagon shall reasonably endeavor to deliver Availability in accordance with the Service Level specified in the applicable Cloud Services Schedule. "Availability"or"Available" means the ability to connect to the Cloud Portal, connect to the Customer Cloud Environment for Production, launch Cloud Application(s), and access Customer Data contained in the Customer Cloud Environment for Production. Availability does not include the availability of third-party portals or Cloud Optional Services. Availability of Cloud Application(s) shall be determined by launching the main application for the applicable Cloud Application. For purposes of calculating Availability time,the following is excluded: time expended for Planned Maintenance; downtime required to perform Cloud Consulting Services; time expended due to the inability for Customer to connect to the Cloud Portal due to problems with the Customer's infrastructure or the internet; unavailability arising from Customer exceeding Customer purchased Cloud Application capacity; and, time expended due to any other circumstances beyond Hexagon's reasonable control, including Customer's or any User's use of third-party materials or use of the Cloud Program other than in compliance with the express terms of the Master Agreement and Hexagon's reasonable instructions (collectively"Exception(s)"). 6. CRITICAL SERVICE LEVELS. The purchased Service Level classifications are set forth in the Cloud Service Schedule. "Service Operational Time" means the time, expressed in a percentage as set forth below, that the Cloud Application is Available for a given Month during the service. The method of calculating the Service Operational Time is: Hours of Cloud Program Availability for a given Month Hours of Cloud Program Availability+downtime hours for such Month which are not related to x 100 an Exception 7. SERVICE CREDITS. 7.1 If in any Month the Service Operational Time in a Cloud Environment for Production falls below the purchased Service Level (a "Service Incident"), a "Return to Green Plan" shall be initiated for the Customer's Production Environment. Hexagon shall have: (i)the remainder of the Month in which the Customer notified Hexagon of the Service Incident by way of a Cloud Service Request, which notified Hexagon of the problem which resulted in the Service Operational Time falling below the applicable Service Level, plus(ii) one (1) additional Month (collectively, the "Go Green Period"), to return the Service Operational Time to such Service Level. 7.2 Subject to Section 7.3 below, if the Service Operational Time does not rise to the applicable Service Level within the Go Green Period, then the Service Credit provided in the Cloud Service Schedule will be applied against each Month in which the Service Operational Time remains below such Service Level. 7.3 Service Credits apply: 7.3.1 Only as specified within the applicable Cloud Services Schedule; 7.3.2 Only to the extent that the affected Customer Environment is used in Production; 7.3.3 In strict accordance with Section 5; 7.3.4 Only if a Customer has logged a Cloud Service Request which notified Hexagon of the problem that causes the Critical Service Level to fall below the identified Availability percentage in the applicable Cloud Services Schedule ("Green"); and 7.3.5 Only where Customer is compliant with the AUP. 7.4 To the extent applicable and properly noticed by Customer in accordance with Section 7.1 above, Service Credits shall be credited against the next invoice until such applicable Service Credits have been used. If the Master Agreement is terminated or Customer elects not to renew the Master Agreement before an ensuing invoice is issued, then such Service Credits are forfeited. Hexagon Master Terms and Conditions SIG062021a-MT Page 22 Customer shall have no right to receive any monetary remuneration in exchange for unused Service Credits. Notwithstanding anything herein to the contrary, in no event shall Service Credits for any given year during the Cloud Term exceed twenty percent (20%) of the amount of Cloud Program Fees payable by Customer to Hexagon pursuant to the Quote for the annual period in which the Service Credit accrued. 7.5 The Customer's exclusive remedy for not meeting the Critical Service Level specified in the applicable Cloud Services Schedule shall be the Service Credits as set forth in this Section. 8. CLOUD SERVICES SUPPORT. 8.1 As part of Cloud Services, Hexagon will provide the Cloud Services Support described within this Section 8. 8.2 Cloud Services Support is available at the times specified in the applicable Cloud Services Schedule. Cloud Service Requests and Product Change Requests can be directed by an Authorized Cloud User to Hexagon by: (i) the Designated PortalWe, or (ii) telephoning Hexagon support at the times permitted within the Cloud Services Schedule. 8.3 When reporting a Cloud Service Request, if an Error, an Authorized Cloud User shall assign the Cloud Service Request a priority level based upon the criteria set forth in the Designated Portal . The Authorized Cloud User shall provide a brief justification as to the criticality of the Cloud Service Request and a description of the Error giving rise to the Cloud Service Request, to include a statement of steps necessary to produce the Error. Hexagon shall respond to the Cloud Service Request and provide commercially reasonable efforts to aid and address the Cloud Service Request. If Hexagon disagrees with the priority of the Cloud Service Request, it shall discuss the matter with Customer, but Hexagon, in its sole discretion, reserves the right to revise the initially reported priority level of the Cloud Service Request. 8.4 Product Change Requests will be reported in like manner as set forth in Section 8.3. Hexagon will review Product Change Requests and at its sole discretion decide whether to make the requested change to the Cloud Program. Product Change Requests not accepted may be the subject of a separate contract between the Parties. For the avoidance of doubt, to the extent Hexagon agrees to make a requested change to the Cloud Program pursuant to a Product Change Request, any and all IPR resulting from such change or modification is and shall remain the property of Hexagon. 8.5 Customer acknowledges and agrees that, as part of providing Cloud Services Support, Hexagon is permitted to make necessary changes to the Cloud Program, without notice if necessary, to perform Emergency Maintenance. Hexagon shall be permitted to access the Customer Cloud Environment in the event Hexagon deems Emergency Maintenance is necessary. 8.6 As it relates to, and only to, Local Software which is listed on the Quote, Hexagon shall provide support in like manner as is provided for Cloud Applications except Customer will permit Hexagon to electronically access the Local Software in the Local Environment via Secure Access Tool. Support for Local Software listed on the Quote is included within Cloud Services Support except as is otherwise rendered commercially unreasonable due to the Local Software being hosted by Customer. 8.7 Except as otherwise necessary, as determined by Hexagon in its sole discretion, to satisfy the requirements of Sections 8.3 and 8.4, Cloud Services Support does not include: (i) training; (ii) configuration of Cloud Application(s), Cloud Optional Services, Cloud Portal, Third Party Software Products, Software Products, or other components of the Cloud Program; (iii)Customer Cloud Administration; (iv) programming or software development; (v) modifications to the Cloud Applications or Cloud Optional Services not accepted as a Product Change Request; (vi) onsite services; or(vii)services required because Customer has not performed its obligations under the Master Agreement. Hexagon Master Terms and Conditions SIG062021a-MT Page 23 8.8 Updates. 8.8.1 As part of Cloud Services Support, Customer is entitled to receive all Updates to the purchased Cloud Application(s) and Local Software that Hexagon makes available. Cloud Consulting Services may be necessary to Update Cloud Optional Services, which is not part of Cloud Services Support. 8.8.2 From time to time, Hexagon may notify Customer through the Designated Portal that Hexagon has developed an Update for the purchased Cloud Application(s)and intends to deploy said update, including any applicable Third Party Software Products. On the date specified in the notification, Hexagon will deploy the Update to the Cloud Development Environment for Customer testing and review, which Customer shall complete within the time prescribed in the notification of the availability of the Update, but not less than thirty (30) days thereafter (the "Testing Period"). In the event no Material Adverse Effect is reported by Customer within the Testing Period,then on a subsequently specified date by Hexagon, Hexagon will, at its discretion, deploy the update to Customer Cloud Environment for Production. 8.8.3 In the event Customer provides written notice to Hexagon, within the Testing Period, of a Material Adverse Effect as a result of Customer's testing of the Update in accordance with Section 8.8.2 above, Hexagon shall discuss the matter with Customer and use commercially reasonable efforts to address any reasonable workarounds to such Material Adverse Effect, such agreed upon workaround to be subject to the same protocols set forth in Section 8.8.2 and this Section 8.8.3; provided, however, if Hexagon reasonably finds that no Material Adverse Effect exists, Hexagon may deploy the Update to the Customer Cloud Environment for Production. 8.8.4 As it relates to implementing Updates for Local Software that is included within the Cloud Program, Customer shall permit Hexagon to electronically access the Local Software on Customer's System Equipment via Secure Access Tool to implement the Update in conjunction with the updating of the Cloud Applications and provide any other reasonable support and cooperation required by Hexagon to update the Cloud Program. 9. CUSTOMER RESPONSIBILITIES. 9.1 Customer shall be responsible for all activities that occur in Authorized Cloud Users' and Users' accounts, including, but not limited to, its Affiliates' accounts, and for Authorized Cloud Users' and Users' compliance with the Master Agreement. Customer shall: 9.1.1 Have sole responsibility for the accuracy, quality, integrity, reliability and appropriateness of all Customer Data that is placed into the Customer Cloud Environment; 9.1.2 Use commercially reasonable efforts to prevent unauthorized access to or use of Cloud Program, including preventing utilization of more Credentials than otherwise reflected by the License Key(s) set forth in the Quote, and notify Hexagon of any such unauthorized access or use; 9.1.3 Provide and maintain its own System Equipment, third party software, networks, internet access,and communication lines, including any public lines required to properly access the Cloud Portal and use the Local Software, including content or data and ensure such meet the minimum standards required to interoperate with the Cloud Program as communicated by Hexagon to Customer via the Cloud Portal or as otherwise determined by Hexagon; and 9.1.4 Abide by and comply with the Acceptable Use Policy, Documentation, and other requirements of these Cloud Conditions. 9.2 Customer shall reasonably cooperate with Hexagon as it pertains to Planned Maintenance. 10. CLOUD SERVICE PROGRAM FEES. 10.1 Generally. Subject to Section 10.2 below, in consideration of the Cloud Program provided by Hexagon, Customer shall pay to Hexagon the Cloud Program Fees. 10.2 Adjustment. It is the Customer's responsibility to monitor its usage of License Key(s) and/or Cloud Application capacity it has purchased. Hexagon may periodically review the Customer's usage of the Cloud Program to determine whether Customer's usage is consistent with the Hexagon Master Terms and Conditions SIG062021a-MT Page 24 quantity of License Key(s) and/or Cloud Application capacity purchased. If the usage shows the Customer has used more License Key(s) than are specified in the Quote, then Customer shall pay Cloud Program Fees corresponding to the number of License Key(s) used in excess of the purchased quantity. If a Cloud Application is subject to capacity limitations (e.g. a limited number of transactions in a period), as expressly set forth in the applicable Cloud Services Schedule, the Cloud Application may be configured to cease or degrade some or all functions upon Customer reaching those capacity limitations and/or may be configured to permit additional usage for additional fees, all as and if described in the applicable Cloud Services Schedule(s). 11. TERMS OF PAYMENT. The invoice corresponding to the first year of Cloud Program Fees shall be provided to Customer upon Hexagon's issuance of License Key(s)to Customer. For purposes of clarity, once the first License Key(s) is issued for any Cloud Environment, the annual Cloud Program Fee will be due and payable in full. Invoices for subsequent years included within the Cloud Term as specified in the Quote (as may be adjusted pursuant to Section 10.2 above)will be issued prior to the Cloud Anniversary. 12. ACCEPTABLE USE POLICY(AUP). 12.1 The AUP forms part of these Cloud Conditions and is incorporated by reference. It may be found at the following site: https://www.hexagonsafetyinfrastructure.com/- /media/Legal/Hexagon/SI/Policies/AUP/Cloud AUP-L.pdf. The Customer and any Authorized Cloud User or User shall comply with the AUP. A User or Authorized Cloud User will be prompted with review and acceptance of the AUP to gain access to the Cloud Application(s). Any update to the AUP will require each User or Authorized Cloud User to re-accept the modified AUP. Failure to comply with the AUP may result in the suspension of the Cloud Program or termination of the Cloud Program Order as provided in Section 5 of the Master Terms. During any period of suspension, the Customer will still be liable for payment of the applicable Cloud Program Fees. 12.2 Hexagon reserves the right to change the AUP at any time, but to the extent within the control of Hexagon, it will give Customer thirty (30) days' notice in accordance with the Master Terms and the Primary Contracting Document of any such changes by posting notice of the upcoming change in the AUP on the Cloud Portal or as otherwise determined by Hexagon, unless otherwise required by law or where a Third Party Service Provider requires a change to be made to the AUP and is unable to provide such period of notice. If a Third Party Service Provider requires a change to be made to the AUP, Hexagon shall provide the equivalent period of notice as is provided by the Third Party Service Provider to Hexagon. 12.3 Without waiver of any other requirement or limitation set forth herein, Customer's use of any third party software in conjunction with the Cloud Application, Cloud Optional Services, and Hexagon Software Products that is not certified by Hexagon to operate in conjunction with the same is solely at Customer's risk. Addressing service requests arising from the use of uncertified third party software is not included within Cloud Services Support or the Cloud Program. 13. OWNERSHIP AND INTELLECTUAL PROPERTY. 13.1 In accordance with Section 6 of the Master Terms, Hexagon owns all right, title and interest in and to Cloud Application(s), Cloud Optional Services, the Software Products, Local Software, Documentation written by Hexagon, and any other data and information provided as part of the Cloud Program (except for data and information being owned by a third party), and all copies of all or any part thereof, are and shall remain vested in Hexagon. Third parties shall retain any and all IPR in and to their intellectual property that may be provided as part of the Cloud Program. Customer and its Affiliates do not have, and shall not attempt to decompile, disassemble, or otherwise attempt to gain access to any source code for the Cloud Application, Cloud Optional Services, any other Hexagon Software Product, or Third Party Software . Customer, for itself and its Affiliates acknowledges and agrees the Cloud Program is comprised of trade secrets, proprietary information, and Confidential Information, and that Customer, and its Affiliates shall not use, distribute, copy, perform, amend, alter, modify, create derivative works, reverse engineer, exploit, sublicense, or assign the Cloud Program or any component thereof except as Hexagon Master Terms and Conditions SIG062021a-MT Page 25 expressly permitted by Hexagon (which permission may in some instances, subject to stated limitations, be contained in a Cloud Services Schedule with respect to a particular Cloud Application). Without Hexagon's express,written permission,Customer shall ensure that no User transfers or assigns any Credentials to any other person or entity that is not an employee of Customer. 13.2 Customer and its Affiliates, respectively, shall retain their respective full ownership and all rights associated therewith solely to Customer Data to the extent they own IPR to said information, as well as work product input or output generated by the Cloud Program. This ownership shall not extend to any formats or other Intellectual Property provided by Hexagon under the Master Agreement that makes a particular data file intelligent or that structures output, said formats and Intellectual Property which shall remain the property of Hexagon or the respective third party that owns said format or Intellectual Property. 14 PERSONAL DATA. 14.1 Hexagon reserves the right, but does not assume the obligation, to investigate any violation of this Exhibit D (Cloud Program Conditions) and/or AUP or misuse of the Cloud Services or Cloud Program. Hexagon may: (a) investigate violations of this Exhibit D (Cloud Program Conditions) and/or AUP or misuse of the Cloud Services or Cloud Program; and (b) remove, disable access to, or modify any content or resource that violates this Exhibit D (Cloud Program Conditions) and/or AUP. Hexagon may report any activity that Hexagon suspects violates any law or regulation to appropriate law enforcement officials, regulators, or other appropriate third parties. Hexagon's reporting may include disclosing appropriate information related to Customer or any User. Hexagon also may cooperate with appropriate law enforcement agencies, regulators, or other appropriate third parties to help with the investigation and prosecution of illegal conduct by providing network and systems information related to alleged violations of this Exhibit D (Cloud Program Conditions) and/or AUP. 14.2 Unless Customer Specified Data Center(s) are included in the Cloud Services as identified in the Quote, Hexagon and its Third Party Service Provider shall have sole discretion of the location of the Data Center(s). 15 SECURITY&BREACH NOTIFICATION. 15.1 Hexagon shall take reasonable industry action to prevent, detect, identify, report, track and respond to Security Incidents. 15.2 Hexagon Response to Security Incident. In the event of a Security Incident, Hexagon will provide a Security Incident report to the Customer or its Affiliates (as applicable) via the Designated Portal, or otherwise.The report shall be provided within twenty-four(24)Business Hours following Hexagon's discovery, confirmation, and investigation of a Security Incident. 15.3 Additional Requirements for Personal Data. With respect to any Personal Data in the possession or under the control of Hexagon, which does not include Customer Data within the Customer Cloud Environment, and in order to protect Personal Data from unauthorized access, destruction, use, modification or disclosure, Hexagon shall: 15.3.1 Develop, implement, and maintain reasonable security procedures and practices appropriate to the nature of the information to protect Personal Data from unauthorized access, destruction, use, modification, or disclosure; and 15.3.2 Develop, implement, and maintain data privacy and security programs with administrative, technical, and physical safeguards appropriate to the size and complexity of Hexagon's business and the nature and scope of Hexagon's activities to protect Personal Data from unauthorized access, destruction, use, modification, or disclosure. Hexagon Master Terms and Conditions SIG062021a-MT Page 26 16 WARRANTIES, DISCLAIMER AND INDEMNITIES. 16.1 During the Cloud Term, Hexagon does not warrant the Cloud Application(s) purchased by Customer will meet the Service Level specified in the applicable Cloud Services Schedule. The Cloud Program may be subject to limitations, delays and other problems inherent in the use of the internet, electronic communications, and Customers' IT infrastructures. Hexagon will not be responsible for any delays, delivery failures, or other damage. 16.2 Hexagon does not warrant the Cloud Application(s)and Third Party Software accessed via Cloud Services will perform substantially in accordance with the Documentation provided. To the extent an Error should be discovered, Customer shall report such Error to Hexagon as provided in Section 8 of the Cloud Program Conditions and Hexagon will respond as provided therein. 16.3 Cloud Services will use industry standard Virus detection software to avoid transmission to the Customer and its Affiliates any Viruses (except for any Viruses contained in Customer Data uploaded or Onboarded by Customer). 16.4 Hexagon does not warrant the Cloud Program (to the extent accessed by Customer under the Master Agreement)will meet the Customer's or any of its Affiliates' requirements or that it will run uninterrupted or be Error free. Customer and its Affiliates are responsible for the results obtained from the use of the Cloud Program. 16.5 The warranties set forth herein are in lieu of all other warranties, expressed or implied, and represents the full and total warranty obligation and/or liability of Hexagon 17 ACCESS TO THE MASTER AGREEMENT BY CUSTOMER'S AFFILIATES. If Customer's Affiliate accesses or utilizes any or all components of the Cloud Program, the Affiliate shall be deemed to have agreed to be bound by the terms and conditions of these Cloud Program Conditions. The Affiliate, in accessing the Cloud Program(or any part thereof),and Customer, in permitting the Affiliate's access, each represent to Hexagon they have entered into an agreement by which Affiliate is permitted to use the Cloud Program and is bound to the terms herein. Except for Affiliates and employees of Affiliates, no other person, including any third parties not authorized by Hexagon, may access the Cloud Program or be provided with Credentials. END OF EXHIBIT D Hexagon Master Terms and Conditions SIG062021a-MT Page 27 EXHIBIT E SUBSCRIPTION TERMS AND CONDITIONS These Subscription Terms and Conditions ("Subscription Terms") govern the licensing and support for the Subscription. 1. DEFINITIONS. All capitalized terms not otherwise defined herein shall have the meaning set forth in Exhibit G (Common Terms Glossary). 2. SERVICES PROVIDED. 2.1 Access. Subject to an Order and these Master Terms, including Exhibit A (End User License Agreement), Hexagon will make the Subscription Licenses available to Customer for Customer's use during the Subscription Term. Any renewal or extension of the Subscription Term shall be subject to such terms and product components as reflected in the applicable renewal or extension Quote issued by Hexagon (the "Renewal Quote"). Customer acknowledges and agrees that Customer shall compensate Hexagon for Customer's continued use of a Subscription after expiration or termination of a Subscription Term,at a rate equitably and proportionately calculated based upon the Renewal Quote and based upon the period of such extended use; provided that if no Renewal Quote is issued prior to expiration or termination of the Subscription Term, the initial Quote shall be substituted in the calculations set forth in this Section 2.1. 2.1.1 As it pertains to Metered Licenses, the Customer's right to use the Metered Licenses shall end upon the earlier of: (i) expiration of the Subscription Term, or (ii) Customer's use of its allotment of units of service as set forth in the Quote. 2.2 Maintenance and Support. During the applicable Subscription Term, Hexagon will provide maintenance services and support to the Customer for the Subscription Licenses in accordance with Exhibit B (Maintenance Terms and Conditions) of these Master Terms. 2.3 Services. These Subscription Terms only provide for the licensing and support of the Subscription. If the Customer desires for Hexagon to provide Services for implementation, configuration, training, or other work in relation to the Subscription, then Customer may contract with Hexagon pursuant to these Master Terms for Services. 3. INVOICES. Hexagon shall invoice Customer for the full amount set forth in the Quote upon delivery of or access having been provided for any of the Subscription Licenses identified in the Quote. To the extent the Quote includes multiple types of Subscription Licenses, Hexagon shall invoice the Customer when the first type of Subscription License is allowed to be invoiced as provided in this section. 4. CUSTOMER OBLIGATIONS. 4.1 Customer Control. Customer and its authorized Users of the Subscription shall at all times comply with Exhibit A (End User License Agreement). Customer will be solely responsible for administering and monitoring the use of login IDs and passwords provided by Customer to authorized Users pursuant to the Subscription, or by Hexagon on behalf of Customer. Upon the termination of employment of any authorized User, Customer will terminate that individual's login ID and password. Hexagon is not responsible for any damages resulting from Customer's failure to manage the confidentiality of its login ID and passwords and Customer is responsible for any actions arising out of use or misuse of Customer's login IDs. 4.2 Security. Customer shall take commercially reasonable security precautions to prevent unauthorized or fraudulent use of Hexagon IP by Customer, Customer's employees, consultants, agents, or any other third parties authorized by Customer to access the Subscription on Customer's behalf. END OF EXHIBIT E Hexagon Master Terms and Conditions SIG062021a-MT Page 28 EXHIBIT F COTS Training Program Terms These terms and conditions ("COTS Training Program Terms") govern the provision of the Training Curricula by Hexagon to Customer under a Fixed Price Project Assignment. Any additional terms in a Training Program Statement also apply; and, notwithstanding the order of precedence stated in the Master Terms, but without otherwise modifying such order of precedence, any conflict between these COTS Training Program Terms and any applicable Training Program Statement shall be resolved in favor of the Training Program Statement. 1. DEFINITIONS. Capitalized terms used and not otherwise defined herein have the meanings assigned in the Common Terms Glossary. 2. SCOPE OF TRAINING PROGRAM. Hexagon will provide the Training Curricula specified in the Quote and purchased by Customer, in accordance with and subject to the provisions of these COTS Training Program Terms and the applicable Training Program Statement(s). The Training Program Statements(s)and Quote shall describe the duration and delivery method for the Training Curricula; provided that if no duration is otherwise stated for a Training Curricula delivered by online means, Customer shall cease use thereof twelve (12) months following the date the Order was placed for the Training Curricula. 3. FEES AND PAYMENT. Unless otherwise expressly provided in applicable Training Program Statement(s) corresponding to the Order, fees for Training Curricula delivered by a live instruction method shall be invoiced as and when the Training Curricula is delivered; and fees for Training Curricula delivered by an online on-demand method shall be invoiced upon first delivery to Customer of the initial ability to access any portion of the Training Curricula. 4. SPECIFIC ONLINE TERMS. 4.1 Assignment of Credentials. For Training Curricula delivered by an online on-demand method, Customer acknowledges and agrees that: each specific student/user must be assigned individual credentials, thereby consuming one of the overall quantity of credentials available to Customer under the terms of the Order, and student/user credentials may not be shared or used by more than one student/user. Upon request, and subject to processing and any requirements of the Third Party Service Provider, credentials may be subject to reassignment to a new student/user and from a student/user no longer requiring access to the Training Curricula. The period of availability of an online on-demand Training Curricula shall not be extended due to delays in Customer's assignment of available credentials or in any reassignment of credentials. 4.2 Use Restrictions. Customer shall comply, and assure all students/users comply, with terms of use of the Training Curricula and the platform through which it is provided, including without limitation, each of the following: the platform and assets associated therewith shall never be used to perform unlawful activity or activity which interferes with networks, systems, or facilities associated with operation of the platform; the platform shall not be used to store, process, or publish threatening, disparaging, or offensive material, or material that constitutes Spam/E- Mail/Usenet abuse or to create a security risk or an infringement of privacy or IPR; the platform shall not be used for any activity intended to directly or indirectly circumvent security measures of the Third Party Service Provider or Hexagon; and, the platform shall be used solely within the use requirements of the Third Party Service Provider and solely for the purpose of consuming the Training Curricula. Hexagon Master Terms and Conditions SIG062021a-MT Page 29 5. OWNERSHIP AND INTELLECTUAL PROPERTY. In accordance with Section 6 of the Master Terms, Hexagon owns all right, title and interest in and to Training Curricula, and any other data and information provided as part of Training Curricula (except for data and information being owned by a third party), and all copies of all or any part thereof, are and shall remain vested in Hexagon. Third parties shall retain any and all IPR in and to their intellectual property that may be provided as part of the Training Curricula, to include without limitation the Third Party Service Provider's retention of intellectual property associated with the platform through which any online on- demand Training Curricula is provided. Customer and its Affiliates shall not attempt to decompile, disassemble, obtain any source code for, or record Training Curricula, in whole or in part. Customer, for itself and its Affiliates and their respective personnel accessing the Training Curricula, acknowledges and agrees the Training Curricula is comprised of trade secrets, proprietary information, and Confidential Information, and that Customer, and its Affiliates shall not use, distribute, copy, record, perform, amend, alter, modify, create derivative works, reverse engineer, exploit, sublicense, or assign the Training Curricula or any component thereof except as expressly permitted by Hexagon. The Customer acknowledges Hexagon shall retain sole custody and control of the underlying online Training Curricula and any documents and information displayed therein. Unless otherwise set forth in the Training Program Statement, Hexagon shall only provide electronic copies of any specified Documentation. Without Hexagon's express,written permission, Customer shall ensure student/user credentials issued to Customer are only assigned and/or used only by Customer's employees. 6. CUSTOMER OBLIGATIONS. Customer shall at all times be responsible for administering and monitoring the use of Training Curricula by its students/users. Training Curricula shall be used solely for Customer's internal training purposes. Upon the termination of employment of any student/user, Customer will terminate that individual's access to Training Curricula. Customer shall be responsible for supplying all components necessary to supply of the Training Curricula not expressly specified in the Training Program Statement as a deliverable by Hexagon. Depending upon the nature and delivery method of the particular Training Curricula, components to be supplied by Customer may include, by way of example only, computers or software for use by students/users, internet connectivity, or training space at the Customer's site. END OF EXHIBIT F Hexagon Master Terms and Conditions SIG062021a-MT Page 30 EXHIBIT G COMMON TERMS GLOSSARY "Acceptable Use Policy (AUP)" means the Acceptable Use Policy identified as such within Exhibit D (Cloud Program Conditions). "Activity" or "Activities" means a single work activity/event or collection of work activities/events by a Party or by both Parties under a specified Task. "Affiliate" means, for business entities, the parent business entity of a Party and any business entities in which a Party or its parent company directly or indirectly hold a controlling ownership interest. "Affiliates" means, for government entities which are Customers, an entity which has entered into an intergovernmental agreement with Customer which: (i) relates to or addresses the subject matter of the Primary Contracting Document; and (ii)was disclosed to, and acknowledged by, Hexagon (A) prior to the Effective Date for any existing intergovernmental agreements, and (B) prior to any renewal date of such Primary Contracting Document for any intergovernmental agreements entered into after the Effective Date. "Control" for the purposes of this definition means that Customer owns in excess of fifty percent (50%) of the ownership interest of the Affiliate or owns a majority of the voting shares of the Affiliate. For purposes of Section 9 in the General Terms and Conditions, an Affiliate is not a third party. "Authorized Cloud User" means an individual user authorized by the Customer to use an entire Cloud Program on behalf of the Customer and for whom an account is set up by which the Authorized Cloud User can utilize Cloud Services Support and log Cloud Service Requests and Product Change Requests. "Auxiliary System License" means the license(s) of Software Product made available by Hexagon for select Software Products to augment Production System Licenses. Each Auxiliary System License requires a corresponding Production System License and the term of the Auxiliary System License shall not exceed the term of the applicable Production System License. "Beta Software" means any version of Software Product prior to a generally available commercial release of such Software Product. "Business Day" means any day other than a weekend or public holiday in the country listed on the Quote. "Business Hour" means an hour occurring during a Business Day and during the generally recognized eight (8)working hours comprising the Business Day at the Customer's location. "Catastrophic Event" means a rare circumstance in which mass casualties and/or significant property damage has occurred or is imminent (e.g., September 11th, hurricanes greater than Category 2 on the Saffir-Simpson scale, earthquakes greater than 6.1 on the Richter scale). "Change Order" means a document executed or accepted in writing by both Parties that modifies the scope, price, milestones, and/or project schedule of an Order. "Client" means a computing device connected to a Server. "Cloud Anniversary" means the anniversary of the date on which Hexagon provided the License Key(s) to Customer. "Cloud Application(s)" means the Hexagon software applications, including without limitation application programming interfaces made available by Hexagon through the Cloud Portal as part of the Cloud Program. Cloud Application(s) are subject to Cloud Services Schedules. "Cloud Consulting Services" means Services that relate to the Cloud Program including, but not limited to, implementation, configuration, customization, data conversion, Onboarding, design, training, and or enhancement of the Cloud Program. "Cloud Cutover" means the point in time when Customer first uses the Cloud Program for its generally marketed purpose. Hexagon Master Terms and Conditions SIG062021a-MT Page 31 "Cloud Development Environment" means a logical group of virtual or physical computers comprised within the Cloud Environment to which the Customer will be provided with access and use for the limited purpose of making modifications, as specifically permitted herein, to the Cloud Application. For purposes of clarity, the Cloud Development Environment cannot be used in Production or for training purposes. "Cloud Environment" means the collection of remote environments provided to Customer on which the Cloud Application(s) operates and that is supported by Hexagon. "Cloud Optional Services" means those certain Hexagon Software Products that provide ancillary functionality or capability to the Cloud Applications, including, but not limited to, interfaces and custom forms and functionality. Unless specific Cloud Optional Services are identified in the Quote with a corresponding purchase commitment from Customer, Cloud Program does not include Cloud Optional Services. "Cloud Portal" means the website through which Customer accesses and uses the Cloud Program. The Cloud Portal provides access to the Cloud Program according to Customer's rights, and further provides access to additional Cloud Services, as made available by Hexagon. "Cloud Program" means the combination of Cloud Services, Cloud Application(s), Local Software, Third Party Software , and Cloud Optional Services provided pursuant to the Order Documents. The components of the Cloud Program are specifically identified in the Quote and for purposes of this definition shall mean only those components and not any other components not specifically listed in the Quote. "Cloud Program Fees" means,collectively, any of the fees payable by Customer to Hexagon for the Cloud Program (or any part thereof). Cloud Program Fees shall be in the amount described in the Quote and/or Cloud Services Schedule, and shall be invoiced on an annual basis, except to the extent otherwise expressly provided in the Primary Contracting Document or the Cloud Services Schedule. "Cloud Program Start Date" means the date on which the first License Key(s) are provided to the Customer. For Cloud Program Fees purposes, Cloud Program use by Customer will be assumed to be for the entire Month in which the Cloud Program Start Date falls regardless of the actual date in such Month that access to the applicable Cloud Application began. "Cloud Service Request" means a request made to the first level support service to diagnose and address an Error in a Cloud Application or to report the purchased Cloud Application(s) is not Available. "Cloud Services" means the services, service levels, Cloud Services Support, Customer Cloud Environment, and Third Party Service Provider's hosting services (which are more particularly described in the Cloud Services Schedule(s)), for Cloud Application(s), Cloud Optional Services, and Third Party Software and ordered by the Customer. "Cloud Services Schedule" means a document(s)titled"Cloud Services Schedule" related to one or more Cloud Application(s) that contains additional details regarding the Cloud Services being provided to Customer with respect to the applicable Cloud Program components purchased by Customer. In the absence of Cloud Service Schedule(s) being included within the Order Documents, Cloud Services Schedules may be found at https://www.hexagonsafetyinfrastructure.com/- /media/Legal/Hexagon/SI/TPS/CSS-LLP.pdf,which Schedules are incorporated into the Order as if fully set forth therein. "Cloud Services Support" means the service specified as such in the Cloud Conditions through which Customer can report Cloud Service Requests and Product Change Requests. "Cloud Staging Environment" or "Cloud Testing Environment" means a logical group of virtual or physical computers comprised within the Cloud Environment to which the Customer will be provided with access and use for the limited purposes of testing modifications and training, as specifically permitted herein, to the purchased Cloud Application(s). For purposes of clarity, the Cloud Staging Environment cannot be used in Production. "Cloud Term" means the duration of a Cloud Program Order. "Confidential Information" means any data or information, tangible or intangible, disclosed or made available by either Party(the"Disclosing Party")to the other Party(the"Receiving Party")that the Disclosing Party considers confidential or proprietary and is not generally known in the industry or to competitors of the Disclosing Party and which shall include: (i) tangible information marked by the Disclosing Party with Hexagon Master Terms and Conditions SIG062021a-MT Page 32 the word "Confidential" or otherwise identified by an appropriate stamp or legend indicating its confidential nature; (ii)information disclosed orally or visually and identified by the Disclosing Party as confidential when disclosed, and confirmed by the Disclosing Party in a written notice within thirty (30) days following disclosure,which notice shall include markings similar to those outlined above; and (iii)all other information that, notwithstanding the absence of markings or designations, would be understood by the Parties, exercising reasonable business judgment, to be confidential. The term Confidential Information does not include information that: (i) is or becomes available in the public domain through no act of the Receiving Party; (ii) has been received on a non-confidential basis from a third party without breach of the Primary Contracting Document, where the Receiving Party has no reason to believe that such third party is bound by any confidentiality obligation to the Disclosing Party; (iii)was developed independently by the Receiving Party without reliance on the disclosed Confidential Information, provided that such independent