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HomeMy WebLinkAboutAgenda Packet City Council - 04/26/2022 Lw,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,April 26,2022 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 Adam Carrington, Brroks AME Worship Center. C. Pledge of Allegiance to the Flag of the United States and to the Texas Flag to be led by Kaleb Castillo, Richard King High School Student. D. City Secretary Rebecca L. Huerta to call the roll of the required Charter Officers. City of Corpus Christi Page 1 Printed on 4/25/2022 City Council Meeting Agenda-Final-revised April 26,2022 E. 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. F. CITY MANAGER'S COMMENTS / UPDATE ON CITY OPERATIONS: a. Nueces County Appraisal District Process b. Engaging Advisory Boards and Commissions C. Recognition of National Laboratory Professionals Week d. Plumber's to People $100,000 check by NextEra Energy G. BOARD &COMMITTEE APPOINTMENTS: (NONE) H. EXPLANATION OF COUNCIL ACTION: I. CONSENT AGENDA: (ITEMS 1 - 26) 1. 22-0761 One reading ordinance establishing the process and type of notice required for a joint public hearing of the City Council and the Planning Commission for zoning map and zoning text amendments.(Requires 2/3 Vote) sponsors: Development Services 2. 22-0744 Approval of the April 19, 2022 Regular Meeting Minutes sponsors: City Secretary's Office Consent-Second Reading Ordinances 3. 22-0602 Zoning Case No. 0222-05, ERF Real Estate, Inc.: (District 2) Ordinance rezoning property at or near 4130 South Alameda Street from the "RM-1" Multifamily District and "RM-1/SP" Multifamily District with a Special Permit to the "CN-1" Neighborhood Commercial District. (Planning Commission and Staff recommend Approval) City of Corpus Christi Page 2 Printed on 4/25/2022 City Council Meeting Agenda-Final-revised April 26,2022 Sponsors: Development Services 4. 22-0603 Zoning Case No. 0322-01, South Texas Rainbow Limited Partnership: (District 5) Ordinance rezoning a property at or near 6626 Williams Drive from the "CN-1" Neighborhood Commercial District to the "CN-1/SP" Neighborhood Commercial District with a Special Permit. (Planning Commission and Staff recommend Approval) Sponsors: Development Services 5. 22-0713 Ordinance approving a substantial amendment to the City's FY 2018-2019 Consolidated Annual Action Plan ("CAAP") to reprogram $300,000 from the Community Development Corporation of Brownsville homebuyer project under the HOME Investment Partnerships Program ("HOME") to Greenwood Manor, LP's ALMA at Greenwood affordable rental housing project under the HOME Program in the City's FY 2021-2022 CARP. This ordinance also approves a substantial amendment to the City's FY 2021-2022 CAAP to accept and appropriate $751,373 in Program Income to Greenwood Manor, LP's ALMA at Greenwood under the HOME Program. Sponsors: Neighborhood Services 6. 22-0708 Ordinance authorizing an affordable housing agreement for$160,560.00 between the Corpus Christi Business & Job Development Corporation (Type A) and the Corpus Christi Housing Finance Corporation and authorizing an affordable housing agreement for$1,191,871.00 between the Corpus Christi B Corporation (Type B) and the Corpus Christi Housing Finance Corporation for the construction of ALMA at Greenwood a 152-unit affordable rental Housing project for households at or below 60 percent of the area median income located on 10.554 acres on the southeast corner of Greenwood Drive and Gollihar Road east of West Point Road; appropriating $160,560.00 from unreserved fund balance of the Business and Job Development Fund and $1,191,871.00 from the unreserved fund balance of the Type B Affordable Housing Fund; and amending the budget. Sponsors: Neighborhood Services 7. 22-0542 Zoning Case No. 0222-04, Exclusive Housing, LLC.: (District 2) Ordinance rezoning property at or near 1333 Logan Avenue from the "RS-6" Single-Family 6 District to the "RS-TF" Two-Family District. (Planning Commission and Staff recommend Approval) Sponsors: Development Services 8. 22-0535 Ordinance amending the Unified Development Code to delegate approval of wastewater lot or acreage fee exemptions to the Director of Development Services. Sponsors: Development Services City of Corpus Christi Page 3 Printed on 4/25/2022 City Council Meeting Agenda-Final-revised April 26,2022 9. 22-0540 Ordinance authorizing a Revocable Easement and a Temporary Construction Easement with Kinder Morgan Tejas Pipeline LLC for 0.05 acres of revocable easement and a temporary workspace easement of 1.51 acres to realign a portion of an existing 24-inch pipeline that transports natural gas, gaseous products, crude oil and other hydrocarbons or minerals in liquid or gaseous form on City owned property, operated by Solid Waste Department, located at the intersection of County Road 20 and County Road 57, appropriating $11,200 into the City's Solid Waste Operating Fund and reimbursent to LA Farms in an amount of$2,764 from Solid Waste Operating Fund for crop damages. sponsors: Engineering Services 10. 22-0593 Ordinance authorizing a Wastewater Trunk Line Construction and Reimbursement Agreement with Braselton Development Company, Ltd. to construct off-site wastewater trunk line improvements for a planned residential subdivision within the city limits, London Towne Unit 6, with a completion date of 24 months; and appropriating $82,935.48 from the Wastewater Trunk System Trust Fund to reimburse the developer per the agreement. (District 3) sponsors: Development Services 11. 22-0595 Ordinance authorizing a Wastewater Trunk Line Construction and Reimbursement Agreement with Braselton Development Company, Ltd. to construct off-site wastewater trunk line improvements for a planned residential subdivision within the city limits, London Towne Unit 7, with a completion date of 24 months; and appropriating $110,296.96 from the Wastewater Trunk System Trust Fund to reimburse the developer per the agreement. (District 3) sponsors: Development Services Consent-Public Safety First Reading Ordinances 12. 22-0610 Ordinance authorizing acceptance of a grant in the amount of$75,000.00 from the State of Texas Body-Worn Camera Grant Program with a City cash match of$25,000.00 for the purchase of replacement Panasonic body cameras and related equipment for the Police Department; and appropriating $75,000 in the Police Grants Fund. sponsors: Police Department Consent- Contracts and Procurement 13. 22-0424 Motion authorizing a four-month service agreement with Valley Garden Center, Inc. dba Southern Landscapes of McAllen, in an amount not to exceed $224,256.00 for the purchase and installation of trees at City parks with funding available from the FY 2022 General Fund. City of Corpus Christi Page 4 Printed on 4/25/2022 City Council Meeting Agenda-Final-revised April 26,2022 Sponsors: Parks and Recreation Department and Finance &Procurement 14. 22-0628 Motion authorizing a one-year service agreement renewal, with Great South Texas Corp, dba Computer Solutions of San Antonio, through the DIR Cooperative, for SmartNet network equipment support and maintenance for the Information Technology Department, in an amount of $189,257.62, with FY 2022 funding from the Information Technology Fund. Sponsors: Information Technology Services and Finance &Procurement 15. 22-0506 Resolution authorizing the purchase of one Atlas Copco blower from Atlas Copco Compressors, LLC, of New Braunfels for$68,804.00 for the Broadway Wastewater Treatment Plant, a division of the Utilities Department, with FY 2022 funding from the Wastewater Fund. Sponsors: Utilities Department and Finance & Procurement 16. 22-0510 Motion authorizing a three-year supply agreement with Geveko Markings Inc. from Gainesville, Georgia, through the Texas Smart Buy Cooperative, in an amount not to exceed $321,532.72, for the purchase of traditional traffic control thermoplastic pavement markings material for the Public Works Department with FY 2022 funding in the amount of$44,658.00 available from the Street Maintenance Fund. Sponsors: Public Works/Street Department and Finance &Procurement 17. 22-0577 Resolution authorizing a two-year supply agreement with Broen, Inc., of Houston, in an amount not to exceed $528,421.10 for the purchase of ball valves for the Gas Department, with FY 2022 funding of$110,088.73 from the Gas Fund. Sponsors: Gas Department and Finance &Procurement 18. 22-0769 Motion to authorize execution of the first amendment to the Professional Services Agreement with Maria Gomez Molina, PE to provide consulting services as Acting Director of the City's Public Works Department increasing the contract by up to $75,000 and increasing the term by 90 days, with an option for an additional 60 days up to $50,000, with FY 2022 funding available in the Streets Fund and Storm Water Fund. Sponsors: Public Works/Street Department Consent- Capital Projects 19. 22-0492 Resolution authorizing an Advance Funding Agreement in an amount of $17,548.10 for reimbursement of direct costs to the Texas Department of Transportation for the 2022 Highway Safety Improvements Program to install advanced warning signals, signs, raised median, and school zone improvements for the following locations: South Port Avenue from Tarlton Street to Sarita Street, Texan Trail from Staples Street to Buccaneer Drive, and Texan Trail from Buccaneer Drive to Swantner Drive with a total projects value of$110,988.10, with FY 2022 funding available from Street City of Corpus Christi Page 5 Printed on 4/25/2022 City Council Meeting Agenda-Final-revised April 26,2022 2018 Bond Proposition 1." Sponsors: Engineering Services, Public Works/Street Department and Finance & Procurement 20. 22-0043 Motion authorizing a professional services contract with Urban Engineering, Corpus Christ, TX, to provide design, bid, and construction phase services for SH 286 Water Line Relocation in an amount not to exceed $447,643.00, located outside City limits, with FY 2022 funding available from Water Capital Fund. Sponsors: Engineering Services, Water Utilities Department and Finance & Procurement General Consent Items 21. 22-0489 Resolution authorizing an amendment to the Interlocal Cooperation Agreement with Del Mar College District for a 50-year lease for the location of the City's new Police Training Academy in an annual amount of $10.00 and increasing the lease space from five to nine acres of property located at or near Rodd Field Road and Yorktown Boulevard for appropriate spacing for a 1/4 mile running track. Sponsors: Engineering Services and Police Department 22. 22-0006 Motion authorizing a service agreement with Nueces Center for Mental Health and Intellectual Disabilities in the amount of$64,000.00 to provide comprehensive psychiatric evaluations and medication management. Sponsors: Neighborhood Services 23. 22-0638 Resolution authorizing the Interlocal Agreement with Nueces County for City Lifeguard Services. The City will provide lifeguard personnel for the public beach within Nueces County Padre Balli Park with Nueces County reimbursing the City for lifeguard services provided from March 12 - 28, 2022 and from May 27 - September 6, 2022, for an estimated total cost of $57,068. Sponsors: Parks and Recreation Department 24. 22-0551 Motion authorizing agreements between the City of Corpus Christi and South Texas Institute for the Arts, Inc., The Botanical and Nature Center of South Texas, Inc., and Texas State Aquarium Association from October 1, 2021 through September 30, 2022 wherein the City shall provide funding on a reimbursement basis through the FY21-22 Hotel Occupancy Tax Fund in a total amount not to exceed $350,000.00 to South Texas Institute for the Arts, Inc., $65,000 to The Botanical and Nature Center of South Texas, Inc., and $300,000.00 to Texas State Aquarium Association. Sponsors: Parks and Recreation Department 25. 