development can be substantiated; (iv) was within the Receiving Party's possession prior to its being furnished by the Disclosing Party, where the Receiving Party has no reason to believe that such third party was bound by any confidentiality obligation to the Disclosing Party, or (v) is confirmed in writing by the Disclosing Party as not being confidential. "Core" means a physical processor on a computer Server that can respond to and execute the basic instructions that drive the computer. A Central Processing Unit ("CPU") may have one or more Cores, and a given Server may have multiple CPU sockets that may each contain multiple Cores. "COTS" means commercial off the shelf Intellectual Property in the form generally released and distributed to Hexagon's customers and not including any functionality or features requiring source code changes. "COTS Documentation" means commercial off the shelf Documentation in the form generally released and distributed to Hexagon's customers and not including or requiring changes thereto. "Coverage Period" means the period of performance of Maintenance Services with respect to a Covered Product, as stated in the Order Documents. Coverage Periods may differ for discrete Covered Products. "Coverage Period Anniversary" means the anniversary of the date on which the Coverage Period commenced. "Covered Products" means collectively, Covered Software Product(s)and Covered Third Party Products. "Covered Software Product(s)" means Software Product(s) and Developer Tools identified in the Order Documents as software for which Maintenance Services are to be provided by Hexagon. Covered Software Products shall not include Third Party Software or any Cloud Program. "Covered Third Party Products" means Software Product(s) identified in the Order Documents as Third Party Software for which Maintenance Services are to be provided by Hexagon. Covered Third Party Products shall not include Software Products or any Cloud Program. "Credentials" means the unique log-in identifier by which a person could access a service or benefit, such as, without limitation, a Cloud Program or Training Curricula. "Customer" means the non-Hexagon party to the Primary Contracting Document. "Customer Cloud Administration" means providing User's access to the Cloud Application(s) purchased by Customer, managing User accounts, providing Credentials to Users, and any system administration beyond User interface. "Customer Cloud Environment" means a logical group of virtual or physical computers comprised within the Cloud Environment and Local Environment to which the Customer will be provided with access and use of as part of the Cloud Program. A Customer Cloud Environment consists of a Cloud Development Environment and Production Environment. "Customer Data" means all electronic data or information: (i) provided by Customer to Hexagon in connection with the Deliverables provided pursuant to an Order; and/or (ii) created by Customer and/or submitted to the Cloud Environment by Customers, Users,and/or Authorized Cloud Users."Customer Data" shall not mean data which (i) is not particular to Customer, and/or (ii) is of value to the general implementation, development, operation, or use of Hexagon products or services for the benefit of other customers. For the avoidance of doubt, Customer Data shall not include the Cloud Application(s), Software Products,Cloud Optional Services, Documentation written by Hexagon, DevTools, Content, Equipment and Hexagon Master Terms and Conditions SIG062021a-MT Page 33 Software intentionally designed and embedded with Equipment or Special Purpose Items, and any other data and information provided as part of the Cloud Program or constituting a Hexagon Deliverable. "Customer Data Rights" means: (i)the right to use Customer Data that contains Customer's Confidential Information to perform Hexagon's obligations within the Order; (ii) the right to use, alter, modify, and disclose Customer Data that does not include Customer's Confidential Information to perform Hexagon's obligations and other business purposes for which the information may be disclosed to third parties; and (iii) except as otherwise provided in the EULA or Developer Tools Schedule, a worldwide, royalty-free, irrevocable license to use, replicate, sell, modify, enhance, and distribute any works created by the Customer through its use of Developer Tools. "Customer Specified Data Center" means a data center used in the provision of a Cloud Environment, whose location has been specified by the Customer and agreed to by Hexagon and identified in the Quote. Additional Cloud Program Fees may be payable for a Customer Specified Data Center. "Customized Software" means those Services Deliverables that are software or computer code, whether in source code or object code. "Cutover" means the point in time in which a Software Product(s) is first used by User for its generally marketed purpose. "Data Center(s)" means the data center(s) from which the Cloud Program (or part thereof)will be stored as determined by Hexagon or its Third Party Service Provider. "Defect" means a reproducible instance of an adverse and incorrect functioning of a Software Product or Cloud Application that impacts the ability to use functionality intentionally integrated in the design of the Software Product or Cloud Application, assuming proper usage of the Software Product or Cloud Application in its required operating environment. Defects are further classified into four levels as follows: Level Impact of Defect ► Level One No workaround available and either: ► Productive use prohibited, or ► Aborts. ► Level Two No workaround available and either. ► Primary purpose compromised, or ► Productive use significantly impacted ► Level Three ► Productive, but incomplete operation Level Three Defects generally have a workaround or do not otherwise substantially impair productive use. ► Level Four ► Defects not qualifying as Level One, Two, or Three, including defects of a cosmetic nature and defects not materially limiting complete productive use Customer shall classify a Defect in accordance with the foregoing; provided that, Hexagon shall reclassify the Defect as appropriate following its review thereof. "Deliverable(s)" means all Services Deliverables, software, hardware, Cloud Programs, and other items delivered or to be delivered by Hexagon to Customer and identified in the Order. "Designated Portal" means the portal(s), website(s), platform(s), or other similar channels designated by Hexagon from time to time to be used for specific collaboration(s), information dissemination(s), or communications(s). "Developer Tools" or "DevTools" means any software intended for use by developers to create (i) software for (a) redistribution, or (b) interfacing two or more of the following: Software, Cloud Applications, E/C; or(ii)specific customizations for which the Developer Tool is intended and designed. Developer Tools are subject to Developer Tools Schedules. Hexagon Master Terms and Conditions SIG062021a-MT Page 34 "Developer Tools Schedule" or "DevTools Schedule" means a document relating to certain DevTools provided by Hexagon listed in the Order Documents that identifies particular details, limitations, licensing, and other parameters relating to the DevTools. In the absence of DevTools Schedule(s) being included within the Order Documents, DevTools Schedules may be found at https://www.hexagonsafetyinfrastructure.com/-/media/Legal/Hexagon/SI/TPS/DT-LLP.pdf, which Schedules are incorporated into the Order as if fully set forth therein. "Documentation" means, whether in electronic or printed form, any user's guides, reference guides, administrator's guides, configuration guides, release guides, installation guides, and help guides made available through the Designated Portal. Not all of the types of Software Products or Cloud Applications are provided with Documentation or with similar Documentation. "Effective Date" means the date and time the last Party is on notice that all Parties have accepted the Primary Contracting Document. "Emergency Maintenance" means all maintenance performed when a Cloud Service Request demands immediate, unplanned attention, as reasonably determined by Hexagon. "Equipment" means tangible, personal property to be provided by Hexagon identified in Order Documents, including, but not limited to computing hardware, computer-related equipment, computer devices, furniture, sensors, equipment, unmanned aerial vehicles, and instruments. "E/C" or"Equipment/Content" means digital content identified in an E/C Schedule and/or any Equipment supplied by or through Hexagon. For purposes of clarity, the term "E/C" excludes Maintenance Services, Cloud Program, Software (except Software intentionally designed and embedded with Equipment), and Services. E/C is subject to E/C Schedules. "E/C Schedule" means a document relating to certain E/C provided by Hexagon listed in the Order Documents that address some or all of the following depending upon the offering being addressed: licensing requirements for any embedded Software, maintenance parameters and limitations, warranty, and support provisions. In the absence of E/C Schedule(s) being included within the Order Documents, E/C Schedules may be found at https://www.hexagonsafetyinfrastructure.com/-/media/Legal/Hexagon/SI/TPS/EC- LLP.pdf, which Schedules are incorporated into the Order as if fully set forth therein. "Error" means a Defect with a purchased Cloud Application, Cloud Optional Service, or Third Party Software causing a purchased Cloud Application to fail to materially conform to its designed functionality or Documentation. Errors are further classified into the same four levels as corresponding to the definition for "Defect." "EULA" means the certain Hexagon End-User License Agreement set forth in these Master Terms as Exhibit A and/or that is delivered with Software and which must be accepted prior to Software installation. "Exchanged Product" means a later released Software Product which the Customer will receive pursuant to its Maintenance Contract and supplants the Replaced Product. "Fixed Price Project Assignment" means a type of Order where Hexagon will provide Services with or without accompanying Product(s) for a fixed price. "Hexagon" means the entity that is a member of the Hexagon Group of companies that is identified in the Order Documents; provided however, as used in the EULA, "Hexagon" means Intergraph Corporation. "Hexagon IP" means Hexagon or Hexagon Affiliate developed, created, or prepared Intellectual Property. Additional information regarding Hexagon patents, including a list of registered patents associated with the Software Products, is available at www.intergrar)h.com/patents and/or www.uspto.gov. "Intellectual Property" or "IPR" means all forms of intellectual property including, but not limited to, patents, trademarks, copyrights, trade secrets, methodologies, logos, techniques, processes, know-how, formulae, algorithms, logic designs, screen displays, schematics, source and object code computer programs or software, declaring code, implementing code, Documentation, mask work rights, digital data content, design, ideas, product information, inventions and improvements thereto, and all works of authorship fixed in any medium of expression (including any form of online, digital, or electronic medium), whether or not copyrightable and whether registered or not. Hexagon Master Terms and Conditions SIG062021a-MT Page 35 "Lapse" means an occurrence of any period of time, regardless of duration, during which (i) a Covered Product is not the subject of an active Order for Maintenance Services or other Maintenance Contract and an active Coverage Period, and/or (ii) payment is past due to Hexagon under a Maintenance Contract. Extension of a Coverage Period and/or payment to Hexagon after the occurrence of a Lapse shall not negate a Lapse, absent Hexagon's express written waiver. "License Key(s)" means certain unique data string(s) verifying authorized access to the Cloud Application(s), which are purchased by the Customer and provided by Hexagon, as set forth on the Quote. "Local Environment" means the collection of environments provided and supported by Customer (e.g. providing System Equipment, etc.) in which the Local Software operates. "Local Software" means software applications incidental to the Cloud Program which are designed to operate natively on devices outside the Cloud Portal and in the Local Environment. "Maintenance Contract" means a contract under which Hexagon provides Maintenance Services to Customer in relation to Covered Products and under which Customer is to compensate Hexagon therefor. "Maintenance Services" means only those services described in the document titled"Maintenance Terms and Conditions for Software"provided by Hexagon with respect to Software and other Deliverables licensed to Customer and identified in the Order Documents as the subject of Maintenance Services. "Material Adverse Effect" means a change that individually or collectively in aggregate with other changes has the impact of(i) negatively and materially reducing the Customer's and/or its Affiliates and/or its/their Authorized Cloud Users' or Users' access and/or usage rights in respect of the Cloud Program and which render the Cloud Program unusable for its primary intended purpose; or (ii) making the Cloud Program materially less secure which results in increased risk to Customer Data or to data belonging to other Hexagon customers. For clarity, a Material Adverse Effect is a condition which would render the Cloud Program un-usable or materially less secure for intended users generally, and not merely as a result of individual characteristics associated with Customer or its specific implementation or operation. "Metered License" means a specific type of Subscription License that allows the Customer to use the Subscription License up to the number of hours set forth in the Quote during the Subscription Term. For reference, a Subscription License that is a Metered License shall have the word "Metered" in the Software Product name and/or have the letters "MTR" at the end of the product number for the Software Product instead of the other identifiers corresponding to an unmetered Subscription License referenced in its definition. "Minimal Operations Levels" means operation of a Software Product without a Level One Defect. "Modern Release" means a version of a Software Product published by Hexagon no more than eighteen (18) months prior to Customer's first use thereof in Production. "Month" means, unless otherwise stated in the applicable provision, a calendar month. "Network Requirements" means (i) the minimum requirements, including but not limited to software and/or hardware, internet connection, latency or other requirements, which must be met by Customer in order to access the Cloud Portal and use the Cloud Program; and (ii) network recommendations to the Customer which describe general and specific recommendations for the network connection requirements of the Cloud Program in order to enable the Cloud Program to function as designed. The Network Requirements may be updated from time to time and Customer will be notified of such update via posting in the Cloud Portal or as otherwise determined by Hexagon. "Offboarding" or "Offboarded" means the process for offboarding the Customer Data (or part thereof) from the Customer Cloud Environment and relocating or facilitating relocation of Customer Data to another Customer-designated location. "Onboarding" or "Onboarded" means the process of loading Customer Data into the Customer Cloud Environment. "Onsite Fee" means a fixed fee encompassing Hexagon's travel expenses for an individual trip (an individual trip means to travel from the Hexagon resource's primary duty station in furtherance with an Order and lasting no more than five (5) consecutive days). Hexagon Master Terms and Conditions SIG062021a-MT Page 36 "Order" means each individual purchase transaction in which the Parties engage, as evidenced by Order Documents. "Order Documents" shall mean written documents, the terms of which include Hexagon's commitment to provide specific products, licenses, and/or services at a specified price, subject to the terms and conditions of the Primary Contracting Document. Order Documents may consist of a single document executed by the parties or a combination of documents that together form an Order. Any Schedule applicable to the Order is incorporated into the Order Documents as if fully set forth therein. "Perpetual License" means a type of license for Software Product which allows the User to use the Software Product in perpetuity so long as the User does not otherwise violate the terms of the EULA. For reference, a Perpetual License on a Quote is denoted by its absence of either the terms "Subscription," "SaaS," or "Metered" and/or the absence of the letters "SU," "UB," "CLD," or "MTR" at the end of the Software Product number or the letters "HCL" at the beginning of the Software Product number. "Personal Data" means data, including but not limited to criminal justice information, and other information which corresponds to a living individual person defined to be Personal Data under the applicable Personal Data protection laws of the Customer's jurisdiction. "Planned Maintenance" means maintenance planned and communicated in advance by Hexagon to Customer for the maintenance of the Cloud Program. "Primary Contracting Document" means the contract document accepted by the Parties which references and incorporates this Common Terms Glossary and/or references and incorporates a document to which this Common Terms Glossary is an exhibit or attachment. "Product Change Request" means a request for additional functionality or modification to the purchased Cloud Application(s) or Covered Products. "Product Order" means a type of an Order that involves only the sale of Products from Hexagon. A Product Order may include the sale of Maintenance Services or maintenance for Equipment so long as the subject of the services is also included in the Product Order. This type of Order does not include Services or Cloud Programs. "Product(s)" means either or the combination of Software (including Subscription Licenses), E/C, or other goods, and excluding Services, Maintenance Services, or a Cloud Program. "Production" means, as applicable,where a Subsystem or Cloud Program is used in production/operation with an aim to accomplish one or more of its ultimate intended purposes. Operation solely for testing or training is not Production. "Production Environment" means a logical group of virtual or physical computers comprised within the Cloud Environment to which the Customer will be provided with access and use the purchased Cloud Application(s) in production and for its generally marketed purpose. "Production System License" means the license(s) of Software Product provided to User for general production use. "Product-Specific Terms" modify the EULA, and (ii) in the event of a conflict between the EULA and Product-Specific Terms, Product-Specific Terms shall govern for the applicable Software. In the event of a conflict of terms between the EULA, any prior Product-Specific Terms (including any product-specific terms delivered in the form of an addendum to the EULA), and later Product-Specific Terms, the later Product-Specific Terms shall take precedence over the EULA and any prior Product-Specific Terms regarding the subject Software. "Purchase Order" or "PO" means a document issued by Customer to Hexagon to authorize the delivery of certain Product(s), Services, Deliverables, or Cloud Programs. "Quote" means a document issued by Hexagon reflecting Product(s), Services, Maintenance Services, Deliverables, and/or Cloud Programs,which Hexagon offers to provide Customer, as well as the prices and fees therefor, the Customer's name and location, and any applicable Schedule(s). To the extent any document or information is identified in the Quote with the intention of it being incorporated into the Quote, it will form part of the Quote. Hexagon Master Terms and Conditions SIG062021a-MT Page 37 "Replaced Product" means an earlier Software Product which will be replaced pursuant to a Maintenance Contract for an Exchanged Product. "Schedule" means one or more of: E/C Schedule(s), Cloud Services Schedule(s), DevTools Schedule(s), Training Program Statement(s), and/or Special Purpose Schedule(s). "Secure Access Tool" is a tool designated by Hexagon for providing secure, auditable remote access to Customer utilized environments in order for Hexagon support personnel to effectively perform services. "Security Incident" means an event or set of circumstances resulting in a compromise of the security, confidentiality, or integrity of Customer Data under Hexagon's control. Examples of Security Incidents include: (i) security breaches to Hexagon's network perimeter or to internal applications resulting in compromise of Customer Data; (ii)severe degradation of, Hexagon's security controls, methods, processes or procedures that result in compromise of the security, confidentiality or integrity of Customer Data; and (iii)the unauthorized disclosure of Customer Data. "Server" means a computer or computer program which manages access by Clients to a centralized resource or service in a network. "Server-based Software Product" means Server-based software that is accessed by one or more Clients. "Services" means the work, services, projects, assignments, or tasks Hexagon shall perform pursuant to an Order. Services do not include Maintenance Services, Cloud Programs, or XaaS(anything as a service). "Services Deliverable" means any data, document, information, Customized Software, Third Party Software, or material provided to Customer as a product of Hexagon's performance of Services pursuant to an Order. Cloud Programs are not Services Deliverables. "Software" means the software and DevTools owned by Hexagon or an Affiliate and Third Party Software that is licensed to Customer. For the avoidance of doubt, Cloud Programs and their contents are not "Software" as that term is used herein. "Software Product" means the Hexagon or Hexagon Affiliate software product(s) identified in the Order Documents,which includes (i)any associated Hexagon files, sample data, demo data, or media with which the software is provided, (ii) any associated templates, data, printed materials, and "online" or electronic Documentation, and (iii)any Updates of such Software Products not made the subject of a separate license agreement.The term Software Products shall not include, and no rights of use are granted to User for,third party components, Hexagon products, or dependencies unnecessary to operate products made the subject of the Order Documents, but incidentally delivered within the same files or media. Software Product shall not mean any Third Party Software. For the avoidance of doubt, Cloud Programs and their contents are not "Software Products" as that term is used herein. For avoidance if doubt, Software Product does not include Developer Tools. Software Products are subject to all of the terms and conditions of the EULA which the Parties agree will apply to the same; and in the absence of such agreement, then the terms of the EULA provided with the Software Product. "SOW" means a statement of work setting forth the scope of Services being provided pursuant to an Order. "Special Purpose Item" means an item identified in Order Documents as due to be delivered by Hexagon, which item is subject to certain unique terms, conditions, restrictions, or requirements identified in a Special Purpose Schedule. "Special Purpose Schedule" means a document identifying terms, conditions, and restrictions applicable to a Special Purpose Item. In the absence of Special Purpose Schedule(s) being included within the Order Documents, Special Purpose Schedules may be found at https://www.hexagonsafetyinfrastructure.com/- /media/Legal/Hexagon/SI/TPS/SPS-LLP.pdf. "Subscription" means the collection of Subscription License(s) identified on the Quote and or purchased by the Customer. "Subscription License" means a particular type of license to a Software Product that allows a Customer to use the Software Product for a specified period of time identified in the Quote. For reference, a Software Product that is a Subscription License shall have the word "Subscription" in the Software Product name and/or have the letters "SU" at the end of the product number for the Software Product. Hexagon Master Terms and Conditions SIG062021a-MT Page 38 "Subscription Term" means the period of time during which Users are authorized to use the Subscription License as set forth on the applicable Quote beginning on the date the Subscription Licenses are provided to the User or the User is provided license keys or access to the Subscription License, unless otherwise noted in the Order Documents. "Subsystem" means a Hexagon solution that is designed to provide a specific capability independent of the procurement of any other Subsystem. Hexagon's computer aided dispatch system ("I/CAD" or"OnCall Dispatch"), records management system ("RMS" or "OnCall Records"), and G/Technology (G/Tech) are each an example of a Subsystem. "System" means a physical or operational location where the Software resides and operates on an individual Server or where a single operational identification number ("Site ID") has been assigned by Hexagon. "System Equipment" means all computer-related hardware, including but not limited to, servers, workstations, cables, mice, keyboards, cameras, and SAN's; operating system software; database software; and other third party software. "Task" means an Activity or combination of Activities of any nature whether tangible or intangible,whether onsite or remote, or an event, as further identified in an SOW. "Task Acceptance" means the event when the Task Acceptance Criteria has been satisfied in accordance with the Task Acceptance Process. "Task Acceptance Criteria" means the criteria by which a Task will be evaluated for completion as described in an SOW. "Task Acceptance Process" means the process by the Customer and Hexagon verify completion of the Task Acceptance Criteria as further described below. Once Hexagon believes the Task Acceptance Criteria has been successfully completed, Hexagon shall submit for execution by Customer's project manager a sign-off form in substantial conformity with Exhibit C, "Project Deliverable Sign-off Form." Within ten (10) Business Days of receipt of the applicable Project Deliverable Sign-off Form for the completed milestone or Task, Customer's project manager will either: (i) execute the Project Deliverable Sign-off Form provided by Hexagon, or(ii) provide a written description of all deficiencies to Hexagon. If Customer fails to perform either action identified in the preceding sentence within ten (10) Business Days, or if the Deliverable, including the Software contained in the Fixed Price Project Assignment Order, is placed into Production or utilized in a live environment, then the Task or milestone shall be deemed accepted. "Term" means the duration of performance under the contract into which this Common Terms Glossary is incorporated by reference. "Third Party Service Provider" means the third party service provider with whom Hexagon enters into a subcontract with respect to the hosting of a cloud platform, Training Curricula, and/or other services to provide an element of the Cloud Program, Training Curricula, or other service to Customer (if applicable) on behalf of Hexagon. "Third Party Software" means computer software or other technology in which any person or entity, other than Hexagon or Hexagon's Affiliate, has any right, title or interest, including any restrictions or obligations (such as obligations to obtain consents or approvals and restrictions that may be eliminated only by obtaining such consents or approvals) applicable to the computer software or technology, but does not include software embedded in the Software Products by license from third parties. The use of Third Party Software is subject to all of the terms and conditions of the Third Party Terms. "Third Party Software Products" also means, where applicable, pre-requisite third party software products used by Hexagon in order for Customer to receive other components of the Cloud Program or licensed by Hexagon and used by the Customer to use Cloud Application or Cloud Optional Services. "Third Party Terms" means for certain Third Party Software additional terms and conditions provided with the Order Documents and/or cited in the Use Terms, or otherwise made available to the Customer or any User. "Time and Materials Project Assignment" means Hexagon will perform the Services set forth in an Order on an hourly basis until the project is either completed or the authorized hours are exhausted, whichever Hexagon Master Terms and Conditions SIG062021a-MT Page 39 comes first. Unless otherwise specified in the Order Documents, a Time and Materials Project Assignment shall end six(6) months after formation of the Order. "Training Curricula" means one or more training classes or resources provided by Hexagon to Customer as a service over a limited time period. Training Curricula are subject to Training Program Statements. "Training Program Statement" means document(s) titled "Training Program Statement" containing additional details regarding the Training Curricula parts being provided to Customer, including, but not limited to: whether the training is provided live on-site, live but remotely, or by way of recorded or static online content; and, certain other pertinent details; provided that "Training Program Statement" may alternatively refer to only those specific terms of an SOW containing additional details regarding Training Curricula being provided to Customer. In the absence of Training Program Statement(s) being included within the Order Documents, Training Program Statements may be found at https://www.hexagonsafetyinfrastructure.com/-/media/Legal/Hexagon/SI/TPS/TPS-LLP.pdf, which Training Program Statements are incorporated into the Order as if fully set forth therein. "Update" means any upgrade, modified version, new release, fix, patch and/or update of the Software. Updates can require full installation and a new License Key. Updates are subject to all of the terms and conditions of the EULA provided with User's then current version of the Software; provided that if a new EULA is delivered with an Update, acceptance thereof is a requirement for its use. "User" means Customer and/or an individual employed by Customer and authorized by Hexagon to use a particular Software, Cloud Application, Third Party Software, or Cloud Optional Services on behalf of the Customer. A User may also include Customer's contractor who requires temporary use in order to provide services on Customer's behalf. A person can only be authorized and a User if the person is an employee or designee of Customer and Customer has purchased the requisite number of licenses, or in the case of Cloud Programs, the requisite number of License Key(s) to provide Credentials for that User. "Use Terms" means the Hexagon Product Usage Policy and Product Specific Terms accessible from https://www.hexagonsafetyinfrastructure.com/-/media/Legal/Hexagon/SI/Licenses/LLP/LLP 08-2019.0 which are incorporated herein. For purposes of clarity, the Use Terms corresponding to the date of the Order shall apply to that specific Order and the Software provided thereunder. "Version Limitation I" is a status reached by a Software Product on the earlier of the (i) the third anniversary of the Customer's first operation of that Software Product in a live Production environment or (ii) the fifth anniversary of Hexagon's first actual delivery of the Software Product to the Customer for implementation; provided that each time Customer upgrades the version of the Software Product used in Production to a Modern Release, a reset shall occur, such that Version Limitation I shall thereafter be reached upon the third anniversary of the Customer's first operation of such Modern Release in a live Production environment. "Version Limitation II" is a status reached by a Software Product on the earlier of(i)the fourth anniversary of the Customer's first operation of that Software Product in a live Production environment or (ii) the sixth anniversary of Hexagon's first actual delivery of the Software Product to the Customer for implementation; provided that each time Customer upgrades the version of the Software Product used in Production to a Modern Release, a reset shall occur, such that Version Limitation II shall thereafter be reached upon the fourth anniversary of the Customer's first operation of such Modern Release in a live Production environment. "Version Limitations" means, separately and collectively, limitations on Services to be provided hereunder based upon a Covered Product reaching Version Limitation I and/or Version Limitation II. "Virus" means any thing or device (including any software, code, file or program)which may: (i) prevent, impair or otherwise adversely affect the operation of any computer software, hardware or network, any telecommunications service, equipment or network or any other service or device; (ii) prevent, impair or otherwise adversely affect access to or the operation of any program or data, including the reliability of any program or data (whether by rearranging, altering or erasing the program or data in whole or part or otherwise); or(iii) adversely affect the user experience or security, including worms, Trojan horses, viruses and other similar things or devices. "Work" means, as applicable, the performance or providing of Services, Maintenance Services, or Cloud Services. Hexagon Master Terms and Conditions SIG062021a-MT Page 40 "XML Files" means the XML (Extensible Markup Language) files generated by the Software Product, where applicable. "XSL Stylesheets" means the XSL(Extensible Stylesheet Language) presentation of a class of XML Files which, when included with the Software Product, describe how an instance of the class is transformed into an XML (Extensible Markup Language) document that uses the formatting vocabulary. END OF EXHIBIT G Hexagon Master Terms and Conditions SIG062021a-MT Page 41 so �o p A v WoRPORPg4 AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting October 26, 2021 DATE: October 26, 2021 TO: Peter Zanoni, City Manager FROM: Peter Collins, Interim Chief Officer of Information Technology Pete rC(a)cctexas.com (361) 826-3735 Mike Markle, Chief of Police M i ke M a(a)cctexa s.co m (361) 886-2601 Josh Chronley, Assistant Director of Contracts and Procurement Josh C2(a)cctexas.com (361) 826-3169 Mobile Data Computer and Equipment Replacement CAPTION: Resolution authorizing the lease-purchase, via KS StateBank, of mobile data computers from Turn-Key Mobile, Inc., of Jefferson City, Missouri, for Police, Fire, Animal Control, and Airport Public Safety to be purchased through the TX DIR Cooperative for a total amount of $2,000,000.00, with funding for FY 2022 in the amount of $1 ,000,000.00 available through the Info Tech Fund and the remaining lease-purchase payment to commence in FY2023 and execution of all necessary contract documents related to this transaction. SUMMARY: This resolution authorizes the purchase of 260 Panasonic mobile data computers with five-years of support, mounts, cabling, and hardware to replace the existing Public Safety mobile data computers. BACKGROUND AND FINDINGS: The current Datalux mobile data computers were purchased in September of 2014. The mobile data computers are past end of life and have been failing which warrants replacement. The service agreement with Turn-Key Mobile includes installing new Panasonic mobile data computers with five-years of support, mounts, cabling, and hardware. The mobile data computers are used by Public Safety to receive dispatch information and location information so they can respond to emergency calls as quick as possible. The mobile data computers are also used to write field reports, traffic reports, arrest reports, and other types of reports. This project is expected to kick-off in November 2021 . The Panasonic's mobile data computers fully integrates with the Panasonic patrol body camera and Panasonic in-car dash video camera systems which were implemented in 2019. Also, the Panasonic mobile data computers function with the new computer aided dispatch system that will begin implementation in November 2021. PROCUREMENT DETAILS: The Information Technology Department contacted Contracts and Procurement to issue a long-term contract through the DIR Cooperative. Contracts awarded through the DIR Cooperative have been competitively procured, in compliance with Texas local and state procurement requirements. ALTERNATIVES: The alternative is to leave the existing failing end-of-life mobile data computers impacting the response to Public Safety calls. FISCAL IMPACT: The total cost of this project is $2,000,000.00 which will be financed over two-years at 0% interest. The fiscal impact for the Information Technology Budget in FY22 is an amount not to exceed $1 ,000,000.00 for Panasonic mobile data computers with five-years of support, mounts, cabling, and hardware. The remaining $1 ,000,000.00 will be budgeted annually through the budget process. FUNDING DETAIL: Fund: 5210 Info Tech Organization/Activity: 40495 IT Public Safety Services Mission Element: 242 Support Software Applications Project # (CIP Only): n/a Account: 520100 Computer equip & software non-capital RECOMMENDATION: Staff recommends approval of this motion. LIST OF SUPPORTING DOCUMENTS: Service Agreement Schedule(01) EXHIBIT D OBLIGOR RESOLUTION RE: Government Obligation Contract dated as of October 26,2021,between KS StateBank(Obligee)and City of Corpus Christi,Texas(Obligor) At a duly called meeting of the Governing Body of the Obligor(as defined in the Contract) held on the following resolution was introduced and adopted: BE IT RESOLVED by the Governing Body of Obligor as follows: 1. Determination of Need.The Governing Body of Obligor has determined that a true and very real need exists for the acquisition of the Equipment described on Exhibit A of the Government Obligation Contract dated as of October 26,2021,between City of Corpus Christi,Texas(Obligor)and KS StateBank(Obligee). 2. Personal Property Finance Act.The Governing Body of Obligor will enter into the Contract,together with all related documents,as authorized by the Public Property Finance Act,Subchapter A,Chapter 271,Local Government Code(the"PPFA"). 3. Pledge of Taxes. For each year in which Contract Payments are due pursuant to the Contract,there shall be levied,as authorized by the PPFA, an ad valorem tax within the limits prescribed by law that is sufficient(together with other funds lawfully available to Obligor and applied for such purpose)to provide for the timely payment of Contract Payments when due. 4. Approval and Authorization. The Governing Body of Obligor has determined that the Contract, substantially in the form presented to this meeting,is in the best interests of the Obligor for the acquisition of such Equipment,and the Governing Body hereby approves the entering into of the Contract by the Obligor and hereby designates and authorizes the following person(s)to execute and deliver the Contract on Obligor's behalf with such changes thereto as such person(s) deem(s) appropriate, and any related documents, including any Escrow Agreement, necessary to the consummation of the transaction contemplated by the Contract. Authorized Individual(s): Heather Hulbert,Director,Finance&Procurement (Typed or Printed Name and Title of individual(s)authorized to execute the Contract) Constance Sanchez,CFO 5. Adoption of Resolution.The signatures below from the designated individuals from the Governing Body of the Obligor evidence the adoption by the Governing Body of this Resolution. Signature: (Signature of Secretary,Board Chairman or other member of the Governing Body) Printed Name&Title: (Printed Name and Title of individual who signed directly above) Attested By: (Signature of one additional person who can witness the passage of this Resolution) Printed Name&Title: (Printed Name of individual who signed directly above) TX SFP Firm Term NBQ GOVERNMENT OBLIGATION CONTRACT Obligor Obligee City of Corpus Christi,Texas KS StateBank 1201 Leopard Street 1010 Westloop; P.O. Box 69 Corpus Christi,Texas 18401 Manhattan, Kansas 66505-0069 Dated as of October 26,2021 This Government Obligation Contract dated as of the date listed above is between Obligee and Obligor listed directly above.Obligee desires to finance the purchase of the Equipment described in Exhibit A to Obligor and Obligor desires to have Obligee finance the purchase of the Equipment subject to the terms and conditions of this Contract which are set forth below. I. Definitions Section 1.01 Definitions.The following terms will have the meanings indicated below unless the context clearly requires otherwise: "Additional Schedule"refers to the proper execution of additional schedules to Exhibit A and Exhibit B,as well as other exhibits or documents that may be required by the Obligee all of which relate to the financing of additional Equipment. "Budget Year"means the Obligor's fiscal year. "Commencement Date"is the date when Obligor's obligation to pay Contract Payments begins. "Contract"means this Government Obligation Contract and all Exhibits attached hereto,all addenda,modifications,schedules,refinancings,guarantees and all documents relied upon by Obligee prior to execution of this Contract. "Contract Payments"means the payments Obligor is required to make under this Contract as set forth on Exhibit B. "Contract Term"means the Original Term and all Renewal Terms. "Exhibit"includes the Exhibits attached hereto,and any"Additional Schedule",whether now existing or subsequently created. "Equipment"means all of the items of Equipment listed on Exhibit A and any Additional Schedule,whether now existing or subsequently created,and all replacements,restorations, modifications and improvements. "Government"as used in the title hereof means a State or a political subdivision of the State within the meaning of Section 103(a)of the Internal Revenue Code of 1986,as amended("Code"), ora constituted authority or district authorized to issue obligations on behalf of the State or political subdivision of the State within the meaning of Treasury Regulation 1.103-1(b),ora qualified volunteer fire company within the meaning of section 150(e)(1)of the Code. "Obligee"means the entity originally listed above as Obligee or any of its assignees. "Obligor"means the entity listed above as Obligor and which is financing the Equipment through Obligee under the provisions of this Contract. "Original Term"means the period from the Commencement Date until the end of the Budget Year of Obligor. "Renewal Term"means the annual term which begins at the end of the Original Term and which is simultaneous with Obligor's Budget Year and each succeeding Budget Year for the number of Budget Years necessary to comprise the Contract Term. "State"means the state which Obligor is located. 