22-0743 Resolution to accept a Public Improvement District Petition by Diamond Beach Holdings, LLC for the proposed Whitecap Preserve Development and set a public hearing under Section 372.009 of the Texas Local City of Corpus Christi Page 6 Printed on 4/25/2022 City Council Meeting Agenda-Final-revised April 26,2022 Government Code to consider feasibility and advisability of establishing the district, authorizing, and directing the publication, mailing of notices of the public hearing, providing for a severability clause, and providing an effective date. sponsors: Assistant City Manager and Economic Development 26. 22-0770 Motion to authorize renewal of an agreement with the United Corpus Christi Chamber of Commerce to support the operations and activities of the South Texas Military Task Force during Fiscal Year 2022 in the amount of $75,000. sponsors: Communications&Intergovernmental Affairs J. RECESS FOR LUNCH K. PUBLIC HEARINGS: L. INDIVIDUAL CONSIDERATION ITEMS: M. FIRST READING ORDINANCES: (ITEM 27) 27. 22-0757 Ordinance authorizing execution of all documents necessary to accept, amend, and appropriate a grant contract between the Department of State Health Services and the Corpus Christi-Nueces County Public Health District in the amount of$66,544.00 with a City match of$13,309.00, for the period September 1, 2022, through August 31, 2023, to provide tuberculosis prevention and control services under the Health Grant. sponsors: Health Department N. BRIEFINGS: (ITEM 28) 28. 22-0661 HALFF Associates, Inc. will provide a complete summarization for the development projects, plans, and goals presented in the 10-Year Parks and Recreation Master Plan and Bill Witt Master Plan. sponsors: Parks and Recreation Department O. EXECUTIVE SESSION: (ITEMS 29 -30) 29. 22-0711 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 case of Isidoro Berro v. City of Corpus Christi, including potential consideration of settlement offers and/or fees for attorneys, engineers, other expert witnesses assisting in this case, deposition fees, and court costs, and updates on litigation in other cases. 30. 22-0773 Executive Session pursuant to Texas Government Code § 551.071 and Texas Disciplinary Rules of Professional Conduct Rule 1.05 to consult City of Corpus Christi Page 7 Printed on 4/25/2022 City Council Meeting Agenda-Final-revised April 26,2022 with attorneys concerning legal issues related to related to the Texas Pollutant Discharge Elimination System permit process, Texas laws and rules of the Texas Commission of Environmental Quality, Texas Water Development Board, State Water Implementation Fund for Texas, and the U.S. Environmental Protection Agency related to funding for water treatment plants, desalination plants, discharge permits, intake permits, desalination, and other permits related to water treatment, and administrative procedures related thereto, applications for permits and TWDB funding of water treatment facilities by the City and by the Port, the Port of Corpus Christi Authority, and appointment of the Port Commissioners and Texas Government Code § 551.074 (personnel matters) to deliberate the appointment, evaluation and duties of a public officer or employee (City of Corpus Christi Appointee #1, Appointee #2, and Appointee #3 to Port Commission of Port of Corpus Christi Authority of Nueces County, Texas) P. ADJOURNMENT City of Corpus Christi Paye 8 Printed on 4/25/2022 so �o p A v µoRPORPg4 AGENDA MEMORANDUM 1852 One Reading Ordinance for the City Council Meeting 4/26/22 DATE: April 18, 2022 TO: Peter Zanoni, City Manager FROM: Al Raymond, AIA, Director Development Services Department AlRaymond@cctexas.com (361) 826-3575 Establishing the process and type of notice required for a joint public hearing of the City Council and the Planning Commission for zoning map and zoning text amendments CAPTION: One-reading Ordinance establishing the process and type of notice required for a joint public hearing of the City Council and the Planning Commission for zoning map and zoning text amendments. (Requires 2/3 Vote) SUMMARY: The Unified Development Code (UDC) as per Section 3.3.7 establishes the process for a joint meeting of the City Planning Commission and City Council to make zoning map amendments (rezoning) when the proposed map amendment affects more than ten parcels of property. BACKGROUND: As zoning may be initiated by a private landowner or by the City, whenever a potential map amendment (rezoning) affects more than ten parcels of land, the UDC has a specific process established to aid in the rezoning process. As per Section 3.3.7 of the UDC, The City Council prescribes that the type of notice for a joint public hearing of the City Council and the Planning Commission shall be by publication on a City Council agenda and the City's Internet website at least 72 hours prior to the joint hearing. The notice shall identify the time and place of the meeting. This notice is an alternative to the notice requirements prescribed by the Texas Local Government Code and the Unified Development Code for zoning map and zoning text amendments. ANALYSIS AND FINDINGS: Per Section 3.3.7 of the UDC, for zoning map amendments affecting more than ten parcels of property, the City Council may, by a two-thirds vote, prescribe the type of notice to be given of the time and place of a public hearing held jointly by the City Council and Planning Commission. If notice requirements are prescribed under this Subsection, the notice requirements prescribed by Subsection 3.1.7 do not apply. The proposed one reading ordinance does not conflict with existing language in the UDC nor the Municipal Code. ALTERNATIVES: 1. Denial of an Ordinance of the City of Corpus Christi, Texas establishing the process and type of notice required for a joint public hearing of the City Council and the Planning Commission for zoning map and zoning text amendments. FISCAL IMPACT: There are no fiscal impacts associated with this item. RECOMMENDATION: Staff recommends Approval of the one reading ordinance. LIST OF SUPPORTING DOCUMENTS: Ordinance Presentation One reading ordinance establishing the process and type of notice required for a joint public hearing of the City Council and the Planning Commission for zoning map and zoning text amendments. Whereas, the City Council may, from time to time, amend, supplement or change by ordinance, the boundaries of the zoning districts (i.e., zoning map amendment (rezoning)) or the regulations (i.e., zoning text amendment); Whereas, Texas Local Government Code § 211 .006(a) provides that a municipality may establish procedures for adopting and enforcing the zoning regulations and boundaries; Whereas, Texas Local Government Code § 211 .007(d) provides a home-rule municipality an alternative to individual written notice in that the governing body may, by a two-thirds vote, prescribe the type of notice to be given a public hearing held jointly with the zoning commission; and Whereas, if notice requirements are prescribed under Texas Local Government Code § 211 .007(d), the notice requirements specified by Texas Local Government Code § 211 .007 (b) and (c) and by § 211 .006(a) do not apply. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS, THAT: SECTION 1. The recitals contained in the preamble of this ordinance are determined to be true and correct and are hereby adopted as a part of this ordinance. SECTION 2. The City Council prescribes that the type of notice for a joint public hearing of the City Council and the Planning Commission shall be by publication on a City Council agenda and the City's Internet website at least 72 hours prior to the joint hearing. The notice shall identify the time and place of the meeting. This notice is an alternative to the notice requirements prescribed by the Texas Local Government Code and the Unified Development Code for zoning map and zoning text amendments. SECTION 3. The City Council establishes the following process for adoption of zoning map and zoning text amendments under a joint meeting of the City Council and Planning Commission: (1) Following notice in accordance with SECTION 2, the City Council and Planning Commission shall hold a public hearing. (2) At the Public Hearing, the Planning Commission shall make a recommendation on all proposed zoning map and/or zoning text amendments at the joint public hearing. No proposed zoning map and/or zoning text amendments may be tabled without the consent of the City Council. 1 C:\Users\ufc-prod\AppData\Local\Temp\BCL Tech nologies\easyPDF 8\@BCL@74253CB3\@BCL@74253CB3.docx (3) In the event an agreement on a recommendation cannot be reached by a majority of the Planning Commission present and voting or if the Planning Commission fails to take action on a proposed zoning map and/or zoning text amendment at the joint meeting, the proposed amendment shall be forwarded to the City Council with a recommendation of denial. (4) The City Council may take final action on the Zoning Map and/or zoning text amendment within six months from the date the recommendation of the Planning Commission is made. In the event the City Council shall fail to act within six months, such proposed Zoning Map and/or zoning text amendment shall be deemed in all things denied. This procedure is an alternative to the procedure established by the Unified Development Code for zoning map and zoning text amendments. SECTION 4. This ordinance supersedes any prior ordinances establishing the process for zoning map and text amendments following a joint public hearing of the City Council and the Planning Commission and prescribing the type of notice required for a joint public hearing of the City Council and the Planning Commission. SECTION 5. If for any reason any section, paragraph, subdivision, clause, phrase, word, or provision of this ordinance shall be held invalid or unconstitutional by final judgment of a court of competent jurisdiction, it shall not affect any other section, paragraph, subdivision, clause, phrase, word or provision of this ordinance, for it is the definite intent of this City Council that every section, paragraph, subdivision, clause, phrase, word or provision in this ordinance be given full force and effect for its purpose. SECTION 6. Upon the written request of the Mayor or majority of the members of the Council, copy attached, the City Council: (1) finds and declares an emergency due to the need for immediate action necessary for the efficient and effective administration of City affairs; and (2) suspends the City Charter rule that requires consideration of and voting upon ordinances at two regular meetings so that this ordinance is passed and takes effect upon first reading as an emergency measure on this the day of , 2022. ATTEST: CITY OF CORPUS CHRISTI Rebecca Huerta Paulette M. Guajardo City Secretary Mayor day of , 2022 Corpus Christi, Texas 2 C:\Users\ufc-prod\AppData\Local\Temp\BCL Tech nologies\easyPDF 8\@BCL@74253CB3\@BCL@74253CB3.docx PASSED AND APPROVED on this the day of , 2022. TO THE MEMBERS OF THE CITY COUNCIL Corpus Christi, Texas For the reasons set forth in the emergency clause of the foregoing ordinance, an emergency exists requiring suspension of the Charter rule as to consideration and voting upon ordinances at two regular meetings: I/we, therefore, request that you suspend said Charter rule and pass this ordinance finally on the date it is introduced or at the present meeting of the City Council. Respectfully, Respectfully, Paulette Guajardo Mayor Council Members The above ordinance was passed by the following vote: Paulette M. Guajardo John Martinez Roland Barrera Ben Molina Gil Hernandez Mike Pusley Michael Hunter Greg Smith Billy Lerma 3 C:\Users\ufc-prod\AppData\Local\Temp\BCL Tech nologies\easyPDF 8\@BCL@74253CB3\@BCL@74253CB3.docx One Reading Ordinance Establishing the process and type of notice required for a joint public hearing of