11. Obligor Warranties Section 2.01 Obligor represents,warrants and covenants as follows for the benefit of Obligee or its assignees (a) Obligor is an"issuer of tax exempt obligations"because Obligor is the State or a political subdivision of the State within the meaning of Section 103(a)of the Internal Revenue Code of 1986,as amended,(the"Code")or because Obligor is a constituted authority or district authorized to issue obligations on behalf of the State or political subdivision of the State within the meaning of Treasury Regulation 1.103-1(b),or a qualified volunteer fire company within the meaning of section 150(e)(1)of the Code. (b) Obligor has complied with any requirement for a referendum and/or competitive bidding. (c) Obligor has complied with all statutory laws and regulations that may be applicable to the execution of this Contract,including the Act;Obligor,and its officer executing this Contract, are authorized under the Constitution and laws of the State to enter into this Contract and have used and followed all proper procedures of its governing body in executing and delivering this Contract.The officer of Obligor executing this Contract has the authority to execute and deliver this Contract.This Contract constitutes a legal,valid,binding and enforceable obligation of the Obligor in accordance with its terms.Obligor is a municipality,county,school district,conservation and reclamation district,hospital organization,or other political subdivision of the State of Texas so as to constitute a"governmental agency"under Section 271.005 of the Texas Local Government Code,as amended("Act"). (d) The Equipment listed in Exhibit A constitutes"personal property"under the Act in that it is personal property in the nature of appliances,equipment,or furnishings,or an interest in such type of personal property.The Equipment may be movable or fixed personal property,however the Equipment cannot constitute a permanent,immovable improvement.The Obligor may include materials and labor incidental to the Equipment as part of the Equipment in Exhibit A. (e) Obligor shall use the Equipment only for essential,traditional government purposes. (f) Should the IRS disallow the tax-exempt status of the interest portion of the Contract Payments as a result of the failure of the Obligor to use the Equipment for governmental purposes, or should the Obligor cease to be an issuer of tax exempt obligations,or should the obligation of Obligor created under this Contract cease to be a tax exempt obligation for any reason, then Obligor shall be required to pay additional sums to the Obligee or its assignees so as to bring the after tax yield on this Contract to the same level as the Obligee or its assignees would attain if the transaction continued to be tax-exempt. (g) Obligor will submit to the Secretary of the Treasury an information reporting statement as required by the Code. (h) Upon request by Obligee,Obligor will provide Obligee with current financial statements,reports,budgets or other relevant fiscal information. (i) Obligor shall retain the Equipment free of any hazardous substances as defined in the Comprehensive Environmental Response,Compensation and Liability Act,42 U.S.C.9601 et.seq. as amended and supplemented. (j) Obligor hereby warrants the General Fund of the Obligor is the primary source of funds or a backup source of funds from which the Contract Payments will be made. (k) Obligor hereby pledges from legally available funds an amount sufficient to provide for the payment of the Contract Payments due under this Contract and such legally available funds have been pledged irrevocably for such payment. (I) The official of Obligor responsible for budget preparation will include in the budget request for each Budget Year the Contract Payments to become due in such Budget Year from legally available funds. (m) Obligor is unaware of any pending or threatened litigation before any state or federal court which would affect(1)the authority of the Obligor to enter into this Contract or(2)the authority of the Obligor to pledge the legally available funds to the payment of the Contract Payments due under this Contract.If Obligor should become aware of such pending or threatened litigation,Obligor shall notify Obligee immediately. (n) The meeting at which this Contract was adopted was open to the public,and the public notice of the time,place and purpose of said meeting was given,all as required by Chapter 551, Texas Government Code,as amended. (o) Obligor shall comply with any procurement laws applicable to the Obligor under the laws of this State. (p) Obligor presently intends to continue this Contract for the Original Term and all Renewal Terms as set forth on Exhibit B hereto.The official of Obligor responsible for budget preparation will include in the budget request for each Budget Year the Contract Payments to become due in such Budget Year,and will use all reasonable and lawful means available to secure the appropriation of money for such Budget Year sufficient to pay the Contract Payments coming due therein.Obligor reasonably believes that moneys can and will lawfully be appropriated and made available for this purpose. (q) Obligor has selected both the Equipment and the vendor(s)from whom the Equipment is to be purchased upon its own judgment and without reliance on any manufacturer,merchant, vendor or distributor,or agent thereof,of such equipment to the public. (r) Obligor owns the Equipment and any additional collateral free and clear of any liens,and Obligor has not and will not,during the Contract Term,create,permit,incur or assume any levies,liens or encumbrances of any kind with respect to the Equipment or any additional collateral except those created by this Contract. (s) Obligor warrants,as applicable,the purchase of any telecommunications and video surveillance services or equipment financed hereunder complies with 2 CFR§200.216 and 2 CFR§ 200.471. Section 2.02 Escrow Agreement In the event both Obligee and Obligor mutually agree to utilize an Escrow Account,then immediately following the execution and delivery of this Contract, Obligee and Obligor agree to execute and deliver and to cause Escrow Agent to execute and deliver the Escrow Agreement.This Contract shall take effect only upon execution and delivery of the Escrow Agreement by the parties thereto.Obligee shall deposit or cause to be deposited with the Escrow Agent for credit to the Equipment Acquisition Fund the sum of N/A,which shall be held,invested and disbursed in accordance with the Escrow Agreement. III. Acquisition of Equipment,Contract Payments and the Purchase Option Price Section3.01 Acquisition and Acceptance Obligor shall be solely responsible for the ordering of the Equipment and for the delivery and installation of the Equipment.Execution of the Certificate of Acceptance or,alternatively,Payment Request and Equipment Acceptance Form,by a duly authorized representative of Obligor,shall constitute acceptance of the Equipment on behalf of the Obligor. Section 3.02 Contract Payments Obligor shall pay Contract Payments from the legally available funds,as referenced in Section 4.01 below,exclusively to Obligee or its assignees in lawful, legally available money of the United States of America.The Contract Payments shall be sent to the location specified by the Obligee or its assignees.The Contract Payments,payable without notice or demand,are due as set forth on Exhibit B.Obligee shall have the option to charge interest at the highest lawful rate on any Contract Payment received later than the due date for the number of days that the Contract Payment(s)were late,plus any additional accrual on the outstanding balance for the number of days that the Contract Payment(s)were late.Obligee shall also have the option,on monthly payments only,to charge a late fee of up to 10%of the monthly Contract Payment that is past due.Furthermore,Obligor agrees to pay any fees associated with the use of a payment system other than check,wire transfer,or ACH.Once all amounts due Obligee hereunder have been received,Obligee will release any and all of its rights,title and interest in the Equipment. SECTION 3.03 CONTRACT PAYMENTS UNCONDITIONAL THE OBLIGATIONS OF OBLIGOR TO MAKE CONTRACT PAYMENTS AND TO PERFORM AND OBSERVE THE OTHER COVENANTS CONTAINED IN THIS CONTRACT SHALL BE ABSOLUTE AND UNCONDITIONAL IN ALL EVENTS WITHOUT ABATEMENT,DIMINUTION,DEDUCTION,SET-OFF,OR SUBJECT TO DEFENSE OR COUNTERCLAIM. Section 3.04 Purchase Ootion Price Upon thirty(30)days written notice,Obligor shall have the option to pay,in addition to the Contract Payment,the corresponding Purchase Option Price which is listed on the same line on Exhibit B.This option is only available to the Obligor on the Contract Payment date and no partial prepayments are allowed.If Obligor chooses this option and pays the Purchase Option Price to Obligee then Obligee will transfer any and all of its rights,title and interest in the Equipment to Obligor. Section 3.05 Contract Term,The Contract Term shall be the Original Term and all Renewal Terms until all the Contract Payments are paid as set forth on Exhibit B except as provided under Section 9.01 below. Section 3.06 Disclaimer of Warranties OBLIGEE MAKES NO WARRANTY OR REPRESENTATION,EITHER EXPRESS OR IMPLIED,AS TO THE VALUE,DESIGN,CONDITION,MERCHANTABILITY, FITNESS FOR PARTICULAR PURPOSE OR ANY OTHER WARRANTY WITH RESPECT TO THE EQUIPMENT.OBLIGEE IS NOT A MANUFACTURER,SELLER,VENDOR OR DISTRIBUTOR,OR AGENT THEREOF,OFSUCH EQUIPMENT,NOR IS OBLIGEE A MERCHANTOR IN THE BUSINESS OF DISTRIBUTING SUCH EQUIPMENTTOTHE PUBLIC.OBLIGEE SHALL NOT BE LIABLE FORANY INCIDENTAL, INDIRECT,SPECIAL OR CONSEQUENTIAL DAMAGE ARISING OUT OF THE INSTALLATION,OPERATION,POSSESSION,STORAGE OR USE OF THE EQUIPMENT BY OBLIGOR. IV. Appropriation of Money Section 4.01 Appropriation Obligor shall be obligated to appropriate from legally available funds sufficient money in each Budget Year to make all the Contract Payments for the Original Term and each successive Renewal Term as each Contract Payment comes due.Obligor hereby pledges such revenues,funds,or taxes which constitute legally available funds,within the limits prescribed by law,that is sufficient to provide timely payment of the Contract Payments when due.Such legally available funds shall be made payable from all or any part of any revenues, funds,or taxes available to Obligor for its public purposes in accordance with Section 271.005 of the Texas Local Government Code.If Obligor fails to make an appropriation of money to make any Contract Payment,then an Event of Default will be deemed to have occurred as set forth under Section IX below.This Contract represents a binding and enforceable promise to pay in accordance with the terms herein by the Obligor. V. Insurance,Damage,Insufficiency of Proceeds Section 5.01 Insurance.Obligor shall maintain both property insurance and liability insurance at its own expense with respect to the Equipment.Obligor shall be solely responsiblefor selecting the insurer(s)and for making all premium payments and ensuring that all policies are continuously kept in effect during the period when Obligor is required to make Contract Payments.Obligor shall provide Obligee with a certificate of Insurance which lists the Obligee and/or assigns as a loss payee and an additional insured on the policies with respect to the Equipment. (a) Obligor shall insure the Equipment against any loss or damage by fire and all other risks covered by the standard extended coverage endorsement then in use in the State and any other risks reasonably required by Obligee in an amount at least equal to the then applicable Purchase Option Price of the Equipment.Alternatively,Obligor may insure the Equipment under a blanket insurance policy or policies. (b) The liability insurance shall insure Obligee from liability and property damage in any form and amount satisfactory to Obligee. (c) Obligor may self-insure against the casualty risks and liability risks described above.If Obligor chooses this option,Obligor must furnish Obligee with a certificate and/or other documents which evidences such coverage. (d) All insurance policies issued or affected by this Section shall be so written or endorsed such that the Obligee and its assignees are named additional insureds and loss payees and that all losses are payable to Obligor and Obligee or its assignees as their interests may appear.Each policy issued or affected by this Section shall contain a provision thatthe insurance company shall not cancel or materially modify the policy without first giving thirty(30)days advance notice to Obligee or its assignees.Obligor shall furnish to Obligee certificates evidencing such coverage throughout the Contract Term. Section 5.02 Damage to or Destruction of Equipment Obligor assumes the risk of loss or damage to the Equipment.If the Equipment or any portion thereof is lost,stolen,damaged,or destroyed by fire or other casualty,Obligor will immediately report all such losses to all possible insurers and take the proper procedures to obtain all insurance proceeds.At the option of Obligee,Obligor shall either(1)apply the Net Proceeds to replace,repair or restore the Equipment or(2)apply the Net Proceeds to the applicable Purchase Option Price.For purposes of this Section and Section 5.03,the term Net Proceeds shall mean the amount of insurance proceeds collected from all applicable insurance policies after deducting all expenses incurred in the collection thereof. Section 5.03 Insufficiency of Net Proceeds If there are no Net Proceeds for whatever reason or if the Net Proceeds are insufficient to pay in full the cost of any replacement,repair,restoration, modification or improvement of the Equipment,then Obligor shall,at the option of Obligee,either(1)complete such replacement,repair,restoration,modification or improvement and pay any costs thereof in excess of the amount of the Net Proceeds or(2)apply the Net Proceeds to the Purchase Option Price and pay the deficiency,if any,to the Obligee. Section 5.04 Obligor Negligence Obligor assumes all risks and liabilities,whether or not covered by insurance,for loss or damage to the Equipment and for injury to or death of any person or damage to any property whether such injury or death be with respect to agents or employees of Obligor or of third parties,and whether such property damage be to Obligor's property or the property of others(including,without limitation,liabilities for loss or damage related to the release or threatened release of hazardous substances under the Comprehensive Environmental Response,Compensation and Liability Act,the Resource Conservation and Recovery Act or similar or successor law or any State or local equivalent now existing or hereinafter enacted which in any manner arise out of or are incident to any possession,use,operation,condition or storage of any Equipment by Obligor),which is proximately caused by the negligent conduct of Obligor, its officers,employees and agents. VL Title and Security Interest Section 6.01 Title.Title to the Equipment shall vest in Obligor when Obligor acquires and accepts the Equipment.Title to the Equipment will automatically transfer to the Obligee in the event Obligor defaults under Section 9.01.In such event,Obligor shall execute and deliver to Obligee such documents as Obligee may request to evidence the passage of legal title to the Equipment to Obligee. Section 6.02 Security Interest.To secure the payment of all Obligor's obligations under this Contract,as well as all other obligations,debts and liabilities,plus interest thereon,whether now existing or subsequently created,Obligor hereby grants to Obligee a security interest under the Uniform Commercial Code constituting a first lien on the Equipment described more fully on Exhibit A.Furthermore,Obligor agrees that any other collateral securing any other obligation(s)to Obligee,whether offered prior to or subsequent hereto,also secures this obligation.Obligor hereby also pledges such revenues,funds,or taxes which constitute legally available funds in accordance with 271.005 of the Texas Local Government Code,within the limits prescribed by law,that is sufficient to provide timely payment of the Contract Payments when due.The security interest established by this section includes not only all additions,attachments,repairs and replacements to the Equipment but also all proceeds therefrom.Obligor authorizes Obligee to prepare and record any Financing Statement required under the Uniform Commercial Code to perfect the security interest created hereunder.Obligor agrees that any Equipment listed on Exhibit A is and will remain personal property and will not be considered a fixture even if attached to real property. VII. Assignment Section 7.01 Assignment by Obligee All of Obligee's rights,title and/or interest in and to this Contract may be assigned and reassigned in whole or in part to one or more assignees or sub- assignees by Obligee at any time without the consent of Obligor.No such assignment shall be effective as against Obligor until the assignor shall have filed with Obligor written notice of assignment identifying the assignee.Obligor shall pay all Contract Payments due hereunder relating to such Equipment to or at the direction of Obligee or the assignee named in the notice of assignment.Obligor shall keep a complete and accurate record of all such assignments. Section 7.02 Assignment by Obligor.None of Obligor's right,title and interest under this Contract and in the Equipment may be assigned by Obligor unless Obligee approves of such assignment in writing before such assignment occurs and only after Obligor first obtains an opinion from nationally recognized counsel stating that such assignment will not jeopardize the tax-exempt status of the obligation. Vlll. Maintenance of Equipment Section 8.01 Equipment.Obligor shall keep the Equipment in good repair and working order,and as required by manufacturer's and warranty specifications.If Equipment consists of copiers, Obligor is required to enter into a copier maintenance/service agreement.Obligee shall have no obligation to inspect,test,service,maintain,repairer make improvements or additions to the Equipment under any circumstances.Obligor will be liable for all damage to the Equipment,other than normal wear and tear,caused by Obligor,its employees or its agents.Obligor shall pay for and obtain all permits,licenses and taxes related to the ownership,installation,operation,possession,storage or use of the Equipment.If the Equipment includes any titled vehicle(s),then Obligor is responsible for obtaining such title(s)from the State and also for ensuring that Obligee is listed as First Lienholder on all of the title(s).Obligor shall not use the Equipment to haul, convey or transport hazardous waste as defined in the Resource Conservation and Recovery Act,42 U.S.C.6901 et.seq.Obligor agrees that Obligee or its Assignee may execute any additional documents including financing statements,affidavits,notices,and similar instruments,for and on behalf of Obligor which Obligee deems necessary or appropriate to protect Obligee's interest in the Equipment and in this Contract.Obligor shall allow Obligee to examine and inspect the Equipment at all reasonable times. IX. Default Section 9.01 Events of Default defined.The following events shall constitute an"Event of Default"under this Contract: (a) Failure by Obligor to pay any Contract Payment listed on Exhibit B for fifteen(15)days after such payment is due according to the Payment Date listed on Exhibit B. (b) Failure to pay any other payment required to be paid under this Contract at the time specified herein and a continuation of said failure for a period of fifteen(15)days after written notice by Obligee that such payment must be made.If Obligor continues to fail to pay any payment after such period,then Obligee may,but will not be obligated to,make such payments and charge Obligor for all costs incurred plus interest at the highest lawful rate. (c) Failure by Obligor to observe and perform any warranty,covenant,condition,promise or duty under this Contract for a period of thirty(30)days after written notice specifying such failure is given to Obligor by Obligee,unless Obligee agrees in writing to an extension of time.Obligee will not unreasonably withhold its consent to an extension of time if corrective action is instituted by Obligor.Subsection(c)does not apply to Contract Payments and other payments discussed above. (d) Any statement,material omission,representation or warranty made by Obligor in or pursuant to this Contract which proves to be false,incorrect or misleading on the date when made regardless of Obligor's intent and which materially adversely affects the rights or security of Obligee under this Contract. (e) Any provision of this Contract which ceases to be valid for whatever reason and the loss of such provision would materially adversely affect the rights or security of Obligee. (f) Obligor admits in writing its inability to pay its obligations. (g) Obligor defaults on one or more of its other obligations. (h) Obligor becomes insolvent,is unable to pay its debts as they become due,makes an assignment for the benefit of creditors,applies for or consents to the appointment of a receiver, trustee,conservator,custodian,or liquidator of Obligor,or all or substantially all of its assets,or a petition for relief is filed by Obligor under federal bankruptcy,insolvency or similar laws,or is filed against Obligor and is not dismissed within thirty(30)days thereafter. Section 9.02 Remedies on Default.Whenever any Event of Default exists,Obligee shall have the right to take one or any combination of the following remedial steps: (a) With or without terminating this Contract,Obligee may declare all Contract Payments and other amounts payable by Obligor hereunder tothe end of the Contract Term to be immediately due and payable. (b) With or without terminating this Contract,Obligee may require Obligor at Obligor's expense to redeliver any or all of the Equipment and any additional collateral to Obligee to a location specified by Obligee.Such delivery shall take place within fifteen(15)days after the Event of Default occurs. If Obligor fails to deliver the Equipment and any additional collateral,Obligee may enter the premises where the Equipment and any additional collateral is located and take possession of the Equipment and any additional collateral and charge Obligor for costs incurred.Notwithstanding that Obligee has taken possession of the Equipment and any additional collateral,Obligor shall still be obligated to pay the remaining Contract Payments due up until the end of the Contract Term.Obligor will be liable for any damage to the Equipment and any additional collateral caused by Obligor or its employees or agents. (c) Obligee may take whatever action at law or in equity that may appear necessary or desirable to enforce its rights.Obligor shall be responsible to Obligee for all costs incurred by Obligee in the enforcement of its rights under this Contract including,but not limited to,reasonable attorney fees. Section 9.03 No Remedy Exclusive No remedy herein conferred upon or reserved to Obligee is intended to be exclusive and every such remedy shall be cumulative and shall be in addition to every other remedy given under this Contract now or hereafter existing at law or in equity.No delay or omission to exercise any right or power accruing upon any default shall impair any such right or shall be construed to be a waiver thereof. Section 9.04 Return of Equipment and Storage. (a) Surrender:The Obligor shall,at its own expense,surrender the Equipment,any additional collateral and all required documentation to evidence transfer of title from Obligor to the Obligee in the event of a default by delivering the Equipment and any additional collateral to the Obligee to a location accessible by common carrier and designated by Obligee.In the case that any of the Equipment and any additional collateral consists of software,Obligor shall destroy all intangible items constituting such software and shall deliver to Obligee all tangible items constituting such software.At Obligee's request,Obligor shall also certify in a form acceptable to Obligee that Obligor has complied with the above software return provisions and that they will immediately cease using the software and that theyshall permit Obligee and/or the vendor of the software to inspect Obligor's locations to verify compliance with the terms hereto. (b) Delivery:The Equipment and anyadditional collateral shall be delivered to the location designated by the Obligee by a common carrier unless the Obligee agrees in writing that a common carrier is not needed.When the Equipment and any additional collateral is delivered into the custody of a common carrier,the Obligor shall arrange for the shipping of the item and its insurance in transit in accordance with the Obligee's instructions and at the Obligor's sole expense.Obligor at its expense shall completely sever and disconnect the Equipment and any additional collateral or its component parts from the Obligor's property all without liability to the Obligee.Obligor shall pack or crate the Equipment and any additional collateral and all of the component parts of the Equipment and any additional collateral carefully and in accordance with any recommendations of the manufacturer.The Obligor shall deliver to the Obligee the plans,specifications,operation manuals or other warranties and documents furnished by the manufacturer or vendor on the Equipment and any additional collateral and such other documents in the Obligor's possession relating to the maintenance and methods of operation of such Equipment and any additional collateral. (c) Condition:When the Equipment is surrendered to the Obligee it shall be in the condition and repair required to be maintained under this Contract.It will also meet all legal regulatory conditions necessary for the Obligee to sell or lease it to a third party and be free of all liens.If Obligee reasonably determines that the Equipment or an item of the Equipment,once it is returned,is not in the condition required hereby,Obligee may cause the repair,service,upgrade,modification or overhaul of the Equipment or an item of the Equipment to achieve such condition and upon demand,Obligor shall promptly reimburse Obligee for all amounts reasonably expended in connection with the foregoing. (d) Storage:Upon written request by the Obligee,the Obligor shall provide free storage for the Equipment and any additional collateral for a period not to exceed 60 days after the expiration of the Contract Term before returning it to the Obligee.The Obligor shall arrange for the insurance described to continue in full force and effect with respect to such item during its storage period and the Obligee shall reimburse the Obligor on demand for the incremental premium cost of providing such insurance. X. Miscellaneous Section 10.01 Notices.All notices shall be sufficiently given and shall be deemed given when delivered or mailed by certified mail,postage prepaid,to the parties at their respective places of business as first set forth herein or as the parties shall designate hereafter in writing. Section 10.02 Binding Effect.Obligor acknowledges this Contract is not binding upon the Obligee or its assignees unless the Conditions to Funding listed on the Documentation Instructions have been met to Obligee's satisfaction,and Obligee has executed the Contract.Thereafter,this Contract shall inure to the benefit of and shall be binding upon Obligee and Obligor and their respective successors and assigns. Section 10.03 Severability.In the event any provision of this Contract shall be held invalid or unenforceable by any court of competent jurisdiction,such holding shall not invalidate or render unenforceable any other provision hereof. Section 10.04 Amendments,Addenda Changes or Modifications This Contract may be amended,added to,changed or modified by written agreement duly executed by Obligee and Obligor. Furthermore,Obligee reserves the right to directly charge or amortize into the remaining balance due from Obligor,a reasonable fee,to be determined at that time,as compensation to Obligee for the additional administrative expense resulting from such amendment,addenda,change or modification requested by Obligor. Section 10.05 Execution in Counterparts This Contract may be simultaneously executed in several counterparts,each of which shall be an original and all of which shall constitute but one and the same instrument. Section 10.06 Captions The captions or headings in this Contract do not define,limit or describe the scope or intent of any provisions or sections of this Contract. Section 10.07 Master Contract.This Contract can be utilized as a Master Contract.This means that the Obligee and the Obligor may agree to the financing of additional Equipment under this Contract at some point in the future by executing one or more Additional Schedules to Exhibit A and Exhibit B,as well as other exhibits or documents that may be required by Obligee and obtaining approval in writing of any additional financing.Additional Schedules will be consecutively numbered on each ofthe exhibits which make up the Additional Schedule and all the terms and conditions of the Contract shall govern each Additional Schedule. Section 10.08 Entire Writing This Contract constitutes the entire writing between Obligee and Obligor.No waiver,consent,modification or change of terms of this Contract shall bind either party unless in writing and signed by both parties,and then such waiver,consent,modification or change shall be effective only in the specific instance and for the specific purpose given.There are no understandings,agreements,representations,conditions,or warranties,express or implied,which are not specified herein regarding this Contract,the Equipment or any additional collateral,financed hereunder.Any terms and conditions of any purchase order or other documents submitted by Obligor in connection with this Contract which are in addition to or inconsistent with the terms and conditions of this Contract will not be binding on Obligee and will not apply to this Contract. Section 10.09 Participation in Israel Boycott In accordance with Texas Government Code§2271.002,Obligee certifies that Obligee does not participate in,and agrees not to participate in during the term of the Contract,a boycott of Israel. Obligee and Obligor have caused this Contract to be executed in their names by their duly authorized representatives listed below. City of Corpus Christi,Texas KS StateBank Signature Signature Jaymie Paavola-Luckert,Vice President Printed Name and Title Printed Name and Title Schedule(01) EXHIBIT A DESCRIPTION OF EQUIPMENT RE: Government Obligation Contract dated as of October 26,2021,between KS StateBank(Obligee)and City of Corpus Christi,Texas(Obligor) Below is a detailed description of all the items of Equipment including quantity,model number and serial number where applicable: Assorted Technology including In-Car Computer Systems,see attached Turn-Key Mobile Inc.Invoice Physical Address of Equipment after Delivery: Schedule(01) EXHIBIT B PAYMENT SCHEDULE RE: Government Obligation Contract dated as of October 26,2021,between KS StateBank(Obligee)and City of Corpus Christi,Texas(Obligor) Date of First Payment: At Closing Original Balance: $2,000,000.00 Total Number of Payments: Two(2) Number of Payments Per Year: One(1) Pmt Due Contract Applied to Applied to *Purchase No. Date Payment Interest Principal Option Price 1 At Closing $1,000,000.00 $0.00 $1,000,000.00 Not Applicable 2 26-Oct-22 $1,000,000.00 $0.00 $1,000,000.00 $0.00 By signing below,Obligor acknowledges that its obligation to make the Contract Payments set forth in Exhibit B to the Contract includes repayment of the principal amount of$2,000,000.00,together with interest at 0.000%. Furthermore,the amount financed by Obligor is$1,966,442.60 and such amount is the issue price of this Contract for federal income tax purposes. The difference between the principal amount of this Contract and the issue price is original issue discount,as defined in section 1288 of the Internal Revenue Code of 1986,as amended. The yield of this Contract for federal income tax purposes is 3.472%. Such issue price and yield will be stated in the applicable Form 8038-G. City of Corpus Christi,Texas Signature Printed Name and Title *Assumes all Contract Payments due to date are paid Schedule(01) EXHIBIT C CERTIFICATE OF ACCEPTANCE RE: Government Obligation Contract dated as of October 26,2021,between KS StateBank(Obligee)and City of Corpus Christi,Texas(Obligor) I,the undersigned,hereby certify that I am a duly qualified representative of Obligor and that I have been given the authority bythe Governing Body of Obligor to sign this Certificate of Acceptance with respect to the above referenced Contract.I hereby certify that: 1. The Equipment described on Exhibit A has been delivered and installed in accordance with Obligor's specifications. 2. Obligor has conducted such inspection and/or testing of the Equipment as it deems necessary and appropriate and hereby acknowledges that it accepts the Equipment for all purposes. 3. Obligor has appropriated and/or taken other lawful actions necessary to provide moneys sufficient to pay all Contract Payments required to be paid under the Contract during the current Budget Year of Obligor,and such moneys will be applied in payment of all Contract Payments due and payable during such current Budget Year. 4. Obligor has obtained insurance coverage as required under the Contract from an insurer qualified to do business in the State. 5. No event or condition that constitutes or would constitute an Event of Default exists as of the date hereof. 6. The governing body of Obligor has approved the authorization, execution and delivery of this Contract on its behalf by the authorized representative of Obligor who signed the Contract. 7. Please list the Source of Funds(Fund Item in Budget)for the Contract Payments that come due under Exhibit B of this Contract. Source of Funds: General Fund By signing below,Obligor hereby authorizes the General Fund of the Obligor as a backup source of funds from which the Contract Payments can be made. City of Corpus Christi,Texas Signature Printed Name and Title DocuSign Envelope ID:C4C3DE8B-21AE-42FE-8795-6CB8D54BCOF1 �yV S C� G° a 0 H SERVICE AGREEMENT NO. 3909 U Mobile Data Computer Refresh yeanaonn!e 1852 THIS Mobile Data Computer Refresh Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home-rule municipal corporation ("City") and Turn-Key Mobile, Inc. ("Contractor"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Contractor has bid to provide products and installation for a Mobile Data Computer Refresh in response to Request for Bid/Proposal No. DIR-TSO-4025 ("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 Mobile Data Computer Refresh ("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. 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 forms an integral part of separate lease-purchase financing transaction; as such, the Contractor will be paid an all- inclusive amount for all products and installation Services directly by the party providing the financing, which is Kansas State Bank ("KSB"). Services performed by Contractor remain subject to acceptance by the City. 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. Copies of invoices (for record and warranty purposes) involving the Services must be mailed to the following address with a copy provided to the Contract Administrator: Service Agreement- mobile computer equipment Page 1 of 7 DocuSign Envelope ID:C4C3DE8B-21AE-42FE-8795-6CB8D54BCOF1 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: Greg Johnson Information Technology Department 361-826-8354 gregj@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. 7. Inspection and Acceptance. City may inspect all Services supplied before acceptance. Any Services that are provided but not accepted by the City must Service Agreement- mobile computer equipment Page 2 of 7 DocuSign Envelope ID:C4C3DE8B-21AE-42FE-8795-6CB8D54BCOF1 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. 12. Subcontractors. In performing the Services, the Contractor is permitted to enter into subcontracts or utilize the services of subcontractors. Contractor shall ensure Service Agreement- mobile computer equipment Page 3 of 7 DocuSign Envelope ID:C4C3DE8B-21AE-42FE-8795-6CB8D54BCOF1 that all subcontractors adhere to the requirements of this Agreement, including the provisions that require obtaining and maintaining insurance coverages required by this Agreement. Contractor shall remain responsible for the obligations and performance of the Services required to be provided and completed pursuant to this Agreement to the same degree as if the Contractor had performed and completed the Services. 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: Greg Johnson IT Public Safety Manager 321 John Sartain, 5th Floor, Corpus Christi, TX 78401 Phone: 361-826-8354 Fax: n/a IF TO CONTRACTOR: Turn-Key Mobile, Inc. Attn: Mike Southhard President/Owner 4510 County Club Dr., Jefferson City, MO 65109 Phone: 573-893-9888 Fax: 314-754-9794 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 Service Agreement- mobile computer equipment Page 4 of 7 DocuSign Envelope ID:C4C3DE8B-21AE-42FE-8795-6CB8D54BCOF1 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. 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 Service Agreement- mobile computer equipment Page 5 of 7 DocuSign Envelope ID:C4C3DE8B-21AE-42FE-8795-6CB8D54BCOF1 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. Service Agreement- mobile computer equipment Page 6 of 7 DocuSign Envelope ID:C4C3DE8B-21AE-42FE-8795-6CB8D54BCOF1 CONTRACTOR cuSigned by:: _ Signature: I-AZu, sbI d 78F9DAA929D8436... Printed Name: Mike Southard Title: Presidnet Date: 10/11/2021 CITY OF CORPUS CHRISTI Josh Chronley Assistant Director, Contracts and Procurement Date: Approved as to form: 2021 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. DIR-TSO-4025 Exhibit 2: Contractor's Bid/Proposal Response Service Agreement- mobile computer equipment Page 7 of 7 DocuSign Envelope ID:C4C3DE8B-21AE-42FE-8795-6CB8D54BCOF1 'N ATTACHMENT A: SCOPE OF WORK PROJECT NAME: Mobile Data Computers for Police, Fire, Animal Control and Airport Police PROJECT ADDRESS: Police Department, 321 John Sartain, Corpus Christi, TX 78401 Background: The current Datalux mobile data computers were purchased in September of 2014. The mobile data computers are past end of life and have been failing which warrants replacement. This will replace the existing mobile data computers with Panasonic mobile data computers with five years of support, mounts, cabling, and hardware. The finance will be through KC StateBank. Scope of Work: I. Contractor shall provide Installation(s) and Deliverable(s) as follows: A. Panasonic CF33 Equipment 1 . Panasonic Public Sector Specific, Win10 Pro, Intel Core i5-10310U 1 .7GHz (4.4GHZ), Vero, 12.0" QHD Gloved Multi Touch+Digitizer, 16GB, 512GB OPAL SSD, Intel WiFi 6, Bluetooth, 4g LTE Band 14 (EM751 1), DGPS, Dual Pass (CHI :WWAN, CH2:DGPS), Infrared Webcam, 8MP Rear Cam, Contactless SmartCard, Standard Batteries (2), TPM 2.0, FLAT, CF-SVCPDEP3Y-ToughBook Touchpad Premier Deployment-including Imaging, Customer Portal Access, Multilocation shipping and Disk Image Management of Panasonic National Service Center (Years 1, 2, 3,), FZ-SVC512SSD3Y - 512GB SSD - Toughpad No Return of Defective Drive (Years 1, 2, 3) FZ-SVCTPNF3yr - Protection Plus Warranty - Tablet PC (years 1, 2, 3), CF-SVCBIOSI - NSC Custom BIOS Post Sale Entitlement., CF-SVCADDPRM 12B - Absolute Resilience - 12 Month Term - Panasonic Bundle Sled Customer Only. 2. Panasonic 12.0" Screen Protector for CF-33 3. Panasonic Service Bundle 4th and 5th years Public Safety Service Bundle Add on (Year 4 & 5 only). Must be purchased in conjunction with PS bundle base unit. Includes Premier, Protection Plus, Customer Portal, Disk Image Management, HDD No Return 4. Panasonic Premium Keyboard for CF-33. Emissive Red Backlit (4 levels).Hand le/kickstand - display can be opened to any angle. Compatible with Tablet, 33 Laptop Vehicle Dock, and 33 Desktop Dock. Ethernet, SDXC (full-size), HDMI, VGA, USB 2.0, USB 3.0 (2), Serial Page 1 of 4 RFQ Revised 4.19.2019 DocuSign Envelope ID:C4C3DE8B-21AE-42FE-8795-6CB8D54BCOF1 5. Panasonic iKey Full Travel Keyboard - Cable Connectivity - USB Interface TouchPad - Emergency, Adjustable Backlighting Hot Key(s) INTEGRATED TOUCHPAD & USB CABLE B. Cradlepoint Equipment 1 . Panasonic Cradlepoint 5-yr NetCloud Mobile FIPS Essentials and Advanced Plans and IBR900 FIPS router with WiFi (1000Mbps modem) no AC power supply or antennas, North America. Includes Power/GPIO cable only; includes a single embedded 1200BM modem module; FIPS Restricted SKU. 2. Airgain Multimax FV 5-in-1 High performance up to 5-in-1 Compact External IP67 antenna with Dual Cell/LTE, Dual WiFi (1200Mbps modem), no AC power supply or antennas, North America. Includes power/GPIO cable only; included single embedded 1200BM modem module; FIPS Restricted SKU. 3. Panasonic Cradlepoint 5-yr NetCloud Mobile FIPS Essentials and Advanced Plans and IBR 1700 FIPS router with WiFi (1200Mbps modem), no AC power supply or antennas, North America. Includes power/GPIO cable only; includes a single embedded 1200BM modem module; FIPS Restricted SKU. 4. Airgain Centurnion 9-in-1 High Performance External IP67 Antennas with 4x4 LTE, 4x4 Wi-Fi and GNSS with mesh sleeving around all cables including the GPS *** If going on 2020 Ford PIU will need -QR- for modified gasket. *** C. Laptop dock 1 . Panasonic Gamber-Johnson Trimline Lite Tablet Vehicle Dock (no pass) for the CF-33 tablet only with LIND power supply. USB 2.0 (4), USB 3.0 (2), Serial Ethernet (2), Docking Connector, Power, Release Lever, Lock 2. Gamber-Johnson Mounting Bracket Assembly for the Lind Power Supply (to a flat surface). 