the City Council and the Planning Commission for zoning map and zoning text amendments City Council April 26, 2022 Background and Staff Recommendation • Zoning Map Amendments (Rezoning) • Initiated by a private landowner or by the City. • Whenever a rezoning effects more than ten parcels of land • As per Section 3.3.7 of the Unified Development Code (UDC), the City Council prescribes the type of notice for a joint public hearing of the City Council and the Planning Commission. • Publication on a City Council agenda and the City's Internet website at least 72 hours prior to the joint hearing. • The notice shall identify the time and place of the meeting. • This notice is an alternative to the notice requirements prescribed by the Texas Local Government Code and the UDC for zoning map and zoning text amendments. • Staff Recommendation: Approval of the one reading ordinance. City of Corpus Christi 1201 Leopard Street � Corpus Christi,TX 78401 cctexas.com Meeting Minutes City Council Tuesday,April 19,2022 11:30 AM Council Chambers Addendums may be added on Friday. A. Mayor Paulette Guajardo to call the meeting to order. Mayor Guajardo called the meeting to order at 11:39 a.m. B. Invocation to be given by Pastor Kevin Jennings, Mt. Olive Lutheran Church. Pastor Kevin Jennings, Mt. Olive Lutheran Church, gave the invocation. C. Pledge of Allegiance to the Flag of the United States and to the Texas Flag to be led by Fatima Abdullah, W. B. Ray High School Student. Fatima Abdullah, W. B. Ray High School Student, led the Pledge of Allegiance to the Flag of the United States of America and to the Texas Flag. D. City Secretary Rebecca L. Huerta to call the roll of the required Charter Officers. City Secretary Rebecca 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 Huerta Note: Council Member Martinez arrived at 11:49 a.m. Present: 9- Mayor Paulette 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. PUBLIC COMMENT Mayor Guajardo opened the public comment period. Alisha Cowan, 3725 Holland Dr., spoke regarding Items 5 and 16. F. CITY MANAGER'S COMMENTS / UPDATE ON CITY OPERATIONS: Mayor Guajardo referred to City Manager's comments. City of Corpus Christi Page 1 Printed on 412112022 City Council Meeting Minutes April 19,2022 a. SUMMARY OF FY 2021 ANNUAL COMPREHENSIVE REPORT City Manager Zanoni presented information on the FY 2021 Annual Financial Audit as follows: FY 2021 annual external financial audit; audit process; strong financial management; strong credit rating; FY 2021 financial audit results; FY 2021 grant audit results; and general fund FY 2021 financial results. City Manager Zanoni acknowledged the finance team, Constance Sanchez, Heather Hurlbert, Alma Casas, Judy Sandroussi and Martha Messer. G BOARD &COMMITTEE APPOINTMENTS: None I. CONSENT AGENDA: (ITEMS 1 - 8) Approval of the Consent Agenda Mayor Guajardo referred to the Consent Agenda and asked if a Council Member would like to pull an item for individual consideration. Council Members requested that Items 6 and 8 be pulled for individual consideration. A motion was made by Council Member Lerma, seconded by Council Member Molina to approve the Consent Agenda with the exception of Items 6 and 8. 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 1. 22-0729 Approval of the April 12, 2022 Regular Meeting Minutes The Minutes were approved on the consent agenda. Consent-Second Reading Ordinances 2. 22-0536 Ordinance adopting text amendments to the Unified Development Code (UDC) to adjust requirements for Master Preliminary Plats, and platting regulations regarding expirations and extensions. This Ordinance was passed on second reading on the consent agenda. Enactment No: 032725 3. 22-0507 Ordinance abandoning and vacating an 80.00-foot-wide by approximately 1761.00 feet long (3.0633 Acres) portion of an existing 80.00-foot-wide drainage easement out of Bohemian Colony Lands, Section 7, Lot 6, located at 1802 Lands Road, conditioned on the dedication of a replacement easement. City of Corpus Christi Page 2 Printed on 412112022 City Council Meeting Minutes April 19,2022 This Ordinance was passed on second reading on the consent agenda. Enactment No: 032726 4. 22-0578 Ordinance approving Amended and Restated Addendum No. 1 to Lease Agreement with Corpus Christi Baseball Club, L.P., which provides for an increase of$374,200.00 in Type A funding on a reimbursement basis, to make certain capital improvements to the Whataburger Field property in accordance with Major League Baseball Requirements; and amending the operating budget. This Ordinance was passed on second reading on the consent agenda. Enactment No: 032727 5. 22-0406 Zoning Case No. 0222-03, Graham Office, LLC.: (District 4) Ordinance rezoning property at or near 202 Graham Road from the "I H" Heavy Industrial District to the "RV" Recreational Vehicle Park District. (Planning Commission and Staff recommend Approval).(Tabled April 12, 2022) This Ordinance was passed on second reading on the consent agenda. Enactment No: 032728 Consent- Capital Projects 6. 22-0491 Motion awarding a construction contract to South Texas Building Partners (STBP) Inc., Corpus Christi, Texas, to complete the improvements for the Art Museum of South Texas, located in Council District 1, in an amount of$843,755 with FY 2022 funding available from the Type A/B Sales Tax. Mayor Guajardo referred to Item 6. A Council Member and Director of Engineering Jeff Edmonds discussed the following topics: a Council Member's concern whether the bid tabulations are accurate. Council Member Pusley made a motion to approve the motion, seconded by Council Member Molina. This Motion was passed and approved with the following vote: Aye: 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: M2022-055 7. 22-0490 Motion awarding a construction contract to Barcom Construction Inc. of Corpus Christi, Texas, for rehabilitation of the O.N. Stevens Water Treatment Plant (ONSWTP) Filter Building 1, located in Council District 1, in an amount not to exceed $2,093,770, with FY 2022 funding available from the Water Capital Fund. City of Corpus Christi Page 3 Printed on 412112022 City Council Meeting Minutes April 19,2022 This Motion was passed on the consent agenda. Enactment No: M2022-056 General Consent Items 8. 22-0592 Resolution authorizing renewal of property insurance, including All Risk, Flood, Named Storm, Wind/Hail, Earthquake, and Equipment Breakdown insurance, through Carlisle Insurance Agency, Broker of Record, for upcoming policy year (May 5, 2022 - May 4, 2023) in exchange for annual premium of$3,927,242. Mayor Guajardo referred to Item 8. Council Members, City Attorney Miles Risley and City Manager Peter Zanoni discussed the following topics: Carlisle Insurance shops for the best bids for the City; the increase in premium was about 11% before adding the Frost Bank building; and premiums are going up because claims are being filed. Council Member Barrera made a motion to approve the resolution, seconded by Council Member Molina. This Resolution was passed and approved with the following vote: Aye: 6- Mayor Guajardo, Council Member Barrera, Council Member Hernandez, Council Member Lerma, Council Member Molina and Council Member Pusley Absent: 2- Council Member Hunter and Council Member Martinez Abstained: 1 - Council Member Smith Enactment No: 032729 J. RECESS FOR LUNCH Mayor Guajardo recessed the Council meeting for lunch at 1:24 p.m. Executive Session Item 21 was held during the lunch recess. Mayor Guajardo reconvened the meeting at 3:07 p.m. K. PUBLIC HEARINGS: (ITEMS 9 - 11) 9. 22-0601 Zoning Case No. 0322-02 Elizabeth and Edelmiro Garza: (District 1). Ordinance rezoning a property at or near 11110 Interstate Highway 37 (AKA Up River Road) from the "RS-6" Single-Family 6 District to the "CN-1" Neighborhood District. (Planning Commission and Staff recommend denial and in lieu of a Special Permit) Mayor Guajardo referred to Item 9. Director of Development Services Al Raymond presented information on the following topics: zoning pattern and adjacent development; public notification; staff analysis and recommendation; and special permit conditions. City of Corpus Christi Page 4 Printed on 412112022 City Council Meeting Minutes April 19,2022 Council Members, Director Raymond and Administrator of Development Services Andrew Dimas discussed the following topics: Council Members' concern about safety issues due to traffic; and a Council Member's request to table this item so staff can discuss with TxDOT about putting up a barrier to minimize traffic. Mayor Guajardo opened the public hearing. There were no comments from the public. Mayor Guajardo closed the public hearing. Council Member Lerma made a motion to table the ordinance, seconded by Council Member Barrera. This Ordinance was tabled 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 10. 22-0602 Zoning Case No. 0222-05, ERF Real Estate, Inc.: (District 2) Ordinance rezoning property at or near 4130 South Alameda Street from the "RM-1" Multifamily District and "RM-1/SP" Multifamily District with a Special Permit to the "CN-1" Neighborhood Commercial District. (Planning Commission and Staff recommend Approval) Mayor Guajardo referred to Item 10. Director of Development Services Al Raymond presented information on the following topics: zoning pattern and adjacent development; public notification; staff analysis and recommendation; and planning commission and staff recommend approval. Council Members, Director Raymond, Administrator of Development Services Andrew Dimas discussed the following topics: this is an opportunity to re-establish the commercial nature of the property; RM-1 allows for multi-family or daycares, whereas CN-1 encourages commercial developments; and the dimensions are just over two acres in size. Mayor Guajardo opened the public hearing. Developer, Jerry Susser, 225 Wilshire Place, stated that this is a perfect location for a commercial development. 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: City of Corpus Christi Page 5 Printed on 412112022 City Council Meeting Minutes April 19,2022 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 11. 22-0603 Zoning Case No. 0322-01, South Texas Rainbow Limited Partnership: (District 5) Ordinance rezoning a property at or near 6626 Williams Drive from the "CN-1" Neighborhood Commercial District to the "CN-1/SP" Neighborhood Commercial District with a Special Permit. (Planning Commission and Staff recommend Approval) Mayor Guajardo referred to Item 11. Director of Development Services Al Raymond presented information on the following topics: zoning pattern and adjacent development; public notification; staff analysis and recommendation; planning commission and staff recommend approval; and special permit conditions. A Council Member and Administrator of Development Services Andrew Dimas discussed the following topics: the special permit requires standards such as screening, lighting, landscaping, and offloading of vehicles. Mayor Guajardo opened the public hearing. Representative of Robert Adler and Mike Shaw Kia, Cliff Atnip, 358 University Dr., stated that car dealership needs additional parking for their vehicles. Mayor Guajardo closed the public hearing. Council Member Hernandez made a motion to approve the ordinance, seconded by Council Member Lerma. This Ordinance was passed on first reading and approved with the following vote: Aye: 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 L. RECESS TO CORPORATION MEETING: (ITEM 12) Mayor Guajardo recessed the Council meeting for the Corporation meeting at 3:07 p.m. 12. 