3. TKM - Gamber-Johnson Dock 4th and 5th year extended Warranty per dock. 4. Gamber Johnson Miscellaneous mounting hardware for various vehicle types. D. Contracted Installation of Equipment (C and S Truck Equipment) 1 . CF-33 Tablet Mount Docks 2. Cradlepoint and antennas 3. Manufacture/modify brackets for on-dash mount to attach to Plastix Plus Console 4. Customer Supplied Center Consoles in Ford PIU II. Deliverable Materials A. Panasonic ToughBook Rugged CF-33 Page 2 of 4 RFQ Revised 4.19.2019 DocuSign Envelope ID:C4C3DE8B-21AE-42FE-8795-6CB8D54BCOF1 B. Installation of dock w/power & Cradlepoint, console, mounting hardware, motion attachment, and keyboard will be completed for vehicles designated by City. III. Contractor Responsibilities Turn-Key Mobile, Inc., will provide: 1 . Deliverable materials. 2. Installation of equipment through a subcontractor IV. City Responsibilities City will provide timely access to all vehicles the equipment is to be installed. V. Completion Criteria The Contractor shall have fulfilled its' obligations when the following has occurred: HARDWARE: 1 . Hardware has been received by City and installation has been performed. 2. Contractor accomplishes the Contractor activities described within this SOW, including delivery to City of the materials listed in the Section entitled "Deliverable Materials," and City accepts such activities and materials without unreasonable objections. VI. Project Change Request Procedure The following process will be followed if a change to this SOW is required: 1 . A Project Change Request (PCR) will be the vehicle for communicating change. The PCR must describe the change in detail, the rationale for the change, and the effect the change will have on the project. 2. The designated Project Managers of the requesting party Contractor Terry Cage or the City point of contact, Greg Johnson, will review the proposed change and determine whether to submit the request to the other party. 3. Any cost for the PCR is subject to a written amendment approved by the Contractor and the City. City Point of Contact Greg Johnson Page 3 of 4 RFQ Revised 4.19.2019 DocuSign Envelope ID:C4C3DE8B-21AE-42FE-8795-6CB8D54BCOF1 Information Technology 321 John Sartain, 5th floor Corpus Christi, TX 78401 Office 361 -826-8354 Cell 361 -290-1071 gregj@cctexas.com Contractor Point of Contact Mike Southard-Owner Office 573-893-9888 Toll Free office 844-808-8890 Cell 573-619-5181 mike@turnkeymobile.com Page 4 of 4 RFQ Revised 4.19.2019 DocuSign Envelope ID:C4C3DE8B-21AE-42FE-8795-6CB8D54BCOF1 Bid/Pricing Schedule F111WVIIIIIC111 D. Turn-Key Mobile, Inc. Invoice 4510 Country Club Dr Jefferson City, MO 65109 Date Invoice# 573-893-9888 Fax 314-754-9794 9/9/2021 34228 Ship To Bill To City of Corpus Christi City of Corpus Christi Attn Greg Johnson Accounts Payable 321 John Sartain PO Box 9277 5 Flr Admin Corpus Christi,TX 78469-9277 Corpus Chris,TX 78401 ***PLEASE NOTE - EFFECTIVE 71112021 OUR NEW ADDRESS WILL BE*** 4510 COUNTRY CLUB DR, JEFFERSON CITY, MO 65109 ISS Terms Due Date Sales Rep PO# Terry Net 30 10/9/2021 LJA Item Description Qty Rate Total Rev 3 CF-33RZ-OBVM Panasonic PUBLIC SECTOR SPECIFIC,WIN10 PRO, 260 2,736.00 711,360.00 INTEL CORE I5-103I OU 1.7GHZ(4.4GHZ),VPRO, 12.0"QHD GLOVED MULTI TOUCH+DIGITIZER, 16GB,512GB OPAL SSD,INTEL WI-FI 6, BLUETOOTH,4G LTE BAND 14(EM7511),DGPS, DUAL PASS(CHI:WWAN/CH2:DGPS),INFRARED WEBCAM,8MP REAR CAMERA,CONTACTLESS SMARTCARD,STANDARD BATTERIES(2),TPM 2.0,FLAT,CF-SVCPDEP3Y-TOUGHBOOK TOUGHPAD PREMIER DEPLOYMENT- INCLUDES IMAGING,CUSTOMER PORTAL ACCESS,MULTILOCATION SHIPPING AND DISK IMAGE MANAGEMENT AT THE PANASONIC NATIONAL SERVICE CENTER(YEARS 1,2,3), FZ-SVC512SSD3Y-512GB SSD-TOUGHPAD NO RETURN OF DEFECTIVE DRIVE(YEARS 1,2,3), FZ-SVCTPNF3YR-PROTECTION PLUS WARRANTY-TABLET PC(YEARS 1,2,3), CF-SVCBIOSI -NSC CUSTOM BIOS POST SALE ENTITLEMENT.,CF-SVCADDPRM12B- ABSOLUTE RESILIENCE- 12 MONTH TERM- PANASONIC PS BUNDLE SLED CUSTOMER ONLY. CF-VPF34U Panasonic 12.0"Screen Protector for CF-33 300 74.00 22,200.00 CF-SVCADDPRM... Panasonic ABSOLUTE RESILIENCE 48MO UPG 260 0.00 0.00 TERM PANASONICPS BNDL SLED CUSTONLY Shipping is included. Total Payments/Credits Balance Due Pagel DocuSign Envelope ID:C4C3DE8B-21AE-42FE-8795-6CB8D54BCOF1 Turn-Key Mobile, Inc. Invoice 4510 Country Club Dr Jefferson City, MO 65109 Date Invoice# 573-893-9888 Fax 314-754-9794 9/9/2021 34228 Ship To Bill To City of Corpus Christi City of Corpus Christi Attn Greg Johnson Accounts Payable 321 John Sartain PO Box 9277 5 Flr Admin Corpus Christi,TX 78469-9277 Corpus Chris,TX 78401 ***PLEASE NOTE - EFFECTIVE 71112021 OUR NEW ADDRESS WILL BE*** 4510 COUNTRY CLUB DR, JEFFERSON CITY, MO 65109 ISS Terms Due Date Sales Rep PO# Terry Net 30 10/9/2021 LJA Item Description Qty Rate Total CF-SVCPSY5 Panasonic Service Bundle 4th and 5th years Public 260 578.00 150,280.00 Safety Service Bundle Add on(Year 4&5 only).Must be purchased in conjunction with PS bundle base unit.Includes Premier,Protection Plus,Customer Portal, Disk Image Management,HDD No Return GJT-33-TVDO-L-L... Panasonic Gamber-Johnson Trimline Lite Tablet 251 996.00 249,996.00 Vehicle Dock(no pass)for the CF-33 tablet only with LIND power supply.USB 2.0(4),USB 3.0(2),Serial, Ethernet(2),Docking Connector,Power,Release Lever, Lock PAN WARRANTY 2 TKM-GAMBER JOHNSON Dock 4th and 5th year 251 0.00 0.00 extended Warranty per dock 7160-0936 Gamber Johnson Mounting Bracket Assembly for the 251 0.00 0.00 Lind Power Supply(to a flat surface) IK-88-TP-USB-P Panasonic iKey Full Travel Keyboard-Cable 259 325.00 84,175.00 Connectivity-USB InterfaceTouchPad-Emergency, Adjustable Backlighting Hot Key(s)INTEGRATED TOUCHPAD&USB CABLE CP-I9001OM5YFA Panasonic Cradlepoint 5-yr NetCloud Mobile FIPS 251 1,832.50 459,957.50 Essentials and Advanced Plans and IBR900 FIPS router with WiFi(1000Mbps modem),no AC power supply or antennas,North America.Includes power/GPIO cable only-,includes a single embedded 1200BM modem module-,FIPS Restricted SKU AP-MMF-CCWW... Airgain MULTIMAX FV 5-in-1 High Performance Up 251 0.00 0.00 to 5-in-1 Compact External IP67 Antenna with Dual Cell/LTE,Dual Wi-Fi&GNSS.Mesh sleeving around all cables including the GPS AP-MMF-CCWWG-Q-S22222-RP34-MS-BL-15 Shipping is included. Total Payments/Credits Balance Due Page 2 DocuSign Envelope ID:C4C3DE8B-21AE-42FE-8795-6CB8D54BCOF1 Turn-Key Mobile, Inc. Invoice 4510 Country Club Dr Jefferson City, MO 65109 Date Invoice# 573-893-9888 Fax 314-754-9794 9/9/2021 34228 Ship To Bill To City of Corpus Christi City of Corpus Christi Attn Greg Johnson Accounts Payable 321 John Sartain PO Box 9277 5 Flr Admin Corpus Christi,TX 78469-9277 Corpus Chris,TX 78401 ***PLEASE NOTE - EFFECTIVE 71112021 OUR NEW ADDRESS WILL BE*** 4510 COUNTRY CLUB DR, JEFFERSON CITY, MO 65109 ISS Terms Due Date Sales Rep PO# Terry Net 30 10/9/2021 LJA Item Description Qty Rate Total CP-I170012M5YFA Panasonic Cradlepoint 5-yr NetCloud Mobile FIPS 26 2,342.00 60,892.00 Essentials and Advanced Plans and IBR1700 FIPS router with WiFi(120OMbps modem),no AC power supply or antennas,North America.Includes power/GPIO cable only-,includes a single embedded 1200BM modem module-,FIPS Restricted SKU AP-C4W4G-Q-SM... Airgain CENTURNION 9-in-1 High Performance 26 0.00 0.00 External IP67 Antenna with 4x4 LTE,4x4 Wi-Fi and GNSS with mesh sleeving around all cables including the GPS ***If going on 2020 Ford PIU will need-QR- for modified gasket.*** AP-C4W4G-Q-SMA-RP5678-MS-BL-15 Subtotal 1,738,860.50 Installation-Contr... INSTALL DOCK CF33 tablet mount,keyboard 240 181.00 43,440.00 attachment and power supply. This includes shop supplies used on install Installation-Contr... INSTALL Cradlepoint and antenna.This includes shop 263 231.00 60,753.00 supplies used on install Installation-Contr... INSTALL MANUFACTURE/MODIFY BRACKETS 96 70.00 6,720.00 FOR ON DASH MOUNTS TO ATTACH TO PLASTIX PLUS CONSOLES Installation-Contr... INSTALL CUSTOMER SUPPLIED CENTER 20 175.32 3,506.40 CONSOLES IN FORD PIU. Subtotal 114,419.40 Crown Vic 2008-11 Intercepter 2013-15 Solution for vehicles with consoles. DS-138 GAMBER JOHNSON Universal vertical surface mount, 11 43.00 473.00 small Shipping is included. Total Payments/Credits Balance Due Page 3 DocuSign Envelope ID:C4C3DE8B-21AE-42FE-8795-6CB8D54BCOF1 Turn-Key Mobile, Inc. Invoice 4510 Country Club Dr Jefferson City, MO 65109 Date Invoice# 573-893-9888 Fax 314-754-9794 9/9/2021 34228 Ship To Bill To City of Corpus Christi City of Corpus Christi Attn Greg Johnson Accounts Payable 321 John Sartain PO Box 9277 5 Flr Admin Corpus Christi,TX 78469-9277 Corpus Chris,TX 78401 ***PLEASE NOTE - EFFECTIVE 71112021 OUR NEW ADDRESS WILL BE*** 4510 COUNTRY CLUB DR, JEFFERSON CITY, MO 65109 ISS Terms Due Date Sales Rep PO# Terry Net 30 10/9/2021 LJA Item Description Qty Rate Total 7160-0178 GAMBER JOHNSON 7"Center Upper Pole 11 53.00 583.00 7170-0513-01 Gamber Johnson Tall Tablet Display Mount Kit: 11 202.00 2,222.00 Quad-Motion TS5 and Quick Release Keyboard Tray Transits 2017-20 qty 3 7160-0537 Gamber Johnson 2015+Ford Transit and 2016+ 3 50.00 150.00 Mercedes-Benz Metris Van Base DS-LOWER-9 GAMBER JOHNSON 9"Lower Tube Assembly 3 37.00 111.00 7160-0178 GAMBER JOHNSON 7"Center Upper Pole 3 53.00 159.00 7170-0512-01 GAMBER JOHNSON Tall Tablet Display Mount Kit: 3 395.00 1,185.00 Mongoose and Quick Release New Keyboard Tray 7160-0231 GAMBER JOHNSON Adjustable Support Brace-Long 3 54.00 162.00 DS-STEP GAMBER JOHNSON,LOW PROFILE ADJUSTABLE 3 40.00 120.00 MOUNTING BRACKET Animal Control qty 4 2008 F250 7160-0045 GAMBER JOHNSON 1999-2008 Ford F-250 to F-750 4 83.00 332.00 Super Duty Vehicle base DS-LOWER-9 GAMBER JOHNSON 9"Lower Tube Assembly 4 37.00 148.00 QADJ-UPPER-M GAMBER JOHNSON 8"long quick adjust upper tube 4 69.00 276.00 assembly 7170-0512-01 GAMBER JOHNSON Tall Tablet Display Mount Kit: 4 395.00 1,580.00 Mongoose and Quick Release New Keyboard Tray 7160-0230 GAMBER JOHNSON Short Support Brace(10.3"- 4 45.00 180.00 16.3") Animal Control qty 5 2016 F-250 7160-0281 GAMBER JOHNSON Ford F-250-550 Super Duty 5 92.00 460.00 (2011-2016)and F-650/750 Super Duty(2011+) Vehicle Base Shipping is included. Total Payments/Credits Balance Due Page 4 DocuSign Envelope ID:C4C3DE8B-21AE-42FE-8795-6CB8D54BCOF1 Turn-Key Mobile, Inc. Invoice 4510 Country Club Dr Jefferson City, MO 65109 Date Invoice# 573-893-9888 Fax 314-754-9794 9/9/2021 34228 Ship To Bill To City of Corpus Christi City of Corpus Christi Attn Greg Johnson Accounts Payable 321 John Sartain PO Box 9277 5 Flr Admin Corpus Christi,TX 78469-9277 Corpus Chris,TX 78401 ***PLEASE NOTE - EFFECTIVE 71112021 OUR NEW ADDRESS WILL BE*** 4510 COUNTRY CLUB DR, JEFFERSON CITY, MO 65109 ISS Terms Due Date Sales Rep PO# Terry Net 30 10/9/2021 LJA Item Description Qty Rate Total DS-LOWER-9 GAMBER JOHNSON 9"Lower Tube Assembly 5 37.00 185.00 7160-0178 GAMBER JOHNSON 7"Center Upper Pole 5 53.00 265.00 7170-0512-01 GAMBER JOHNSON Tall Tablet Display Mount Kit: 5 395.00 1,975.00 Mongoose and Quick Release New Keyboard Tray 7160-0230 GAMBER JOHNSON Short Support Brace(10.3"- 5 45.00 225.00 16.3") Ford F150 2009-10 DS-124 GAMBER JOHNSON Vehicle base for Ford F-150 3 89.00 267.00 (New Body Style 2004-2014) DS-LOWER-9 GAMBER JOHNSON 9"Lower Tube Assembly 3 37.00 111.00 7160-0178 GAMBER JOHNSON 7"Center Upper Pole 3 53.00 159.00 7170-0513-01 Gamber Johnson Tall Tablet Display Mount Kit: 3 202.00 606.00 Quad-Motion TS5 and Quick Release Keyboard Tray 7160-0230 GAMBER JOHNSON Short Support Brace(10.3"- 3 45.00 135.00 16.3") Ford F-150 2020 7160-0554 GAMBER JOHNSON Ford F-150 Aluminum Body 3 95.00 285.00 (2015+),F-250 to 550(2017+)&Super Duty(2017+) Vehicle Base DS-LOWER-9 GAMBER JOHNSON 9"Lower Tube Assembly 3 37.00 111.00 7160-0178 GAMBER JOHNSON 7"Center Upper Pole 3 53.00 159.00 7170-0513-01 Gamber Johnson Tall Tablet Display Mount Kit: 3 202.00 606.00 Quad-Motion TS5 and Quick Release Keyboard Tray 7160-0230 GAMBER JOHNSON Short Support Brace(10.3"- 3 45.00 135.00 16.3") Explorer 2016-2018 This will not work if any of these are civilian models. Shipping is included. Total Payments/Credits Balance Due Page 5 DocuSign Envelope ID:C4C3DE8B-21AE-42FE-8795-6CB8D54BCOF1 Turn-Key Mobile, Inc. Invoice 4510 Country Club Dr Jefferson City, MO 65109 Date Invoice# 573-893-9888 Fax 314-754-9794 9/9/2021 34228 Ship To Bill To City of Corpus Christi City of Corpus Christi Attn Greg Johnson Accounts Payable 321 John Sartain PO Box 9277 5 Flr Admin Corpus Christi,TX 78469-9277 Corpus Chris,TX 78401 ***PLEASE NOTE - EFFECTIVE 71112021 OUR NEW ADDRESS WILL BE*** 4510 COUNTRY CLUB DR, JEFFERSON CITY, MO 65109 ISS Terms Due Date Sales Rep PO# Terry Net 30 10/9/2021 LJA Item Description Qty Rate Total 7160-0878 GAMBER JOHNSON Ford Police Interceptor Utility 108 207.00 22,356.00 On-Dash Mount 7160-0884 GAMBER JOHNSON Ford Police Interceptor Utility 108 69.00 7,452.00 On-Dash Keyboard Mount 7160-0220 GAMBER JOHNSON Mongoose 9"locking slide arm 108 205.00 22,140.00 with 360 degree clevis 7160-0857 GAMBER JOHNSON Low Profile Quick Release 108 92.00 9,936.00 Keyboard Tray Ford E-350 2009&E-150 2010-11 7160-1624 Gamber Universal Adjustable Seat Base 4 95.00 380.00 7160-0178 GAMBER JOHNSON 7"Center Upper Pole 4 53.00 212.00 7170-0512-01 GAMBER JOHNSON Tall Tablet Display Mount Kit: 4 395.00 1,580.00 Mongoose and Quick Release New Keyboard Tray 7160-0231 GAMBER JOHNSON Adjustable Support Brace-Long 4 54.00 216.00 Ford PIU 2020+ 7170-0735-04 Gamber Johnson 2020+Ford Police Interceptor®Utility 33 607.00 20,031.00 Short Console Box with Cup Holder,Armrest,and 9" Locking Slide Arm with Short Clevis 7160-1346-01 Gamber Johnson 2020+Ford Police Interceptor®Utility 33 231.00 7,623.00 On-Dash Mount with 3"Extension Arm 7160-0857 GAMBER JOHNSON Low Profile Quick Release 33 92.00 3,036.00 Keyboard Tray Tahoe 2011-2016 DS-144 GAMBER JOHNSON 2007 GMC/Chevrolet truck and 28 75.00 2,100.00 SUV vehicle base Shipping is included. Total Payments/Credits Balance Due Page 6 DocuSign Envelope ID:C4C3DE8B-21AE-42FE-8795-6CB8D54BCOF1 Turn-Key Mobile, Inc. Invoice 4510 Country Club Dr Jefferson City, MO 65109 Date Invoice# 573-893-9888 Fax 314-754-9794 9/9/2021 34228 Ship To Bill To City of Corpus Christi City of Corpus Christi Attn Greg Johnson Accounts Payable 321 John Sartain PO Box 9277 5 Flr Admin Corpus Christi,TX 78469-9277 Corpus Chris,TX 78401 ***PLEASE NOTE - EFFECTIVE 71112021 OUR NEW ADDRESS WILL BE*** 4510 COUNTRY CLUB DR, JEFFERSON CITY, MO 65109 ISS Terms Due Date Sales Rep PO# Terry Net 30 10/9/2021 LJA Item Description Qty Rate Total 7160-0510 GAMBER JOHNSON Chevrolet Silverado 1500/GMC 4 103.00 412.00 Sierra 1500(2014-2018)/2500/3500/HD(2015+), Tahoe/Suburban/Yukon/Yukon XL(2015+) DS-LOWER-9 GAMBER JOHNSON 9"Lower Tube Assembly 32 37.00 1,184.00 7160-0178 GAMBER JOHNSON 7"Center Upper Pole 32 53.00 1,696.00 7170-0512-01 GAMBER JOHNSON Tall Tablet Display Mount Kit: 32 395.00 12,640.00 Mongoose and Quick Release New Keyboard Tray 7160-0231 GAMBER JOHNSON Adjustable Support Brace-Long 32 54.00 1,728.00 Chargers and Challenger- 7170-0512-01 GAMBER JOHNSON Tall Tablet Display Mount Kit: 4 395.00 1,580.00 Mongoose and Quick Release New Keyboard Tray 7160-0454 GAMBER JOHNSON Universal Adapter 4 32.00 128.00 FREIGHTLIN MT55 2013 7160-0036 GAMBER JOHNSON Sprinter Van Base-Vehicle Base 1 35.10 35.10 for Dodge Sprinter(2004-2009),Freightliner Sprinter (2004-2014), DS-LOWER-5 GAMBER JOHNSON,5"Lower Tube Assembly 1 37.00 37.00 7160-0177 GAMBER JOHNSON 5"Center Upper Pole 1 53.00 53.00 7170-0512-01 GAMBER JOHNSON Tall Tablet Display Mount Kit: 1 395.00 395.00 Mongoose and Quick Release New Keyboard Tray 7160-0231 GAMBER JOHNSON Adjustable Support Brace-Long 1 54.00 54.00 Tahoe 2014 FD Airport 7160-0454 GAMBER JOHNSON Universal Adapter 2 32.00 64.00 7160-0529 GAMBER JOHNSON Tablet Display Mount-TALL 2 52.00 104.00 7160-0857 GAMBER JOHNSON Low Profile Quick Release 2 92.00 184.00 Keyboard Tray Shipping is included. Total Payments/Credits Balance Due Page 7 DocuSign Envelope ID:C4C3DE8B-21AE-42FE-8795-6CB8D54BCOF1 Turn-Key Mobile, Inc. Invoice 4510 Country Club Dr Jefferson City, MO 65109 Date Invoice# 573-893-9888 Fax 314-754-9794 9/9/2021 34228 Ship To Bill To City of Corpus Christi City of Corpus Christi Attn Greg Johnson Accounts Payable 321 John Sartain PO Box 9277 5 Flr Admin Corpus Christi,TX 78469-9277 Corpus Chris,TX 78401 ***PLEASE NOTE - EFFECTIVE 71112021 OUR NEW ADDRESS WILL BE*** 4510 COUNTRY CLUB DR, JEFFERSON CITY, MO 65109 ISS Terms Due Date Sales Rep PO# Terry Net 30 10/9/2021 LJA Item Description Qty Rate Total Fire Engines and Trucks qty 51 DS-56 GAMBER JOHNSON,HORIZONTAL SURFACE 27 29.00 783.00 BASE 7160-0454 GAMBER JOHNSON Universal Adapter 10 32.00 320.00 7160-0529 GAMBER JOHNSON Tablet Display Mount-TALL 12 52.00 624.00 7160-0775 Gamber Johnson Short Clevis VESA 75mm& 2 55.00 110.00 Gamber-Johnson Hole Pattern 7170-0512-01 GAMBER JOHNSON Tall Tablet Display Mount Kit: 34 395.00 13,430.00 Mongoose and Quick Release New Keyboard Tray 7160-0857 GAMBER JOHNSON Low Profile Quick Release 6 92.00 552.00 Keyboard Tray DS-LOWER-9 GAMBER JOHNSON 9"Lower Tube Assembly 2 37.00 74.00 7160-0178 GAMBER JOHNSON 7"Center Upper Pole 2 53.00 106.00 Subtotal 146,720.10 Contract-Texas DI... Texas DIR Contract#DIR-TSO-4025-Appendix C 0.00 Pricing Gamber Johnson parts(See below for the website to check MSRP) https://www.gamberjohnson.com Shipping is included. Total $2,000,000.00 Payments/Credits $0.00 Balance Due $2,000,000.00 Page 8 DocuSign Envelope ID:C4C3DE8B-21AE-42FE-8795-6CB8D54BCOF1 Attachment C: Insurance and Bond Requirements A. CONTRACTOR'S LIABILITY INSURANCE 1 . 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. 2. 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 $1 ,000,000 Per Occurrence Including: 1 . Commercial Broad Form 2. Premises - Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury AUTO LIABILITY (including) $500,000 Combined Single Limit 1 . Owned 2. Hired and Non-Owned 3. Rented/Leased WORKERS' COMPENSATION Statutory EMPLOYER'S LIABILITY $500,000 /$500,000 /$500,000 GARAGE KEEPERS PHYSICAL DAMAGE Actual Cash Value of Vehicles While in Care, COVERAGE including: Custody or Control Physical Damage on a Direct Primary Basis 3. 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. Page 1 of 3 DocuSign Envelope ID:C4C3DE8B-21AE-42FE-8795-6CB8D54BCOF1 B. ADDITIONAL REQUIREMENTS 1 . Applicable for paid employees, Contractor must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in an amount sufficient to assure that all workers' compensation obligations incurred by the Contractor will be promptly met. 2. Contractor shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Contractor's sole expense, insurance coverage written on an occurrence basis, by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A- VII. 3. Contractor shall be required to submit 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 4. Contractor agrees that with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: • List the City and its officers, officials, employees, 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. 5. 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. Page 2 of 3 DocuSign Envelope ID:C4C3DE8B-21AE-42FE-8795-6CB8D54BCOF1 Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. 6. In addition to any other remedies the City may have upon Contractor's failure to provide and maintain any insurance or policy endorsements to the extent and within the time herein required, the City shall have the right to order Contractor to 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. 7. Nothing herein contained shall be construed as limiting in any way the extent to which Contractor may be held responsible for payments of damages to persons or property resulting from Contractor's or its subcontractor's performance of the work covered under this agreement. 8. It is agreed that Contractor's insurance shall be deemed primary and non-contributory with respect to any insurance or self insurance carried by the City of Corpus Christi for liability arising out of operations under this agreement. 9. 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 Contracts for General Services -Services Performed Onsite - Garage Keepers 03/26/2021 Risk Management - Legal Dept. No bond is required for this agreement. Page 3 of 3 DocuSign Envelope ID:C4C3DE8B-21AE-42FE-8795-6CB8D54BCOF1 Attachment D: Warranty Requirements No warranty is required for this service agreement. Page 1 of 1 so �o p A � 1 v 18WORPRP1 g4 AGENDA MEMORANDUM 52 Action Item for the City Council Meeting October 26, 2021 DATE: October 26, 2021 TO: Peter Zanoni, City Manager FROM: Kevin Norton, Director of Water Utilities Kevin N(a)cctexa s.co m (361) 826-1874 Josh Chronley, Assistant Director of Contracts and Procurement Joshc2(a)cctexas.com (361) 826-3169 Service Agreement for Water Well Plugging CAPTION Motion authorizing a one-year service agreement with Four M Drilling Corporation, dba Martin Water Wells of Robstown, Texas, for a total amount not to exceed $55,084.74 to plug three unusable water wells located near Lake Corpus Christi, with FY 2022 funding in an estimated amount of $55,084.74 available through the Water Fund. SUMMARY: This authorizes a service agreement to plug three water wells located in the Lake Corpus Christi area. The contractor will disable the three water wells in accordance with Texas Commission on Environmental Quality (TCEQ) requirements to remove concrete pads, remove piping and casings two feet below ground elevation, pull submersible pumps, fill the casing with concrete, and remove and dispose all waste material at the proper facility. BACKGROUND AND FINDINGS: The three water wells were originally used as a supplemental ground water supply. The water was pumped into either Lake Corpus Christi or the Nueces River during drought conditions. The last meter readings on the pumps were recorded in 1997. The Texas Commission on Environmental Quality (TCEQ) requires that all unused or abandoned wells be plugged, or the City will be subject to penalties assessed by the TCEQ. According to the Texas Water Development Board's Groundwater Database, the well downstream of Wesley Seale Dam near Highway 359 was drilled in 1951-1952, and the wells located at the Girl Scouts camp and the Boy Scouts camp were both drilled in 1984. PROCUREMENT DETAILS: The Contracts and Procurement Department conducted a competitive Request for Bids process to obtain bids. The City received four responsive, responsible bids, and staff is recommending the award to Martin Water Wells. ALTERNATIVES: There is no alternative. Not plugging the three water wells will result in non-compliance with regulatory requirements and penalties assessed by the TCEQ. There is also a risk to the public by not plugging the wells. FISCAL IMPACT: The fiscal impact for the Water Fund in FY 2022 is $55,084.74. 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 motion authorizing a one-year service agreement with Martin Water Wells as presented. LIST OF SUPPORTING DOCUMENTS: Bid Tabulation Service Agreement Texas Water Development Board (TWDB) water Texas Water Groundwater Database (GWDB) f Development Board Well Information Report for State Well Number 79-58-709 GWDB Reports and Downloads Well Basic Details Scanned Documents State Well Number 7958709 Well Type Withdrawal of Water County San Patricio Well Use Public Supply River Basin San Antonio-Nueces Water Level Observation Miscellaneous Measurements Groundwater Management Area 16 Water Quality Available No Regional Water Planning Area N-Coastal Bend Pump Submersible Groundwater Conservation San Patricio County GCD Pump Depth(feet below land surface) District Power Type Electric Motor Latitude(decimal degrees) 28.041389 Annular Seal Method Latitude(degrees minutes seconds) 28°02'29"N Surface Completion Longitude(decimal degrees) -97.860278 Owner City of Corpus Christi C.0 site Longitude(degrees minutes seconds) 097°51'37"W No.4 Coordinate Source +/-1 Second Driller Tom Carothers Aquifer Code 121 EVGL-Evangeline Aquifer Other Data Available Aquifer Gulf Coast Well Report Tracking Number Aquifer Pick Method Plugging Report Tracking Number Land Surface Elevation(feet above 65 U.S.Geological Survey Site sea level) Number Land Surface Elevation Method Interpolated From Topo Map Texas Commission on Well Depth(feet below land surface) 509 Environmental Quality Source Id Well Depth Source Person Other than Owner Groundwater Conservation District Well Number Drilling Start Date Owner Well Number Drilling End Date 6/0/1951 Other Well Number Drilling Method Previous State Well Number Borehole Completion Reporting Agency Texas Water Development Board Created Date Last Update Date Remarks Reported flow 600 gpm. Casing-No Data Well Tests Test Date Test Type Yield(gallons per minute) Drawdown(ft.) Test Hours Unknown 600 Lithology-No Data Annular Seal Range-No Data Borehole-No Data Plugged Back-No Data Filter Pack-No Data Packers-No Data Thursday,April 22, 2021 State Well Number 79-58-709 Page 1 of 3 Texas Water Development Board (TWDB) water Texas Water Groundwater Database (GWDB) f Development Board Well Information Report for State Well Number 79-58-709 Water Level Measurements Measurement Year(with decimal months) 1987.34 1988.34 1989.34 1990.34 1991.34 1992.34 -7- -6.8- -6.6- U) 7-6.8-6.6l) 6.4- _j 1= O LL -6.2- -6- -5.8 6.2-6-5.8 Publishable Status Date Time Water Change Water Meas Measuring Agency Method Remark Comments Code Level(ft. value in() Elevation # ID below land indicates rise (ft.above sea surface) in level level) P 3/16/1988 -6.93 71.93 1 Texas Water Development Board Pressure Gage X 1/27/1989 1 Texas Water Development Board 27 X 12/14/1989 1 Texas Water Development Board 27 X 12/5/1991 1 Texas Water Development Board 27 Code Descriptions Status Code Status Description Remark ID Remark Description P Publishable 27 Well flowing and unable to shut-in X No Measurement Thursday,April 22, 2021 State Well Number 79-58-709 Page 2 of 3 Texas Water Development Board (TWDB) jioundwater Texas Water Groundwater Database (GWDB) Development Board Well Information Report for State Well Number 79-58-709 Water Quality Analysis - No Data Available GWDB DISCLAIMER: Except where noted,all of the information provided in the Texas Water Development Board(TWDB)Groundwater Database (http://www.twdb.texas.gov/groundwater/data/gwdbrpt.asp)is believed to be accurate and reliable;however,the TWDB assumes no responsibility for any errors appearing in rules or otherwise.Further, TWDB assumes no responsibility for the use of the information provided.PLEASE NOTE that users of these data are responsible for checking the accuracy,completeness,currency and/or suitability of all information themselves. TWDB makes no guarantees or warranties as to the accuracy, completeness,currency,or suitability of the information provided via the Groundwater Database(GWDB). TWDB specifically disclaims any and all liability for any claims or damages that may result from providing GWDB data or the information it contains.For additional information or answers to questions concerning the TWDB GWDB, contact the Groundwater Data Team at GroundwaterData@twdb.texas.gov. Thursday,April 22, 2021 State Well Number 79-58-709 Page 3 of 3 TEXAS WATER DEVELOPMENT BOARD WELL SCHEDULE our - Qa[- AIlw,Au.� ww Q Aquifer(s) _ a` � �Q84� Project No.______________ State Well No. __--_7QL ___ ---_—— Field No./Owner's Well No. y$4 County 1—C4Ol tf — ------1. Location: _— i:,___ ,Section____,Block __—,Survey_ _,Lot. aQ2� IL,Long.2Za1�� ri ------------------------------------------------------------ _------L------------r---------------�P�=�p���=��D-3o -�-1----------- 2. Owner:_�,c� `�_C_ n '� _C—hfS_�`L —————— Address: I'Prc�,_p_OX O2_77�Cn _lallr_i5}i JX- 797�g tenant other , T� Address: P_o-' 2 2> 4gQi8r 763g P�7�$k'I`2i2.i Driller: oYv CQ�o �rs Address --��_ y .J-�Yhi YL•_ Dn L_ftcs. 3• Land'Surface Elevation:- ft. above msl determined -by--7—A,--- 11 �. 4. Drilled:___� __ __-__—_19 {�_; Dug, Cable Tool, Rotary Air,————— 5. Depth: Rept."_5c)9—_ ft. Meas.————__ ft. CASING, BLANK PIPE 6 WELL SCREEN Cemented From ft. to ft. 6. Borehole Compl�tlon: Open Hole, Straight Wall, Underreamed, Gravel Pack. p me Type Sett n eat -' ! in. from to 7. P�v: Mfr•,_------- --- --------TYPe_ L,Lon7¢A'S)6 -- ------�'- Ib 7 No. Stages_—W__, Bowls Diam.—_—_In., Setting__ 3 I S —_ft. Column Diami — ————In., Length Tallplpe ___—_————ft. 8. Motor: Mfr-- __________ Fuel__ HP. �( 9. Yield: Flow_(;,�—9pm, Pump____—9pm, Mass. Rept Est.___ tevbtag 7� 10. Performance Test: Date 4 —r_; Length of Test____ hade by____——_ Static Level: ———ft. Pumping Level 2ks-ift. Drawdown`___ ft. Production,, --__ _gpm Specific Capacity____—__.qpm/ft. 11. uallt : (Remarks on taste, odor, color, etc.)———————————————— Analyses Date___--____Laboratory_—______ TDS__--Sp Cond————— Date—.,____—_ Laboratory_---___— TDS_-- Sp Cond_—__ 12. Other data available (as circled): Pumping Test, power & Yield Test, Drillers Log, Formation Samples, Geophysical I (t e) 13. Water Level(s):+b_93 ft. r as 3L1��_ 19$��bove a�w� � YfWhIch Is e_— helve —_ T _ ['7 ft, and Surface _ ___ ft. rept• ly above which is ft. above Land Surface --——— — meas.--———— --—below ——————————--- ---!—� below 14. Use: Dom., Stock, ublic Suppl Ind., Irr., Observation, Other (Test Hole, Oil Test, etc.) jQic rr��� R,1 +1 1 n ' —---- ----S` 15• Recorded by:L tC Ad[ QS Wrl �_u11A11df'So.rce of data:06s&vOL4or, Q►A C 1 G,-M& Date:_ 116( ___ 1 -----------� -- --- 16. Remarks: F1ovJ-im-AJsr=5t�.*A-�-LQ,[e&------------------------------------ --0Q� '_ s?_��SLL_%gf1 ----------------------------------- ----------------------- -------------------------•------------ 17. Location or Sketch: CTIIIy WA Obs. Well _W/Q/orbs. Well _ TWDS-0308(Rev. 12.11-86) State Well No. -77ee -6&-709 CIA mo r33 fs } 1 �Cr 3^`�' ❑;'Yis�4 1 Ifs � �- t _' y\ V t ! l ��• l You� ���� -`.- ^?� �` � � , Y Is co R USL ''}rt ELEWATIO Agin '� ` --n-__ a •x•--. „ ..;. ,�' 01Tj� , n i k 1 WELL COMPLETION INFORMATION CLIENT: City of Corpus Christi WELL NO: CC Site #4 DATE OF COMPLETION: 1952 (Approximate) TYPE OF COMPLETION: Gravel Pack DATUM: N/A TD: 509 ' (August 1984) PBTD: CASINq: Size Material Setting 16" Black Pipe SCREENS: Size Material Setting Openings 16" Black Pipe Mill Slot 7�-�s8-7o 9 DAILY LOG CLIENT Corpus Christi Water Supply Study Ed L. Reed & Associates, Inc. WELL CC well #4 (at Lake) Consulting Hydrologist Corpus Christi—Midland, Texas BY Tom Carothers DATE TIME DEPTH ACTIVITY 8/27/84 OB30 to Tom Carothers and Bob Richardson visited with Austin Nelson of 1230 Corpus Christi and check sites of 4 city wells near the lake. Two wells alon N. shore of lake, 1 well at Sunrise Beach and 1 well on city land below dam. 8/28/84 0830 to City maintenance crew jack hammer concrete off Well #4 below 1730 dam. Opened plate and jack hammer concrete at #3 Sunrise Beach well, this well still has junk. opened Well #1 north along lake with jack hammer. Well #2 not to be used, original pump stuck in hole. 8/29/84 0830 to city crew tries to open Well #3 at Sunrise Beach, still no luck 1500 Cleared brush from Well #4 site. 8/31/84 0800 to Richardson crew arrived and ran im ressinon block in well. TD 1800 approximately 509' no obstruction evident. Test. Run, u in hole on 27 joints of 10' . Problem with drive shaft and right- angle drive when pump started. 9/1/84 0830. to Richardson repaired pump, ran puruping test from 1,000` to 1730 1,500' at rates from about 300 to 600 g2m. Water flowing approximately 53 minutes after shut down. Started pulling pump pipe after test. 9/4/84 0800 to Finish pulling pump and begin move to Site #1. 1100 9/17/84 Pawlik installs 60 horse power submersible pum 315' of column pipe. 12/6/84 150 : PWL = 189.02' at 680 gpm 60 psi. 2/12/8 140] 665 gpm. 7�58 7o g I �' . �`.�,'�,��'�• l,Jr� �� I // �'I � �\ 1111 172 \ I On Cam Concrete! Oi! p J1' J 0Dertick x " M A KE `A� X46 � 1 CORNUS CHRISTI �-//� � '�• ti � �`I i � , ash 41 � i y ELEVA 92 02 Seal- Ga Fruta AP 5 J ! ✓1 a--Ar I N r r )� C J N II L I •_\\ n ON g J p N \ � / '♦ ��" n ° Oil g 1 \ I Well ' 1 � x • U t4 Cern "99 /'• its. I �• "}.pa°j y �•`- � ! yl � i .� r j i 8 ios 1 PUMP INFORMATION City of Corpus Christi Info PgIofI CLIENT: City of Corpus Christi WELL NO. : CC Site ##4 PUMP Type : Submersible Brand : Pioneer Model : UZ600-4A Stages : 4A Setting Depth : 315 ' Column Pipe : 6" Galy Pipe Curve: Attached Serial No . : 46955 MOTOR Brand : Franklin HP: 60HP, 460V Phase : 3 phase CONTROLS METER Brand : Kent Model : Size : 6" DATE INSTALLED : September 17 , 1984 (Pump replaced March 4 , 1985) PURCHASED FROM: Pawlik Well Service Inc . , George West, Texas INSTALLED BY : Pawlik Well Service Inc . , George West , Texas Texas Water Development Board (TWDB) water Texas Water Groundwater Database (GWDB) f Development Board Well Information Report for State Well Number 79-58-407 GWDB Reports and Downloads Well Basic Details Scanned Documents State Well Number 7958407 Well Type Withdrawal of Water County San Patricio Well Use Unused River Basin San Antonio-Nueces Water Level Observation Historical Observation Well Groundwater Management Area 16 Water Quality Available No Regional Water Planning Area N-Coastal Bend Pump Turbine Groundwater Conservation San Patricio County GCD Pump Depth(feet below land surface) District Power Type Electric Motor Latitude(decimal degrees) 28.055278 Annular Seal Method Latitude(degrees minutes seconds) 28°03' 19"N Surface Completion Longitude(decimal degrees) -97.871111 Owner City of Corpus Christi WSW 84-1 Longitude(degrees minutes seconds) 097°52'16"W Coordinate Source 1 Second Driller Carl S.Crowell Drilling Co. +/- Other Data Available Drillers Log; Electric Log; Specific Aquifer Code 121 EVGL-Evangeline Aquifer Capacity Aquifer Gulf Coast Well Report Tracking Number Aquifer Pick Method Plugging Report Tracking Number Land Surface Elevation(feet above 110 U.S.Geological Survey Site sea level) Number Land Surface Elevation Method Interpolated From Topo Map Texas Commission on Well Depth(feet below land surface) 570 Environmental Quality Source Id Well Depth Source Person Other than Owner Groundwater Conservation District Well Number Drilling Start Date Owner Well Number Drilling End Date 12/14/1984 Other Well Number Drilling Method Mud(Hydraulic)Rotary Previous State Well Number Borehole Completion Gravel Pack w/Screen Reporting Agency Texas Water Development Board Created Date 2/24/1997 Last Update Date 5/18/2007 Remarks Pumps 1100 gpm. Historical observation well. Casing Diameter(in.) Casing Type Casing Material Schedule Gauge Top Depth(ft.) Bottom Depth(ft.) 20 Blank Steel 0 154 13 Blank Steel 0 197 13 Screen Steel 197 247 13 Blank Steel 247 267 13 Screen Steel 267 317 13 Blank Steel 317 357 13 Screen Steel 357 377 13 Blank Steel 377 397 13 Screen Steel 397 458 13 Blank Steel 458 517 13 Screen Steel 517 537 Thursday,April 22, 2021 State Well Number 79-58-407 Page 1 of 4 Texas Water Development Board (TWDB) Texas Water Groundwater Database (GWDB) Development Board Well Information Report for State Well Number 79-58-407 Weii Tests Test Date Test Type Yield(gallons per minute) Drawdown(rt.) Test Hours Unknown 1100 Lithoiogy-No Data Annular Seai Range-No Data Borehole-No Data Plugged Back-No Data Filter Pack-No Data Packers-No Data Thursday,April 22, 2021 State Well Number 79-58-407 Page 2 of 4 Texas Water Development Board (TWDB) water Texas Water Groundwater Database (GWDB) f Development Board Well Information Report for State Well Number 79-58-407 Water Level Measurements Measurement Year(with decimal months) 1987.38 1988.38 1989.38 1990.38 1991.38 1992.38 1993.38 1994.38 1995.38 1996.38 1997.38 30- 32- U) 032u) 34 J i E ' i O L- L ' - i? 0 36 , 38 -+- Publishable Status Date Time Water Change Water Meas Measuring Agency Method Remark Comments Code Level(ft. value in() Elevation # ID below land indicates rise (ft.above sea surface) in level level) P 3/16/1988 35.02 74.98 1 Texas Water Development Board Steel Tape P 1/27/1989 35.64 0.62 74.36 1 Texas Water Development Board Steel Tape P 12/14/1989 37.45 1.81 72.55 1 Texas Water Development Board Steel Tape P 12/5/1991 35.91 (1.54) 74.09 1 Texas Water Development Board Steel Tape P 1/27/1993 33.11 (2.80) 76.89 1 Texas Water Development Board Steel Tape P 1/12/1994 33.4 0.29 76.6 1 Texas Water Development Board Steel Tape P 11/15/1994 32.57 (0.83) 77.43 1 Texas Water Development Board Steel Tape P 2/8/1996 30.2 (2.37) 79.8 1 Texas Water Development Board Steel Tape X 2/24/1997 1 Texas Water Development Board 36 Code Descriptions Status Code Status Description Remark ID Remark Description P Publishable 36 Well deleted from observation Program X No Measurement Thursday,April 22, 2021 State Well Number 79-58-407 Page 3 of 4 Texas Water Development Board (TWDB) jioundwater Texas Water Groundwater Database (GWDB) Development Board Well Information Report for State Well Number 79-58-407 Water Quality Analysis - No Data Available GWDB DISCLAIMER: Except where noted,all of the information provided in the Texas Water Development Board(TWDB)Groundwater Database (http://www.twdb.texas.gov/groundwater/data/gwdbrpt.asp)is believed to be accurate and reliable;however,the TWDB assumes no responsibility for any errors appearing in rules or otherwise.Further, TWDB assumes no responsibility for the use of the information provided.PLEASE NOTE that users of these data are responsible for checking the accuracy,completeness,currency and/or suitability of all information themselves. TWDB makes no guarantees or warranties as to the accuracy, completeness,currency,or suitability of the information provided via the Groundwater Database(GWDB). TWDB specifically disclaims any and all liability for any claims or damages that may result from providing GWDB data or the information it contains.For additional information or answers to questions concerning the TWDB GWDB, contact the Groundwater Data Team at GroundwaterData@twdb.texas.gov. Thursday,April 22, 2021 State Well Number 79-58-407 Page 4 of 4 TEXAS WATER DEVELOPMENT BOARD WELL SCHEDULE Wu/ Aquifer(s)__ �} F Q04'� Project No ______vJ3w s�_ State Well No.,�__ S$ Z. 4Q� -------------- Field No./Owner's Well No.GrlStauur County ti[w_���9_�_ _ , 1. Location:____ t,_-_ J,Section____,Block____,Survey_____w _-_.Lat.Oe p—M$- Lang.QZ —•-•---- ---------------1_------------P+73w--290=3ooea----Vz----------- 2. Owner:_ Ct'ft _C], Ca_tPtL_S Ckr :_lrt------ A4dress:-Rv. $oZ_92Z7 CorPuS sv�riS};-Tx_ 769 Tenant (other):-r.iQrV,e� L,_���� .___Address: Egyq}^r78aj� i C1n a�+ - 4Z 122_ Driller:_2Qf1_y5__C1E9ZWe_1A_ -QR-. Address: QLQ._3_01�� �OIJ`I�Q�Ti� 77 rr�'• 6dB-tLS( 3• Land Surface Elevation:___L1.0 _ft. above msl determined by_zZ_f��{liVl 4. Drilled:_-J)P L�,r a�rr J419 LL Dug, Cable Tao), Rotor , Air,_ 5. Depth: Rept._5 7 _ ft. Meas.`__-_ __ -ft. CASING, BLANK PIPE 6 WELL SCREEN Cemented Fromgft. to I% ft. 6. Borehole Com letion: Open Hole, Straig(it Wasl}qY nd rreame ravel >'acked piam. Type Setting eat U• ,Lor.R.�1ar37'S, 20'] Lor,_ 7. Pump: Mfr.___ ____________ Type_ Submp-rS,10li2- -_ in.) from to is S O i 5 . No. Stagas_____, Bowls Dfam.____in., Setting__- Z�{•�-ft. 2 *a+ 0..37 4 Column Dlam11:r.___( Lh_)n., Length Tailpipe____-____ ft. 12-25Sal Ip � � 196.45 8. Motor: Mfr. Fuel ___ HP.—G O Z 3 SW,1�r�acs x --- �_————————— ——— ----- ---- wcri2Ic .4 2tFb 60 9. Yield: Flow ___wpm, Pump_$-fp-gpm, Mees., apt Est.___ Date___ Wf&— - 0,02-0 1, 10. Performance Test: Date _ -_Length of Test _ Made by ____ hr -- - -- - --- lz 3J .S+eQ Cao,• X46.6 2-"-7E)Static Level ft. Pumping Level-18E-ft. Drawdown ft. f� --- ----- 123 rye.. Production_,______.gpm Specific Capacity_______.gpm/ft. ebb-7o 316.65 11. Quality: (Remarks on taste, odor, color, etc.) SSs�10, 6 5 6 Analyses ---------------- 123�� .mei, �J5(�•$o ,376 o 1234 s a 376.�0 3yb 99 Date _---__-_Laboratory---__ --__ TDS__- Sp Cond__ __ 12-314 -59 5 6 4p �f57 bo Date Laboratory TDS Sp Cond --------- _--__----- --- ----- !L!Lqc457-(-o S!7•► 12. Other data available (as circled): Pumping Test, Power & Yield Test, Drillers Log, t23fY- S� ria 517•! 5 •I Formation Samples, Geophysical Log(s)_-�-----—_ - ---- _ (type) ab 13. Water Level(s):- �4 ft. r 3�l(� _ 19 { rrnq.a u✓,� o,n� Mhi-h is G• ft. elm Land Surface eas --- elaw - �- --� ---Z- -_---__-_-_- ft. rept. 1 above which Is ft, abgve Land Surface meas.------ 9---below --�•-------- ----r below 14. Use: Dom., Stock, ublic Supply, Ind., Irr., Observation, Other (Test Hole, Oil Test, etc.) P_ur�7liG_ 15• Recorded by;_ �1L L qt)--_Source of data:_pbwevA&,.!r +d_�_ WrL�SDate:-3Ll�OW-77----- Clb. Remarks:_ 'l>;Id�L_VVWJ --------•-•------------------------------ -------- ---r———————————————————•--———— {{ { 4 I ' -- e - _ —______'------ $�----T- 17- Location or Sketchr F i�ac7 S-�'a( C- W/L obs. Well W/Q Obs. Well _ TWDB-0306(Rev. 12-11-85) State Wel l No. 4 Send ong. yy by State Of 11} f«TDWA ter Onl certified m- the WATER WELL . _PORT Well Na. Taas Deparvnent d Wets Resources . P.O.Boa 13067 Located On map Austin,Texas M1111 Received: OWNER: Confiderltieiiry Prlriiege Notice on Reverse Side Received: 1! OWNER Address [MemH istrru w gF01 icity) (sure) 121pi 2) LOCATION F WELL: County _ _ __- -- 1 milts in Ally dimt+on ft" M aeL,-r r (Town} 13 Legal bwriptbn: Drill'" m mucomplete the legal description to the right Section No._______Black No. Township With distance and direction from two imwseeting oft. lion or survey lino,Or he must locate and identify the Abstract No. Survey News well on an official Ouartar.or Half-Scala Texas County General Highway Mop and attach the mop to this form. Distance and direction from two imrescting W LWN or survey line 10 Sea attached amp. X TYPE OF WORK(deck): W PROPOSED USE ideas): 5) DRILLING METHOD(Crock): is New Wail ❑Deepening ❑Donmk ❑industrial Public Supply aMud Rotary Q Air Hamner ❑Driven ❑Boreal Q Reconditioning ❑Plugging C Irrigation ❑Tet Wei) Cl Dther ❑Air Rotary Q Cade Tool ❑Jetted ❑Other Bi WELL LOG: DIAMETER OF HOLE TI BOREHOLE COMPLETION: Ola fin.) From ift.) To(144 0 Open Hale ❑Straight Wall I gUnderr mad 19 1 �.. O .81 Graeel Pecked ❑Other Dote drilled I -T6 If Gravel Packed give intmal...from 2S&-ft.no co To Description and color of formation 10 CASING,BLANK PIPE,MA WELL SCREEN DATA. Motefial Dia New Ste",Plastic,M. Setting ShJ Gaga (in.) or Per..Slotted,em. Casing i Used Screen Mgr.,if commercial From r Scwen a S.s. ao� 0 pall— w CEMENTING DATA Canuwrd frau h.to S h. Mediad u.d Contented by ICnmtany or Indivltluel) TEXAS WER MUMMU)'14 N WATER LEVEL: Ststic level--dUr--h.below(end sarla a Date Arasirt flow opt. 1: 10 PACKERS: Type Depth i 1 - 17) TYPE RCMP: amour ❑Jet %Submersible ❑Cylinder ❑Other Was reveres side if naceeary) Depth to pump bawls.Cylinder,jet,ate., ft. 13) WATER DUALITY: Did you knowingly perwtrata any strata which Contained untleirabie 121 WELL TESTS: water? ❑Ye No If ye,submit"REPORT OF UNDESIRABLE WATER" ❑Type Tet: Pump 118iier ❑Jetted 11 Estimated Tye o1 wetw? Depth of struts yield: 1,200 gpm with 3406 ft.drsdown shra1$E—!n. We■chemical analysis node? AVON ❑No I hereby cattily that this well was drilled by me for under my Wpryilionf and that �/ /eacch and ell of the elatefnaeq heroin era true to the br'of my knowledge and belief. NAME !7 O G A L/C e CA Z AWA- wnr Will Driller Registmion No. 0 (Tye or Print) ADDRESS,pro. C3o� o S T L o ft;• 1� f� 77*S'S (6nrt or I'M (city)nn CStml (zip) (Signed) — Itaeosr Waulorillwl (C pony Name) - Plaua atheh electric lag,ehamiml owlysis.and other petlnent Information,if mileble. T0WR4s802(01m.1-79-79) DEPARTMENT OF WATER RESOURCESCOPY X "jq-S$ ''f 0 7 WELL COMPLETION INFORMATION CLIENT: City of Corpus Christi WELL NO: WSW 84-1 (Girl Scout) DATE OF COMPLETION: December 14, 1984 TYPE OF COMPLETION: Gravel Pack DATUM: KB 6' AGL TD: 570' PBTD: 546.95' CASING: Size Material Setting 20" Schedule 40 Steel Pipe 0-154' (ASTMA-A53-Grade B .375 Wall) 12 3/4" 304 Stainless Steel +3.0-196.45' 246.60-266.70' 316.65-356.80' 376.80-396.90' 457.60-517.10' 537.1 -546.95' SCREENS: Size Material Sett tris Openings 12 3/4" 304 Stainless Steel 196.45-246.60' .020" Wire Wrapped Screens 266.70-316.65' On Stainless Steel 356.80-376.80' Base Pipe 396.90-457.60' 517.10-537.10' GRAVEL PACK: 801 Lone Star 375 201 Lone Star 361 79 SB- yo 7 ..•:/+C••me..•., •_ ..y-.....:w".: Y..,. .: ...-. ..� J- ,i. c]e1. . ShT'._ -.a v-- i.. ..i ....-..- DAILY LOG CLIENT Corpus Christi water Singly Study Ed L. Reed i Associates, Inc. WELL wsw 84-1 (Girl Scout Camp) Consulting Hydrologist Corpus Christi-Midland, Texas BY Tost [aroihers_ DATE TIME DEPTH ACTIVITY O/15/e 1100 - Rig crew arrived at site, start setting up to start. 1400 0' Start hole with approximately 8-314" bit (rock). 1530 -60' Start with 3rd drill collar. 1540 100' Start with 4th drill collar. Drill collar approximately 32' ea Run deviation survey. 1700 165' Start 5th drill collar. 1711 Finished 5th, 11 minutes. 1720 Start 1st drill rod 1733 Finished 1st drill rod, 13 minutes. 1750 Run deviation surve . 1800 Start 2nd drill rod. 1819 1-2301 Finished 2nd drill rod, 39 minutes. -� 1824 Istart, 3rd drill rod. 1831 _293 Finished 3rd drill rod, 7 minutes. Stop drilling for the day. 0700 Rigging up. 0836 Finished 4th drill rod. 0842 Start 5th drill rod. OSS9 Finished 5th drill rod, 17 minutes. 0907 Start 6th drill rod, sticky, silty cljZ balling up. 0 3 -386' Finished 6th drill rod, 28 minutes. 094 Start 7th drill rod. 093T lFinished7th—drill rvd, 30 minutes, lower .-15' drilling eas san Start t r r upper 0-I5sand. 1051 Finished St drill rod, nut_**, lower 5' sand. Run-deviation survey. tart 9th drill rod. 7651— Finished 9th drill rod 12 minutes. 1100 Start 10th drill rod. 1108 514' Finished 10th drill 1115 Start 11th drill rod 1132 i lFinisbed filth drill rod 17 minutes. 1156 Start 12th drill rod. 1232 $70' Finished 12th drill rod. TD z 1250 Circulating to condition hole. 1445 Schlumber a arrived at site for logglag. -1600 Running electric 122s. -1630 Com lete electric to s. 376-45 Rig up to run RFT repeat formation tester. Attempt sa lin in several zones. Only enccessful at 410' and 5191. Good water samples Cl- in field from 450 to 520 mg/1— �1 �45 Leave site. �7Y S8-�o7 DAILY i.OG CLIENT Corpus Christi water Supply Study Ed L. Reed i Associate8, Inc. WELL MSW 84-1 (Girl Scout Camp) (continuing from Consulting Hydrologist BY Tom Carothers page 1) Corpus Christi-Midland, 'texas DATE TIME DEPTH ACTIVITY 0/17/8 0700 to Rig working-reaming hole to 160' with 26' bit to set surface 1900 casing. (No on-site supervision) 0/18/8 0700 Continue reaming to 160' condition hole_ Set 160' 20' casin . 1500 Halliburton arrived and rigged_yp to cement surface casing. 1630 Start P!nEing cement approximately 16. 1655 Finished dis lacin ood cement returns in flow ditch shut valve and ri down. 0/19/8 0700 Releasepressure.—Casing still hot. welder working on casin and riggin Hp 10' flow line. 1330 RIH with bit to ta2 cement plug at 158'. Two foot cement plug- cement lu - cement still mar; sLightly__green, circulated fluid above plug and shut down for weekend. 1500 leave at approximately 1500. a IF DAILY' CLIENT CorpusChristi WaterSupply Study Ed L. Reed i Associates, Inc. WELL WSW 84-1 Consulting Hydrologist BY Tom Wilson Carpus Christi-Midland, Texas DATE I TIME DEPTH ACTIVITY 10:30AM Reamed with 18' straight bit to 542'; sampled gravel packed material. Be in reamins with 24" underreamer in p.m. pwrTom Carothers with Lee Calawa i scheduled to finish 10/27/84, screen blank Pipe due on site 10/27/84, plan to run pi a on 10/28 or 10/29. .0/26/84 Continue underreamin . .0/28/8 S.30am Steve Reed takes pipe tally. 9:204m Be in setting stainless steel pipe. Tom Wilson observes. 11:OOam Welding pipe15. 12-.42PM Be in weldin pipe 49. 2:50pa Be in weldin pipe 413. Welded 3/4" measured pipe l' above top of screens. 4-.22M in welding 117 ahead of pipe 416, 4:55 Begin welding pipe 116, last joint. Total casing (measured) 543.951. Amount of casin2 AGL 3.0 Actual BOC BGL 540.95' _EZoRppqoLzed bottom of casing 545.0 Below rotary table. Hei ht of rotary table AGL 6.0 Prosed BOC BGL 539.0 6:1 Finished weldin stainless steel casing to SC. 6:15 Leave site. Crowel crew will set pipe and circulate. 10/29/8 10:45am Arr ve site. Graveling in progress, rimy pipe 30T o bottom (541-30 - 511). Started : am. 12.20 Continue raveling_ 30 8 To of ravel, run--T--3- t ng and startdevelopment. Develo well with rig. 11/8184 Crowel test crew setting um and drive shaft all da . 11/9/84 i rowel i n 1 Y w w Y Begin ti oV from V 1 CCollinstakes VreggvAry- 6. P ar in t St. Take nt Water levels. CEowel man on site, 7958-�b7 i I, 1 r DAILY G ^LIENT Corpus Christi_watgr s-upoly study Ed L. Reed i Associates, Inc. Cansulting Hydrolagist WELL WSW 84-I Corpus Christi-Midland, Texas BY Jack Collins DATE TIMe. , DEPTH ACTIVITY 11/2/84 11.49am Static water level using steel chain 38' to water from top of casin • Casingabout 2.0' above G.L. 00 Crow 11 ri in a to run teat ilia/94 1 Pini h running test pump. 21/9ZO4 10-gO n Surce ba kwash and Rump. Maximum rate 1100 with YWL 200+. 07GO am Starto stant rate um test. n n rf 79-58-t'�7 DAILY "OG CLIENT corpus water SyXply Ed L. Reed i Associates, Inc. WELL WSW 84-1 Consulting Hydrologist Corpus Christi-Midland, Texas BY Jack Collins DATE TIME DEPTH ACTIVITY 1984 11 2 1149 Static water level nein steel chaiq 38 to water from to of casing, Casing about 2.0' above Ground Level. 12/6 141S Fowgr line or le Pvc dis har e i e to lake no circuit breaker box no water at valve plunged to 90° elbow on wellhead. Air line install d. Concrete ad, 0950 um Arrive WSW 84-1 well in smoothly, um data from wellhead late: American Industrial P Bowl: 1OL30 Trim A De - 28 Ser 4 U436 3520 RPM 60 h 700 GPM one stage. Airline qautie red mark - 120' Gate valve handle chained and locked. 0957 140 + 3.03 . 143.03 PWL 515 gin totalizer 676,300 143.66 515 gpm $06,900 130,600 CFal 1039 Call office. 1415 155 - .73 = 154.27' squeeze open to 610 qpm 1420 155.10' 610 gFrm Note: Chain locked on valve handle. Ray Rogrer has key. 12/19 1400 Leave for Girl Scout well r wells man hAd nuann runnih and checked out said water ed briqbt orange for approximately 20 minutes. Well nein a roximatel 1.5 h urs at 250 PWL aperoximata2y 24' Raised rate to a roximatel 315 m PWL near stabillized at 114' after 30 minutes. r a „' M1a• _` moi,. ! .. r � '�. i° ` ti I` •l.:,,eYq�+:�fir:. 4� �t�N•�$ •`% i ��?� � I `,```r i .:`�� Wnvetffl DOMICt �J/l - �,h•:q ��. •Y.fY`.��` CQOn LAIS R ST!,SCHRI ' �.-•�` ' �' j!✓' /`.{•��• ` r.' �' - r'—tel`-� rl00 ! / ;� .`,+..J2 ,� rl� •Oil'i •• r.' \ i!�. / �r ",��r., Cwt `• '1� � -'�'��� rFf � {�_ � Is rw I J' �i t �;11i���� NIJ r' .rs. i f' Oil well- .13 f i f r 3,05 Nil OiY we11- s�sri r' SSG►! �; 04 134 Carn i .4 l 11 • _ G Oil Concrete 6Derrick, ,AKE645 .. 1 COR US CHRISTI 93 2'3 f 3102 —.,..._� _ Seal s � t Gagen Vol rr V weq ` u� 3100 .I � J City of Corpus Christi Info Pg 1 of 2 WELL COMPLETION INFORMATION CLIENT: City of Corpus Christi WELL NO: WSW 84-1 (Girl Scout) DATE OF COMPLETION: December 14 , 1984 TYPE OF COMPLETION: Gravel Pack DATUM: KB 6 ' AGL TD: 570 ' PBTD : 546 . 95 ' CASING: Size Material Setting 20" Schedule 40 Steel Pipe 0-154 ' (ASTMA-A53-Grade B . 375 Wall) 12 3/4" 304 Stainless Steel +3 . 0-196 . 45 ' 246 . 60-266 . 70 ' 316 . 65-356 . 80 ' 376 . 80-396 . 90 ' 457 . 60-517 . 10 ' 537 . 1 -546 . 95 ' SCREENS: Size Material Setting Openings 12 3/4" 304 Stainless Steel 196 . 45-246 . 60 ' . 020" Wire Wrapped Screens 266 . 70-316 . 65 ' On Stainless Steel 356 . 80-376 . 80 ' Base Pipe 396 . 90-457 . 60 ' 517 . 10-537 . 10 ' GRAVEL PACK: 80% Lone Star 375 20% Lone Star 361 -52&41 City of Corpus Christi Info a�e�ica�7 tUrC�i�c pc���p cQ., i��c, Pg 2 of 2 SUBMERSIBLE PUMP 13'' JUNCTICN BOX "' _ X I SIZ-- AXf A4A NX -R.---150AASA DIsCH FLc. HOLES Ell a EASE PLATE 9� '' DIA BOLT CIRCLE BOLT HOLES // �� DIA FLANGE SUS rQ ' I / .9 3'�s DIA. BOLT CIRCLE i MOTOR PUMP L- MAKE ({, $. ,F/,ECr'?/G TYPE I5'/=30STAGE / r HP 40 QPM 3cl 6 700 GPS, 2 i 3 TDH I PHASE3 sYCLES 60 VOLTAGE 4160 DEPTH GAUGE AIR LINE o?5s 1711 179 CABLE MATERIAL f' VG SIZE -IV Z-17 3 - LENGTH SO L_NE GTH a 6o Fr• MATERIA! T Y P E�-�v��T,7,0, ?gC- ,r SURFACE PLATE 7— 7 ✓__5; RISER PIPE S7ZFC / R I S E IR PUMP BOWL ,i4 ST /�Qo (� IMPELLER ' SIZE PIPE 6r BEARINGS SECTION LENGTHS /fj P26�� BOWL SHAFT y�6SS STRAINER -3 4 55 REMARKS CUSTOMER r- u/ CD. INO. UNITS REO'0. �4X 020 -r FURNISHED FOR /T i/ 0 14 �v a u S 7z NOT FOR CONSTRUCTION UNLESS CERTIFIED P.O. NO. JOB NO. P.jmp Serial No. Date //- /9 - F(2 Texas Water Development Board (TWDB) water Texas Water Groundwater Database (GWDB) f Development Board Well Information Report for State Well Number 79-57-606 GWDB Reports and Downloads Well Basic Details Scanned Documents State Well Number 7957606 Well Type Withdrawal of Water County San Patricio Well Use Unused River Basin San Antonio-Nueces Water Level Observation TWDB Current Observation Well Groundwater Management Area 16 Water Quality Available No Regional Water Planning Area N-Coastal Bend Pump Submersible Groundwater Conservation San Patricio County GCD Pump Depth(feet below land surface) District Power Type Electric Motor Latitude(decimal degrees) 28.0683333 Annular Seal Method Latitude(degrees minutes seconds) 28°0406"N Surface Completion Longitude(decimal degrees) -97.8855556 Owner City of Corpus Christi BSA Camp Longitude(degrees minutes seconds) 097°53'08"W Karankawa Coordinate Source Global Positioning System-GPS Driller Layne Texas Co. Aquifer Code 121 EVGL-Evangeline Aquifer Other Data Available Aquifer Gulf Coast Well Report Tracking Number Aquifer Pick Method Plugging Report Tracking Number Land Surface Elevation(feet above 102 U.S.Geological Survey Site sea level) Number Land Surface Elevation Method Digital Elevation Model-DEM Texas Commission on Well Depth(feet below land surface) 410 Environmental Quality Source ld Well Depth Source Driller's Log Groundwater Conservation District Well Number Drilling Start Date Owner Well Number Drilling End Date 12/19/1984 Other Well Number Drilling Method Mud(Hydraulic)Rotary Previous State Well Number Borehole Completion Screened Reporting Agency Texas Water Development Board Created Date 3/20/1997 Last Update Date 3/18/2021 Remarks Tested at 403 gpm with drawdown of 125.78 feet.Water pumps into lake. Casing Diameter(in.) Casing Type Casing Material Schedule Gauge Top Depth(ft.) Bottom Depth(ft.) 20 Blank Steel 0 104 13 Blank Steel 0 145 13 Screen Steel 145 170 13 Blank Steel 170 194 13 Screen Steel 194 225 13 Blank Steel 225 235 13 Screen Steel 235 250 13 Blank Steel 250 285 13 Screen Steel 285 335 13 Blank Steel 335 354 13 Screen Steel 354 369 Thursday,April 22, 2021 State Well Number 79-57-606 Page 1 of 5 Texas Water Development Board (TWDB) water Texas Water Groundwater Database (GWDB) f Development Board Well Information Report for State Well Number 79-57-606 Well Tests Test Date Test Type Yield(gallons per minute) Drawdown(ft.) Test Hours Unknown 403 125.78 Lithology Top Depth(ft.) Bottom Depth(ft.) Description 0 1 top soil 1 10 white sand and caliche 10 30 white clay 30 98 gravel and sand 98 103 clay, lime,and gravel 103 122 sand,gravel(fine),and clay streaks 122 134 clay 134 167 clay and gravel 167 208 clay 208 300 sand and clay 300 331 clay 331 361 sand and clay 361 391 sand 391 415 shale 415 481 sand 481 495 clay Annular Seal Range-No Data Borehole-No Data Plugged Back-No Data Filter Pack-No Data Packers-No Data Thursday,April 22, 2021 State Well Number 79-57-606 Page 2 of 5 Texas Water Development Board (TWDB) water Texas Water Groundwater Database (GWDB) f Development Board Well Information Report for State Well Number 79-57-606 Water Level Measurements Measurement Year(with decimal months) 1987.38 1992.38 1997.38 2002.38 2007.38 2012.38 2017.38 10- 15- U) O ` `1 I iz 0 25- 30- Publishable 5 30Publishable Questionable Status Date Time Water Change Water Meas Measuring Agency Method Remark Comments Code Level(ft. value in() Elevation # ID below land indicates rise (ft.above sea surface) in level level) P 3/16/1988 16.6 85.4 1 Texas Water Development Board Steel Tape P 1/27/1989 20.12 3.52 81.88 1 Texas Water Development Board Steel Tape P 12/14/1989 20.4 0.28 81.6 1 Texas Water Development Board Steel Tape P 12/5/1991 21.43 1.03 80.57 1 Texas Water Development Board Steel Tape P 1/27/1993 15.79 (5.64) 86.21 1 Texas Water Development Board Steel Tape P 1/11/1994 18.2 2.41 83.8 1 Texas Water Development Board Steel Tape P 11/15/1994 18.3 0.10 83.7 1 Texas Water Development Board Steel Tape P 2/8/1996 20.7 2.40 81.3 1 Texas Water Development Board Steel Tape P 3/11/1997 23.45 2.75 78.55 1 Texas Water Development Board Steel Tape P 2/10/1998 20 (3.45) 82 1 Texas Water Development Board Steel Tape P 2/25/1999 18 (2.00) 84 1 Texas Water Development Board Steel Tape P 2/16/2000 19.62 1.62 82.38 1 Texas Water Development Board Steel Tape P 2/15/2001 21.44 1.82 80.56 1 Texas Water Development Board Steel Tape X 3/7/2002 1 Texas Water Development Board 30 P 2/3/2003 14.2 87.8 1 Texas Water Development Board Steel Tape P 2/16/2004 13.85 (0.35) 88.15 1 Texas Water Development Board Steel Tape P 2/11/2005 11.4 (2.45) 90.6 1 Texas Water Development Board Steel Tape Q 3/7/2006 20.3 8.90 81.7 1 Texas Water Development Board Steel Tape 10 P 2/21/2007 21.35 1.05 80.65 1 Texas Water Development Board Steel Tape P 2/13/2008 15.27 (6.08) 86.73 1 Texas Water Development Board Steel Tape P 2/26/2009 19.81 4.54 82.19 1 Texas Water Development Board Steel Tape Thursday,April 22, 2021 State Well Number 79-57-606 Page 3 of 5 Texas Water Development Board (TWDB) water Texas Water Groundwater Database (GWDB) f Development Board Well Information Report for State Well Number 79-57-606 Status Date Time Water Change Water Meas Measuring Agency Method Remark Comments Code Level(ft. value in() Elevation # ID below land indicates rise (ft.above sea surface) in level level) P 1/12/2010 22.8 2.99 79.2 1 Texas Water Development Board Steel Tape P 1/11/2011 12.9 (9.90) 89.1 1 Texas Water Development Board Steel Tape Q 2/7/2012 23.48 10.58 78.52 1 Texas Water Development Board Steel Tape 15 P 2/7/2013 27.15 3.67 74.85 1 Texas Water Development Board Steel Tape P 2/3/2014 20.42 (6.73) 81.58 1 Texas Water Development Board Steel Tape P 1/14/2015 22.97 2.55 79.03 1 Texas Water Development Board Steel Tape P 1/27/2016 17.21 (5.76) 84.79 1 Texas Water Development Board Steel Tape P 1/10/2017 15.82 (1.39) 86.18 1 Texas Water Development Board Steel Tape P 1/15/2018 1405 15.54 (0.28) 86.46 1 Texas Water Development Board Steel Tape P 1/14/2019 1310 14.67 (0.87) 87.33 1 Texas Water Development Board Steel Tape P 1/27/2020 1442 17.86 3.19 84.14 1 Texas Water Development Board Steel Tape X 12/16/2020 1214 1 Texas Water Development Board 30 Code Descriptions Status Code Status Description Remark ID Remark Description P Publishable 10 Inconsistent or spotty tape mark due to wet or Q Questionable leaking casing X No Measurement 15 Tape does not fall free in well 30 Well site temporarily inaccessible due to impassable roads, locked gate,etc. Thursday,April 22, 2021 State Well Number 79-57-606 Page 4 of 5 Texas Water Development Board (TWDB) jioundwater Texas Water Groundwater Database (GWDB) Development Board Well Information Report for State Well Number 79-57-606 Water Quality Analysis - No Data Available GWDB DISCLAIMER: Except where noted,all of the information provided in the Texas Water Development Board(TWDB)Groundwater Database (http://www.twdb.texas.gov/groundwater/data/gwdbrpt.asp)is believed to be accurate and reliable;however,the TWDB assumes no responsibility for any errors appearing in rules or otherwise.Further, TWDB assumes no responsibility for the use of the information provided.PLEASE NOTE that users of these data are responsible for checking the accuracy,completeness,currency and/or suitability of all information themselves. TWDB makes no guarantees or warranties as to the accuracy, completeness,currency,or suitability of the information provided via the Groundwater Database(GWDB). TWDB specifically disclaims any and all liability for any claims or damages that may result from providing GWDB data or the information it contains.For additional information or answers to questions concerning the TWDB GWDB, contact the Groundwater Data Team at GroundwaterData@twdb.texas.gov. Thursday,April 22, 2021 State Well Number 79-57-606 Page 5 of 5 TEXAS WATER DEVELOPMENT BOARD WELL SCHEDULE — OUfcr F'v,• WW Aquifer(s)_ pt1r1y1. _ Project No.—__——__ — — State Well No. 79 —_ �__ as 6 -- __—_----- Field No./Owner's Well CountyQr1 _�io l<s —�zq.5: _ _ y G � 513r 1. Location: �,--- #,Section —_—__�,Biock 5urve __________,1at.�$ 64QS4,Long.970 __Q70r ------------------------------------------------------------ _—_ 88D-3oot 2. Dwner:G;�e C;'w —Gar4xk& _ Ckv i�� —__--_ Address: Pa. tsX $277_ C�_ u5 Ck-LS_�1 rT>f 72 74E$? ,'�'�'��-'�ers�,e,�a-C41�n'a�j Tenant (other)rt 5]QIIrIgS 1-�. 1telt�-€�-- Addross:_ ._ -B �. AL1 tip• ie;s�� _3.2L;.14 - Driller: Lo.tlh2. —�axas—_�--I------ Address: �Q ��46q � '73?&LB(?119e8-5741 3. Land Surface Elevation:— —ft.—ft. above msl determined by_7)z,m�Z-. 4. DriIled:__1L�J.3P _19 D _ Dug, Cable Tool, Cary, Air,__ Me{A 5. Depth: Rept. 4-��ft. Meas--—____ ft. CASING, BLANK PIPE S WELL SCREEN — X410 -F-W Cemented From O ft. to—j2t ^ft. 6. Borehole Completion: Open Hole, Straight Wall Underreamed, Gravel Packed D�Diam. Type Settingeet 7. Pump Mfr.--P----e - ---------Type---__`C) A 47 _TIZ4M in. o frau to No. Stages_nNE_, Bowls Diam.---_in., Setting—_ /f ---ft, 12 r2S Column Diam. —In., Length Tailptpe—_—_-----_ft. .214 +6 !4'4.50 ---- - 123�Y £`" �P° Sa ! a 8. Motor: Mfr-- _________ _ Fuel _ HP.R-57 1�(4' 6q•5 ��9• Yield: Flow` ___gpm, Pump—�5jypm, Meas., Rept., Est.—_--Date_-- i 3µ S+el �' r6�.50 194-Ify _ 3�Y Scx wry ! �� 224�6 10. Performance Test: Date Length of Test Made by____ _ ----- ----- "'- , Static Level:___—ft. Pumping Level_26 ft. Drawdown+__ _ft. 23LF•52. Production —___--qpm Specific Capacity---____.gpm/ft. �r 234.52 24-9-64 - r2 3J� srs1' °249.64 2gtf. 11. Quality- (Remarks on taste, odor, color, etc.)________________ 5.>z 2$4• 335 r Analyses 1 tal Date___ __Laboratory—_______ TDS___ Sp Cond !2 CQ iS1S ' 335-,1 35j4- 11 Date__—_---__—jaboratory_-----___TDS_—_ Sp Gond----- �^ FS4�1� •!� 12. Other data available (as circled): pumping Test, Power & Yield Tes Drillers Lop, Formation Samples, Geophysical Log(s)�_ --_��_— (type) 13. Water Level(s):_ (7$0-ft. r asF- 19 g al �Pti�+hich I, 0O $ ft. above Land Surface ————_— —___— ft. meas:_———_— 19_ above —— which Is _——ft. be�ow Land Surface 14. Use: Dam., Stock Public Supp y, nd., Irr., Observation, Other (Test Hole, Oil Test, etc.)__ _ 15. Recorded by: ¢ Source of data: J�1 _ Date:— 16. Remarks:__�Rr ^s_�'S�,4 tsL_ _ Wall —lOcc�ttd--b�)�waah _Ca_*��irrz -SSI_ 4rtza _ _ i,or� Spin -+ _--- to —— -1�e ———_ ————— F '��- �'vjt5u�_s.eJe,L�-_ �Q�Dinn* t' i -'�iO Zer_UNL^ C� � t 9M� arL, FL. � .r►n {fir '•�ka 1[ec(. -r -_ _ 17. L�ilon or*SkTtch: Ll W/L obs. Well _ W/Q obs. Well _ TWDB-0308(Rev. 13.11-85) State Well No. 79 -5Z- d Cie r. Sand oripr. . 'py by Stau of .� '� For TDWR use only certified mel to the WATER WELL REPORT Tax"Departrnerrt of Water Reaperaes Well No. •S f 4 N P.O.Box 13067 Located an map Austin.Taxes 711711 ATTENTION OWNER: ConfinEyrtiafity Privilege Notite on Reverse Side Received: o t) OWNER 4ri�Z �4r"2t-J Cor 2fr- Add 7t! t L (Noma) IStreator RFC) (City (Stata) 12io) 7) LOCATION OF WELL: M County _ derection from ❑ Legal dsripsian: Drillor must complete the legal description to the right Sactim No. Black No_ Township with distance and direction from two intersecting sec- - tion or survey lines,or he mutt locate and identify d-w Abstract No. Surrey Nems mall an an official Quarter.or Half-Sala Texas County Qisterrs errd direction from[rro in taraeeti section a>.rrva lines General Highway Map and attach the map m this form. M y See attached map. 31 TYPE OF WORK(Check): 11 PROPOSED URE(Ch.*): SM DRILLING METHOD(Check l: $New Well ❑Deepening ❑Domestic ❑Industrial Public Supply Mud Rotary ❑Air Hrnrrer ❑Driven ❑Bored ` [I Reconditioning 13 Plugging ❑Irrigation ❑Test Wall ❑Othsr ❑Air Rovery ❑Cable Tod 17 Jemd ❑Other 6) WELL LOG: DIAMETER OF HOLE 71 BOREHOLE COMPLETION. j 01a.fin.l From(ft.1 To(ft.1 ❑0p..Hole ❑Straight Wal[ nmrr�ned surface p df 114GrwrelPacked ❑other i Dae drilled/O/ZQ/ to If Gravel Packed give interval...from 40 Y h.to ft. From To Description and color of formation 9) CASING,BLANK PIPE,AND WELL SCREEN DATA., - - Ift.) (ft.) material Dia. No.. stool.Plastic,ver. Selling(tt.) Gap (in.) or M••Slotted,atc. Cooing Used Screat Mgt.,if commercial Frain To Screen G z- e 7— 1 Y� - � F 2L+ S-10 CEMENTING DATA Cemented from ft.to —ft. Method used y Cemented by T (Company ar Individual) N WATER LEVEL: MLJ ADD 2 ft 11CIA9 Static teal 7Vr ft.below land surface Daft—L"AIM' Artesian flow ppm. Date 06 10 PACKERS: Type Depth WAWR tt) TYPE PUMI ,A Turbirw ❑jet ❑Sulam srible ❑Windsor ❑Other Rise rorerse side it necessary) Depth to pump bowls.cylinder,In.etc.. J/✓_- _ ft. 191 WATER QUALITY: .�✓-/s.1�6or,.k�•(��,(L�! Did YOU knowinglY penetrate any avec which contain rtsirada 171 WELL TESTS: rater? ❑Yeo AeN. If yes,tubmit'REPO T OF UNOESIRAELE WATER" �Tytte Test:e'0 T g mp 13 Sailer 13 Jetted pm with 1r 7 ft.drawdown atter 11Ettimated Type of water? Depth of strata YiHd: yo l g �� his. Was a chemicd analysis made? Oyu No I hereby certify that this well was drilled by ma{pr under my superfisionE and that each and all of the statements herein are true to the bast of my knoytladgi and belief. NAME _—L/a�'g 2-44,2 art, __Water Well Drillers Regigration No. y (Type or t rind ?�2.4A001RESS (1 r Stt err qF f It 1 (Stan) (tip) (Signed) Z � ��_ el (Wet II Driller) f/ (Company Mame) Ir1eaN attach electric log,chemical analysis,and other pertinent information,R available. TDWR.0302(Rw.1.17.79) DEPARTMENT OF WATER RESOURCES COPY !4o sao - r pLe plo.V 4164 WELL rL4�G oATc 10-30-84 CUSTOMER LOCATION �- -- WE" DATA root City of Corpus Christi NAIL -ELL WTu NO. 84--2 [L[VATgM OATUM LOCATION WELL lake Corp Christi. in the EloT AT C OR Scout caW. TEST NOLR SISE7 7/8" TO 44n95p' fuRT[1/ FIELD DATE iTART[p DRILLIMM 10-29-04 DATE FINISHED DRILLING 10-30-84 COUNTT Can Patriclo STATE TeXaS 0.I9-LE11J•0• Robe RIO No. 10 TYPE Nue Gel NO. VAClea 10 OTHER LAND MARK{ ELECTRIC LOO yes TT/[ Q.V. SVMV[T TIME OTHER C. Bma OCVTIN 9"N DESCRIPTION FORMATION SAMPLE! STRATA •TAATUM DEPTH Tyra MUMMER 0 Surface 11 11 TOP Sail 10' 91 White said and caliche 301 201 White clay 981 68' Gravel and sand 1031 51 Clay,Im and gravel 1221 191 Sarld, gavel (fine) and clay stks. 1341 1.21 Clay 1671 331 Clay and gravel 2081 101 Clay 3001 921 Sand and clay 331' 311 Clay 361' 301 Sand and clay' 3911 301 Sand 415' 241 Shale 481' 661 Sand 495' 141 Clay . I . City corpus Form W-15 cretrn ,�,ItA�tra»• San Pa cricxo Cernmung Report a ne*r Rev.v I A3 RAILROAD COldKMM TEXAS 40-M CNI end On DiVta t 1.Op'rmtor's Name IAA shmm on form V S.O.Eanlulwn Reperil 2 RRC OQeralor Ala &RRC Otetttrl m 4,eeunly of ww Site • S.ficid Name MAkSmi W rserlly q%hPwl4 an RRC mmt4U) 6 API Ala DrWr4 fr•tmR Na 42- Aelr Na laOIIL==ANslDq,?, 1.Wer Na WING CE1MirRCiG DATAAM C�ANIM MZMTi CASM CCiiLN'lDiG PROCt>ss Cl1liQ16 Tse4Yd4Yd lfHe/s 7ood 11L�oa Vt Crow"lUld OW i k IY ADnGed hair site ABr.%etrA s lair erdb�nea7aM 14,stse of ung IIs 0-al IS Top of llr N1.) Ih 3nlu*dapllllfl) !7.Alunt6sr deenlrepsen usref 1&Ilia wsltlyd on nm m 4rfma dra-md - I IS AN mvwm used;Iia dsnis ► 120 AddlUsm ► one Ib d saeis ► Om ► MOO". 1 Iia of mcw ► Oms ► AddYOM ► - a mm"pumped: Whuae leu u ► ti Howl ULI 1 surface Velums kw&I ► TUU ► Vd.nW Ica RI ► }ietptt IA1 ► VelWmr Inu fL) ► Z1.YYAs m wrLa elleukted to"ad mu6a lar Datom of celff)Autelde ergs+ Yea ax Rren4tkit UYSR • 6 ?LUG AND ARAPUMM PLOG•1 PtAW•! FI.IID )PILM64 PLUG-5 PLUG•6 PLUG e 7 PLUG+6 73.lssrermty dMe * 94.Sia of We or pipe pk%pd(W 2L Depth to bottom of tubing or drd VW IRI 2&NOW&of etmeod used teach phrg 27.scurry vuh—pumped Ica RI 7S Caltubad top of 04 18) M Mraound tap of Oug if rsgpd Iftd - 31.t)pe a®not CEMENI'Llt'S CRR7a1Gr'1'!t I bt SeS/41 W turd Ro oomos CW.6.9 few oveharlyd to sobs tWr oerit6eatlaen that the ermmtlrrg of a ntat W in edr d as shown lm thr report was park ra"by brat � superrhlar>,smdibutbe amr�entlm�dola twd tocfa prramfedmpmlb stdes<-afiMs hum Mr Mw.rbtteaL=4 i eboote[ aotlRatloa eaves trmtahtlteg dna� - - .. -.. _ ' Billy Barnes/District Manager HALLIBURTON SERVICES l+rar sod trDe of aernewa+atgsae4rrtrs C Com pw - 5338 Leopard St. Corpus Christi, Texas 78408 512 289-1 1 12/4/84 Addnft - CUP sank sip char 'tri:Awe Cede now ass, air yr. =*Jcbd No mbt this awufbmfm"Mdl o Auld dor.acbmud ouppreognteamthisepoLsesidwa ,eedmbatbddedtm.io<m erne.eareri.MW aompkr.b fbe best of my Imowhbtlga Thu catlmtmm cores ol w!dm TWW at ponied rums of opeasls repreamtaht.s Ttk 60smw -- - - - Addrta♦ City. sue. ity Code Tot-Arae Code Wrmbsr Ore: an ft 7r• Umbucfions to tam W-15.Cementing Report wORTAW Opealtws Md crosm ng eampanks mutat cmq*with On nquirmrm4 of the Commdsdor'o Statewide Rdes S Maier PtuteeticaL 13lOnmy. Cememng,Dr1W%and Cawp- I I sad 141NF1 PhrggngL Far OMOMM operatlar see the requhemelts d Rem 13 fel A.What to 100.An operator shmM Roe an origin and she copy of the co pieted Form W-IS tar cosh oma mild company used an a wa the com ening of ddkxent sada drugs an a wd by one cementing mompayr any be reported on ase fmrd Form W-13 sha4d be 6kd with the fohlowhop a An hmW ad at gas tampietim repot-Para W3 or 0-1.a required by Sumewidie or spectal Edd units; s rtrrm W-4,Apphntlm for Muh*k Comp etlm it the wel to a mumiphe pmaw casing cad •ratoW-& k"Ing%=rgimdAtbrW-3toW&redbytheaemcoungeompwoyntp�SmtattrcrVhtmnpattn(atrfl,alr�apeata.mummmplHrsbem W-lb.In additlan In Faro W-%m slow a"astog c eseeattd In the hots EL Where to ILi&the appropriate Cin District OIC for the county in which the wA to basted. C.Bunter cooing An opentaQ must set and Ment arsldenl MofoorcoOnd tm prates a4 umblegu otity.WM strata as deB by the Tema DePaomett of what Rdwrommmur,sdaredrouge wO inawfW swam which noRM rulm we thelfect or tnwtNdtaufar:dshigrequhemeru oe ootspecfllod In the rppbmbk tuka,an operator mot obtain■batter from the Department of Water Pcoottreew sting the protection depth Stufaot cleshtg dta+ld not be set d thm 900 for bdow the spot 3,1 depth without Prior opprawl Lem the Caomwadan m onvisbsna 3urfaQeWrtgmwtbeaentroittedattherdwr.ahmxamdbdowsstapmDarordWentogWoLtfruaMdthrarQtwahkyuabVwatermaMW non&w%ted hok.■admraUtior must bre pheed every Louth Joint tram the csrmatl doe to the ground nature or to the bottom of 4*color.All ocolrabtrrm must mRt API%mcl8atbra R Moceptlmesseddtaroadva arngprt9 The DwAetDirodormaygrantonenoeptlmIDUNregwtemeatad9taaewldeRuleI&In■vHtunappltedbo. an operator must state the restos Poe the regitatedemptimwdouthneaakernsteprogiamiores ingandcamentitgthroughtheprotectiondepthfsstraa wnWning uoMe•gtmUW waren.The DW ict Duston mw spprow-am&l j or ue)ap o pnm1, M proOMM An ap, r moat ob4la eppro W any avmI - hdIam Degmlggeralgg+mrd ococal!ggopomldb°. F.lstermedlre sod production r baa.For spertifb Uchnkd requirennnt.operstas should mnk&Statewide Rule 13(b)(3)and 14L G.rh1oftwda4attdomlmg;Cmmt"mustbepraeamtbewegbaemmqutreabystmewldenurfel4.7DUA ictDwwuwuMnquimaddtttondccmmrm plug.rorandtate or sacra weAL■10-W comert plug Prost be pheed In the topaure weaand tbetmrdmust bendol'three Wbefo.tbe grotmd sudamAl '~except the topphrg,musthavesuskientdiaryvdumetoMIOD foetafhdaphotenpercentforemcb1AWfeete(depthtramthe Cr murt'aoeto the bottom of the Oug. Tb ph ig wd mbadon a we3 opealas what tut m• theme&approved by Use Dlreeter d Fldd OperaLir Crmenttng rnoparhks.aenvtae compankw or opswtasanqudfywapprowd—yrdmon Jngthat UMon able tesate wdpumpcement mn aricewith eoamiasbmwmand esjutwas. r :`E.'�,"* .�;«�. "�;t _ '"e^'.E 7 �• �r�oF .x� ,��'�, ys:^: � }Tq��•`6y t,��o�f �- :r'4 _ rY LRAL HIGHWAY MAP �` � j J����c1• } -` PATRICIO COUNTY TEXAS - f O ATom i mm w r�r.wris.wris . _iamn•�..�.��'7,..��.�.�...!'n.�.�...Ml��ilp��i� i i_il..�, � IIL...,.I�III.��.�I��....I 6 I l Fes. 2S '79--59) 0 1.3 rh L. {-o ` ca Xc r mv'%ka ad •`^� �" n4C ' I U U�� { x.00-S'T L"O U..vt Gl � n> E l l . _ IG T i'" CC�v►np , �a pa�St 'rO.MgQr Z u�s� 0r, VrieL�r+ u Ii. turi I� � C4yo. � Gtb�es ; po�e5 ��' Je islet 1 down Iri.1l v.n ,,,�4 ��: S `\`\ � - , � 1 +.• fg� _,-�—_ __ .�.as }tri f �. , . ,- t �1. I� Meaquic$ f ow, x r F f i AAYYRR;; S . 15 gas IS „6� 6 f LAKE, CORPUS C�iRI5 1 `L STATE PARK 1 Iniwi Ora _ LIVE OAK CO JDA WELLS CO !" 4 f � 1111E CasaSlanCa 3'03 WELL COMPLETION INFORMATION CLIENT: City of Corpus Christi WELL NO: WSW 84-2 (Boy Scout) DATE OF COMPLETION: December 19 , 1984 TYPE OF COMPLETION: Gravel Pack DATUM: KB 4 . 5 ' AGL TD: 495 ' PBTD: 410 ' CASING: Size Material Setting 20" 78-60# 0-104 ' 12 3/4" OD Lines 49-56# +6. 5-144 . 50 ' 224 . 62-234 . 52 ' 249 . 64-284 . 59 ' 335 . 16-354 . 11 ' 369 . 11-410. 06 ' SCREENS: Size Material Setting Openings 12 3/411 OD Stainless Steel 144 . 50-169. 50' . 020" Wire Wrap Screen 194 . 47-224 . 62 ' On Black Pipe 234 . 52-249. 64 ' Base 284 . 59-335. 16 ' 354 . 11-369. 11 ' GRAVEL PACK: 40% Ione Star 361 60$ lone Star 375 i 7f-6 d CLIENT: _Gity of Corpus Christi, Texas WELL NO. WSW 84-2 3/4'� MEASURING PI PE GRAVEL PIPE •a • O '°a , .,� ° a• • 1. • .a ,• . 2010 ' ° °a • ..f 0 C q 0,0 • �� Oe •o ° .o•. •�" 0 0 300 '• O• •0••� .•� °o° ' o p'p'a • 104' o • ° a O • • a • a 0 si• O,0 °. ° ° 0 D 0 p 0• p ° ° ° °O •p• O O •' s O a •, , •°,•a • • 0. 0 144.50 ? • • • O O • O • q D c 169.50 a0. . a• � p O e• v• O ° ° °° 00 O o0 q o a a*. 0 0 s ° 00 0• • o O• ° 0 0 0 • •0 0 � 194,47 0 . O p0 p , oQ ° ° . O 0 a 0• • C • O ° a-Dv O o :• ' ' ; °0. 224.62 ° p 'a ° 0.DID °O a ° •a ° °0 ` • °�.' D. 52 0 12 3/4" ° ° ° ° 'c•• 249.64 , °°•a•O O°,0 U a a •° •,aq ° •�DO.0• • • 0 : .,a a,. 0 °.00• 0 ° 284.59 ' a 0 0, v ° 000 °p o 00 °° 00 'o ° °' • ° o °` 335.16 0 •000 , va D. • O p o q • ° ° 0 °• 0a °o e0 O a° O•D aG0' • ra a LEGEND •a0 a °o • 0 ° '0 'a0 • oo�, 354.11 of 7 • a.o,0 0 • , 0 • p° • • •e'•°• a ,a0 CEMENT •°a ° 0 •° ' °a 369.11 - WELL COMPLETION a�• . ° ° °• o ••f0,ao° a°•.o•aa�"•oD••• 0 0o.p•0.o0 0••.�°' •o' °•• aoo0. o •. � �DIAGRAM a GRAVEL PACK .0v0c0°° CIAT ES , INCLaq v o w ED L REED WD CanwAling Cisti.TIL Cor Wd ► ' 7��57-(o DAILY LOG CLIENT Corpus Water Supply Ed L. Reed & Associates, Inc. WELL WSW 84-2 Consulting Hydrologist Corpus Christi-Midland, Texas BY Tom Wilson, Steve Reed, Jack Collins DATE TIME DEPTH ACTIVITY 1984 11:20 Arrive site. 8" test hole drilling in progress to 441 . Samples every 101 . ( 't #1 to 28' t #2 to 58' 11:45 64' (S6') Add joint #3. 12:01 5B' Begin joint #3. 12:10 1 Stop to add mud. Gravel zone. Depart site. 12:40 Resume drilling joint #2. —0-1-01, Tan silt with Line g4pd.,, 1Q-20" Tan sandysflt `ela► vie awe of ave) a. gay., cla se a . sa<'i�d. wi traces acv , a" an 'a s wit fi: .l . t . asxe t d' tth- fire aVeL. Same. 1:30 Rig down working on mud p2M. 1:33 Resume drilling. :Tan:co"*!t sand) w :th : 3. so- Tarn coag" sand with gravel and,-;clayey :etreakso 2:30 ± 88' Finish 'pint #3. Add mud to wash out gravel. 3:30 Gravel not washing out, add more mud. Approximately 10' of ravel falls back. Eventually washes out of hole; white tan and brawn gravel to 1" diameter (artificial) graded) . 4:10 Preparing alignment survey tool. 5:38 118' Finish drilling joint #4. Tan dril..lr. �3' I18r ' `''Tah medium coarse sand with some pie rev r. `r "drill s.' 5:53 118' Begin joint #5 Add water ,i;o. drjl.iin fluid. :1.2 A.1U,r Tse clayey sand with gravel, 118-140slaw,; l4 -14.5 fa►stex: 145-149 slow. 6:50 149' Finish drilling joint #5. 7:10 149' Begin joint #6. 7:28 177' Finish joint #6 (28' joint) 281/18 min = 1.5' ft/min. 134-16711, Tea sandy clay with gravel. 8:15 Depart site. Drilling joint. #7 in progress (or cleaning out) . 0700 475' Base sand. t ink cla 40% ve fine ra sand. Trace of caliche. 98 m » 81 0% ink c .a 8Q n: �y ine sand, Same with minor CS--V.CBE sand. Same. 233-�7#�� N4 Baits 3' . 276-300' 60% pink cls , 20% very fine - fine sand. �r- DAILY LOG CLIENT Corpus Water Supply Ed L. Reed & Associates, Inc. WELL WSW 84-2 Consulting Hydrologist Corpus Christi-Midland, Texas BY Tom Wilson, Steve Reed, Jack Collins DATE TIME DEPTH ACTIVITY 1984 :51W l*. N' t � e f100 MAO Avr 10/29 4800 Start drilling test hole. 10/30 .1300 Run log in TH TD 495. Log shows approximately 70' less sand than in 64--1. Drill run black pipe base WR SS Screen in stead of all SS. 10/31 SD 11/1 SD 11/5 Layne- Texas reaming to 400' and setting 10' cement lu . 11/6 Upreaming from 390' to 104. 11/7 2:10 Arrive site. Layne circulating and thinning mud. 12 joints of black steel casing and SS WW screen on site. Scheduled to begin setting pipe 6:00 a.m. 11/8. Tallied pipe with drilling crew. 5::30 Depart site. 11/6 8' 20 Arrive site. Check pipetally figures with Layne tool pusher. Cut 2' off joint #1 (39.65 -2 - 37.65) . Will set bottom of string at 405' BGL. Screens will be 1' above proposed setting. Layne pulling drill pipe, welders placing lu oon joints. Will attach measuring 2ipe at bottom of screen. 9:45 Begin setting screens and blank pipe. 10:00 SR PW SE and JR visit site. 12:10 Leave site to begin CC #1 recovery test. 1:35 Return to site. 1:50 Be in welding joint #8 final screen section. 2.30 Leave site to check on WSW-84-3 progress. 4:15 Return to site, welding m.p. on last joint. 4:30 TOC is 2.5' too high, suspect gravel settled to bottom of hole. DAILY LOG CLIENT Corpus wat_e_r__Supp_ly Ed L. Reed & Associates, Inc. WELL WSW 84-2 ^ Consulting Hydrologist • -- - Corpus Christi-Midland, Texas BY Tom Wilson, Steve Reed, Jack Collins DATE TIME DEPTH ACTIVITY 1984 4:45 Call office. Begin R.I. to wash out gravel on bottom. 1835 5, 33' casing AGL. De art site. Will gravel 2ack during night shift. Finish gravelling during night shift. Gravel only 10-12' u inside SC. WO more gravel before develo ment be ins. Gravel 5' BGL. Will agitate on night shift. 11/10 7:00 Gravel settles to 87' BGL, fill to 50' BGL. Will continue to agitate today. 1:20 Layne continues surging. 11/10 Continue to develop with rig. 11/12 Pull pump from 84-1 move to 84-2. 11/13 Run pump - surge 1400-1600. 2:00 Sur a and backwash with pump 700 qpT, 1 +. 190' cleaned u after about 1 hour. 11/14 0800-160 Surge bachwash and start tests. 11/14 SWL 22.17 Well Development - time and water levels 106.3 1300-1500 - Surge and Backwash 128.3 1500 - 40.67 133.35 1505 - 129.20 136.95 1510 - 136.14 143.25 1515 - 138.14 147.35 1520 - 140.90 149.25 1525 - 141.97 151.17 1530 - 143.05 10-12 Backwash 1535 .. 144.18 1230 SWL 40.46 1540 - 144.78 12. 0 129 1545 - 145.40 12 5 135.51 1550 - 145.98 1245 139.40 1555 - 147.26 12 0 140.2 1600 - 147.95 1255 141.59 305 143.32 13110 144.25 13115 144.66 1320 145.39 1325 145.85 13 O 146.47 11/15 0700 Start constant rate test 11/15 6-12 Layne - Texas on pump test, Pump on at 7:40 am at 403 GPM. 11/16 0800 Stop test and start recovery. 2000 Stop recovery 79-5 -oo C., DAILY LOG CLIENT_ Corpus Water Supply Ed L. Reed & Associates, Inc. WELL WSW 84-2 -" _......, -- Consulting Hydrologist Corpus Christi-Midland, Texas BY Tom Wilson, Steve Reed, Jack Collins DATE TIME DEPTH ACTI`JITY 1984 12/6 No power at well site, steel cover plate over 12" ID casing no indication of pump, PVC discharge pipe to lake. Uncrete ad. CC #4 (below dam) 1507 60 psi 680 gpm 190 - .98 = 189.02 PWL 1540 Return to WSW 84-3, development continues. 1618 Probe hang up at 2601 , use probe downhole. 690 gpm PWL > 320' 1630 Shut down, leave site with Crowell crew. 12/11 Set pump. 12/19 Panel wired up, pump started. 12/19 B.5 Totalizer 31400 - 1600 1605 GS well increase to 700 m PWL a]22roximately 178' 10 minutes at 800 lost pressure and air brake dropped. 1645 Still jetting at Dunn bad pro2ress not Rast 600' break(s) between 525 - 596. Mesquite S1 Island •K w, �� a. , •, �� - •��.� � e1• � .• `+ '{.':-..iii! Cts '� �. r r,,, - � � 1 ;.�F•- �, ..., Gar -.;t, . ', .- .� 4 e, 4�..- � ;:a.. .:;:r. s sfp�.� ��.' }{. �'•. Yom' Camp f r ... G KarankaVQ r We LA l=' 1 r:. 'i. •:': :r�:�r,' "�.5 � •; '':':&' - '-_ \ CORPUS CHRIST P.*,` 'I J .} 1 ~• •�: �';t•.t•s,:; ;;:,:. 's:'' "�Lti:: ';:•":f;:' !' ::;: �' �' . STATE PARI: •",�i;-{.�'' �e rs WE •pr 66�• •i• 1 :��,:'. .i ;.,•:,•"•�,�•'` F0.f� J• /d' 1: -- — — — '— --= — * _ _"' :�^•�s=•,Apermti�. 01 LIVE OAK_CO yE JIM WELLS CO ,-moo or/;Q Casa Bland f s n � _ /- r - ... •.t• j �:- •lei : /r.'• ,.,. l���f. i--���' � .��• •�• "��•l •111��06.�''�.i�='-;.{f •1'_''�r, `����.� r x.1,.3:` !' `� ,I• j... .i .�./' el y :'rsr•' C f � !} �' +Gls.WeIIS :•:%^.-.'f� + .:"• _� - - I% i ' f?.�1%=:i, 'i. 6: iso "'�:• r• ;''f'�` `�': e a r' ; �'C;• Intake: \ I a$ ;;:•:t. :;}.� •' >k.' ., , ic''. y.. i ..A. fes;• 1 C,ir`� 'Y' .�. '�>rtsa•e'e• .S C�• t•. -M N �.a r �: ( ij' '};.. .• a ,i its �� '••-. (. �. I ;` ��� i _ •.v.'- ..te0 -• / �,�— {r, 06� 15da l- City of Corpus Christi Info Pg 1 of 3 WELL COMPLETION INFORMATION CLIENT: City of Corpus Christi WELL NO: WSW 84-2 (Boy Scout) DATE OF COMPLETION: December 19 , 1984 TYPE OF COMPLETION: Gravel Pack DATUM: KB 4 . 5 ' AGL TD : 495 ' PBTD : 410 ' CASING : Size Material Setting 20" 78-60# 0-104 ' 12 3/4" OD Lines 49-56# +6 . 5-144 . 50 ' 224 . 62-234 . 52 ' 249 . 64-284 . 59 ' 335 . 16-354 . 11 ' 369 . 11-410 . 06 ' SCREENS : Size Material Setting Openings 12 3/4" OD Stainless Steel 144 . 50-169 . 50 ' . 020" Wire Wrap Screen 194 . 47-224 . 62 ' On Black Pipe 234 . 52-249 . 64 ' Base 284 . 59-335 . 16 ' 354 . 11-369 . 11 ' GRAVEL PACK: 40% Lone Star 361 60% Lone Star 375 City of Corpus Christi Info Pg 2 of 3 SUSMERSISLE FUMF 6-� I.4 JUNCTION BOX Y" 51Z;: NEAfA 4 X / �—�- _L X x ��-R•F • 150-ASA DISCH FLG. i S — Q� /I HOLES /9':r BASE PLATE 7 L," DIA BOLT CIRCLE 4- 1' BOLT HOLES DIA FLANGE /7DIA. BOLT CIRCLE MOTOR PUMP L µAKE LL. S. f/EGTR/G TYPE STAGE 3 HP a S RPM 3 NSo as0 GPM I PHASE--l—CYCLES 6_ VOLTAGE -1160 DEPTH GAUGE Pl d. AIR LINE aL{6�6. CABLE MATERIAL lzo SIZE —X g- 3 LENGTH 3� MATERIAL LENGTHTYPE /g��� D�Ti -7-71-� SURFACE PLATE li I RISER PIPE ST.EF.E/ IR c PUMP BOWL CAST /.PDx t Z I S L RIMPELLER SIZE PIPE BEARINGS I�Ro tiZ E SECTION LENGTHS//- /-5' BOWL SHAFT STRAINER 3/L SS REMARKS CUSTOMER ,La v.y� 7xczs I'III jlli. NO. UNITS RcQ D. f�oX 9�/6rl c I . I I -+-� FURNISHED / / c A � NOT FOR CONSTRUCTION UNLESS CERTIFIED P.C. N0. I/SSS JOB N0. P,jrr.p 5erial No. N N q Date City of Corpus Christi Info Pg 3 of 3 F [1.OPT NO. THE LAYNE TEXAS COMPANY, LTD. •. 0. 1102- 2968 HOUSTON DALLAS PAGE 1 of 1 FILE No. 4 16 4 MATERIAL SETTING DATE 11-9-84 CUSTOMER LOCATION WELL DATA Fan City of Corpus Christi NAME WELL WELL NO. 84-2 ELEVATION DATUM LOCATION WELL Lake Corpus Christi in the TYPE WELL Gravel Wall Boy Scout Camp . SURFACE CASING CEMENTED YCS No. SACK 9120+U. G( SURVEY FIELD SIZE HOLE UHDERREAMED 24 " DEPTH 104 ' -405 ' GRAVEL TYPE "375-361 "0. CU, YD5, 7 2 COUNTYSan Patrlcio STATE Texas TYPE SCREEN S - S . W . W . Barlug GAGE . 020 DRILLER J • C Row e RIG NO. 10 OTHER LAND MARKS OTHER C • Bas s DEPTH LENGTH SIZE, KIND. WEIGHT MATERIAL I SKETCH y� +2 ' 20" 0 . D . Surface Casing 78-6041 +2 ' 12 3/4"O . D . Blank Lines 49-564) 0 Ground Level ��`j �i v 104 106 ' 20" O . D . Surface Casing 78-6041 � F 140 . 