22-0712 Special Board Meeting of the Corpus Christi Housing Finance Corporation to consider a proposal to participate as General Partner in the Greenwood Manor, LP and as ground lessor, to consider accepting a total of$1,352,431 from the Corpus Christi Business & Job Development Corporation (Type A) and Corpus Christi B Corporation (Type B), and to consider making a loan of$481,483 from City of Corpus Christi Page 6 Printed on 412112022 City Council Meeting Minutes April 19,2022 Corpus Christi Housing Finance Corporation funds and $1,352,431 from the Corpus Christi Business & Job Development Corporation (Type A) and Corpus Christi B Corporation (Type B) to Greenwood Manor, LP. Greenwood Manor, LP will be the ownership entity of ALMA at Greenwood a 152-unit affordable rental housing project for households at or below 60 percent of the area median income located on 10.554 acres on the southeast corner of Greenwood Drive and Gollihar Road east of West Point Road. This Corporation Meeting was held. M. RECONVENE COUNCIL MEETING: Mayor Guajardo reconvened the Council meeting at 3:29 p.m. N. INDIVIDUAL CONSIDERATION ITEMS: (ITEMS 13 - 14) 13. 22-0713 Ordinance approving a substantial amendment to the City's FY 2018-2019 Consolidated Annual Action Plan ("CAAP") to reprogram $300,000 from the Community Development Corporation of Brownsville homebuyer project under the HOME Investment Partnerships Program ("HOME") to Greenwood Manor, LP's ALMA at Greenwood affordable rental housing project under the HOME Program in the City's FY 2021-2022 CARP. This ordinance also approves a substantial amendment to the City's FY 2021-2022 CAAP to accept and appropriate $751,373 in Program Income to Greenwood Manor, LP's ALMA at Greenwood under the HOME Program. Mayor Guajardo referred to Items 13 and 14. Mayor Guajardo opened public comment. There were no comments from the public. Mayor Guajardo closed public comment. Council Member Pusley made a motion to approve ordinances 13 and 14, seconded by Council Member Lerma. These Ordinances were 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 Pusley and Council Member Smith Absent: 1 - Council Member Molina Abstained: 0 14. 22-0708 Ordinance authorizing an affordable housing agreement for$160,560.00 between the Corpus Christi Business & Job Development Corporation (Type A) City of Corpus Christi Page 7 Printed on 412112022 City Council Meeting Minutes April 19,2022 and the Corpus Christi Housing Finance Corporation and authorizing an affordable housing agreement for$1,191,871.00 between the Corpus Christi B Corporation (Type B) and the Corpus Christi Housing Finance Corporation for the construction of ALMA at Greenwood a 152-unit affordable rental Housing project for households at or below 60 percent of the area median income located on 10.554 acres on the southeast corner of Greenwood Drive and Gollihar Road east of West Point Road; appropriating $160,560.00 from unreserved fund balance of the Business and Job Development Fund and $1,191,871.00 from the unreserved fund balance of the Type B Affordable Housing Fund; and amending the budget. See Item 13. O. FIRST READING ORDINANCES: (ITEMS 15 - 19) 15. 22-0542 Zoning Case No. 0222-04, Exclusive Housing, LLC.: (District 2) Ordinance rezoning property at or near 1333 Logan Avenue from the "RS-6" Single-Family 6 District to the "RS-TF" Two-Family District. (Planning Commission and Staff recommend Approval) Mayor Guajardo referred to Item 15. Director of Development Services Al Raymond stated that Council wanted to table this item to hear from code enforcement and what the property owner is proposing to do at this location. Code enforcement stated that there are no complaints on the property, no current cases against the property, and no case history against the property. Council Members, Director Raymond and City Manager Peter Zanoni discussed the following topics: that the owner has made substantial improvements to this property; and the compliance inspectors will enforce zoning. Mayor Guajardo opened public comment. There were no comments from the public. Council Member Molina made a motion to approve the ordinance, seconded by Council Member Martinez. 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. 22-0535 Ordinance amending the Unified Development Code to delegate approval of wastewater lot or acreage fee exemptions to the Director of Development Services. City of Corpus Christi Page 8 Printed on 412112022 City Council Meeting Minutes April 19,2022 Mayor Guajardo referred to Item 16. Director of Development Services Al Raymond stated that the ordinance was revised to limit the Director of Development Services authority to $50,000 or less. Council Members and Director Raymond discussed the following topics: a Council Member's concern about the $50,000 threshold. Mayor Guajardo opened public comment. There were no comments from the public. Council Member Barrera made a motion to approve the ordinance, seconded by Council Member Pusley. This Ordinance was passed on first reading and approved with the following vote: Aye: 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 17. 22-0540 Ordinance authorizing a Revocable Easement and a Temporary Construction Easement with Kinder Morgan Tejas Pipeline LLC for 0.05 acres of revocable easement and a temporary workspace easement of 1.51 acres to realign a portion of an existing 24-inch pipeline that transports natural gas, gaseous products, crude oil and other hydrocarbons or minerals in liquid or gaseous form on City owned property, operated by Solid Waste Department, located at the intersection of County Road 20 and County Road 57, appropriating $11,200 into the City's Solid Waste Operating Fund and reimbursent to LA Farms in an amount of$2,764 from Solid Waste Operating Fund for crop damages. Mayor Guajardo referred to Item 17. Director of Engineering Jeff Edmonds presented information on the following topics: project location. Mayor Guajardo opened public comment. There were no comments from the Council or the public. Council Member Hunter made a motion to approve the ordinance, seconded by Council Member Smith. This Ordinance was passed on first reading and approved with the following vote: City of Corpus Christi Page 9 Printed on 412112022 City Council Meeting Minutes April 19,2022 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 18. 22-0593 Ordinance authorizing a Wastewater Trunk Line Construction and Reimbursement Agreement with Braselton Development Company, Ltd. to construct off-site wastewater trunk line improvements for a planned residential subdivision within the city limits, London Towne Unit 6, with a completion date of 24 months; and appropriating $82,935.48 from the Wastewater Trunk System Trust Fund to reimburse the developer per the agreement. (District 3) Mayor Guajardo referred to Item 18. Director of Development Service Al Raymond presented information on the following topics: aerial overview; location map; trust fund balance as of February 28, 2022; and staff recommends approval. Mayor Guajardo opened public comment. There were no comments from the Council or the public. Council Member Barrera 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 19. 22-0595 Ordinance authorizing a Wastewater Trunk Line Construction and Reimbursement Agreement with Braselton Development Company, Ltd. to construct off-site wastewater trunk line improvements for a planned residential subdivision within the city limits, London Towne Unit 7, with a completion date of 24 months; and appropriating $110,296.96 from the Wastewater Trunk System Trust Fund to reimburse the developer per the agreement. (District 3) Mayor Guajardo referred to Item 19. Mayor Guajardo opened public comment. There were no comments from the Council or the public. Council Member Barrera made a motion to approve the ordinance, seconded by Council City of Corpus Christi Page 10 Printed on 412112022 City Council Meeting Minutes April 19,2022 Member Lerma. This Ordinance was passed on first reading and approved with the following vote: P. BRIEFINGS: (ITEM 20) 20. 22-0658 Corpus Christi Regional Economic Development Corporation (CCREDC) Quarterly Update to City Council (the first quarter of Calendar Year 2022). Mayor Guajardo referred to Item 20. President and CEO of Corpus Christi Regional Economic Development Corporation (CCREDC) Iain Vasey presented information on the following topics: building permits; Corpus Christi local market housing data; unemployment rates; February 2022 employment by Sector for Corpus Christi MSA; sales tax collection allocations; area projects net taxable value; CCREDC project pipeline; business development dashboard; business attraction activities; business retention and expansion; charting a new course; and CCREDC 2021-2022 projects. Council Members, Mr. Vasey and City Manager Peter Zanoni discussed the following topics: there are about 10,000 unfilled jobs across 11 counties; a Council Member's concern about the lack of entertainment businesses in our City; certain wage rates are not keeping up with inflation; a Council Member's concern about no cost of living benefits in Corpus Christi; the challenge is what companies are willing to pay; a Council Member's request for the EDC to work with City staff on the Industrial District Agreement in 2024; the median home price in the City is $253,000; and a request for amenities on the beaches. Q. EXECUTIVE SESSION: (ITEMS 21 -22) Mayor Guajardo referred to Executive Session Item 21. The Council went into Executive Session at 1:24 p.m. The Council returned from Executive Session at 3:07 p.m. Mayor Guajardo referred to Executive Session Item 22. The Council went into Executive Session at 3:47 p.m. The Council returned from Executive Session at 5:00 p.m. Mayor Guajardo referred to Executive Session Item 21. The Council went into Executive Session at 5:00 p.m. The Council returned from Executive Session at 5:29 p.m. 21. 22-0741 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 Texas Pollutant Discharge Elimination System permit process, Texas laws and rules of the Texas Commission of Environmental Quality, Texas Water Development Board, State Water Implementation Fund for Texas, and the U.S. Environmental Protection Agency related to funding for water treatment plants, desalination plants, discharge permits, intake permits, desalination, and other permits related to water treatment, and administrative procedures related thereto. City of Corpus Christi Page 11 Printed on 412112022 City Council Meeting Minutes April 19,2022 The following resolution was considered: Resolution requesting the Port of Corpus Christi withdraw its application for SWIFT funding from the Texas Water Development Board and End any and all Attempts to become a Water Producer or Distributor. Council Members discussed the following topics: the Port of Corpus Christi did not inform the City about this application; and the City is the regional water supplier, so the most important thing for the community is having stable, affordable water rates. Council Member Barrera made a motion to approve the resolution, seconded by Council Member Smith. This Resolution 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: 032730 22. 