00 41 ' 142 . 00 ' 12 3/ 4"0 . D . Blank Lines 49-56 �. 165 . 00 ' 25 . 00 ' 12 3/4"O .D . S . S .W . 14 . Bar lug Scr . - 020GA i •' �. 189 . 97 ' 24 . 97 ' 12 3/ 4"O . D . Blank Lines 49-56# 20"O . Di • > j 220 . 12 ` 30 . 15 12 3/4 "0 . D . S . S . W. i:. Bar1ug Scr . . 020GA 230 . 02 ' 9 . 90 ' 12 3/ 4 "O . D . Blank Lines 49-5641 1 - `-• " • _T Cement 245 . 14 15 . 12 12 3/40 .D . S . S . W . 14. Bar1ug Scr . . 020GA 1 : 280 . 09 34 . 95 12 3/ 4 "O . D.. Blank Lines 49-5641 r 330 . 66 50 . 57 12 3/4 "0 .D . S-. S .W - W.B a r 1 u g Scr . . 020GA 349 . 61 18 . 95 ` 12 3/ 4"O .D . Blank Lines 49-561! Y 364 . 61 15 . 00 12 3/4"0. D . S . S .W . 14.Bar1ug Scr' • • 020GA r. 403 /56 38 . 95 12 3/ 4"O .D . Blank Lines 49-5641 X • • i 405 . 56 2 . 00 12 3/ 4" Set Nipple b B . P . V . = T•• .i r 12 3/ 40 . D : � L! ' 104 `-' Gravel 24"U . R- J , Technical specifications ' r Page 28 of 32 t 405 ' City of Corpus Christi Bid Tabulation Contracts and Procurement RFB#3729 Senior Buyer:Cynthia Perez Water Well Plugging Martin Water Wells- Peerless Equipment- Alsay Incorporated-San Weisinger Incorporated- Robstown,TX Hondo,TX Antonio,TX Willis,TX ITEM Description Unit Qty Unit Price Total Price Unit Price Total Price Unit Price Total Price Unit Price Total Price 1 Plug Water Well CC Stie#r4 EA 1 $ 18,803.68 $ 18,803.68 $ 28,197.00 $ 28,197.00 $ 36,400.00 $ 36,400.00 $ 30,100.00 $ 30,100.00 Plug Water Well WSW 84- Z 1 Girl Scout EA 1 $ 22,099.17 $ 22,099.17 $ 26,754.00 $ 26,754.00 $ 34,000.00 $ 34,000.00 $ 40,800.00 $ 40,800.00 Plug Water Well WSW 84- 3 2(Boy Scout EA 1 $ 14,181.89 $ 14,181.89 $ 22,191.00 $ 22,191.00 $ 29,000.00 $ 29,000.00 $ 46,000.00 $ 46,000.00 Total $ 55,084.74 $ 77,142.00 $ 99,400.00 $ 116,900.00 DocuSign Envelope ID: FFC85369-1 EA5-4175-9093-564DBAE5BF3E �yV SC G° a 0 H SERVICE AGREEMENT NO. 3729 U Water Well Plugging yeanaonn!e 1852 THIS Water Well Plugging Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home-rule municipal corporation ("City") and Four M Drilling Corporation, dba Martin Water Wells ("Contractor"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Contractor has bid to provide Water Well Plugging in response to Request for Bid/Proposal No. 3729 ("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 Water Well Plugging ("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 $55,084.74, 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 Service Agreement Standard Form Page 1 of 7 Approved as to Legal Form June 2, 2021 DocuSign Envelope ID: FFC85369-1 EA5-4175-9093-564DBAE5BF3E 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: Diana Zeruche-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 Service Agreement Standard Form Page 2 of 7 Approved as to Legal Form June 2, 2021 DocuSign Envelope ID: FFC85369-1 EA5-4175-9093-564DBAE5BF3E 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 Service Agreement Standard Form Page 3 of 7 Approved as to Legal Form June 2, 2021 DocuSign Envelope ID: FFC85369-1 EA5-4175-9093-564DBAE5BF3E 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: 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: Four M. Drilling, dba Martin Water Wells Attn: Larry Martin Title: Co-Owner/Operator Address: 2151 N. US HWY 77, Robstown, Texas 78380 Phone: (361) 387-2912 Fax: (361 ) 767-1256 17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND Service Agreement Standard Form Page 4 of 7 Approved as to Legal Form June 2, 2021 DocuSign Envelope ID: FFC85369-1 EA5-4175-9093-564DBAE5BF3E 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. Service Agreement Standard Form Page 5 of 7 Approved as to Legal Form June 2, 2021 DocuSign Envelope ID: FFC85369-1 EA5-4175-9093-564DBAE5BF3E 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. Service Agreement Standard Form Page 6 of 7 Approved as to Legal Form June 2, 2021 DocuSign Envelope ID: FFC85369-1 EA5-4175-9093-564DBAE5BF3E CONTRACTOR DocuSigned by: Signature: (An�1 Printed Name'. Larry Martin Co-owner/Operator Title: Date: 10/14/2021 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 l : RFB/RFP No. 3729 Exhibit 2: Contractor's Bid/Proposal Response Service Agreement Standard Form Page 7 of 7 Approved as to Legal Form June 2, 2021 DocuSign Envelope ID: FFC85369-1 EA5-4175-9093-564DBAE5BF3E Attachment A - Scope of Work 1.1 General Requirements/Background Information A. The Contractor shall provide services to plug three water wells and will schedule work with the Contract Administrator or designee for the day(s) to complete the work. B. The Contractor shall be responsible for labor, supervision, equipment and transportation necessary for these services. C. The Contractor shall use proper equipment and safety protocols to ensure the safety of all personnel working at the site. D. The Contractor shall have enough resources and personnel to perform the required services and shall perform the work Monday through Friday from 8:00 a.m. to 5:00 p.m. E. The Contractor shall have the proper license through the Texas Department of Licensing and Regulation (TDLR) which regulates licensed drillers of public water supply wells and file the well plugging reports with the Texas Well Report Submission and Retrieval System when each job is completed. 1.2 Scope of Work A. The Contractor shall provide services to plug three water wells in the locations stated in the Work Sites section. B. The Contractor shall wear all required PPE. C. The Contractor shall ensure that all electrical connections are disabled and contact AEP if necessary. D. The Contractor shall disable the water wells per TCEQ requirements. E. The Contractor shall remove the following items at each location and all other waste material and dispose at the proper location/facility: • Chain link fences and posts surrounding the water wells • Pull submersible pumps • Remove concrete pads • Remove piping and casing 2ft below ground elevation 1.3 Work Sites and Specifications A. CC Site #4 Water Well (State Well #79-58-709 San Patricio County) a. The Contractor shall pull the 60 HP 3 Phase Franklin submersible pump. b. The Contractor shall fill the casing approximately 315' with concrete and cover with surrounding dirt. B. Girl Scout Water Well (WSW 84-1 , State Well #79-58-407 San Patricio County) Revised 1 1.30.20 DocuSign Envelope ID: FFC85369-1 EA5-4175-9093-564DBAE5BF3E a. The Contractor shall pull the 60 HP 3 Phase US Electric submersible pump. b. The Contractor shall fill the casing approximately 570' with concrete and cover with surrounding dirt. C. Boy Scout Water Well (WSW 84-2, State Well #79-57-606 San Patricio County) a. The Contractor shall pull the 25 HP 3 Phase Franklin submersible pump. b. The Contractor shall fill the casing approximately 495' with concrete and cover with surrounding dirt. 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 Point of Contact The Point of Contact is David Lozano, who is the onsite Contract Administrator. He can be reached at 361-826-1271 or DavidLoz@cctexas.com . Revised 1 1.30.20 DocuSign Envelope ID: FFC85369-1 EA5-4175-9093-564DBAE5BF3E Arracnment B - Bid/Pricing Schedule CITY OF CORPUS CHRISTI r ! `� CONTRACTS AND PROCUREMENT N U f BID FORM A"POR P540 1852 RFB No. 3729 Water Well Plugging PAGE 1 OF 1 Date: � �a av Authorized Bidder: D�y4in\4. +e_r \q-Je11! Signature: 1. Refer to "Instructions to Bidders" and Contract Terms and Conditions before completing bid. 2. Quote your best price for each item. 3. In submitting this bid, Bidder certifies that: a. the prices in this bid have been arrived at independently, without consultation, communication, or agreement with any other Bidder or competitor, for the purpose of restricting competition with regard to prices. b. Bidder is an Equal Opportunity Employer, and the Disclosure of Interest information on file with City's 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. Plug Water Well CC Stie #r4 EA 1 $ $ 2. Plug Water Well WSW 84-1 (Girl EA 1 $ $ Scant - -A,Oq�'►•t'i a-A D C, .,I 3. Plug Water Well WSW 84-2 (Boy EA 1 $ $ Scout 141 IS '81 14 1 Zk .-9 Total $ 65.DS DocuSign Envelope ID: FFC85369-1 EA5-4175-9093-564DBAE5BF3E 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 ,000,000 Per Occurrence 1 . Commercial Broad Form 2. Premises - Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury AUTO LIABILITY (including) $500,000 Combined Single Limit 1 . Owned 2. Hired and Non-Owned 3. Rented/Leased WORKERS' COMPENSATION Statutory EMPLOYER'S LIABILITY $500,000 /$500,000 /$500,000 POLLUTION LIABILITY $1,000,000 Per Occurrence (Including Cleanup and Remediation) 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: FFC85369-1 EA5-4175-9093-564DBAE5BF3E 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. DocuSign Envelope ID: FFC85369-1 EA5-4175-9093-564DBAE5BF3E 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-C Contracts for General Services -Services Performed Onsite - Pollution 03/25/2021 Risk Management - Legal Dept. DocuSign Envelope ID: FFC85369-1 EA5-4175-9093-564DBAE5BF3E Attachment C - Bond Requirements "No bonds required for this Agreement." DocuSign Envelope ID: FFC85369-1 EA5-4175-9093-564DBAE5BF3E Attachment D - Warranty Requirements "No manufacturer's warranty required for this Agreement." se G� O'1 +-� H V oRPORPg4 AGENDA MEMORANDUM 1852 Action Item for the City Council October 26, 2021 DATE: October 19, 2021 TO: Peter Zanoni, City Manager FROM: Kevin Norton, Director of Water Utilities Kev i n N(a)cctexa s.co m (361) 826-1874 Josh Chronley, Assistant Director of Contracts and Procurement Joshc2(a)cctexas.com (361) 826-3169 Supply Agreement for Hydrofluorosilicic Acid for Water Treatment for the O.N. Stevens Water Treatment Plant CAPTION Motion authorizing a one-year supply agreement, with an additional one-year option, with Univar Solutions USA, Inc. of Kent, Washington, for an estimated amount of$192,600.00, with a total estimated amount not to exceed $390,600.00 if the option period is exercised, for the purchase of Hydrofluorosilicic acid to be used during the water treatment process at the O. N. Stevens Water Treatment Plant, with FY 2022 funding available through the Water Fund. SUMMARY: Water fluoridation is the controlled adjustment of fluoride to a public water supply for dental health. Hydrofluorosilicic acid is the most common additive for water fluoridation in the United States. This is a supply agreement for Hydrofluorosilicic acid for the O.N. Stevens Water Treatment Plant (ONSWTP). The Centers for Disease Control and Prevention, World Health Organization, U.S. Public Health Service, American Medical Association, American Dental Association, Corpus Christi-Nueces County Local Health Authority, and local dentists and pediatricians recommend the addition of fluoride to drinking water. BACKGROUND AND FINDINGS: Hydrofluorosilicic acid is added in the treatment of potable (drinking) water through a controlled liquid feed system to reduce the incidence of dental cavities and tooth decay. In 1948, a local dental association requested that fluoride be added to drinking water. The City of Corpus Christi has been adding fluoride since 1950. A low level of fluoride (about 0.2 mg/L) exists naturally in the City's raw water sources from the Nueces River, Lake Texana, and Colorado River. At ONSWTP, enough fluoride is added to bring the fluoride level to the optimal recommended level of 0.7 mg/L. The current contract with Penco provides the chemical at $432.00 per ton for a period of two years for 900 tons at $388,800.00. This new contract with Univar Solutions provides a savings in the first year $1 ,800.00 for a price of $428 per ton for 450 tons at $192,600.00. The bid includes an optional second year at $440 per ton for 450 tons at $198,000.00. The optional year would be an increase of $3,600.00. PROCUREMENT DETAILS: The City currently receives Hydrofluorosilicic acid from Pencco, Inc. of San Felipe, Texas. Contracts and Procurement Department conducted a competitive Request for Bid process to obtain bids for a new contract. The City received two responsive, responsible bids, and is recommending award to the lowest, responsive, responsible bidder, Univar Solutions USA, Inc of Kent, Washington. ALTERNATIVES: An alternative to accepting the lowest, responsive, responsible bidder, Univar Solutions USA, Inc. would be to reject all bids and discontinue the practice of fluoridation. Discontinuing the practice of fluoridation would be against the recommendation of fluoridation by several agencies including local dentists and pediatricians. FISCAL IMPACT: The fiscal impact for the Water Fund in FY 2022 is $192,600.00. Funding Detail: Fund: 4010 Water Organization/Activity: 31010 Stevens Filter Plant Mission Element: 062 Treat water Project # (CIP Only): N/A Account: 520010 Purification Chemicals RECOMMENDATION: Staff recommends approval of the motion authorizing a two-year supply agreement with Univar Solutions USA, Inc. as presented. LIST OF SUPPORTING DOCUMENTS: Bid Tabulation Supply Agreement City of Corpus Christi Bid Tabulation Contracts and Procurement RFB #3740 Senior Buyer : Cynthia Perez Hydrofluorosilicic Acid for Water Treatment Univar Solutions USA Inc. Pencco, Inc Kent, WA San Felipe,TX First Year ITEM Description Unit Qty Unit Price Total Price Unit Price Total Price 1 Hydrofluorosilicic Acid Wet 450 Tons $ 428.00 $ 192,600.00 $ 451.00 $ 202,950.00 1 Year Total $ 192,600.00 $ 202,950.00 First- 1 Year Extension ITEM Description Unit Qty Unit Price Total Price Unit Price Total Price 1 Hydrofluorosilicic Acid Wet 450 Tons $ 440.00 $ 198,000.00 $ 473.55 $ 213,097.50 1 Year Total $ 198,000.00 $ 213,097.50 Grand Total $ 390,600.00 $ 416,047.50 mUs c,� G� A SUPPLY AGREEMENT NO. 3740 U Hydrofluorosilicic Acid for Water Treatment fhaaaoRp 1852 THIS Hydrofluorosilicic Acid for Water Treatment Supply Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home-rule municipal corporation ("City") and Univar Solutions USA Inc. ("Contractor"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Contractor has bid to provide Hydrofluorosilicic Acid for Water Treatment in response to Request for Bid No. 3740 ("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 Hydrofluorosilicic Acid for Water Treatment 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 one year. The parties may mutually extend the term of this Agreement for up to one 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 $192,600.00, subject to approved extensions and changes. Payment will be made for goods delivered and accepted by the City within 30 days of acceptance, Supply Agreement Standard Form Page 1 of 7 Approved as to Legal Form May 20, 2021 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: 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. Supply Agreement Standard Form Page 2 of 7 Approved as to Legal Form May 20, 2021 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. 12. Subcontractors. In providing the Goods, Contractor will not enter into subcontracts or utilize the services of subcontractors. Supply Agreement Standard Form Page 3 of 7 Approved as to Legal Form May 20, 2021 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: Univar Solutions USA Inc. Attn: Jennifer Perrras Title: Municipal Specialist Address: 8201 S. 212th Kent, WA 98032 Phone: (253) 872-5000 Fax: (253) 872-5041 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 Supply Agreement Standard Form Page 4 of 7 Approved as to Legal Form May 20, 2021 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. 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 Supply Agreement Standard Form Page 5 of 7 Approved as to Legal Form May 20, 2021 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) Supply Agreement Standard Form Page 6 of 7 Approved as to Legal Form May 20, 2021 CONTRACTOR Signature: Printed Name: Shawnasaxjs� by Title: Municipal Commercial Manager Date: August 20, 2021 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. 3740 Exhibit 2: Contractor's Bid Response Supply Agreement Standard Form Page 7 of 7 Approved as to Legal Form May 20, 2021 Attachment A - Scope of Work 1.1 General Requirements/Background Information The Contractor shall provide Hydrofluorosilicic Acid as outlined in this Scope of Work. Hydrofluorosilicic Acid is used in the treatment of potable (drinking) water to reduce the incidence of dental caries (tooth decay). Hydrofluorosilicic Acid is produced as a co-product in the manufacture of wet-process phosphoric acid and other phosphate fertilizers. The Hydrofluorosilicic Acid is fed by means of a liquid feeding system. Commercial strength Hydrofluorosilicic Acid has a typical strength of 25 percent acid content. This item will be purchased in wet tons. 1.2 Scope of Work The Supplier shall supply Hydrofluorosilicic Acid as specified: 1 . The Hydrofluorosilicic Acid shall contain between 20 and 25 percent Hydrofluorosilicic Acid by weight. 2. The Supplier shall comply with the American National Standards Institute/American Water Works Association Standard for Hydrofluorosilicic Acid, ANSI/AWWA B703-19. 3. The Supplier shall comply with the American National Standards Institute/National Sanitation Foundation Institute Standard for Drinking Water Treatment Chemicals - Health Effects, ANSI/NSF 60. 4. The Supplier shall provide proof that they are complying with ANSI/NSF 60 standards by supplying a list from NSF Products listing the website for their manufacturer. The agency must be recognized by the Texas Commission on Environmental Quality. 1.3 Delivery and Weighing Requirements 1 . Each shipment shall be in approximately 4,000-gallon tank truck lots. Tank trucks shall be of appropriate design to handle this material safely and the shipping thereof shall meet all applicable U.S. Department of Transportation and State of Texas regulations. This statement shall be on each truck load lot"Notice: This material meets the requirements of AWWA B703-19 Standard for Hydrofluorosilicic Acid". 2. Each chemical shipment must be weighed by local certified weighers before delivery to and after unloading at the O.N. Stevens Water Treatment Plant. The truck driver must promptly deliver chemical shipment weight "ticket" or legible copies to the City of Corpus Christi, Contract Administrator, 13101 Leopard St., Corpus Christi, Texas 78469-9277. Revised 1 1.30.20 3. Deliveries will be made Monday through Friday, 8 A. M. to 5 P. M. only, unless an emergency arises, then the Contract Administrator may approve after hour deliveries. 4. An affidavit of compliance, by the manufacturer, stating that at the time of loading, the Hydrofluorosilicic Acid, furnished, complies with all applicable requirements of ANSI/AWWA B703-19 and a Certified Analysis of each load shall be provided to the City of Corpus Christi, Plant Supervisor, 13101 Leopard St., Corpus Christi, Texas 78410. This analysis shall include, but is not limited to, 1 ) Hydrofluorosilicic Acid content, 2) free acid content, other than Hydrofluorosilicic Acid, 3) specific gravity, and 4) heavy metals. 1.4 OSHA and Traininq 1 . The Supplier must comply with all requirements and standards of the Occupational Safety and Health Act. All appropriate marking shall be in place before delivery. Items not meeting OSHA specifications will be refused. 2. The Supplier shall provide training to City employees in the safe handling, storage, and use of the material on a semiannual basis at the convenience of the City. This training shall include a presentation of sufficient length to visually portray the proper procedures of handling, storage, and use. Also, all information contained on the Safety Data Sheets shall be thoroughly covered. 1.5 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. 1.6 Ownership City's ownership of the Hydrofluorosilicic Acid shall begin, and Supplier's ownership shall cease, upon the unloading of the chemical at the O.N. Stevens Water Treatment Plant. 1.7 Billing The Supplier must base billing and pay quantity for each chemical shipment on "local" certified weight tickets for delivery of Hydrofluorosilicic Acid. Revised 1 1.30.20 1.8 Invoicing A. The Contractor shall submit an itemized invoice for payment, which shall include the following: 1 . Service Agreement No. and PO No. 2. Name and address of service location 3. Description of service work 4. Itemized list of parts repaired/replaced B. The Contractor shall mail the original invoice to the address below and email a copy to Utilitiesdept@cctexas.com. City of Corpus Christi Attn: AP/Utilities Dept. P.O. Box 9277 Corpus Christi, TX 78469-9277 Revised 1 1.30.20 Attachment B - Bid/Pricing Schedule SC w CITY OF CORPUS CHRISTI ! CONTRACTS AND PROCUREMENT U BID FORM NCONPOOPM 1852 RFB No.3740 Hydrofluorosilicic Acid for Water Treatment PAGE 1 OF 1 Date: July 29, 2021 Authorize Bidder: Univar Solutions USA Inc. Signature: 1. Refer to "Instructions to Bidders" and Contract Terms and Conditions before completing bid. 2. Quote your best price for each item. 3. In submitting this bid, Bidder certifies that: a. the prices in this bid have been arrived at independently, without consultation, communication, or agreement with any other Bidder or competitor, for the purpose of restricting competition with regard to prices. b. Bidder is an Equal Opportunity Employer, and the Disclosure of Interest information on file with City's 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. First Year Item Description UNIT QTY Unit Price Total Price 1. Hydrofluorosilicic Acid Wet 450 $ 428.00 $ 192,600.00 Tons 1 Year Total $ 192,600.00 First - 1 Year Extension Option Item Description UNIT QTY Unit Price Total Price 1. Hydrofluorosilicic Acid Wet 450 $ 440.00 $ 198,000.00 Tons First - 1 Year Extension Option Total $ 198,000.00 Grand Total $ 390,600.00 Attachment C - Insurance Requirements CONTRACTOR'S LIABILITY INSURANCE 1 . Contractor must not commence work under this agreement until all insurance required herein has been obtained and approved by the City's Risk Manager or designee. Contractor must not allow any subcontractor to commence work until all similar insurance required of the subcontractor has been so obtained. 2. Contractor must furnish to the 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 for the General Liability and Auto Liability policies by endorsement, and a waiver of subrogation endorsement is required on GL, AL and WC if applicable. 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 Commercial General Liability $1 ,000,000 Per Occurrence including: 1 . Commercial Broad Form 2. Premises - Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury AUTO LIABILITY (including) $1,000,000 Combined Single Limit 1 . Owned 2. Hired & Non-owned 3. Rented & Leased WORKERS' COMPENSATION Statutory and complies with Part II of (All States Endorsement if Company is Exhibit. not domiciled in Texas) Employer's Liability $500,000 / $500,000 / $500,000 POLLUTION LIABILITY $1,000,000 Per occurrence 3. In the event of accidents of any kind related to this project, Consultant must furnish the Risk Manager with copies of all reports of such accidents within 10 days of the accident. Revised 1 1.30.20 Additional Requirements - 1 . Applicable for paid employees, Contractor must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in an amount sufficient to assure that all workers' compensation obligations incurred by the Contractor will be promptly met. An All States endorsement shall be required if consultant is not domiciled in the State of Texas. 2. Contractor shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Contractor's sole expense, insurance coverage written on an occurrence basis, by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A- VII. 3. Contractor shall be required to submit replacement Certificate of Insurance to City at the address provided below within 10 days of any change made by the Contractor or as requested by the City. Contractor shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Risk Management P.O. Box 9277 Corpus Christi, TX 78469-9277 4. Contractor agrees that with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: ■ List the City and its officers, officials, employees, and volunteers, as additional insureds by endorsement with regard to operations, completed operations and activities of or on behalf of the named insured performed under contract with the City, with the exception of the workers' compensation policy. ■ Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; ■ Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and Revised 1 1.30.20 ■ Provide 30 calendar days advance written notice directly to City of any cancellation, non-renewal, material change or termination in coverage and not less than ten calendar days advance written notice for nonpayment of premium. 5. Within five calendar days of a cancellation, non-renewal, material change or termination of coverage, Contractor shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Contractor's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. 6. In addition to any other remedies the City may have upon Contractor's failure to provide and maintain any insurance or policy endorsements to the extent and within the time herein required, the City shall have the right to order Contractor to stop work hereunder, and/or withhold any payment(s) which become due to Consultant hereunder until Contractor demonstrates compliance with the requirements hereof. 7. Nothing herein contained shall be construed as limiting in any way the extent to which Contractor may be held responsible for payments of damages to persons or property resulting from Contractor's or its subcontractor's performance of the work covered under this contract. 8. It is agreed that Contractor's insurance shall be deemed primary and non- contributory with respect to any insurance or self-insurance carried by the City of Corpus Christi for liability arising out of operations under this contract. 9. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement 2021 Insurance Requirements Ins. Req. Exhibit 1 -B Purchase Contracts - Supply Agreements - Equipment Leases Hazardous Chemicals Delivered to City 05/10/2021 Risk Management - Legal Dept. Revised 1 1.30.20 Attachment D - Warranty Requirements "No manufacturer's warranty required for this Agreement." se G� O'1 +-� H V oRPORPg4 AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting October 26, 2021 DATE: October 26, 2021 TO: Peter Zanoni, City Manager FROM: Kevin Norton, Director of Water Utilities Kevin n(a)cctexa s.co m (361) 826-1874 Josh Chronley, Assistant Director of Finance-Procurement Joshc2(aDcctexas.com (361) 826-3169 Amendment No. 2 Liquid Ammonium Sulfate Supply Agreement CAPTION: Motion to authorize Amendment No. 2 to Supply Agreement No. 1261 with Chemtrade Chemicals, LLC, for the continued purchase of liquid ammonium sulfate solution for the Utilities Department and to amend the unit price for liquid ammonium from $204 per ton to $219 per ton and increase the total contract amount by $58,500.00 due to this higher cost per pound, with funding in the amount of$29,250.00 available in the FY 2022 Water Fund. SUMMARY: This item is to approve Amendment No. 2 to Supply Agreement No. 1261 for liquid ammonium sulfate solution for the O.N. Stevens Water Treatment Plant and to amend Attachment B of the Bid/Pricing Schedule to the Agreement to change the unit price for Liquid Ammonium Sulfate Solution from $204 per ton to $219 per ton due to the increase in price for raw materials and freight. In October 2019, Amendment No. 1 increased the price from $179 per ton to $204 per ton and was approved by Council. BACKGROUND AND FINDINGS: The Liquid Ammonium Sulfate Solution will be used as a source of ammonia in the formation of chloramines to disinfect the treated water. Chloramination is the best process to maintain a disinfectant residual in the City's long and extensive water distribution system. Disinfection of the drinking water is required for public health and welfare of the customers. In 2019 when the first extension was exercised, the contract was amended to change the price from $179 per ton to $204 per ton. The price per ton has increased further due to increases in raw materials and freight. To exercise the second extension, the price needs to be amended from $204 per ton to $219 per ton. The anticipated cost of this price change for the duration of the second extension is $58,500.00. ALTERNATIVES: An alternative to approval of Amendment No. 2 to Supply Agreement No. 1261 with Chemtrade Chemicals, LLC, would be to have a request for bids conducted for Liquid Ammonium Sulfate Solution. FISCAL IMPACT: The fiscal impact for Utilities in FY 2022 due to the price increase is estimated at $29,250.00. The remaining estimated cost of $29,250.00 will be budgeted during the annual budget process. The cost of the second extension of the contract is an amount not to exceed $857,882.00 which includes $799,382.00 for the additional term and $58,500.00 for modifications made to Attachment B, therefore the revised value of this Supply Agreement is not to exceed $2,359,146.00. FUNDING DETAIL: Fund: 4010 Water Organization/Activity: 31010 Stevens Filter Plant Mission Element: 062 Treat Water Project # (CIP Only): N/A Account: 520010 Purification Chemicals RECOMMENDATION: Staff recommends approval of this motion authorizing Amendment No. 2 to Supply Agreement No. 1261 with Chemtrade Chemicals, LLC, for the purchase of liquid ammonium sulfate solution as presented. LIST OF SUPPORTING DOCUMENTS: Amendment 2 Executed Supply Agreement DocuSign Envelope ID:809F5DF7-6560-40A8-ACEE-34EB6B39F1 B5 U roz G Amendment City of Corpus Christi Contracts and Procurement Department Date: September 19, 2021 Supply Agreement No.: 1261 — Liquid Ammonium Sulfate Solution Reference: SA 1261 Amendment No. 2 Supply Agreement Current Not to Exceed Value: $1 ,501,264. The CITY OF CORPUS CHRISTI, TEXAS, hereinafter referred to as the City, and Chemtrade Chemicals, LLC, hereinafter referred to as the Supplier, do hereby make and enter into this amendment (the "Amendment") which, together with the Supply Agreement No. 1261 (the "Agreement") and all other duly executed amendments, constitutes the entire agreement between the City and the Supplier. 1. Section 2. Term of the Agreement is amended to exercise the second of two 24-month option(s) under the Agreement. The term is revised as follows: 1 . Current Agreement Term: 10/24/2017 — 10/23/2019 2. Revised Agreement Term: 10/24/2017 — 10/23/2023 11. Section 3. Compensation and Payment of the Agreement is amended, effective through the end date as follows: Increases the value of the Agreement by an amount not to exceed $857,882 which includes $799,382 for the additional term and $58,500 for modifications made to Attachment B, therefore the revised value of this Supply Agreement is not to exceed $2,359,146. 111. Attachment B: Bid/Pricing Schedule to the Agreement is hereby amended to change the unit price for Liquid Ammonium Sulfate Solution from $204 per ton to $219 per ton due to the increase in price for raw materials and freight. Item Description Unit Qty Unit Price Total Price O.N. Stevens Water Plant 1 (Liquid Ammonium Sulfate Solution TONS 1 ,950 $219.00 $427,050.00 2 Unloading Delay HR 25 $75.64 $1 ,891 .00 Total $428,941 .00_ Page 1 of 2 DocuSign Envelope ID:809F5DF7-6560-40A8-ACEE-34EB6B39F1 B5 The Supplier and the City agree to and shall abide by all terms and conditions of the original Agreement and any amendments to that Agreement, to the extent they are not in conflict with the terms of this Amendment. DocuSigned by: 10/13/2021 Elizabeth Ryno Date Chemtrade Chemicals, LLC DocuSigned by: n^ 4 �g �( � — 10/7/2021 •F,DS4F 6S6•E564�1c^... Josh Chronley Date Assistant Director of Contracts and Procurement City of Corpus Christi, Texas APPROVED AS TO LEGAL FORM: L ig"j � 10/7/2021 �4•f��5+49 .. Assistant City Attorney Date Page 2 of 2 se GO SUPPLY AGREEMENT NO. 1261 aRPOHPSEP 1852 Liquid Ammonium Sulfate Solution THIS Liquid Ammonium Sulfate Solution Supply Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home-rule municipal corporation ("City") and Chemtrade Chemicals, LLC ("Supplier"), effective for all purposes upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Supplier has bid to provide Liquid Ammonium Sulfate Solution in response to Request for Bid No. 1261 ("RFB"), which RFB includes the required scope of work and all specifications and which RFB and the Supplier's bid response are incorporated by reference in this Agreement as Exhibits I and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Supplier agree as follows: 1. Scope. Supplier will provide Liquid Ammonium Sulfate Solution 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 some meaning. 2. Term. This Agreement is for 24 months. This Agreement includes an option to extend the term for up to two additional 24-month periods ("Option Period"), provided, the parties do so prior to expiration of the original term or the then- current Option Period. The decision to exercise the option to extend the term of this Agreement is, at all times, within the sole discretion of the City and is conditioned upon the prior written agreement of the Supplier and the City Manager. 3. Compensation and Payment. The total value of this Agreement is not to exceed $701,882.00, 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. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under City of Corpus Christi Supply Agreement Standard Form Page I of 7 Approved as to Legal Form 711116 this Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Name: Diana Zerfuche- Garza Department: Utilities Phone: (361) 826-1827 Email: dianoG@cctexas.com S. Insurance. Before performance can begin under this Agreement, the Supplier must deliver a certificate of insurance ("C01"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the COI must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the Policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance Policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment C, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. 6. Purchase Release Order. For multiple-release purchases of products to be provided by the Supplier over a period of time, the City will exercise its right to specify time, place and quantity of products to be delivered in the following manner: any City department or division may send to Supplier a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and products will remain with the Supplier until such time as the products are delivered and accepted by the City. 7. Inspection and Acceptance. Any products that are delivered but not accepted by the City must be corrected or replaced immediately at no charge to the City. If immediate correction or replacement at no charge cannot be made by the Supplier, a replacement product may be bought by the City on the open market and any costs incurred, including additional costs over the item's bid price, must be paid by the Supplier within 30 days of receipt of City's invoice. S. Warranty. The Supplier warrants that all products supplied under this Agreement are new, qualify items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Supplier warrants that it has clear title to the products and that the products are free of liens or encumbrances. In addition, the products Purchased under this City of Corpus Christi Supply Agreement Standard Form Page 2 of 7 Approved as to Legal Form 711116 Agreement shall be warranted by the Supplier or, if indica.ted 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. Supplier will perform the work required by this Agreement as an independent contractor and will furnish such products in its own manner and method, and under no circumstances or conditions will any agent, servant or employee of the Supplier be considered an employee of the City. 12. Subcontractors. Supplier may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Supplier must obtain prior written approval from the Contract Administrator if the subcontractors were not named at the time of bid. In using subcontractors, the Supplier is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Supplier. All requirements set forth as part of this Agreement, including the necessity of providing a COI in advance to the City, are applicable to all subcontractors and their employees to the same extent as if the Supplier and its employees had performed the work, 13. Amendments. This Agreement may be amended or modified only by written change order signed by both parties. Change orders may be used to modify quantities as deemed necessary by the City. City of Corpus Christ! Supply Agreement standard Form Page 3 of 7 Approved as to Legal Form 711116 14. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 15. Taxes. The Supplier covenants to Pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other related taxes. Upon request, the City Manager shall be provided Proof Of Payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, Postage prepaid, and is deemed received on the day 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/Fund Administrator Address: 13101 Leopard Street, Corpus Christi, Texas 78410 Fax: (361) 826-4488 IF TO SUPPLIER: Chemtrade Chemicals, LLC Attn: Elizabeth Ryno Title: Marketing Specialist Address: 90 East Halsey Road, Parsippany, NJ 07054 Fax: (973) 515-4461 17. SUPPLIER AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES-9 FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS AND CAUSES OF ACTION OF ANY NATURE WHATSOEVER ON ACCOUNT OF PERSONAL INJURIES (INCLUDING DEATH AND WORKERS, COMPENSATION CLAIMS), 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 THIS AGREEEMENT OR THE PERFORMANCE OF THIS AGREEMENT, REGARDLESS OF WHETHER THE INJURIES, DEATH OR DAMAGES ARE CAUSED OR ARE CLAIMED TO BE CAUSED By THE City of Corpus Christi Supply Agreement Standard Form Page 4 of 7 Approved as to Legal Form 711116 CONCURRENT OR CONTRIBUTORY NEGLIGENCE OF INDEMNITEES, BUT NOT IF BY THE SOLE NEGLIGENCE OF INDEMNITEES UNMIXED WITH THE FAULT OF ANY OTHER PERSON. SUPPLIER MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF SUPPLIER UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT 18. Termination. (A) The City Manager may terminate this Agreement for Supplier's failure to perform the work specified in this Agreement or to keep any required insurance policies in force during the entire term of this Agreement. The Contract Administrator must give the Supplier written notice of the breach and set out a reasonable opportunity to cure. If the Supplier has not cured within the cure period, the City Manager may terminate this Agreement immediately thereafter. (B) Alternatively, the City Manager may terminate this Agreement for convenience upon 30 days advance written notice to the Supplier. The City Manager may also terminate this Agreement upon 24 hours written notice to the Supplier for failure to pay or provide proof of payment of taxes as set out in this Agreement. 14. Assignment. No assignment of this Agreement by the Supplier, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Supplier is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 20. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, City of Corpus Christi Supply Agreement Standard Form Page 5 of 7 Approved as to Legal Form 711116 but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 21. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Agreement and its attachments B. the bid solicitation document, including addenda (Exhibit 1) C. the Supplier's bid response (Exhibit 2) 22. Certificate of Interested Parries. Supplier agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement. 23. Governing Low.This Agreement is subject to all federal, State, and local laws, rules, and regulations. The applicable low 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. 24. 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) City of corpus Christi Supply Agreement Standard Form Page 6 of 7 Approved as to Legal Form 711116 SUPPLIER CHEMTRADE CHEMICALS US LLC Signature: Printed Name: ELIZABETH RYNo Title: MARKETING SPECIALIST Date: SEPT 5,2017 CITY OF CORPUS CHRISTI Signature: �1 e►s,._._._.., �� Printed Name: r 4) -k Title: Pj,uc ,— Date:_ t o , ! ATTEST Ute_ REBECCA HUERTA Attached and Incorporated by Reference: CITY SECRETARY Attachment A: Scope of Work Attachment B: Bid/Pricing Schedule Attachment C: Insurance Requirements Attachment D: Warranty Requirements �U I HUKa�.�d Incorporated by Reference Only: 3y Ci�CIL�W, fJ Exhibit 1: RFB No. 1261 ��..�®.m..... �o, Exhibit 2: Supplier's Bid Response SECRETA Y City of Corpus Christi Supply Agreement Standard Form Page 7 of 7 Approved as to Legal Form 711116 Attachment A-Scope of Work 1.1 General Requirements/Background Information The Supplier shall provide Liquid Ammonium Sulfate Solution as outlined in this Scope of Work to be used at the City of Corpus Christi Water and Wastewater Treatment Plants. This chemical is used for disinfection of the water and wastewater and must conform to all the requirements of this specification. 1.2 SCOpe of Work The Supplier shall provide with every delivery a chemical analysis for each chemical shipment, and the chemical analysis must include the ammonia (NH3) percentage, specific gravity and pH. MATERIAL REQUIREMENTS: Chemical-The Liquid Ammonium Sulfate Solution will be used as a source of ammonia in the formation of chloramines to disinfect the treated water. Ammonium Sulfate obtained as a by-product in the manufacture of coal gas and coke is not acceptable for use in the potable water treatment. The chemical and physical properties of the liquid ammonium sulfate shall be as follows: Appearance and odor: Clear, Pale Yellow Liquid-No odor Item Weight pH 4.8-7.5 Solubility in Water Complete Specific Gravity 1.20- 1.23 Soluble Iron (mg/L) <10 Freeze Point (deg. F) < 10 Boiling Point (deg. F) 214-216 Sulfuric Acid Diammonium 38-40% (wt.