22-0758 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 Participation Agreement(s) for Oversizing Streets and Drainage Crossing per UDC §8.4 with MPM Development LP, reimbursement obligations related thereto, construction requirements in said participation agreement(s), requested changes thereto, and City standards relating to the construction of streets, and pursuant to Texas Government Code § 551.072 to deliberate the exchange or value of real property (including, but not limited to, streets to be dedicated to the City in the Kings Landing Subdivision) because deliberation in an open meeting would have a detrimental effect on the position of the governmental body in negotiations with a third person. This E-Session Item was discussed in executive session. R. ADJOURNMENT There being no further business, Mayor Guajardo adjourned this meeting at 5:39 p.m. City of Corpus Christi Page 12 Printed on 412112022 so �o o� A P v AGENDA MEMORANDUM µoRPORPg4 Public Hearing & First Reading Ordinance for the City Council Meeting 04/19/22 1852 Second Reading Ordinance for the City Council Meeting 04/26/22 DATE: March 21, 2022 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 4130 South Alameda Street CAPTION: Zoning Case No. 0222-05 ERF Real Estate, Inc. (District 2). Ordinance rezoning a property at or near 4130 South Alameda Street from the "RM-1" Multifamily District and the "RM-1/SP" Multifamily District with a Special Permit to the "CN-1" Neighborhood Commercial District. SUMMARY: The purpose is to allow for a commercial use. BACKGROUND AND FINDINGS: The subject property is 2.183 acres. To the north property is zoned"RS-6"Single-Family 6 District. To the south and west"CN-1" Neighborhood Commercial District and to the east property is zoned "RM-1" Multifamily District. Conformity to City Policy The proposed rezoning to the "CN-1" Neighborhood Commercial District is inconsistent with the adopted Comprehensive Plan (Plan CC) and the Southeast Area Development Plan. Public Input Process Number of Notices Mailed 21 within 200-foot notification area 1 outside notification area As of March 22, 2022: In Favor In Opposition 1 inside notification area 0 inside notification area 0 outside notification area 0 outside notification area Totaling 0.00% of the 200-foot notification area* is in opposition. "Created by calculating the area of land immediately adjoining the subject property and extending 200-foot therefrom.The opposition is totaled by the total area of land that each individual property owner owns converted into a percentage of the total 200-foot notification 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 zoning from the "RM-1" Multifamily District and the "RM-1/SP" Multifamily District with Special Permit to the "CN-1" Neighborhood Commercial District. FISCAL IMPACT: There is no fiscal impact associated with this item. RECOMMENDATION: Approval of the change of zoning from the "RM-1" Multifamily District and the "RM-1/SP" Multifamily District with Special Permit to the "CN-1" Neighborhood Commercial District. Vote Count: For: 8 Opposed: 0 Absent: 0 Abstai ned: 0 Staff recommends approval of the rezoning request. LIST OF SUPPORTING DOCUMENTS: Ordinance Presentation - Aerial Map Planning Commission Final Report Case No. 0222-05, ERF Real Estate: (District 2) Ordinance rezoning property at or near 4130 South Alameda from the "RM-1" Multifamily District and "RM-1/SP" Multifamily District with a Special Permit to the "CN-1" Neighborhood Commercial District. WHEREAS, with proper notice to the public, a public hearing was held during a meeting of the Planning Commission during which all interested persons were allowed to be heard; WHEREAS, the Planning Commission has forwarded to the City Council its final report and recommendation regarding the application for an amendment to the City of Corpus Christi's Unified Development Code ("UDC") and corresponding UDC Zoning Map; WHEREAS, with proper notice to the public, a public hearing was held during a meeting of the City Council, during which all interested persons were allowed to be heard; WHEREAS, the City Council has determined that this rezoning is not detrimental to the public health, safety, or general welfare of the City of Corpus Christi and its citizens; and WHEREAS, the City Council finds that this rezoning will promote the best and most orderly development of the properties affected thereby, and to be affected thereby, in the City of Corpus Christi. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The Unified Development Code ("UDC") and corresponding UDC Zoning Map of the City of Corpus Christi, Texas is amended by changing the zoning on the subject property described as 2.183 acres out of Lot 1 , Block 1 , Carmelite Home Tract, as shown in Exhibit "A": from the "RM-1" Multifamily Distict and "RM-1/SP" Multifamily District with a Special Permit to the "CN-1" Neighborhood Commercial District. The subject property is located at or near 4130 South Alameda Street. Exhibit A, which is a 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 7 That the foregoing ordinance was read for the first time and passed to its second reading on this the day of 2022, by the following vote: Paulette Guajardo John Martinez Roland Barrera Ben Molina Gil Hernandez Mike Pusley Michael Hunter Greg Smith Billy Lerma That the foregoing ordinance was read for the second time and passed finally on this the day of 2022, by the following vote: Paulette Guajardo John Martinez Roland Barrera Ben Molina Gil Hernandez Mike Pusley Michael Hunter Greg Smith Billy Lerma PASSED AND APPROVED on this the day of , 2022. ATTEST: Rebecca Huerta Paulette M. Guajardo City Secretary Mayor Page 3 of 7 Exhibit A JPH Land Surveying, Inc. � rvtf D.F.W. * C'e.ntrar Texas * West Texas * f#itc t�prf q PAGE 1 OF? TRACT DESCRIPTION FIELD NOTES to that certain tract being a portion of Lot 1, Block 1. C:arnielite Hese Tract, an addition m the City of Corpus Christi,Naeces Cotmty,Texas according to the plat recorded in Volume 43,Page 80,Plat Records,Nueces County,Texas,with the current caning designation of RM-ISP;the subject tract is more particularly described as follows(bearings are based on the Texas Coordinate System of 1983,South Zane): BEGINNING at a 518 inch capped febar stamped 'Brister" faimd on the m":"nimiented northeast fight of way of S.Alameda Street(no dedicating document foimd),at the}vest corner of said Lot 1,from which a 5r 8 inch capped rebar stamped'''Brister"found at the westerly beginning of a curve at the south corner of Lot 1 bears SOUTH 31'20'13-EAST a distance of 568.58 feet„ THENCE NORTH 58041'42"EAST,with the northwest line of Lot 1, a distance of 475.00 feet; THENCE SOUTH 31`20'13"EAST,through the interior of Lot 1,a distance of 100.00 feet; THENCE SOUTH 58°41'42"'WEST,continuing through the interior of Lot 1, a distance of 47 5.00 feet to the southwest line of List 1; THENCE NORTH 31°20'13" VMST. with the southwest line of Lot 1 (ahovm to be the northeast right of way of S.Alameda Street on the plat of Calruelite Howie Tract), a distance of 100.00 feet retwumg to the POINT OF BEGEgNING and eaclosmg 1-090 acus (147,500 square feet). Jewel Chadd Registered Professional .{}F x _F Land Surveyor N°5754 iewelir�tuhls.corm r. . February 4,2022 JF,A CFJA a Project M 2021.022-051 ,., 57=• ,,,., ` Proposal M HOU5078 Dallas-Fart 11-arth Central Texas Wea Teras Houston 785 Lxmxme Ekwe Tr. 1516 H Palmi Valley Blvd-,A1.4 426 Cxiah3M Skeet 11511 K2ty Fwy.,515 Hum,Texas 76054 Round 1 Dck,Texas 780664 Tuscola,Texas 79562 HoustX,Texas 77079 (817)431-4971 (512)778-5588 (325)672-7420 (281)812-2242 FM1910019500 1 WWWJPELANDSC7RVEYING.COM Page 4 of 7 LWEND OF ABBREVULUONS i atONT—MLVFS I BE.4FI*GBASIS P-F N.C.T. Plat Records ofNueres Cmurtv,Trrm E BIT Mumme■1g are fomd U mm m�rl€ed\ffS or C RS. O.P R_N.C.T. Official Public Records od:Nueces Ca oty.Teras PAGE 2 OF? B����based�Grid Nardi Te a=_ aaei�ase C R W C.T. Deed Records odNueces County,T&. System of 1483.Sarah Zane F:1B=POC PoiWafBep�PadmofCommenroninv b4hY � . ` 1.090 ACRES O.B- 47:500±S.F. 4i dal id13"9L' ' ZONERM-1 100.04' MnTIFAID Y 1 DISTRICT r ORDINANCEA 0324521 ZONWGMAP D43038 LOT 1_ BLOCK 1 ' CARM I,IT�HO.A TRACT VOL. 43,P . SO ° P-R-N-C.T. � Z. f, ZONE C'_k-1 � M1 NE[GH30RDHOOD , 9 y_ COYL41E1?LZ4L DI57RICr C CR.DHgA'%CE#0324521 Z(YS-f9G MAP{14303a ti el JPH Job No. hli7 s E` -MIT SHOVINCG _1.121-022.051 4130 S.Alameda St,Carpus Christi Nuexes Jewel Chard 1.090 ACRE Co.,Tx-RM ZONING.41wg (D 2022 JPH Land Surveying,Inc.-All Rights Resersn--ed Registered Professional S=ATED IN 785 Lonesome Dace Trail,Hirst,Texas 76054 Land Sun eyor No_5754 LOOT 1, BLOCK 1 Telephone(8 17)431-4971 n•ww.jphland,-mTeying.corn j—eL@jPWs.c— CARMEL= HOME TRACT TBPELS Firm 410019500 February 4,2422 CORPUS CHRISTI DFW-Houston±I Central Tears I West Texas NUECES COUNTY,TEXAS Page 5 of 7 JRH Land Surveying, Inc. D.F.W * Centra! Texas * West Texas * Houston EDIT PAGE 1 OF 1 TRACT DESCRIPTION FIELD NOTES to that certain tract being a portion of Lot 1, Block L Carmelite Home Tract, an addition in the City of Corpus Christi,Nueces ' County,Texas according to the plat recorded m Volume 4-3,Page 80,Plat S�r Records,Nueces County Texas,with the current zoning designation ofRM-1;the subj ect tract is more particularly described as follows (bearings are based on the Texas Coordinate System of 1983,South Zone): C014BEENC:UG at a M inch capped rebar stamped "Bristee' found on the monunwated northeast right of way of S.Alameda Street(no dedicating docunimt found),at the west corner of said Lot 1. from which a 5/8 inch capped rebar stamped"Brister"found at the westerly begtnniug of a cur4-e at the south corner of Lot 1 bears SOUTH 31°20'13"HAST a distance of 5 68.5 8 feet, THENCE NORTH 58°4-1'42"EAST,with the northwest line of Lot P,a distance of 475.00 feet; THENCE SCUTE 31020'13"EAST, through the interior of Lot 1,a distance of 100.00 feet to the POEV T OF]BEGINNING; THENCE SOUTH 31°20'13"EAST, continuing through the interior of Lot 1, a distance of 211.28 feet to the southeast line of Lot 1 (Ei;e&att Road); THENCE SOUTH 28°39'10" WEST, with the said southeast line of Lot 1, a distance of 248.65 feet; THENCE NORTH 31"20'13-IXFEST,through the interior of Lot 1,a distance of 315.74 feet; THENCE NORTH 58°41'42"EAST, contimiing tlu-crq h the interior of Lot 1, a di,tzmce of 180.68 feet retuming to the POINT OF BEGEgNII\G and enclosing 1.093 acres (+47,612 square feet). Jewel C'hadrl Registered Professional ,;st .� Land Surveyor N°5754 r ieweliawhls.con .s. . . . February 4,2022 .Y...... 6764 f F.— � Project M 2021.022.051 �• wi Proposal M HOUM78 SUi Dallas-Fart tt-arth Central Texas rest Teras Houston 765 Lxmz n e Deo;.-e Tr. 1516 E Patin ValW Blvd-,A4 426 Cnaham Shit 11511 Katy Fury.,515 Hast,Texas 76054 R mdF a,Texas 78664 Twcola,Texas 79562 H tstam,Texas 77M (617)431-4971 (512)778-5688 (325)672-7424 (281)812-2242 FEW#100195001%1%1WJPHL4NDSLRVEYING.00M Page 6 of 7 FCT. FDOFa1SSRE� aiTI05 i aiorzfEIS:BF44RLtiC-Bi3S5 etards ofNwuc Cuwnv.Tr.N EX=IT�IIBIT d M mmmenu nn found i eat marled MNS or CRS. W Public Retiv¢ds cfNueces C =y.Teras PAGE 2 OF 2 Py=res=-e tasew or Gnu Nouih,TemE:�aw dma% lteca¢dsafNaecesCaantv,Teras systamvfIC33.5c.uhZone of Beg MiELV?iW of COMM2ndlLg r. P-O-S. �4' ' + 5° 2 opti eo P.o C. y ' 1.493 ACRES . 47.6121 S.F. ZONE RM-1 MULTIFAMILY 1 DISTRICT rt s ORDINANCE#0324521 b ZONMG ttiU C4303S LOT 1. BLOCK 1 f ' C. IfELITE DOME TRACT VOL. 43,P . 80 y ' P-R-N-C.T_ 'x . =" k ZONE(N-1 'SEIGMORDHOOD coxvfERaAI.Dismur ORDINANCE#0324521 ZONM4G MAP 04303a �N Scale: 1"=100' Job No. s` a EXHIBIT SHOWLNG 022.051413 0 S.,lamella St.,Corpus Christi,N Jewel Chadd 1.093 ACRE Co..Tm-RM ZONING_dssg @ 2022 JPH Land Sunwfing,Inc.-All Rifts Re�zen-ed Regm&Ted Professional S=ATED IN 765 Lonesome Dove Trail,Hurt,Texas 76034 Land Sun eyar No.3754 LOT 1, BLOCK 1 k��: DFW-Hcyiv%tnn 1')' 31-4971 ww_jpblandsan vyaig_com jewel jphls.com CLUE HO1fiE TRACT TBP=F=410019500 Febmmy 4,2422 CORPUS CHRISTI I Cemiml Texas V[Fest Texas NTUECES COL14T ,TEXAS Page 7 of 7 ZONING REPORT Case # 0222-05 Applicant & Subject Property Owner: ERF Real Estate, Inc. Applicant: ERF Real Estate, Inc. Address and Location: 4130 South Alameda Street, located along the east side of South Alameda Street, south of Caramel Parkway, and north of Everhart Road Legal Description: 0.82 acres out of Lot 1 , Block 1 Carmelite Home Tract Acreage of Subject Property: 0.82 acres City Council District: 2 Zoning Request From: "RM-1" Multifamily District and "RM-1/SP" Multifamily District with a Special Permit To: "CN-1" Neighborhood Commercial District Purpose of Request: To allow for a commercial use. Land Development & Surrounding Land Uses Zoning District Existing Land Use Future Land Use "RM-1/SP" Multifamily Vacant Site with a Special Permit "Former Mt. Carmel Site" High Density Residential North "RS-6" Single-Family Low Density Residential Medium Density Residential South "CN-1" Neighborhood Vacant and High and Medium Commercial District Low Density Residential Density Residential East "RM-1" Multifamily Vacant High Density Residential "CN-1" Neighborhood Professional Office West Commercial District and Commercial Commercial Plat Status: Property is not platted. Air Installation Compatibility Use Zone AICUZ : Not located in an AICUZ area Trans ortation & Circulation Street Urban Transportation Proposed Existing Traffic Volume Plan Type Section Section South Alameda ,A2" Secondary Arterial 100' ROW 112' ROW 12,967 ADT (2015) Street 54' paved 65' paved Everhart Road "A1" Minor Arterial 95' ROW 85' ROW Not Available 64' paved 30' paved Utilities Water: 6-inch PVC line located along South Alameda Street Wastewater: 8-inch VCP line located along South Alameda Street Gas: 2-inch service line located along Everhart Road Stormwater: Carmel Parkway drainage ditch located along the northern property line. Corpus Christi Comprehensive Plan The subject property is located within the Southeast Area Development Plan (Adopted July 11 , 1995) and is planned for high density residential uses based on the Future Land Use Map. The proposed rezoning is inconsistent with the Comprehensive Plan. Zoning Report Page 2 Public Notification Number of Notices Mailed — 20 within 200-foot notification area Returned Notices: In Favor — 1 inside notification area In Opposition — 2 inside notification area 3.05% in opposition within the 200-foot notification area Public Hearing Schedule Planning Commission Hearing Date: February 23, 2022 City Council 1St Reading/Public Hearing Date: April 12, 2022 City Council 2nd Reading Date: April 19, 2022 Comprehensive Plan Consistency: The proposed rezoning is inconsistent with the comprehensive plan. Staff considered the following policies to determine plan consistency: • Promote the stabilization, revitalization, and redevelopment of older neighborhoods. (Plan CC: Future Land Use, Zoning and Urban Design) • Encourage orderly growth of new residential, commercial, and industrial areas. (Plan CC: Future Land Use, Zoning and Urban Design) • 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. (Plan CC: Future Land Use, Zoning and Urban Design) • Promote compact and walkable mixed-use urban villages that concentrate retail and services within walking distance of neighborhood residences and where they could support improved public transportation service, such as expected major bus stations and future stops for bus rapid transit, creating "transit-ready" locations. (Plan CC: Future Land Use, Zoning and Urban Design) • Promote interconnected neighborhoods with appropriate transitions between lower-intensity and higher-intensity land uses. (Plan CC: Future Land Use, Zoning and Urban Design) • Support the separation of high-volume traffic from residential areas or other noise-sensitive land uses. (Plan CC: Future Land Use, Zoning and Urban Design) • Screening fences, open space or landscaping can provide an essential buffer between shopping and residential areas. (Plan CC: Future Land Use, Zoning and Urban Design) • Noise impacts from non-residential uses should be reduced by creating a buffer open space between the two areas. Such spaces may be landscaped areas, a street, a screening fence, larger setbacks, etc. These methods can be used singularly but are usually most effective when applied in combination to provide the desired effect. (Southeast ADP: Land Use) Staff Analysis: The proposed zoning is inconsistent with the adopted Comprehensive Plan (Plan CC). • The future land use designation of high-density residential is due to the former Mount Carmel Assisted Living Center. Currently, the Southeast ADP (now known as the Bayside ADP) will update the future land use map for the entire area. • The proposed rezoning is compatible with neighboring properties that are zoned commercial as the subject property is part of the South Alameda Street/Everhart Road commercial node. However, a portion of the subject property is further encroaching along Everhart Road into the single-family residential neighborhood. Zoning Report Page 3 • The "CN-1" Neighborhood Commercial District allows the following uses by-right: Apartments, Group Living Uses, Day Care, Community Service, Medical Facilities, Offices, Overnight Accommodations, Restaurants, and Retail Sales and Service Uses. • The subject property was part of the initial 2018 rezoning case to the "CN-1" District from the original designation of the "RS-6" Single-Family 6 District. The rezoning case ended with increasing the base zoning to the "RM-1" Multifamily District and adding a special permit for a portion of the property due to neighborhood opposition. • An additional item of concern from the previous rezoning case focused on the commercial intrusion into the adjacent single-family neighborhood Currently, the commercial zoning approved in 2018 lines up with adjacent commercial properties along the Everhart Road frontage (Town and County Shopping Center). • The approved special permit language limited hours of operation, increased landscaping requirements, and prohibited uses such as Section 5.1.5.E "Medical Facility" except blood plasma donation center, Minor Emergency Center, or Hospital, Section 5.1.4.0 "Office", Section 5.1.4.F "Restaurant" except for restaurants with a drive-through or drive-in facility as an accessory use, and Section 5.1.4.G "Retail Sales and Service" except convenience goods. • Since the approval of the special permit in 2018, further development of the subject property has not occurred. • The subject property has an existing buffer to the Carmel Parkway neighborhood due to the Carmel Parkway Ditch (approximately 75-feet wide). Additionally, as the ditch and property to the north is zoned "RS-6" Single-Family 6 District, a Type B zoning district buffer yard consisting of 10-feet and 10-points will be required at the time of site development. • Everhart Road is currently constructed to half of the designated arterial road per the Urban Transportation Plan. Traffic generated will not only interact with the adjacent single-family neighborhood but will be channeled onto a two-lane street that may not be capable of absorbing the increased traffic demands. An increase in the intensity of zoning along the Everhart Road frontage will encourage cut-through traffic into the single-family neighborhood located to the east across Everhart Road. • The subject property is located on a Corpus Christi Regional Transportation Authority (CCRTA) transit route. Specifically, Route 5 (Staples Street Station to Texas A&M University-Corpus Christi and Naval Air Station-Corpus Christi). Planning Commission and Staff Recommendation (March 9, 2022): Approval of the change of zoning to the "CN-1" Neighborhood Commercial District. Attachments: A. Location Map (Existing Zoning & Notice Area) B. Public Comments Received (if any) Zoning Report Page 4 CP °Q GORP4Q+r �.9 R.S-6 1 s 1 e cP 12 Fsr 4 s SUBJECT 17 PROPERTY vp�RP�PRP 10 11 �a���P� � c�yTo 7 - 1 6 °R 14 1 21 6 15 pPR� 19 fl CN- 1 20 N- 90 s 16 5 ✓G^'ioR rFR 2 RS- u S- �c CN- 1 P+r N- 1 �oRP CG- 2 �a ON a o°� o CG- - F C N- 2 7/2022 CASE: 0222-05 N `p Zoning and notice Area E RM-1 Multifamily t IL Light Industrial Nc, i•` RM-2 Multifamily 2 IN Heavy Industrial RM-3 Muitlfamily3 PND Planned Unit D.,Overlay ^•R4 GN P'rofaselonal Offlce RS-10 Single-Family 10 RM-AT Multifamily AT RS-a Single-Femlly 6 Q s CN-1 Neighborhood Commercial RS4.5 Single-Family 4.5 mb CN-2 Neighborhood Commercial RS-TF Two-Family A4 ko CR-1 Resort Commercial RS-15 Single-Famiy lb r� 4°,p CR-2 Reaort Commercial RE Residential Estate SUBJECT CG-1 General Commercial RS-TH Townhouse —PROPERTY CG-2 General Commercial SP Special Permit � CI In naive Comme rclal Ry Recreational Vehicle Park CBD Downtown Commercial RMH hUnutactured Home CR-3 Resort Com mercial FR Farm Ruml HHistoric Overlay NP Business Park ewli4 Sources.Esri,HEREsGarmin, ®❑ 00...s ���= USGS,Intermap,INCREMENT P, X °"'n"s Cit of '"a ti NRCan,Esri Japan,METI,Esri lnopAv iN n Corpus China(Hong Kong),Esri Korea,Esri Christi (Thailand) ,LOCATION MAP I Zoning Report Page 5 Parsons with dmab,lrhe6 piinfang to attend this meeting,who may require special services _" , clepartmerM at*ask 48 hours In advance at(361)826-3240 ftMLIJI o>1 inC aCidides our[*r-en a YnteMcicr tle a8I X a Cx-4 ur"aY 9w jMwisn t n v h n I n II rn n rvrcfos de riot ati ro 361)626-.,;20 H you witch to address the Commission during the meeting and your English is limited,piece call the Development 5ervloes i]aWmen!at(361) 826.3240 at feast 48 harra in absence to request an rilerpreter be prese n1 during the meeting Si In t"virrigiumon durante la iunts V sy inaft 21 limtw 13611 826-3240 al antes de la IIlnti Dim&j!gilar girl Intjlrvpr(ete A! pre%entC dvarite.la;vs!a CITY PLANNING COMMISSION PUBLIC HEARING NOTICE Rezoning Case No. 0222-05 ERF Real Estate, inc. has petitioned the City of Corpus Christi to consider a change of zoning from the "RMA/SP" Multifamily District with a S12ecial Permit to the"CN-1"Neighborhood Commercial District, resulting in a change to the Future Land Use Map. The proposed change of zoning is to allow for commercial uses. 'The property to be reza•iec is described as A property located at or near 4130 South Alameda Street and described as 14.01. acres out of Lot 1, Block 1 Carmelite Home Tract, located along the east side of South Alameda Street, south of Caramel Parkway, north of Everhart Road. The Planning Commission may recommend to City Council approval or denial or approval of an interrredlate zoning classification and/or Special Permit Approval of a change of zoning, d inconsistent with the City's Comprehensive Plan. will also have the effect of amending the Comprehensive Plan to reflect the approved zoning The Planning Commission will conduct a public hearing for this rezoning request to discuss and formulate a recommendation to the City Council The public hearing will be held Wednesday.February 23, 202., during one of the Planning Commission's regular meetings. which begins at 6:30 p.m., in the City Council Chambers, 1201 Leopard Street You are invited to attend this public hearing to express your views on this rezoning request For more information. please call(361)826-3240. TO BE ON RECORD, THIS FORM MUST BE FILLED OUT, SIGNED BY THE CURRENT PROPER? OWNER(S)AND MAILED IN ITS ENTIRETY TO THE DEVELOPMENT SERVICES DEPAR T MV N l 0 U BOX 9277,CORPUS CHRISTI,TEXAS 79469-9277 ANY INFORMATION PROVIDED BELOW BECLDME a PUBLIC RECORD NOTE: In accordance with the Planning Commission By-Laws, no discussion shall be held by a member or members of this Commission with an applicant or appellant concerning an application or appeal, either at home or office, or in person, by telephone call or by letter. Printed Name: 11/ r ary L�ta.k,e '1-141 r't 'V, Address :, _ r,wwl_ �r_ carat. City/State: C .4,2vr CAr.d,r iY { 'l IN FAVOR (K)IN OPPOSITION Phone. ,P!