%7. dry salt) 07 [Ammonium Sulfate Solution � 1097. (25% o%fthet4 . % (25%of the 407. dry salt wt.) 1.3 Delivery and Weighing Requirements 1. The Supplier will be responsible for unloading the chemical. The Supplier shall provide any special equipment necessary for unloading, up to and Including, hoses, connections, compressors, etc. 2. The Supplier must provide an affidavit Of compliance to the City of Corpus Christi stating that at the time of delivery the chemical furnished under the release order complies with all applicable requirements of this specification. 3. City of Corpus Christi Plant Supervisors, or their designee, may take a sample of any chemical shipment for testing prior to unloading of the chemical. In addition, approximately every three (3) months during the supply agreement, the City will take a random sample of the chemical upon delivery. This sample will be sent to an independent laboratory chosen by the City, and tested for all items outlined in the product specifications. 4. The Plant Supervisor may reject any chemical shipments that contain a concentration of any component outside the allowable concentration range as specified in the product specifications. 5. Deliveries of Liquid Ammonium Sulfate solution must be by drivers thoroughly trained and familiar with the related hazards, safety measures, and spill cleanup Procedures for Liquid Ammonium Sulfate solution. All spills and leakage, regardless of size must be properly and immediately cleaned up by Supplier's personnel. The Supplier shall be required to respond to any and all such emergencies within eight (8) hours of being notified. 6. The Supplier shall allow two (2) hours "unloading time" for each chemical shipment, starting from the time the load enters the plant site to the time the unloading of the chemical shipment is completed. Unloading of the chemical is complete when unloading apparatus is disconnected from storage facilities and secured, and a designated City of Corpus Christi representative has signed all delivery tickets for each respective load. Any unloading time in excess of two (2) hours which is directly attributable to the City will be paid for at the unit price bid for "Unloading Delays," rounded and prorated to the nearest quarter hour. This amount shall be included with the invoice for payment for that particular load of chemical. 7. Shipment(s) will be delivered in 4,500 gallon lots in properly cleaned tank trucks. Each chemical shipment must be weighed on a state certified truck scale located within the city limits of Corpus Christi before delivery to and after unloading at the water treatment plant. 8. The Supplier shall be responsible for mailing a legible copy of each chemical shipment weight "ticket" to the respective City of Corpus Christi Water Production Supervisor within 5 business days of delivery of the chemical. Payments to the Supplier will not be processed unless this requirement is met. 9. Deliveries shall be made between 8:00 a.m. and 5:00 p.m., Monday through Sunday, excluding holidays, unless specific arrangements are made otherwise. 10. Orders will be placed by telephone or email. The Supplier will deliver the amount of Liquid Ammonium Sulfate solution ordered within twenty-four (24) hours of order Placement. No minimum or maximum purchase of Liquid Ammonium Sulfate Solution is guaranteed by the City within the duration of the contract. 1.4 -Deliveries will be made to the following logg-fton. O.N. Stevens Wafer Treatment Plant- 13101 Leopard St., Corpus Christi, Texas, 78410 1.5 Other Reaullremenfs 1. All Materials supplied must comply with all requirements and standards of the Occupational Safety and Health Act (OSHA). All appropriate markings shall be in Place before delivery. Items not meeting OSHA specifications will be refused. 2. The Supplier shall base its billing and quantity for each chemical shipment on "local" certified weight tickets for the delivery of Liquid Ammonium Sulfate Solution, by weight, as indicated in the chemical analysis for that load. 3. The Supplier must submit the chemical analysis, weight ticket, and bill of lading with each invoice. 4. Prior to initial use of the Liquid Ammonium Sulfate solution, and annually thereafter, the Supplier shall conduct a minimum of two (2) training seminars for the City's operating personnel on the application and control of the Liquid Ammonium Sulfate solution, and shall include the following: a. Basic chemical properties of the Liquid Ammonium Sulfate solution b. Safety training c. Equipment operation/set up d. Safety Data Sheet 1.6 Su tier 01oli Contra!and Su erinten en e The Supplier 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 Supplier will also provide supervision of the work to insure it complies with the contract requirements. 1.7 Timeline The Contractor should be prepared to begin work immediately upon award. Unless otherwise approved in writing by Contract Administrator. The final timetable will depend on several factors including the extent of the background research, level of autonomy in which we work and the availability of the evaluating committee Attachment B - Bid/Pricing Schedule CITY OF CORPUS CN RISTI BID FORM PURCHASING DIVISION RFB No, 1261 liquid Ammonium Sulfate Solution Date: AUGUST s,2017 PAGE 1 OF 1 Bidder: CHEMADE CHEMICALS US LLC Authorized TRi Signature: � ELIZA ETH RYNO,MARK ING I. Refer to "Instructions to Bidders" and Contract Terms and Conditions beforelALIST completing bid. a. Quote your best price for each item, 3. In submitting this bid, Bidder certifies that: a. the prices in this bid have been arrived at independently, without consultation, communication, or agreement with any other Bidder or competitor, for the Purpose of restricting competition with regard to prices. b. Bidder is an Equal Opportunity Employer, and the Disclosure of Interest information on file with City's Purchasing office,pursuant to the Code of Ordinances,is current and true. c. Bidder is current with all taxes due and company is in good standing with all applicable governmental agencies. d. Bidder acknowledges receipt and review of 011 addenda for this RFB. 4. Bidders must not +rite over or revise the bid form. Bidders will be.considered Non Responsive I the bid form is mpdtfied. Item Descri tion UNIT QTY Unit Price Total Price 1 O.N. Stevens Water Plant TONS 1,960 x 5I79.00iTON $sa9,uso.ocl Unload Del HR 25 Total e-s 1,891.00 $350,941.00 *A CHARGE OF$18.91 PER 15 MINUTE PERIOD(Quarter hour)WILL BE ASSESSED,IN REGARDS TOO DETENTION CHARGES,AFTER THE THIRD HOUR COMBINED LOADING AND UNLOADING PER PAGE 19 OF THE BID DOCUMENTS. COST OF$75.64 PER HOUR. Attachment C -insurance Requirements CONTRACTOR'S LIABILITY INSURANCE A. Contractor must not commence work under this contract until all insurance required has been obtained and such insurance has been approved by the City. Contractor must not allow any subcontractor, to commence work until all similar insurance required of the subcontractor has been obtained. B. Contractor must furnish to the City's Risk Manager and Contract Administrator one (1) copy of Certificates of Insurance with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies by endorsement, and a waiver of subrogation endorsement is required on all applicable policies. Endorsements must be provided with Certificate of Insurance. Project name and/or number must be listed in Description Box of Certificate of Insurance. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-day advance written notice of Bodily Injury and Property Damage cancellation, non-renewal, material change Per occurrence- aggregate or termination required on all certificates and policies. COMMERCIAL GENERAL LIABILITY $1,000,000 Per Occurrence including: $2,000,000 Aggregate I. Commercial Broad Form 2. Premises—Operations 3. Products/Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury-Advertising Injury AUTO LIABILITY(including) $1,000,000 Combined Single Limit 1. Owned 2. Hired and Non-Owned 3. Rented/Leased WORKERS'S COMPENSATION Statutory and complies with Part II of this (All States Endorsement if Company is not Exhibit. domiciled in Texas) Employer's Liability $500,000/$500,000/$500,000 POLLUTION LIABILITY $1,000,000 Per Incident Limit (Including Cleanup and remediation) $1,000,000 Aggregate C. In the event of accidents of any kind related to this contract, Contractor must furrdsh the Risk Manager with copies of all reports of any accidents within 10 days of the accident. II. ADDITIONAL REQUIREMENTS A. Applicable for paid employees, Contractor must obtain workers' compensation coverage through a licensed insurance company.The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in statutory amounts according to the Texas Department of Insurance, Division of Workers' Compensation. An All States Endorsement shall be required if Contractor is not domiciled in the State of Texas. B. Contractor shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Contractor's sole expense, insurance coverage written on an occurrence basis by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A-VII. C. Contractor shall be required to submit renewal certificates of insurance throughout the term of this contract and any extensions within 10 days of the policy expiration dates. All notices under this Exhibit shall be given to City at the following address: City of Corpus Christi Attn: Risk Manager P.O. Box 9277 Corpus Christi,TX 78469-9277 A Contractor agrees that, with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: ® List the City and its officers,officials, employees, and volunteers, as additional insureds by endorsement with regard to operations, completed operations, and activities of or on behalf of the named insured performed under contract with the City,with the exception of the workers'compensation policy; • Provide for an endorsement that the"other insurance"clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; • Workers'compensation and employers'liability policies will provide a waiver of subrogation in favor of the City; and ® Provide thirty(30)calendar days advance written notice directly to City of any,cancellation,non-renewal, material change or termination in coverage and not less than ten(10)calendar days advance written notice for nonpayment of premium. E. Within five(5)calendar days of a cancellation,non-renewal,material change or termination of coverage, Contractor shall provide a replacement Certificate of Insurance and applicable endorsements to City.City shall have the option to suspend Contractor's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. F. In addition to any other remedies the City may have upon Contractor's failure to provide and maintain any insurance or policy endorsements to the extent and within the time herein required,the City shall have the right to order Contractor to stop work hereunder, and/or withhold any payment(s) which become due to Contractor hereunder until Contractor demonstrates compliance with the requirements hereof. G. Nothing herein contained shall be construed as limiting in any way the extent to which Contractor may be held responsible for payments of damages to persons or property resulting from Contractor's or its subcontractor's performance of the work covered under this contract. H. It is agreed that Contractor's insurance shall be deemed primary and non-contributory with respect to any insurance or self insurance carried by the City of Corpus Christi for liability arising out of operations under this contract. 1. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this contract. 2017 Insurance Requirements Utilities—O.N. Stevens Plant Supply and Deliver Liquid Ammonium Sulfate 07/10/2017 sw Risk Management Attachment D- Warranty Requirements No warranty requirements for this supply agreement; Section 8. Warranty is null for this supply agreement. so �o p A v WoRPORPg4 AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting October 26, 2021 DATE: October 26, 2021 TO: Peter Zanoni, City Manager FROM: Kevin Norton, Director of Water Utilities Kevin N(a)cctexa s.co m (361) 826-1874 Josh Chronley, Assistant Director of Finance-Procurement Josh C2(a)cctexas.com (361) 826- 3169 Amendment No. 2 to Sodium Permanganate Supply Agreement CAPTION: Motion to authorize Amendment No. 2 to Supply Agreement No. 1266 with Carus Corporation, for continued purchase of sodium permanganate for the treatment of potable drinking water at the O. N. Stevens Water Treatment Plant and to amend the unit price for sodium permanganate from $1 .23 per pound to $1 .63 per pound and increase the total contract amount by$1 ,165,080.00 due to this higher cost per pound, with FY 2022 funding in the amount of $582,540.00 available in the Water Fund. SUMMARY: This motion authorizes an amendment to Supply Agreement 1266 for sodium permanganate for the O.N. Stevens Water Treatment Plant to amend Attachment B of the Bid/Pricing Schedule to the Agreement to change the unit price for sodium permanganate from $1.23 per pound to $1 .63 per pound due to the increase in price for raw materials and freight. In November 2019, Amendment No. 1 increased the price from $1 .17 per pound to $1.23 per pound and was approved by Council. BACKGROUND AND FINDINGS: The sodium permanganate is a chemical used for the treatment of potable drinking water at the O.N. Stevens Water Treatment Plant since 2016. This chemical is used for taste and odor aesthetics of the water and as an oxidizer to remove organics and help prevent a loss of chlorine disinfectant residual in the system. In 2019 when the first extension was exercised, the contract was amended to change the price from $1 .17 per pound to $1.23 per pound. The price per pound has increased further due to increases in raw materials and freight. To exercise the second extension, the price needs to be amended from $1 .23 per pound to$1 .63 per pound. The anticipated cost of this price change for the duration of the second extension is $1 ,165,080. ALTERNATIVES: An alternative to the approval of Amendment No. 2 to Supply Agreement No. 1266, with Carus Corporation would be to not extend the supply agreement. However, a Request for Bids would have to be conducted for sodium permanganate solution which may lead to a shortage of this critical chemical required for the treatment of potable water. FISCAL IMPACT: The fiscal impact for the Water Fund in FY 2022 due to the price increase is estimated at $582,540.00. The remaining estimated cost of $582,540.00 will be budgeted during the annual budget process. The cost of the second extension of the contract is an amount not to exceed $4,747,701 .00 which includes $3,582,621 .00 for the additional term and $1 ,165,080.00 for modifications made to Attachment B; therefore the revised value of this Supply Agreement is not to exceed $11,738,190.00. FUNDING DETAIL: Fund: 4010 Water Organization/Activity: 31010 Stevens Filter Plant Mission Element: 062 Treat Water Project # (CIP Only): N/A Account: 520010 Purification Chemicals RECOMMENDATION: Staff recommends approval of this motion authorizing Amendment No. 2 to Supply Agreement No. 1266 with Carus Corporation for the purchase of sodium permanganate as presented. LIST OF SUPPORTING DOCUMENTS: Amendment 2 Executed Supply Agreement DocuSign Envelope ID:0849AF33-E630-40DB-A94B-AOF324D26E51 �U roz G �O Amendment City of Corpus Christi Contracts and Procurement Department Date: September 20, 2021 Supply Agreement No.: 1266 — Sodium Permanganate Solution Reference: SA 1266 Amendment No. 2 Supply Agreement Current Not to Exceed Value: $6,990,489 The CITY OF CORPUS CHRISTI, TEXAS, hereinafter referred to as the City, and Carus Corporation, hereinafter referred to as the Supplier, do hereby make and enter into this amendment (the "Amendment") which, together with the Supply Agreement No. 1266 (the "Agreement") and all other duly executed amendments, constitutes the entire agreement between the City and the Supplier. 1. The Contractor defined in the preamble of the Agreement is hereby amended for correction as follows: 1 . From: Carus Corporation 2. To: Carus LLC II. Section 2. Term of the Agreement is amended to exercise the second of two 24-month option(s) under the Agreement. The term is revised as follows: 1 . Current Agreement Term: 11/08/2017 — 11/07/2019 2. Revised Agreement Term: 11/08/2017 — 11/07/2023 111. Section 3. Compensation and Payment of the Agreement is amended, effective through the end date as follows: Increases the value of the Agreement by an amount not to exceed $4,747,701. which includes $3,582,621 for the additional term and $1 ,165,080 per Attachment B modifications, therefore the revised value of this Supply Agreement is not to exceed $11 ,738,190. Page 1 of 2 DocuSign Envelope ID:0849AF33-E630-40DB-A94B-AOF324D26E51 IV. Attachment B: Bid/Pricing Schedule to the Agreement is hereby amended to change the unit price for sodium permanganate solution from $1 .23 per pound to $1 .63 per pound due to the increase costs of raw materials, transportation, and product packaging. Item Description Unit Qty Unit Total Price Price 1 40% Solution Sodium Permanganate Lbs. 1,456,350 $1.63 $2,373,850.50 2 Unloading Delay HR 25 N/A $0.00 Total $2,373,850.50 The Supplier and the City agree to and shall abide by all terms and conditions of the original Agreement and any amendments to that Agreement, to the extent they are not in conflict with the terms of this Amendment. DocuSigned by: 1 aV �MW Ib of6v, 10/18/2021 DF6F348C31364D1... Andy Johnston Date Carus Corporation DocuSigned by: ECA , 10/18/2021 F7D548656ESB4EC... Josh Chronley Date Assistant Director of Contracts and Procurement City of Corpus Christi, Texas APPROVED AS TO LEGAL FORM: DocuSigned by: 10/18/2021 R657C54D 113549R "k_I Assistant City Attorney Date Page 2 of 2 US C -4 J 0 SUPPLY AGREEMENT NO. 1266 Sodium Permanganate Solution THIS Sodium Permanganate Solution Supply Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home-rule municipal corporation ("City") and Carus Corporation ("Supplier"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Supplier has bid to provide Sodium Permanganate Solution in response to Request for Bid No. 1266 ("RFB"), which RFB includes the required scope of work and all specifications and which RF13 and the Supplier's bid response are incorporated by reference in this Agreement as Exhibits I and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Supplier agree as follows: I. Scope. Supplier will provide Sodium Permanganate Solution in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. "Goods," "products", and "Supplies", as used in this Agreement, refer to and have the same meaning. 2. Term. This Agreement is for 24 months. The parties may mutually extend the term of this Agreement for up to two additional 24-month periods ("Option Period(s)"), provided, the parties do so in writing and prior to the expiration of the original term or the then-current Option Period. The City's extension authorization must be executed by the City Manager or designee. 3. Compensation and Payment. The total value of this Agreement is not to exceed $3,407,859.00, 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. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Supply Agreement Standard Form Approved as to Legal Form 9/18/17 Page 1 of 7 Name: Diana Zertuche-Garza Department: Utilities Phone: (361) 826-1827 Email:dionaG@cctexas.com 5. Insurance. Before performance can begin under this Agreement, the Supplier must deliver a certificate of insurance ("COI"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the COI Must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the Policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance Policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment C, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. 6. Purchase Release Order. For multiple-release purchases of products to be provided by the Supplier over a period of time, the City will exercise its right to specify time, place and quantity of products to be delivered in the following manner: any City department or division may send to Supplier a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and products will remain with the Supplier until such time as the products are delivered and accepted by the City. 7. Inspection and Acceptance. Any products that are delivered but not accepted by the City must be corrected or replaced immediately at no charge to the City. If immediate correction or replacement at no charge cannot be made by the Supplier, a replacement product may be bought by the City on the open market and any costs incurred, including additional costs over the item's bid price, must be paid by the Supplier within 30 days of receipt of City's invoice. 8. Warranty. The Supplier warrants that all products supplied under this Agreement are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Supplier warrants that it has clear title to the products and that the products are free of liens or encumbrances. In addition, the products purchased under this Agreement shall be warranted by the Supplier or, if indicated in Attachment D by the manufacturer, for the period stated in Attachment D. Attachment D is attached to this Agreement and is incorporated by reference into this Agreement as if fully set out here in its entirety. 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 Supply Agreement Standard Form Approved as to Legal Form 9/18/17 Page 2 of 7 from ordering less than its actual needs during the term of the Agreement and including any Option Period. Substitutions and deviations from the City's product requirements or specifications are prohibited without the prior written approval of the Contract Administrator 10. Non-Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Supplier will perform the work required by this Agreement as an independent contractor and will furnish such products in its own manner and method, and under no circumstances or conditions will any agent, servant or employee of the Supplier be considered an employee of the City. 12. Subcontractors. Supplier may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Supplier must obtain prior written approval from the Contract Administrator if the subcontractors were not named at the time of bid. In using subcontractors, the Supplier is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Supplier. All requirements set forth as part of this Agreement, including the necessity of providing a COI in advance to the City, are applicable to all subcontractors and their employees to the some extent as if the Supplier and its employees had performed the work. 13. Amendments. This Agreement may be amended or modified only by written change order signed by both parties. Change orders may be used to modify quantities as deemed necessary by the City. 14. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the some. 15. Taxes. The Supplier covenants to Pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other related taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, Postage prepaid, and is deemed received on the day Supply Agreement Standard Form Approved as to Legal Form 9/18/17 Page 3 of 7 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/Fund Administrator Address: 13101 Leopard Street,Corpus Christi, TX 78410 Fax: (361) 826-4488 IF TO SUPPLIER: Carus Corporation Attn: Susan Buchanan Title: VP, CFO Address: 315 Fifth Street, Peru , IL 61354 Fax: (815) 224-6697 17. SUPPLIER SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES') FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT BY THE SUPPLIER OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE SUPPLIER OR ITS EMPLOYEES OR AGENTS. SUPPLIER MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF SUPPLIER UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. Supply Agreement Standard Form Approved as to Legal Form 9/18/17 Page 4 of 7 18. Termination. (A) The City Manager may terminate this Agreement for Supplier's failure to perform the work specified in this Agreement or to keep any required insurance policies in force during the entire term of this Agreement. The Contract Administrator must give the Supplier written notice of the breach and set out a reasonable opportunity to cure. If the Supplier has not cured within the cure period, the City Manager may terminate this Agreement immediately thereafter. (B) Alternatively, the City Manager may terminate this Agreement for convenience upon 30 days advance written notice to the Supplier. The City Manager may also terminate this Agreement upon 24 hours written notice to the Supplier for failure to pay or provide proof Of Payment of taxes as set out in this Agreement. 19. Assignment. No assignment of this Agreement by the Supplier, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Supplier is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 20. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 21. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Agreement (excluding attachments and exhibits); B. its attachments; C. the bid solicitation document including any addenda (Exhibit 1); then, D. the Supplier's bid response (Exhibit 2). 22. Certificate of Interested Parties. Supplier agrees to comply with Texas Government Code Section 2252-908, as if may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement. 23. Governing Law. This Agreement is subject to all federal, State, and local laws, rules, and regulations. The applicable law for any legal disputes arising out of this Agreement is the low of the State of Texas, and such form and venue for Supply Agreement Standard Form Approved as to Legal Form 9/18/17 Page 5 of 7 such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. 24. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties. (SIGNATURE PAGE FOLLOWS) Supply Agreement Standard Form Approved as to Legal Form 9/18/17 Page 6 of 7 SUPPLIER j Signature. i Printed Name: David J kuzv Title: CEO Date. September 27, 2017 CITY OF CORPUS CHRISTI Signature: Printed Name: f'Y-\O-t0. - Title: CO C-i-L 'Al- Date: \ \ , -N Attached and Incorporated by Reference: Attachment A: Scope of Work ATTEST.� � TA Attachment B: Bid/Pricing Schedule REB C;A HUER CITY SECRETARY Attachment C: Insurance Requirements Attachment D: Warranty Requirements Incorporated by Reference Only: Exhibit 1: RFB No. 1266 Exhibit 2: Supplier's Bid Response IV SECRETARY Supply Agreement Standard Form Approved as to Legal Form 9/18/17 Page 7 of 7 Attachment A - Scope of Work 4.1 General Requirements The Supplier shall provide Sodium Permanganate Solution as outlined in this Scope of Work to be used at the City of Corpus Christi Water and Wastewater Treatment Plants. This chemical is used for algae control in water and must conform to all the requirements of this specification. 4.2 Scope of work The Supplier shall provide with every delivery a chemical analysis for each chemical shipment, and the chemical analysis must include the percentage of assay, specific gravity and pH. MATERIAL REQUIREMENTS: � The Sodium Permanganate Solution delivered under this agreement will meet the following specifications: Item Weight Assay 39.5 - 41.0% as NaMn04 pH EEE 5.0-8.0 Specific gravity 1.36 - 1.39 Certified by the National Sanitation Foundation (NSF) to ANSI/NSF Standard 60 for drinking water treatment chemicals-health effects. The product should meet the AWWA Standard B603-03; EN: 15482-2007. 4.3 Delivery andWeighing Requirements 1. The Supplier will be responsible for unloading the chemical. The Supplier shall provide any special equipment necessary for unloading, up to and including, hoses, connections, compressors, etc. 2. The Supplier must provide an affidavit of compliance to the City of Corpus Christi stating that at the time of delivery the chemical furnished under the release order complies with all applicable requirements of this specification. 3. City of Corpus Christi Plant Supervisors, or their designee, may fake a sample of any chemical shipment for testing prior to unloading of the chemical. In addition, approximately every three (3) months during the supply agreement, the City will take a random sample of the chemical upon delivery. This sample will be sent to an independent laboratory chosen by the City, and tested for all items outlined in the product specifications. 4. The Plant Supervisor may reject any chemical shipments that contain a concentration of any component outside the allowable concentration range as specified in the product specifications. 5. Deliveries of Sodium Permanganate solution must be by drivers thoroughly trained and familiar with the related hazards, safety measures, and spill cleanup procedures for sodium permanganate solution. All spills and leakage, regardless of size must be properly and immediately cleaned up by Supplier's personnel. The Supplier shall be required to respond to any and all such emergencies within eight (8) hours of being notified. 6. The Supplier shall allow two (2) hours "unloading time" for each chemical shipment, starting from the time the load enters the plant site to the time the unloading of the chemical shipment is completed. Unloading of the chemical is complete when unloading apparatus is disconnected from storage facilities and secured, and a designated City of Corpus Christi representative has signed all delivery tickets for each respective load. Any unloading time in excess of two (2) hours which is directly attributable to the City will be paid for at the unit price bid for "Unloading Delays," rounded and prorated to the nearest quarter hour. This amount shall be included with the invoice for payment for that particular load of chemical. 7. Shipment(s) will be delivered in approximately 36,000 lb. lots. Each chemical shipment must be weighed on a state certified truck scale located within the city limits of Corpus Christi before delivery to and after unloading at the water treatment plants. 8. The Supplier shall be responsible for mailing a legible COPY of each chemical shipment weight "ticket" to the respective City of Corpus Christi Water Supervisor within 5 business days of delivery of the chemical. Payments to the Supplier will not be processed unless this requirement is met. 9. Deliveries shall be made between 8:00 a.m. and 5:00 p.m., Monday through Sunday, excluding holidays, unless specific arrangements are made otherwise. 10.Orders will be placed by telephone or email. The Supplier will deliver the amount of Sodium Permanganate solution ordered within twenty-four (24) hours of order Placement. No minimum or maximum purchase of Sodium Permanganate Solution is guaranteed by the City within the duration of the contract. 4.4 Deliveries will be made to the following location: O.N. Stevens Wafer Treatment Plant, 13101 Leopard St., Corpus Christi, TX 78410 4.5 Other Reaullrements 1. All materials supplied must comply with all requirements and standards of the Occupational Safety and Health Act (OSHA). All appropriate markings shall be in place before delivery. Items not meeting OSHA specifications will be refused. 2. The Supplier shall base its billing and quantify for each chemical shipment on "local" certified weight tickets for the delivery of Sodium Permanganate Solution. 3. The Supplier must submit the chemical analysis, weight ticket, and bill of lading with each invoice. 4. Prior to initial use of the Sodium Permanganate solution, and annually thereafter, the Supplier shall conduct a minimum Of two (2) training seminars for the City's operating personnel on the application and control of the Sodium Permanganate solution, and shall include the following: a. Basic chemical properties of the Sodium Permanganate solution b. Safety training c. Equipment operation/set up d. Safety Data Sheet 4.6 Supplier Quality Control and Superintendence The Supplier 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 Supplier will also provide supervision of the work to insure it complies with the contract requirements. Attachment B - Bid Price/Schedule mus c oke CITY OF CORPUS CHRISTI Rib FORM PURCHASING DIVISION M 0 OOp RFB No. 1266 1852 Sodium Permanganate Solution Date: September 18 2017 PAGE 1 OF 1 Bidder: Carus Corporation Authorized ', G;,, Signature: Lt!f?;` rt "�/, r,t� Susan Buchanan/VP, CFO 1. Refer to "Instructions to Bidders" and Contract Terms and Conditions before completing bid. 2. Quote your best price for each item. 3. In submitting this bid, Bidder certifies that: a. the prices in this bid have been arrived at independently, without consultation, communication, or agreement with any other Bidder or competitor, for the purpose of restricting competition with regard to prices. b. Bidder is an Equal Opportunity Employer, and the Disclosure of Interest information on file with City's Purchasing office, pursuant to the Code of Ordinances, is current and true. c. Bidder is current with all taxes due and company is in good standing with all applicable governmental agencies. d. Bidder acknowledges receipt and review of all addenda for this RFB. 4. Bidders must not write over or revise the bid form. Bidders will be considered Non- Responsive if the bid form is modified. Item bescri tion UNIT QTY Unit Price Total Price 1 40% Solution Sodium Perman anate Lbs. 1,456,350 2 Unloadin Delq $1,703,929.50 HR 25 NIA $o.00 Attachment C - Insurance Requirements SUPPLIER'S LIABILITY INSURANCE 1. Contractor must not commence work under this agreement until all insurance required herein has been obtained and approved by the City's Risk Manager or designee. Contractor must not allow any subcontractor to commence work until all similar insurance required of the subcontractor has been so obtained. 2. Contractor must furnish to the Risk Manager and Assistant Director, Office of Strategic Management, two (2) copies of Certificates of Insurance with applicable Policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the Risk Manager or designee. The City must be listed as an additional insured for the General Liability and Auto Liability Policies, and a waiver of subrogation is required on all applicable Policies. Endorsements must be provided with Certificate of Insurance. Project name and/or number must be listed in Description Box of Certificate of Insurance. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30 day advance written notice ofBodily Injury and Property Damagecancellation, non-renewal, material Per occurrence - aggregate change or termination required on all certificates and policies. Commercial General Liability including: $1,000,000 Per Occurrence 1. Commercial Broad Form $2,000,000 Aggregate 2. Premises-Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury BUSINESS AUTOMOBILE LIABILITY I. Owned $1,000,000 Combined Single Limit 2. Hired & Non-owned 3. Rented & Leased WORKERS' COMPENSATION Statutory and complies with Part 11 of (All States Endorsement if Company is not This Exhibit domiciled in Texas) Employer's Liability $500,000 /1500,000/ $500,000 Pollution Liability $1,000,000 Per Incident Limit- (Including Cleanup and remediation $1,000,000 Aggregate 3. In the event of accidents of any kind related to this project, Consultant must furnish the Risk Manager with copies of all reports of such accidents within 10 days of the accident. Additional Requirements 1. Applicable for paid employees, Contractor must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in an amount sufficient to assure that all workers' compensation obligations incurred by the Contractor will be promptly met. An All States endorsement shall be required if consultant is not domiciled in the State of Texas. 2. Contractor shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Contractor's sole expense, insurance coverage written on an occurrence basis, by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A- VII. 3. Contractor shall be required to submit replacement Certificate of Insurance to City of the address provided below within 10 days of any change made by the Contractor or as requested by the City. Contractor shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Risk Management P.O. Box 9277 Corpus Christi, TX 78469-9277 4. Contractor agrees that with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: ■ List the City and its officers, officials, employees, and volunteers, as additional insureds by endorsement with regard to operations, completed operations and activities of or on behalf of the named insured performed under contract with the City, with the exception of the workers' compensation policy. Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and Provide 30 calendar days advance written notice directly to City of any cancellation, non-renewal, material change or termination in coverage and not less than ten calendar days advance written notice for nonpayment of premium. 5. Within five calendar days of a cancellation, non-renewal, material change or termination of coverage, Contractor shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Contractor's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. 6. In addition to any other remedies the City may have upon Contractor's failure to provide and maintain any insurance or Policy endorsements to the extent and within the time herein required, the City shall have the right to order Contractor to stop work hereunder, and/or withhold any Payment(s) which become due to Consultant hereunder until Contractor demonstrates compliance with the requirements hereof. 7. Nothing herein contained shall be construed as limiting in any way the extent to which Contractor may be held responsible for payments of damages to persons or property resulting from Contractor's or its subcontractor's performance of the work covered under this contract. 8. It is agreed that Contractor's insurance shall be deemed primary and non- contributory with respect to any insurance or self-insurance carried by the City of Corpus Christi for liability arising out of operations under this contract. 9. If is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. 2017 Insurance Requirements Utilities Supply and Deliver Sodium Permanganate 06/28/2017 sw Risk Management Attachment D—Warranty Requirements No warranty requirements for this supply agreement; Section 8. Warranty is null for this supply agreement. CERTIFICATE OF INTERESTED PARTIES FORM 1295 Cnmfziete NOS,?-4 and 6 if there are interested parties, i or 1 Carnpit to Nos.1,2,3.5.am;sit there are nO iWerested parties. OI:I:ICE USE ONLY Name of business entity ttgng town,and the city,state anti country of the business entity's place Certlt�ticatalNa bl ON OF PILING of business. Carus Corporation 21)17-2E4Ti? Peru.IL United States Name o!gpvemmental entity or state agency -is a party to the cc-o tnihrch th'` a form�s 9/2112011 Date File& being tiled. City Of Corpus Christi. Date ckno viiedgged; g ProvtQe the identification number used by the govornmentat entity or state agency to track or identify ho co ire,and per�ido a description of the services,goods,or other property to be provided under the contract. 749 Manufacture and delivery sodium permanganate 8 -- Name of Interested ParryNature of interest City,state,Country(place of business) (check applicable) K�zy,David J. Controlling Intermediary Peru,it United States X Buchanan,Susan Peru.IL United States ------------ 5 Check only if there is No interested- party. I..�I 6 AFFIDAVIT I sv:t al.or itffirni...:der pc,.ai[}of p r ury,ih,jt ttr �.-°i"'+"�^.Rar`^. � •,,.�.,�..�,.