/- -211- '797-1- REASON 7 7-1JREASON Signatures SEE MAP ON REVERSE WE Case No 022245 INFOR Case No.22ZN 1044 Case Manager Andrew Doras Properly owner ID 11 Email andrewd@cctexas corn Zoning Report Page 6 PL rch disabIrlres planning to attend moelrig,wt o may require spe"I semlceis are requested to contact the Orewelopment!i,, Pont at least 4.8 hours in adwame al 1361]826-324D ter9ct'las oan incsUa,crdaDex 1r2 tidngp la rrUirwign,go i6�9t1r rdv WFC jL Myoe(ga serwctos eawa s se les suolida eja 12r_q M4 la dF IB 1un48 Ildnan deamnamewn dr sc rc;ce ..yerar^clic_ e, rvu,e�+rc!J6ty 926.32411 If ow wish%)address the Commission dunng the mastsrg and your English is hneyed,pleaW call the Develapme-111:Servv:—r rr:,r^-r,,r F 926.3240 at least 49 hours In a SMO 10 request an inlerritali to Pvwt during the meatn!g Si uslied diii dit. tree a,la—'r or 3 its. _ I&LMkyt xu qgL"Pos limilado.tW&de Ilamar al dowartaim nto des srrvtaos da as. ,Ta W numrrno t3811$.2$724.".,;,I r,- -r• ras ate Cs rn puMx Rena s0tcrter�m inft re_—s___eaente dursMF a ants F CITY PLANNING COMMISSION PUBLIC HEARING NOTICE Rezoning Case No, 0222-05 ERF Real Estate, Inc. t)as petitioned the City of Corpus Chnsti to consider a change of zoning from the RM-1/SP"Multifamily District with a Special Permit to the"CN-1"Neighborhood Commercial District„ resulting in a change to the Future Land Use M,rap. The larog2sed change of zoning is to allow for commercial uses. The property to be rezo^r d is described as A propprty located at or near 4130 Suuth Alameda Street and described as 4.82 acres out of Lot 1, Block 1 Carmelite Home Tract, located along the east side of South Alameda Street,south of Caramel Parkway, north of Everhart Road. The Planning Commission may recommend to City Council approval or denial or approval of an intermediate zoning classification and/or Special Permit. Approval of a change of zoning. if inconsistent with the City's Comprehensive Plan, will also have the effect of amending the Comprehensive Plan to reflect the approved zoning. The Planning Commission will conduct a public hearing for this rezoning request to discuss and formulate a recommendation to the City Councit The public heaving will be Weld Wednesday,February 23, 292.2 during one of the Planning Commission's regular meetings, which treglns at 8;30 mm., in the City Council Chambers, 1201 Leopard Street.You are invited to attend this public hearing to express your views on this rezoning request.For more information, please call(381)826-3240 TO 8E ON RECORD THIS FORM MUST BE FILLED OUT, SIGNED BY THE. CURRENT' PROPERTY OWNER(S)AND MAILED IN ITS ENTIRETY TO THE DEVELOPMENT SERVICES DEPARTMENT, P O. BOX 9277,CORPUS CHRIST],TEXAS 78489.9277 ANY INFORMATION PROVIDED BELOW BECOMES PUBLIC RECORD. NOTE: In accordance with the Planning Commission By-Laws, no discussion shall be held by a member or members of this Commission with an applicant or appellant concerning an application or appeal,either at home or office, or in person, by telephone call or by letter- Print3a ]Saone I� l� \ t S Ve I C, Address _ 1 2 4 i S �.y"� C t �I rl CltyfStale L(� 6 I.I IN'FAVOR ( IN OPPOSITION Phone._� I� t� REASON. Sig niire SEE VP ON REVERSE WOE Case No 0222-05 INFOrCase,No 22ZNIW4 Cno Manager ArWewr Dimas Proli Owrier 10 0 Email ar#ntwd@odaxas corn Zoning Report Page 7 s�sons wath drsa bil4ies Planning to adtand this meeting,who may rewire special services.are requesled to contact the Development Ser Department al least 48 hours in advance at (361)8211.3240 eMoM gN inomac dedes.W IWW to r a ea un rectuteren seri I deb iunts Ila r!0yro(MI 1 826.3240. If yov werh to address the commission during the meeting and your English is limited,paeese cat the Developmen!Services.Department at(361) B26-3240 at least 48 hours in advance to request an interpreter be present during the meeting. a dr t u lim r os de n' ro 367 4 4 0 1 lunt l gars snacW a,n jalliMM ser oMerrle duranle to juift CITY PLANNING COMMISSION PUBLIC HEARING NOTICE Rezoning Case No. 0227-05 ERF Real Estate Inc. has petitioned the City of Corpus Christi to consider a change of zoning from the "RM-11SP"Multifamily District with a Special Permit to the"CN-1"Neighborhood Commercial Distric resulting in a change to the Future Land Use Map The proposed change of zoning is to allow for commercial uses. The property to be rezoned is described as: A pro"rty located at or near 4130 South Alameda Street and described as 4.82 acres out of Lot 1, Block 1 Carmelite Home Tract,located along the east side of South Alameda Street,south of Caramel Parkway, north of Everhart Road. The Planning Commissions may recommend to City Council approval or denial or approval of an intermediate zoning cfassificatlon and/or Special Permit Approval of a change of zoning, if inconsistent with the City's Comprehensive Plan,will also have the effect of amending the Comprehensive Plan to reflect the approved coning The Planning Commission will conduct a public hearing for this rezoning request to discuss and formulate a recommendation to the City Council. The public hearing will be held Wednesday,February 23, 2022, during one of the Planning Commission's regular meetings. which begins at 6:30 p.m,, in the City Council Chambers. 1201 Leopard Street. You are invited to attend this public hearing to express your views on this rezoning request. For more information, Blease call (361) 826-3240. TO BE ON RECORD,THIS FORM MUST BE FILLED OUT, SIGNED BY THE CURRENT PROPERTY OWNER(S)AND MAILED IN ITS ENTIRETY TO THE DEVELOPMENT SERVICES DEPARTMENT, P O. BOX 9277 CORPUS CHRISTI,TEXAS 78469-9277. ANY INFORMATION PROVIDED BELOW BECOMES f UBLIC RECORD. NOTE: In accordance with the Planning Commission By-Laws, no discussion shalt be held by a member or members of this Commission with an applicant or appellant concerning an application or appeal,either at,Home or office, or in person, by telephone call or by letter. Printed Name lLy an�1 Gt r � Address '��-I`� 13Ln'k0r— TeyV LcK _ CdytState: 5 >rt ,TY { j IN FAVOR ) IN OPPOSITION Phone` (0( _ Q � 4 r' REASON- nature SEE MAF ON REVERSE SIDE Case No.0222-06 04FOR Case No 22ZN 1 Un4 Case Manager Andmw Dimas Prcperty Owf*r 10 16 Email andrewdCcctexas com Zoning Case #0222-05 ERF Real Estate, Inc. Rezoning for a property at 4130 South Alameda Street From "RM-1" & "RM-1/SP" To "CN-1" N a PIv City Council April 19, 2022 Zoning Pattern and Adjacent Development Currently Zoned: r ' 8 N ; "RM-1" Multifamily District and "RM- 1/SP" Multifamily District with a o ■ Special Permit Proposed Use: R ®o o. o �� Commercial use RV]-1 CH-1 I �g�g Surrounding Uses: ®0 2e North: Vacant GOR cm X00£3 • South: Vacant and a Commercial CHH Shopping Center East: Vacant, Single-Family FE)��� coo ° ° " os� Homes, and a Commercial WOO Shopping Center Rs.s sF,to. • West: Vacant and Single-Family �" cnr-rte Homes Public Notification 20 Notices mailed inside 200' buffer 4 Notices mailed outside 200' buffer V °°0' EP 0.� R 13 12 Pr Notification Area 3 UB CT 1 PROP Y �� P0.P t1 ,rPk tA10 Opposed: 2 (3.05%) Separate Opposed Owners. 2 1 14 ESQ ' o 19 CN- 9 16 SOH n Favor: 1 (0.62%) z �q S. S- 9�s CN-? Notified property owner's land in square CG-2 feet/Total square footage of all property in '� a� ON the notification area = a om Percentage of public opposition CG- 3 G3 Staff Analysis and Recommendation r < The proposed rezoning is inconsistent with the Comprehensive Plan and adopted Southeast Area Development Plan (ADP). Ga�P P` The proposed rezoning is in keeping in character of the commercial node. However, a portion of the subject property �Pa s E is encroaching into a residential P 17PE 5 pP�PaQ neighborhood. • A rezoning was attempted in 2018 to the "CN-1" District and due to neighborhood opposition, the "RM-1" District was approved with a portion given a Special Permit to allow some commercial uses. N "�R, Buffer Yards will be required along the northern and eastern property lines. -i Everhart Road is not constructed to the <o arterial standard and may have a negative traffic impact to adjacent residents. �e Planning Commission and Staff Recommendation: Approval ORP " �$'� f• k: ` G r � ` ! �• � rya �- �, I` goo, C N - 1 'i . N'7'1 O� O? r CASE: 0222-05 9a N Aerial View QaS. w, ®�o Subject Property r° s caN� s rR n o0 a% SUBJECT ®PROPERTY a ►1 a( Sources:=Esri, HERE-SGarmin, USGS, Intermap, INCREMENT P, City of do `NRCan, Esri Japan, METI, Esri Corpus yRn �3 China(Hong Kong), Esri Korea,Esri Christi (Thailand),LOCAT/ON MAP so �o o� A P v AGENDA MEMORANDUM µoRPORPg4 Public Hearing & First Reading Ordinance for the City Council Meeting 04/19/22 1852 Second Reading Ordinance for the City Council Meeting 04/26/22 DATE: March 21, 2022 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 6626 Williams Drive CAPTION: Zoning Case No. 0322-01 South Texas Rainbow Limited Partnership (District 5). Ordinance rezoning a property at or near 6626 Williams drive from the "CN-1" Neighborhood Commercial District to the "CN-1/SP" Neighborhood Commercial District with a Special Permit. SUMMARY: The purpose is to allow for a commercial use. BACKGROUND AND FINDINGS: The subject property is 2.48 aces in size. To the north is property zoned "CG-2" General Commercial District with commercial uses, to the south is the "RM-1" Multifamily District and vacant, and to the east zoned "CN-1" Neighborhood Commercial District and is currently vacant. To the west is zoned "CN-1" Neighborhood Commercial District with commercial uses and vacant. Conformity to City Policy The proposed rezoning to the"CN-1/SP" Neighborhood Commercial District with a Special Permit is consistent with the Southside Area Development Plan (Adopted March 17, 2020)and the Future Land Use Map having planned for commercial uses. Public Input Process Number of Notices Mailed 12 within 200-foot notification area 1 outside notification area As of March 22, 2022: In Favor In Opposition 0 inside notification area 0 inside notification area 0 outside notification area 0 outside notification area Totaling 0.00% of the 200-foot notification area* is in opposition. "Created by calculating the area of land immediately adjoining the subject property and extending 200-foot therefrom.The opposition is totaled by the total area of land that each individual property owner owns converted into a percentage of the total 200-foot notification 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 zoning from the"CN-1/SP" Neighborhood Commercial District with a Special Permit. FISCAL IMPACT: There is no fiscal impact associated with this item. RECOMMENDATION: Staff recommends approval of the zoning request from the "CN-1" Neighborhood Commercial District to the "CN-1/SP" Neighborhood Commercial District with a Special Permit. Planning Commission concurred (March 9, 2022): Vote Count: For: 8 Opposed: 0 Absent: 0 Abstai ned: 0 LIST OF SUPPORTING DOCUMENTS: Ordinance Presentation - Aerial Map Planning Commission Final Report Case No. 0322-01 South Texas Rainbow, LP.: (District 5): Ordinance rezoning a property at or her 6626 Williams Drive from the "CN-1" Neighborhood Commercial District to the "CN-1/SP" Neighborhood Commercial District with a Special Permit. WHEREAS, with proper notice to the public, a public hearing was held during a meeting of the Planning Commission during which all interested persons were allowed to be heard; WHEREAS, the Planning Commission has forwarded to the City Council its final report and recommendation regarding the application for an amendment to the City of Corpus Christi's Unified Development Code ("UDC") and corresponding UDC Zoning Map; WHEREAS, with proper notice to the public, a public hearing was held during a meeting of the City Council, during which all interested persons were allowed to be heard; WHEREAS, the City Council has determined that this rezoning is not detrimental to the public health, safety, or general welfare of the City of Corpus Christi and its citizens; and WHEREAS, the City Council finds that this rezoning will promote the best and most orderly development of the properties affected thereby, and to be affected thereby, in the City of Corpus Christi. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The Unified Development Code ("UDC") and corresponding UDC Zoning Map of the City of Corpus Christi, Texas is amended by changing the zoning on the subject property described as Lots 7, 8 and 9, Padre Plaza Subdivision, as shown in Exhibit "A": from the "CN-1" Neighborhood Commercial District to the "CN-1/SP" Neighborhood Commercial District with a Special Permit. The subject property is located at or near 6626 Williams Drive. Exhibit A, which is an associated map attached to and incorporated in this ordinance. SECTION 2. The Special Permit granted in Section 1 of this ordinance is subject to the following conditions listed below: 1. Use: The only use permitted under this Special Permit, other than those permitted by right in the "CN-1" Neighborhood Commercial District is "Vehicle Storage" and "Auto Detailing" as categorized by the Unified Development Code (UDC) Section 5.1 .4.1. 