�•,•.,, e ttUa•.0 d.sc'e�ur�is;r:i[:end care�� OFFICI:.L � SEAL t• SHEILFY A BJRR 1. ,orarr PUBLIC-STATE()Ir u..,{, t 1 � �� # /ryI -r1Y(�l:ri,'i;��rlr•,(: � t�_ cXF1R_ ; 1 i Sigr.a.ure Of at.rhor.zed agent ct rnntr«cite 3�us n 9 ess entity Ar=l>:NOTARY SIANIP,SEAL ABOVE Stirurn to ane Subscribnd be"ore me.b i t to cerdfy which. _. ich..vrz^ess my nand wad seal of ottice, ~� of 'i a\ 1 Signature of er administerng ' Pnntea name of nfhc erirnin�senr. atlr , 9` T:tie o.of;!rer ad. inrsterinet ea±t, r°r ns Provided by Texas Ethics Commission w+,trot+.ethicsstate_ta.us Version 11:,0.3331 so �o � 0 a v _ NOgP00.Pt' 1852 AGENDA MEMORANDUM Action Item for the City Council Meeting of October 19, 2021 DATE: September 29, 2021 TO: Peter Zanoni, City Manager FROM: Heather Hurlbert, CPA, CGFO, Director of Finance & Procurement almac@cctexas.com (361) 826-3610 Approval of 2021 Tax Levy CAPTION: Motion approving the 2021 Property Tax Levy of $149,146,111 .13 based on the adopted property tax rate of $0.646264 per $100 valuation, in accordance with Section 26.09 (e) of the Texas Tax Code. SUMMARY: Approval of the certified tax levy by the governing body is required by the Texas Tax Code and is the last step in complying with the "Truth-in-Taxation" guidelines as it relates to the adoption of a property tax rate and the assessment of property taxes. BACKGROUND AND FINDINGS: The Texas Tax Code establishes rules for approval of the property tax levy. Section 26.09(e) of the Code requires the tax assessor to submit the unit's tax levy to the governing body for approval. The tax levy is the amount of current property taxes to be collected for the fiscal year (FY), which is derived by applying the adopted property tax rate to the certified appraisal roll. The property tax levy for 2021 that is based upon a property tax rate of $0.646264 per $100 valuation and a taxable value of $24,043,046,862.00 is as follows: Tax Levy Component $102,617,166.59 Supporting the City's maintenance and operations ($0.426806) 52,764,389.78 Supporting the City's debt service ($0.219458) $155,381 ,556.37 188,636.84 Add: Net Late Rendition Penalty — Personal Property Accounts (6,424,082.08) Less: Over-65/Disabled Homestead Frozen Levy Loss $149,146,111 .13 2021 Ad Valorem Tax Levy Additional revenue for a late rendition penalty on personal property accounts is considered in the computation of the tax levy. The Chief Appraiser may impose a penalty on a person who fails to timely file the required rendition statement or property report on all tangible personal property used for production of income that the person owns or manages and controls as a fiduciary. The tax assessor shall then add the amount of the penalty to the amount of tax imposed on the property and include that amount on the individual's tax bill. Additionally, the over-65/disabled homestead tax freeze is an important factor in the computation of the tax levy. The FY 2020-2021 tax levy loss of $6,424,082.08 is 13.39% greater than the prior year. Property tax revenue budgeted in the FY 2021-2022 budget is based on net appraised property values reported by the Nueces County Appraisal District (NCAD) for properties in the city limits of three counties: Nueces, San Patricio, and Kleberg. The certified values that the City of Corpus Christi received in July 2021 from NCAD totaled $23,869,900,539 and were made up of 100% of the values of the properties not under protest and 85% of the values of the properties under protest. The total taxable values certified by the Nueces County Tax Office of $24,043,046,862, however, include 100% of the values of the properties not under protest and 100% (versus 85%) of the properties under protest. This accounts for an increase of$173,146,323 in assessed values certified by the Nueces County Tax Office. The FY 2021-2022 operating budget adopted by the City Council on September 7, 2021 included total property tax revenue of $144,437,874.00 budgeted in the following funds: General Fund, Debt Service Fund, Reinvestment Zone No. 2, Reinvestment Zone No. 3, Reinvestment Zone No. 4, and Reinvestment Zone No. 5. When comparing budgeted property tax revenue with the certified ad valorem tax levy of $149,146,111 .13, the collection rate certified for the year must be considered. The collection rate certified by the Nueces County Tax Office for FY 2021-2022 is 100%, but a more conservative collection rate of 97.5% was used in the calculation of property tax revenue in the City's operating budget. By applying a 97.5% collection rate to the certified levy, the resulting net levy is calculated to be $145,261 ,572.22 — which is $823,698.22 more than the total ad valorem tax revenue adopted in the FY 2021-2022 budget. This variance is due to the fact that the budgeted property tax revenue for each of the reinvestment zones was approved by the respective boards prior to the final certified values being received in July 2021 . The final certified values were higher than the preliminary values included in the proposed budget. The variance, however, is less than one percent, and so no budgetary adjustments are being recommended. ALTERNATIVES: Not applicable FISCAL IMPACT: The fiscal impact of this motion will generate total property tax revenue of $83,820,917 for the General Fund; $47,556,581 for the Debt Service Fund; $8,668,006 for the Residential Streets Reconstruction Fund; $3,055,011 for Tax Increment Reinvestment Zone No. 2; $1 ,174,034 for Tax Increment Reinvestment Zone No. 3; $162,811 for Tax Increment Reinvestment Zone No. 4; and $514 for Tax Increment Reinvestment Zone No. 5. FUNDING DETAIL (REVENUE): Fund: 1020 General Fund Organization/Activity: 11020 General Government Revenue Mission Element: 888 Revenue Project # (CIP Only): N/A Account: 300010 Ad valorem taxes - Current Amount: $83,820,917 (net) ------------------------------------------------------------------------------------------------------------------ Fund: 2010 Debt Service Fund Organization/Activity: 11020 General Government Revenue Mission Element: 888 Revenue Project # (CIP Only): N/A Account: 300010 Ad valorem taxes - Current Amount: $47,556,581 ------------------------------------------------------------------------------------------------------------------- Fund: 1042 Residential Street Reconstruction Fund Organization/Activity: 12440 Residential Street Reconstruction Mission Element: 888 Revenue Project # (CIP Only): N/A Account: 352000 Transfer from General Fund Property Tax Amount: $8,668,006 --------------------------------------------------------------------------------------------------------------------- Fund: 1111 Reinvestment Zone No. 2 Fund Organization/Activity: 11020 General Government Revenue Mission Element: 888 Revenue Project # (CIP Only): N/A Account: 300020 RIVZ current taxes - City Amount: $3,055,011 --------------------------------------------------------------------------------------------------------------------- Fund: 1112 Reinvestment Zone No. 3 Fund Organization/Activity: 11020 General Government Revenue Mission Element: 888 Revenue Project # (CIP Only): N/A Account: 300020 RIVZ current taxes - City Amount: $1,174,034 ------------------------------------------------------------------------------------------------------------------------------------------------------------ Fund: 1114 Reinvestment Zone No. 4 Fund Organization/Activity: 11020 General Government Revenue Mission Element: 888 Revenue Project # (CIP Only): N/A Account: 300020 RIVZ current taxes - City Amount: $162,811 --------------------------------------------------------------------------------------------------------------------- Fund: 1115 Reinvestment Zone No. 5 Fund Organization/Activity: 11020 General Government Revenue Mission Element: 888 Revenue Project # (CIP Only): N/A Account: 300020 RIVZ current taxes - City Amount: $514 RECOMMENDATION: Staff recommends approval of the Tax Year 2021 Property Tax Levy of$149,146,111 .13 based on the adopted property tax rate of $0.646264 per $100 valuation. LIST OF SUPPORTING DOCUMENTS: Tax Levy for the Tax Year 2021 OF TF Nueces County Coaullrouse ° v Administration 901 Leopard, Savile 301 �yT r OF NJ� (361) 888-0307 Corpus Christi, TX 78401 Kevin Kiesc (361) 888-0308 lrnicic Assessors and Collector of Taxes CERTIFICATION OF TAX LEVY FOR THE TAX YEAR 2021 CITY OF CORPUS CHRISTI Total Appraised Value @ 100%of Market Value $ 31,909,387,707 Less: Partial Exemptions Ag-Use account value loss and abatements $ 7,866,340,845 Total Net Appraised Value $24,043,046,862 Assessment Ratio 100% Total Taxable Value $24,043,046,862 2021 Adopted Tax Rate .646264 1$100 2021 Ad Valorem Tax Levy $ 155,381,556.37 Less: Over-65/Disabled Homestead Frozen Levy Loss $ 6,424,082.08 Plus: Late Rendition Penalty.Personal Property Accounts $ 198,565.10 Less: 5% of Late Rendition Penalty to the Appraisal District $ 9,928.26 Plus: Late Ag Penalty $ 2021 Total Ad Valorem Tax Levy $ 149,146,111.13 Submission of the Tax Levy for 2021 for approval by the City of Corpus Christi City Council in accordance with Section 26.09(e)of the Texas Property Tax Code. Kevin Kieschnick Nueces County Tax Assessor-Collector SWORN AND SUBSCRIBED TO before me at Corpus Christi, Texas this 27th day of September,A.D., 2021. Noiary Pjblic, Sale Of Texas Co nm. Expi os 'J4-23-202::, Not�ry !D 125266923 Notary Public, State of T as THE STATE OF TEXAS COUNTY OF N[1ECES The Tax Levy is hereby approved by the City of Corpus Christi City Council on this day of A.D.,2021 Mayor, City of Corpus Chriiti ATTEST: City Secretary, City of Corpus Christi For information contact: Motor Vehicle Properly Tax Voter Registration epoice (361)888-0459 (361) 888-0230 (361) 888-0404 fax (361)888-0482 (361) 888-0218 (361) 888-0339 . ....... ......... ......... ...................... ........ ......... ......... ......... ......... ......................... ......... ......... ......... ......... ....... .. ......... ....... ......... SC �o a� �h NCORPOR 1�'0 AGENDA MEMORANDUM zss2 Action Item for the City Council Meeting 10/26/21 DATE: September 22, 2021 TO: Peter Zanoni, City Manager FROM: Al Raymond III, CBO, AIA, Director, Development Services alraymond(a-)cctexas.com (361) 826 - 3276 Amend Water Arterial Transmission and Grid Main Construction and Reimbursement Agreement and Developer Participation Agreement for Royal Creek Estates Unit 7 to extend the expiration date for MPM Development, LP. CAPTION: Resolution authorizing 24 month extensions for a Water Arterial Transmission and Grid Main Construction and Reimbursement Agreement not to exceed $109,354.20 for installation of a water arterial transmission and grid main line, and a Developer Participation Agreement not to exceed $207,386.85 for partial construction of Oso Parkway with MPM Development, LP for a planned residential development, Royal Creek Estates Unit 7, located south of Yorktown Boulevard and east of Cimarron Boulevard at 8399 Rock Crest Drive (District 5) SUMMARY: MPM Development, LP is required to install a 12-inch water arterial grid main line extension in order to provide adequate water to a proposed residential subdivision development. The developer also is required to construct a portion of South Oso Parkway as part of the development of the subdivision. The developer has an approved reimbursement agreement and participation agreement to construct the required public improvements. Both agreements expire on November 7, 2021. This will extend the performance date for both agreements to November 7, 2023. This will be the third amendment to the Participation agreement and the fourth amendment to the Water Arterial Transmission and Grid Main Construction and Reimbursement Agreement originally dated November 7, 2017. BACKGROUND AND FINDINGS: MPM Development LP had requested, and was approved for, a Reimbursement Agreement for the extension of a 12-inch grid main waterline in order to provide adequate water to the property. The amount approved from the No. 4030 Water Arterial Transmission & Grid Main Trust Fund for reimbursement is $109,354.20. MPM Development, L.P, also has a Developer Participation Agreement to extend Oso Parkway, near the planned project. The developer is required to construct a larger street to meet UTP Street standards and the City is participating in the street construction for Oso Parkway. The participation agreement includes street improvements, curb and gutter, and sidewalk installation. The developer will be reimbursed from funds available from fund No. 3701 Developer Participation BD 12 for this portion of the street improvement, not to exceed $207,386.85. MPM Development, LP. is requesting a 24-month performance date extension on both the Water Arterial Transmission and Grid Main Construction and Reimbursement Agreement and the Developer Participation Agreement to November 7, 2023. This extension will allow for additional time to complete the improvements associated with Royal Creek Estates Unit 7. ALTERNATIVES: Deny the request and unencumber the funds to allow other developers with more mature projects access to the funds. MPM Homes LP can always reapply for participation and reimbursement agreements when this project is more mature and closer to the construction stage. FISCAL IMPACT: Water Distribution Main Trust Funds and Developer Participation Funds will not change with this addendum. The encumbered funds for these projects will remain encumbered and future public improvement projects should not be affected. The reimbursement agreement amount is for $109,354.20 and is currently encumbered in the Water Arterial Transmission and Grid Main Trust Fund. The participation agreement amount is for$207,386.85 and the funds are encumbered and are part of Bond 2012. Funding Detail: Fund: Organization/Activity: Mission Element: Project # (CIP Only): Account: RECOMMENDATION: Staff Recommends Approval of the extension of both agreements. The agreements are helping to facilitate the build out of a residential subdivision and associated infrastructure. LIST OF SUPPORTING DOCUMENTS: Resolution (with Amendment to Water Arterial Transmission and Grid Main Construction and Reimbursement Agreement and Amendment to Participation Agreement) Presentation Location map Resolution authorizing 24 month extensions for a Water Arterial Transmission and Grid Main Construction and Reimbursement Agreement not to exceed $109,354.20 for installation of a water arterial transmission and grid main line, and a Developer Participation Agreement not to exceed $207,386.85 for partial construction of Oso Parkway with MPM Development, LP for a planned residential development, Royal Creek Estates Unit 7, located south of Yorktown Boulevard and east of Cimarron Boulevard at 8399 Rock Crest Drive (District 5) 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 24-month performance date extension to the Water Arterial Transmission and Grid Main Construction and Reimbursement Agreement for installation of a Water Arterial Transmission and Grid Main Line and Participation Agreement for partial construction of Oso Parkway ("Amendments") attached hereto, with MPM Development for a planned residential development, Royal Creek Estates Unit 7, located south of Yorktown Boulevard and east of Cimarron Boulevard at 8399 Rock Crest Drive 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 THIRD AMENDMENT OF PARTICIPATION AGREEMENT This is an amendment to the Participation Agreement, Document number 2017048025, originally dated November 7, 2017, by and between. MPM Development, L P and the City of Carpus Christi, NOW, THEREFORE.. in consideration of the mutual covenants herein, the Parties agree to amend Participation Agreement, Sections (K)(3) & (Q) as follows: K. DEFAULT. The following events shall constitute default-. 3 Owner fails to complete construction of the Roadway Extenston, under the approved plans and specifications, on or before November 7, 2023, 0 This Agreement becomes effective, is binding upon, and inures to the benefits of the City and the owner from and after the date of the last signatory to this Agreement. This Agreement expires on November 7, 2023, unless terminated earlier in accordance with the provisions of the Agreement. All other terms and conditions of the original agreement remain effective and in full force. EXECUTED IN ONE ORIGINAL and made effective this_day of 2021 CITY OF CORPUS CHRISTI MPM DEVELOPMENT. L.P. Al Raymond Ill,AIA, CS0 Mossa Mo s Mostag hasi Director of Development Services General Partner APPROVED AS TO FORM, Buck Brice (date) Assistant City Attorney for the City Attorney FOURTH AMENDMENT OF WATER ,ARTERIAL TRANSMISSION AND GRID MAIN CONSTRUCTION AND REIMBURSEMENT AGREEMENT This is an amendment to the Water Arterial Transmission and Grid Main Construction and Reimbursement Agreement, Document number 2017048024, originally dated November 7.. 2017, by and between: MPM Development, L_P- and the City of Corpus Christi, NOW, THEREFORE, in consideration of the mutual covenants herein, the Parties agree to amend Water Arterial Transmission and Grid Main Construction and Reimbursement Agreement, Section 5 as follows 5. DEVELOPER AWARD CONTRACT FOR IMPROVEMENTS Developer shall award a contract and complete the improvements to 12-inch waterline, under the approved plans and specifications, by November 7, 2021 All ether terms and conditions of the original agreement remain effective and in full force_ EXECUTED IN ONE ORIGINAL and made effective this_day of 2021. CITY OF CORPUS CHRISTI MPM DEVELOPMENT, L.P. zt�' Al Raymond III, AIA, CBO Mossa Moses ostaghasi Director of Development Services General Partner APPROVED AS TO FORM: Buck Brice (datey Assistant CityAttUrney for the City Attorney Amendment to Agreements Water Arterial Transmission and Grid Main Construction and Reimbursement Agreement and Participation Agreement with MPM Development, LP To Extend the Performance Date for Royal Creek Estates Unit 7 City Council October 26, 2021 1 4 � L r ,�'y; ... �. 4 t�� p�, , Vicinity Map Royal Creek Estates Unit 7 *' 4 3 Reimbursement Agreement • MPM Development, LP. Entered into a Water Transmission and Grid Main Construction and Reimbursement Agreement on November 7, 2017. • 1187 linear feet of 12-inch water main extension is to be installed to support the future residential subdivision. • The proposed 12-inch water main extension conforms to the Water Master Plan. Participation Agreement • MPM Development, LP. Entered into a Participation Agreement with the City to extend Oso Parkway on November 7, 2017. • City is requiring the developer to construct a larger street, including the street curb, gutter and 4-foot wide sidewalk to meet UTP standards as part of the public improvements associated with the proposed development. Amendment History • Reimbursement Agreement: • Original Ordinance No. 031279, 10/24/2017 • First Amendment - Motion No. 2018-199, 10/16/2918 • Second Amendment — Resolution No. 031863, 9/17/19 • Third Amendment — Resolution No. 302256 — 11/27/20 • Participation Agreement: • Original Resolution No. 031276, 10/24/17 • First Amendment — Resolution No. 031863, 9/17/19 • Second Amendment - Resolution No. 032256 — 11/27/20 Recommendation Approval Plat ��` �-rn a ne.wa. v.az. w••`~moo;e`•`•' ~ rS/5'15.27'i 60.00' 54.4.q4'33 V e asu wr.. S7 1•I05'27-E .sr 33.E +J\5'41100' N14'."o 14- 'l.6' 14' 'nae s " 50.0 25. TL KC Sha•I]'11'E 0' 456.33' �� �� � \ •\ a � ��' ;'4' _ �. /--___. _� --_� Mop �� I ,.' \•\ �z /�'.'v \ m ��� 's r�� qt- 9(33.30 8 dMr Muir r F m� _ 17 d^ 'jk r �' r x Ir a i %-SUBjECT Royal .9 Rock Crest r SC 00 a� �h NCORPOR 1�'0 AGENDA MEMORANDUM zss2 Action Item for the City Council Meeting of 10/26/21 DATE: September 22, 2021 TO: Peter Zanoni, City Manager FROM: Al Raymond III, CBO, AIA, Director, Development Services alraymond(a)cctexas.com (361) 826 - 3276 Amend Water Arterial Transmission and Grid Main Construction and Reimbursement Agreement and Developer Participation Agreement for Royal Creek Estates Unit 8 to extend the expiration date for MPM Development, LP. CAPTION: Resolution authorizing 24 month extensions for a Water Arterial Transmission and Grid Main Construction and Reimbursement Agreement not to exceed $183,810.74 for installation of a water arterial transmission and grid main line, and a Developer Participation Agreement not to exceed $185,005.37 for partial construction of Oso Parkway with MPM Development, LP for a planned residential development, Royal Creek Estates Unit 8, located south of Yorktown Boulevard and east of Cimarron Boulevard at 8399 Rock Crest Drive. (District 5) SUMMARY: MPM Development, LP is required to install a 12-inch water arterial grid main line extension in order to provide adequate water to a proposed residential subdivision development. The developer also is required to construct a portion of South Oso Parkway as part of the development of the subdivision. The developer has an approved reimbursement agreement and participation agreement to construct the required public improvements. Both agreements expire December 6, 2021. This will extend the performance date for both agreements to December 6, 2023. This will be the second amendment to the to the agreements originally dated December 6, 2018. BACKGROUND AND FINDINGS: MPM Development L.P. had requested, and was approved for, a Reimbursement Agreement for the extension of a 12-inch grid main waterline in order to provide adequate water service to the property. The amount approved from the No. 4030 Water Arterial Transmission & Grid Main Trust Fund for reimbursement is $183,810.74. MPM Development, LP. also has an approved Developer Participation Agreement to extend Oso Parkway, near the planned project. The developer is required to construct a larger street to meet UTP Street standards and the City is participating in the street construction for Oso Parkway. The participation agreement includes street improvements, curb and gutter, and sidewalk installation. The developer will be reimbursed from the No. 3701 Developer Participation BD 12 for this portion of the street improvement, not to exceed $185,005.37. MPM Development, LP. is requesting a 24-month performance date extension on both the Water Arterial Transmission and Grid Main Construction and Reimbursement Agreement and the Developer Participation Agreement to December 6, 2023. This extension will allow additional time to complete the improvements associated with Royal Creek Estates Unit 8. ALTERNATIVES: Deny the request and unencumber the funds to allow other developers with more mature projects access to the funds. MPM Homes LP can always reapply for participation and reimbursement agreements when this project is more mature and closer to the construction stage. FISCAL IMPACT: Water Distribution Main Trust Funds and Developer Participation Funds will not change with this addendum. The encumbered funds for these projects will remain encumbered and future public improvement projects should not be affected. The reimbursement agreement amount is for $183,810.74 and is currently encumbered in the Water Arterial Transmission and Grid Main Trust Fund. The participation agreement reimbursement amount is for $185,005.37 and the funds are encumbered and are part of Bond 2012. Funding Detail: Fund: Organization/Activity: Mission Element: Project # (CIP Only): Account: RECOMMENDATION: Staff Recommends Approval of the extension of both agreements. The agreements are helping to facilitate the build out of a residential subdivision and associated infrastructure. LIST OF SUPPORTING DOCUMENTS: Resolution (with Amendment to Water Arterial Transmission and Grid Main Construction and Reimbursement Agreement and Amendment to Participation Agreement) Presentation Location map Resolution authorizing 24 month extensions for a Water Arterial Transmission and Grid Main Construction and Reimbursement Agreement not to exceed $183,810.74 for installation of a water arterial transmission and grid main line, and a Developer Participation Agreement not to exceed $185,005.37 for partial construction of Oso Parkway with MPM Development, LP for a planned residential development, Royal Creek Estates Unit 8, located south of Yorktown Boulevard and east of Cimarron Boulevard at 8399 Rock Crest Drive. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The City Manager or designee is authorized to execute 24 month performance date extensions to the Water Arterial Transmission and Grid Main Construction and Reimbursement Agreement for installation of a water arterial transmission and grid main line and Participation Agreement for partial construction of Oso Parkway with MPM Development, LP ("Amendments") attached hereto, with MPM Development, LP for a planned residential development, Royal Creek Estates Unit 8, located south of Yorktown Boulevard and east of Cimarron Boulevard at 8399 Rock Crest Drive. 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 SECOND AMENDMENT OF WATER ARTERIAL TRANSMISSION AND GRID MAIN CONSTRUCTION AND REIMBURSEMENT AGREEMENT This is an amendment to the Water Arterial Transmission and Grid Main Construction and Reimbursement. Agreement, Document number 2018053884. originally dated December 6, 2018 by and between:MPM Development, L.P .and the City of Corpus Christi NOW,THEREFORE, in consideration of the mutual covenants herein,the Parties agree to amend Water Arterial Transmission and Grid Main Construction and Reimbursement Agreement.Section 6 and 9.e as follows- 6. DEVELOPER AWARD CONTRACT FOR IMPROVEMENTS Developer shall award a contract and complete the improvpmpnts to Gro Main Extension, under the approved plans and specifications, by December 6.2023. 9 e Developer/Owner's contractor fails to complete corishxhonof the project under the approved plans and specification on or before December 6,2023. All other terms and conditions of the original agreement remain effective and in full force. EXECUTED IN ONE ORIGINAL and made effective this day of __ 2021. CITY OF CORPUS CHRISTI MPM DEVELOPMENT. L.P. J Al Raymond III,AIA, CBO Mos apses Mostaghasl Director of Development Services General Partner APPROVED AS TO FORM: Buck Brice (date) Assistant City Attorney for the City Attorney SECOND AMENDMENT OF PARTICIPATION AGREEMENT This is an amendment to the Participation Agreement.attached hereto as Exhibit and made apart hereof. Document number24180538,originally dated December 7,2018 by and between MPM Development,L.P.and the City of Corpus Christi, NOW,THEREFORE,in consideration of the mutual covenants herein,the Parties agree to amend ParticipationAgreement.Sections 11.3&28 as follows Section 11 DEFAULT The following events shall constitute default- 3.Ownerfails efault-3.Ownerfails to complete co nstrueb on of the Roadway Extension,underthe approved plans and specifications on or before December6,2.023. Section 28 TERM. This Agreement becomes effective, is bindinq upon and inures to the benefit of the City and the Developer from and after the date of the last signatory to this Agreement. This Agreement expires on December 6,2023, unless terminated earlier in accordance with the provisions of the Agreement. All other terms and conditions of the original agreement remain effective and in full force EXECUTED IN ONE ORIGINAL and made effective this day of Y.2021, CITY OF CORPUS CHRISTI MPM DEVELOPMENT, L.P. Al Raymond III,AIA, CBO MOSS ostaghas i Director of Development Services General Partner APPROVED AS TO FORM: BuCk Bring (date) Assistant City Attorney for the City Attorney Amendment to Agreements Water Arterial Transmission and Grid Main Construction and Reimbursement Agreement and Participation Agreement with MPM Development, LP to Extend the Performance Date for Royal Creek Estates Unit 8 City Council October 26, 2021 � .��'�. ry`AD � J' �; r�-' f ^^ • ►DIY/ .., r r J do •� Vicinity Map "'T IA c m oso Pkwy Extension " z x y ROYalgPak Estates Water Line Extension i Royal Creek Estates Unit 8 ars: Reimbursement Agreement • MPM Development, LP. Entered into a Water Transmission and Grid Main Construction and Reimbursement Agreement on December 6, 2018 for a period of 24 months. • The developer is required to install 1384 linear feet of 12-inch waterline. • The 12-inch water line extension conforms to the Water Master Plan. Participation Agreement • MPM Development, LP. Entered into a Participation Agreement with the City to extend Oso Parkway on December 7, 2018 for a period of 24 months. • The developer is required to construct a larger street (approximately 1384 LF), including the street curb, gutter and 4-foot wide sidewalk. • The streets improvements are part of the UTP Amendment History • Reimbursement Agreement: • Original Ordinance No. 031621 , 12/4/18 • First Amendment — Resolution No.11/17/20 • Participation Agreement: • Original Resolution No. 031609, 12/4/2018 • First Amendment — Resolution No. 032290, 11/17/20 Recommendation Approval Plat G1 =27 w vY PLAT OF ROYAL CREEK ESTATES UNIT 8 e p,t i .i. } W 1J c r w'7 • i v � , • 4", -w «� q 4b r Proposed Royal Creek sminr Estates Unit 8 Z *. Scale- 1=6.ODO Cny of Cx�pu. IL ATION APAP, Chnsti ,�pUS C GO U AGENDA MEMORANDUM °i852EPublic Hearing and First Reading for the City Council Meeting of October 26, 2021 Second Reading for the City Council Meeting of November 9, 2021 DATE: October 26, 2021 TO: Peter Zanoni, City Manager FROM: Dan McGinn, AICP, Director of Planning DanielMc@cctexas.com 361-826-7011 Luis Vargas, PE, Engineer IV, Utilities Department luisv@cctexas.com 361-826-1713 Proposed Amendment to the Wastewater Collection System Master Plan (Allison Service Area) for IHS Consultants (Landowner) CAPTION: Ordinance amending the Wastewater Collection System Master Plan for the Allison Service Area, a public utility element of the Comprehensive Plan of the City of Corpus Christi, by adjusting the boundary line between basins 37 and 40, adding 15 acres to basin 40, with the subject area located on the southside of Northwest Boulevard (FM 624) between FM 1889 and CR 69. SUMMARY: As requested by Urban Engineering on behalf of the landowner, IHS Consultants, this ordinance amends the City's Wastewater Collection System Master Plan ("Wastewater Master Plan") by transferring 15 acres of land from Basin 37 on the southside of Northwest Boulevard (FM 624) to Basin 40 on the northside of Northwest Boulevard. This master plan amendment is needed to allow a new commercial development, which is located on the southside of Northwest Boulevard between FM 1889 and CR 69, to connect to City wastewater service and to be constructed without delay. BACKGROUND AND FINDINGS: The applicant initially received a waiver from the requirement to construct wastewater infrastructure on the subject tract. IHS Consultants and Urban Engineering now propose an amendment to the Wastewater Master Plan that would make construction of the necessary wastewater infrastructure financially feasible and achievable within the timelines of the proposed development. This amendment will move 15 acres of land from a service basin (Basin 37) that lacks infrastructure to another service basin (Basin 40) with existing infrastructure and sufficient capacity to serve the 15 acres of land. The 15 acres of land to be transferred includes the eight acres proposed for commercial development and seven acres of adjacent land. An existing church, restaurant, and hair salon are located on the adjacent 7 acres of land and these buildings are currently connected to on- site septic systems. The proposed amendment will also allow the adjacent seven acres of land to connect to the City's public wastewater system in the future. General Development Requirements: City infrastructure is either constructed one segment at a time by private developers as development occurs or it is constructed ahead of private development by the City itself through the Bond program or Capital Improvement Program. When private land is developed, the utilities needed for the development must be constructed in accordance with the City's utility master plans and the utilities become part of the public utility system serving other development in the area. If the land to be developed does not have access to "reasonably available" wastewater infrastructure or if constructing new wastewater lines in accordance with the City's master plan is determined to be cost prohibitive, the developer may request a waiver from the requirement to connect to City wastewater system and instead install a septic system or private sewer line (i.e., force main) and lift station. Utility Department Engineerinq Analysis: To follow the current Wastewater Master Plan would require the landowner to construct approximately 9,000 feet of wastewater gravity line to connect to an existing (or upgraded) lift station located at County Road 52. Since development of the wastewater infrastructure in this area is not anticipated to be completed within the next 15 years by private development, extending the public wastewater service per the current Wastewater Master Plan is cost prohibitive at this time. Urban Engineering proposes removing approximately 15 acres of property from Basin 37, which contains 3,683 acres of land south of Northwest Boulevard, and transferring it to Basin 40, which contains 615 acres located north of Northwest Boulevard. Further, Urban Engineering proposes to tie-in to the existing gravity system in River Hill Drive, north of Northwest Boulevard. A new wastewater line would cross under Northwest Blvd from the subject property and connect to the nearest manhole on River Hill Drive. See attached Map of Proposed Amendment. Urban Engineering provided an analysis of the system with calculations of the projected additional flows and existing estimated combined flows in this area, including peak factors and 1/1 (inflow and infiltration caused by rain and/or groundwater). See Urban Engineering's Capacity Study attached. The results of this analysis were reviewed and approved by City Utility Department Staff Engineers. ALTERNATIVES: A waiver to the requirement to tie-unto City wastewater service has been approved, if this Amendment is not approved that waiver would remain in effect and the proposed commercial development would utilize on-site septic systems. FISCAL IMPACT: There is no financial/fiscal impact associated with this ordinance. Funding Detail: Fund N/A Organization/Activity N/A Mission Element N/A Project # (CIP Only) N/A Account N/A RECOMMENDATION: Staff and Planning Commission approval of the proposed amendment to the Wastewater Collection System Master Plan for the Allison Service Area. LIST OF SUPPORTING DOCUMENTS: • Ordinance • Exhibit - Proposed Amendment • Map of Allison Service Area Boundary • Map of Subject Basins • Capacity Study of Basin 40 by Urban Engineering • PowerPoint Presentation Ordinance amending the Wastewater Collection System Master Plan for the Allison Service Area, a public utility element of the Comprehensive Plan of the City of Corpus Christi, by adjusting the boundary line between basins 37 and 40, adding 15 acres to basin 40, with the subject area located on the southside of Northwest Boulevard (FM 624) between FM 1889 and CR 69. WHEREAS a developer is proposing an amendment to the Wastewater Collection System Master Plan for the Allison Service Area to be considered which will allow Basin 40-A-1 to be increased by approximately 15 acres, WHEREAS, the Planning Commission has forwarded to the City Council its recommendation concerning the amendment to the Wastewater Collection System Master Plan for the Allison Service Area, an element of the Comprehensive Plan of the City of Corpus Christi, Texas. WHEREAS, with proper notice to the public, public hearings were held by the Planning Commission, and the City Council, during which all interested persons were allowed to be heard; and WHEREAS, the City Council has determined that this amendment would best serve public health, necessity, and convenience and the general welfare of the City of Corpus Christi and its citizens. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That the Wastewater Collection System Master Plan for the Allison Service Area, a public utility element of the Comprehensive Plan of the City of Corpus Christi, Texas (the "Comprehensive Plan"), is amended to remove 15 acres of property from Basin 37-D-1 and transfer it to Basin 40-A-1 as shown in Exhibit "A," attached to this ordinance and incorporated byreference. SECTION 2. That to the extent that the amendment made by this Ordinance represent a deviation from the Comprehensive Plan, the Comprehensive Plan is amended to conform to the amendment made by this Ordinance. SECTION 3. That the Comprehensive Plan of the City of Corpus Christi, Texas, as amended from time to time, except as changed by this ordinance and any other ordinances adopted on this date, remains in full force and effect. SECTION 4. That this ordinance expressly repeals any ordinance or part of any ordinance in conflict with this ordinance. SECTION 5. The City Council intends that every section, paragraph, subdivision, clause, phrase, word, or provision hereof shall be given full force and effect for its purpose. Therefore, if any section, paragraph, subdivision, clause, phrase, word, or provision of this ordinance is held invalid or unconstitutional by final judgment of a court of competent jurisdiction, that judgment shall not affect any other section, paragraph, subdivision, clause, phrase, word or provision of this ordinance. SECTION 6. This ordinance is effective 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 Exhibit A Exisbn lift station_ start of 12 line. confuence of 8" and 10" wastewater lir-es L Estimated peak flows Estimated peak flows 462.240 gpd 528.720 gpd. R � _,, . Proposed ' wastewater line extension Sut�ect site for which we are requesting an amendment to the wastewater master plan to add flows to {,n isting Basin 40. ood River. "L:��I T N SUITE 314 axbwa. II / NUEc6s SCALE:N.T.S. cans ma I - -- �A w o u z I _ ams=x.° �i o o B !� __—� � J ems.eoorEion�ar N/s —__ _— 0 � \ N COR N z o o ac.removed �, from basin 37 and g! / /� �' -- o o added to basin 40. ° z O o o 0 I�>m j eas=x xx \\ 1 44: I ,. `I � I I 4p m� XX ah I 05 ( I I u I�uHx: F 0 3 K Z Z SO a Ij s6zK —_—_ E N a O J a Q u) ErzvicE wR Ir m W L wQ o w l 0 K g K H p owl w 0 W f F Q Z I j j U a Uy ?�D 3 o u --_— c- _ N LL w Q O W O u —-------------------------- F- L) —._—_—_—_——_—_ W ti H m —_ — - H fn Q W � Revised July y j o Q 2021 � .1UP—' APPENDIX D CITY PROJECT p]236 + (wN don 0 nAxwnv ®Feet xns gee ,IOL,,• __ x�_ . N(iEOE o o z 3 w r t �'� Q" 5 ✓ ,/ ✓� \, HAZEL—ASeEAUNE { -. ?v l&� ,OI to s s • e c �x LL I O O OO C \ �// Ex I YY �.i-m V _ .• srAmx U O r a `�' �q, i � �,i, � ��r�n .,:. 7`0 ,Lf* ; / caA.mr�',•�«_,� ®,/ l�1 J g �+w C�..gi �'�,� � � ! �mu Z 7 r ill �.M� - J ', •I\ ••� �® 'I®.� 5 3 .._ t'. S L���•I i �,U�,� a ,� �•� •,i 1ti �m �✓ A,�, j ,.max r—� a >> ®—+_®-.",. 00 a U c r u. a F Q J w y w a.a. 0 0 Hyl . �._ a .o....m ,♦ i�~{f ry eI ._ °�Vw JO w w ¢LL,� _ w •, mVr FM RD 624 eJ ` FoncEx,A�H — - ~ U u) y ¢m ExanHc U w� p �IP o w 3 ® 1-..-..-..- ' �, ®- .... •�..-'>.'.- 0 j FM RD 624(NOR7HWE, -- � III U 3 3 a N 50 wN ;;` i�� e, srec V D� i 9 LLI r 3 . Y ,so-' �� --�� Revised July Q _ _ i •�;; sHT#5 "_� .rte, 1 m 2021 remove from ----- s. sHT#6 +/-15 ac. •-+_-,-+--. wet APPENDIX D SHEET 5 of 30 I � 37-D-1 and aTv vaaecTnvzas add to 40-A-1 Map of Proposed Amendment Existing lift station. ` start of 12"line. i confluence of 8" and 10" wastewater lines R,w,i,Nn R�.eNINn Cuvnlrc hD 5 .1 Estimated peak flows Estimated peak flo462,240 gpd ws 528,720 gpd. t r - L Proposed wastewater line extension. Subject site for �^ which we are requesting an amendment to the wastewater master plan to add flows to existing Basin 40, Wood River. August 3,2021 1:12,000 Ell Wastewater 0.1 0.2 0.4 mi Wastewater LiftStations I , ® Wastewater Mains 0 0.17 0.35 0.7 km Texas Parks & Wildlife, Esri, HERE, Garmin, INCREMENT P, Intermap,USGS,METI/NASA,EPA,USDA UE GIS Urban Engineering 08.03.21 Wood River, Calallen East Area Flow Units Land Use Persons/Unit Gallons/Person/Day Peak Factor without 1/1(gpm) 1/1 Total Flow(gpm) 352 Residential 2.5 100 4 245 36 281 2 Medical Building 20 200 4 22 0 22 1 Restaurant 300 10 4 8 0 8 1 Church 60 5 4 1 0 1 1 Car Wash 100 30 4 9 0 9 Flow(gpm) 321 Flow(gpd) 462,240 West Area Flow Units Land Use Persons/Unit Gallons/Person/Day Peak Factor without 1/1(gpm) 1/1 Total Flow(gpm) 343 Residential 2.5 100 4 238 28 267 128 Apartments 2.5 100 4 89 0 89 1 Gas Station 150 5 4 2 0 2 1 Bank 50 5 4 1 0 1 1 Church 60 5 4 1 0 1 5 Commercial 25 20 4 7 0 7 Flow(gpm) 367 Flow(gpd) 528,480 8"Capacity @ 0.4%slope=673,070 gpd 10"capacity @ 0.29%slope=1,071,430 gpd Combined flow(gpd)at confluence 990,720 12"capacity @ 0.22%slope=1,391,010 gpd and connection to 10"line. gpm=gallons per minute Note:Gallons/Person/Day flow are estimates based on recommened values from TCEQ. gpd=gallons per day 1/1=inflow and infiltration Anticipated flow from added area 1 Church 60 5 4 1 0 1 1 Restaurant 300 10 4 8 0 8 2 Commercial 25 20 4 3 0 3 Flow(gpm) 12 Flow(gpd) 17,280 Updated Combined flow(gpd)at confluence 1,008,000 and connection to 10"line. S:\Projects\43000up\43223\C100\Flow Calculations\Flow Calcs 08.02.21 Amendment to the Wastewater Master Plan Adjusting the boundary line between Basins 37 and 40 adding 15 acres to Basin 40 in the Allison Treatment Plant Service Area City Council Presentation October 26, 2021 �pu5 CN Y ' a Location p asz C.fallen ISD r. FM 6?4 NORTHWEST B opo �� .�• � ago � � F Background • Requested by Urban Engineering on behalf of the landowner, IHS Consultants, to allow a new commercial development to connect into the public wastewater system. • The property is located on the southside of Northwest Boulevard between FM 1889 and CR 69. • The 15 acres of land to be transferred includes the eight acres proposed for the applicant's commercial development but will also serve seven acres of adjacent land. • An existing church, restaurant, and hair salon are located on the adjacent 7 acres of land and are currently connected to on-site septic systems. The proposed amendment will also allow the adjacent seven acres of land to connect to the City's public wastewater system in the future. 3 l Proposed Amendment Current Plan Proposed Amendment _ 15 acres into Basin 40 1B ° ih � aE B P , I FM RD S29 Foxeixnx A2 ` pr- w _I FAI RD 09' { Farce eux '`�,yp . y FMRD'_9 Ivo" _ '• _T fe"n/+I`Iu.,.�,.y_, �_.�e V FM RD 629(N T O ORTH fly 37 " 87-0-1 ana B � __'y �.., _�� sfu As remove ham • _ " �' sF�u� lemave trwn f t 37-Q5 ann i 6 sir37 A add to aaa-1 �e ., 11 4 Wastewater System vlv • r,�n Basin 40IMO ,g% ����� 47i� i e PW Gravity,gne,, �SUBJEC� 1 PRDPEE3TIE5��r®.. M WW Manftl Axis G �cc Notes: Wastewater manhole to the u ® north in Basin 40 has the T necessary depth and capacity a i to handle the additional acreage. 40.L Recommendation Staff and Planning Commission recommend approval. 1. Reasonable amendment that facilitates development. 2. Construction of wastewater system within basin 37 requires significant and costly infrastructure (cost prohibitive). 3. The proposed amendment maximizes use of existing wastewater infrastructure. 4. Existing system to the north has capacity. so �o o� A v µoRPORP�g4 AGENDA MEMORANDUM 1852 City Council Meeting of October 19, 2021 DATE: August 31, 2021 TO: Peter Zanoni, City Manager FROM: Neiman Young, PhD., Assistant City Manager neimany@cctexas.com 361-826-3898 Community Enrichment Fund STAFF PRESENTER(S): Name Title/Position Department 1. Neiman Young Assistant City Manager Executive ISSUE: Assistant City Manager, Neiman Young to present City Council with an overview of the Community Enrichment Fund (CEF) and the park development fee process. BACKGROUND: City Council has requested City Staff give a presentation detailing the Community Enrichment Fund and the collection of park development fees. In addition, the City Auditor has been tasked with reviewing the fund to detail the historical expenditures made against the account. In response to the City Council's request, staff from the City Manager's Office, Parks and Recreation Department, Strategic Innovation Office, Finance Department, Development Services Department, and Legal Department have been researching the topic. Additionally, these offices have also been developing recommended changes to simplify the park development fee process and make expenditures against the Community Enrichment Fund more transparent. As with any major policy revision, the Staff sought stakeholder feedback on the proposed changes. This included meetings with the Coastal Bend Home Builder's Association and the Parks and Recreation Advisory Committee. Going forward, Staff will gain comments from the City Council and return to the business meeting on October 26 for adoption of the FY22 Community Enrichment Fund budget and amendments to the Unified Development Code. Additionally, the City Auditor will continue its review of the Community Enrichment Fund. A date has not yet been set to present the findings from the City Auditor. LIST OF SUPPORTING DOCUMENTS: PowerPoint— (Community Enrichment Fund Background)