2. Screening: The subject property shall be screened by a solid material at a minimum of 6-feet in height. 3. Hours of Operation: The hours of operation shall be limited to 7:00 AM to 9:00 PM. 4. Vehicle Delivery: Any vehicle deliveries to the subject property shall not occur between the hours of 9:00 PM to 7:00 AM. 5. Lighting: All security lighting must be shielded and directed away from abutting properties and nearby streets. Cut-off shields are required for all lighting. No light projection is permitted beyond the property line near all public roadways and residential developments. 6. Noise: Noise regulations shall be subject to Section 31-3 of the Municipal Code. 7. Landscaping: Landscaping shall be installed as required by the UDC. 8. Other Requirements: The conditions listed herein do not preclude compliance with other applicable UDC and Building and Fire Code Requirements. 9. Time Limit: In accordance with the UDC, this Special Permit shall be deemed to have expired within 24 months of this ordinance unless a complete building permit application has been submitted, and the Special Permit shall expire if the allowed use is discontinued for more than six consecutive months. SECTION 3. The UDC and corresponding UDC Zoning Map of the City, made effective July 1 , 2011 and as amended from time to time, except as changed by this ordinance, both remain in full force and effect including the penalties for violations as made and provided for in Article 10 of the UDC. SECTION 4. To the extent this amendment to the UDC represents a deviation from the City's Comprehensive Plan, the Comprehensive Plan is amended to conform to the UDC, as it is amended by this ordinance. SECTION 5. All ordinances or parts of ordinances specifically pertaining to the zoning of the subject property that are in conflict with this ordinance are hereby expressly repealed. SECTION 6. A violation of this ordinance, or requirements implemented under this ordinance, constitutes an offense punishable as provided in Article 1 , Section 1 .10.1 of the UDC, Article 10 of the UDC, and/or Section 1-6 of the Corpus Christi Code of Ordinances. SECTION 7. Publication shall be made in the official publication of the City of Corpus Christi as required by the City Charter of the City of Corpus Christi. SECTION 8. This ordinance shall become effective upon publication. Page 2 of 4 That the foregoing ordinance was read for the first time and passed to its second reading on this the day of 2022, 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 2022, 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 2022. ATTEST: Rebecca Huerta Paulette M. Guajardo City Secretary Mayor Page 3 of 4 Exhibit A CG 2 RS- -G-2 C 1 s / "'SUB Ecr,� 11 PRQPERTY C 4 5 C , RM-3 9 RM- 1 2 6 7 try a¢ R 6 h` 0¢ PtiO ��i 0* 02/1 022 CASE: 0322-01 Zoning and notice Area � 5 RM 1 r.IJ!f I';1 IL _lylrl Intlur[r i:ll .rr RM-7 ',I�'�� i IH Hr.x�v In°r.r,..... R. r•I.r!lf. :'�ly:, Pub i'lan�ctl unit acv.Overlay OX PRS-1D ti n�lc F'.im ily f0 RM-AT r.1..:1!.::i llv f.' RS-G S n91c F.im lfy 6 CH-1 1:ci:.ti::cr!r:rcr![:o-imercial RS,, 6.5 f."X RS TF Tao F.im ly ' CR-1 s:.-, SUBJECT a a RS•15 s oyle ram uy 1sr PROPERTY Rc Rc�dcnm•i!Erc+a tc EG 1 ^r � q5-TH i°'.vr!liourcv 4 qy Re[�eatl onal VeHlckl geek RMM M emYlicl°FC°H— R....... — R.......P,k Aw+ Suurees:Esn,HERE,Garmin. r Property Dane.. ..ri USGS,Intercnap,INCREMENT P, • ;�somd.,1�� O.mr°.w p .� �: NRCan,Esri Japan,MET],Esri rs�a am•ueree°e City of '� +' China(Hon Kon ,Esri Karea,Esn X^0— Corpus B� �p frhai�andl LOCATION MAP I Page 4 of 4 ZONING REPORT Case # 0322-01 Applicant & Subject Property Owner: South Texas Rainbow, LP. Applicant: South Texas Rainbow, LP Address and Location: 6626 Williams Drive, located along the northside of Williams Drive, east of Daly Drive, and west of Nile Drive Legal Description: Lots 7, 8, & 9, Padre Plaza Subdivision Acreage of Subject Property: 2.48 acres City Council District: 5 Zoning Request From: "CN-1" Neighborhood Commercial District To: "CN-1/SP" Neighborhood Commercial District with a Special Permit Purpose of Request: To allow for a commercial use. Land Development & Surrounding Land Uses Zoning District Existing Land Use Future Land Use Site "CN-1" Neighborhood Vacant Commercial Commercial District "CG-2" General Commercial North Commercial District "Hotel" Commercial South "RM-1" Multifamily Vacant and High and Medium District Low Density Residential Density Residential East "CN-1" Neighborhood Vacant Commercial Commercial District "CN-1" Neighborhood Vacant and Commercial West Commercial District "Movie Theater" Commercial Plat Status: Property is platted Air Installation Compatibility Use Zone AICUZ : Not located in an AICUZ area Trans ortation & Circulation Street Urban Transportation Proposed Existing Traffic Plan Type Section Section Volume/Capacity Williams Drive "C3" Primary Collector 75' ROW 112' ROW 7,089/35,200 50' paved 50' paved Ratio: 20% Transit: RTA Route 29 (Staples) Utilities Water: 8-inch PVC line located along Williams Drive Wastewater: 36-inch HDPE line located along Williams Drive Gas: 4-inch service line located along Williams Drive Stormwater: 11'x7' box line located along Williams Drive. Corpus Christi Comprehensive Plan The subject property is located within the Southside Area Development Plan (Adopted March 17, 2020) and is planned for commercial uses based on the Future Land Use Map. The proposed rezoning is consistent with the Comprehensive Plan. Zoning Report Page 2 Public Notification Number of Notices Mailed — 12 within 200-foot notification area Returned Notices: In Favor — 0 inside notification area In Opposition — 0 inside notification area 0.00% in opposition within the 200-foot notification area Public Hearing Schedule Planning Commission Hearing Date: March 9, 2022 City Council 1St Reading/Public Hearing Date: April 19, 2022 City Council 2nd Reading Date: May 3, 2022 Comprehensive Plan Consistency: The proposed rezoning is consistent with the comprehensive plan. Staff considered the following policies to determine plan consistency: • Promote the stabilization, revitalization, and redevelopment of older neighborhoods. (Plan CC: Future Land Use, Zoning and Urban Design) • Encourage orderly growth of new residential, commercial, and industrial areas. (Plan CC: Future Land Use, Zoning and Urban Design) • 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. (Plan CC: Future Land Use, Zoning and Urban Design) • Promote interconnected neighborhoods with appropriate transitions between lower-intensity and higher-intensity land uses. (Plan CC: Future Land Use, Zoning and Urban Design) • Support the separation of high-volume traffic from residential areas or other noise-sensitive land uses. (Plan CC: Future Land Use, Zoning and Urban Design) • Noise impacts from non-residential uses should be reduced by creating a buffer open space between the two areas. Such spaces may be landscaped areas, a street, a screening fence, larger setbacks, etc. These methods can be used singularly but are usually most effective when applied in combination to provide the desired effect. (Southeast ADP: Land Use) Staff Analysis: The proposed zoning is consistent with the adopted Comprehensive Plan (Plan CC). • The subject property has the future land use designation of commercial and has been vacant since annexation in 1954. • The proposed rezoning is compatible with neighboring properties that are zoned commercial as the subject property is part of a larger commercial node that has like or greater zoning designations. • The "CN-1" Neighborhood Commercial District allows the following uses by-right: Apartments, Group Living Uses, Day Care, Community Service, Medical Facilities, Offices, Overnight Accommodations, Restaurants, and Retail Sales and Service Uses. • The applicant is requesting a special permit to allow for the storage of the overflow of vehicles from the Mike Shaw Kia dealership which is located 0.50 miles away. The subject property will have a small building to serve as an office. The site will not be open to the public and will additionally provide the preparatory cleaning prior to being moved to the main dealership. Any vehicles delivered to the subject property will not be allowed to be unloaded on a public right-of-way. Zoning Report Page 3 Planning Commission and Staff Recommendation (March 9, 2022): Approval of the change of zoning from the "CN-1" Neighborhood Commercial District to the "CN-1/SP" Neighborhood Commercial District with a Special Permit with the following conditions: 1 . Uses: The only uses authorized by this Special Permit other than uses permitted by right in the base zoning district is "Vehicle Storage" and "Auto Detailing" as categorized by Unified Development Code (UDC) Section 5.1 .4.1. 2. Screening: The subject property shall be screened by a solid material at a minimum of 6-feet in height. 3. Hours of Operation: The hours of operation shall be daily from 7:00 AM to 9:00 PM. 4. Vehicle Delivery: Any vehicle deliveries to the subject property shall not occur between the hours of 9:00 pm to 7:00 am. 5. Lighting: All security lighting must be shielded and directed away from abutting properties and nearby streets. Cut-off shields are required for all lighting. No light projection is permitted beyond the property line near all public roadways and residential developments. 6. Noise: Noise regulations shall be subject to Section 31-3 of the Municipal Code. 7. Landscaping: Landscaping shall be installed as required by the Unified Development Code (UDC). 8. Other Requirements: The conditions listed herein do not preclude compliance with other applicable UDC and Building and Fire Code Requirements. 9. Time Limit: In accordance with the UDC, this Special Permit shall be deemed to have expired within 24 months of this ordinance unless a complete building permit application has been submitted, and the Special Permit shall expire if the allowed use is discontinued for more than six consecutive months. Attachments: A. Location Map (Existing Zoning & Notice Area) B. Public Comments Received (if any) Zoning Report Page 4 CG-2 RS- C-G-2 O C N--,1 s 10 V 3 SUBJECT 12 PROPERTY C 4 5 0 1 RM -3 9 RM- 1 2 6 7 O,r? a� R _-6 o� o-�0y ��y 02/15/2022 CASE: 0322-01 T 'tiny Rp s 99ia WE Zoning and notice Area < r s RM-1 Multlhmllyl IL Light lnduatrlal ¢ `•-- .^`7rd Iai.�n i RM-2 Multitamily 2 IHHeavy Industrial RM-1 iv itamily3 PUG Planned Unit Dev.Overlay y�var k ON Protesslan.I office RS-10 Singie-Family 10 114 RM-AT Ml family AT RS-6 Single-Family6 �•qa ; CN-1 Neighborhood Commercial R".5 SIngi.-Family 4.5 CN-2 Neighborhood Commercial R5-TF Two-Family ro CRA R2.Commercial RS-15 Single-Family 15 � SUBJECT CR-2 Rea ortCommemlal RE Residential Estate ;fiTM PROPERTY CG-1 General Commercial RS-TH Townhouse e C0-2 General Commercial SP Spec lal Permlt CI Intenalve Commemlal RV Reerealicnal Vehicle Park CBD Downtown Cammerclal RMH Manufactured Home CR-3 Resort Commercial 71 � FR Fa tin Rural H Hlator€c Overlay �a Bp BVaiaesaPan, ae}� Sources:Esri,HERE Garmin, hy oW ef5 � USGS,Intermap,INCREMENT P, s,yiec��e /� °unr 0 rn ra�°r Cit Of NRCan,Esri Japan,METI,Esri o '1 owners Y a China(Hon Kong),Esri Korea,Esri 4 X. Christi (Thailand)LOCATION MAP 4 I Zoning Case #0322-01 South Texas Rainbow, LP. Rezoning for a property at 6626 Williams Drive From "CN-1" To "CN-1/SP" oo UB JECT a� �PCIY City Council April 19, 2022 Zoning Pattern and Adjacent Development Currently Zoned: - "CN-1" Neighborhood Commercial District 200 Proposed Use: �•+ �., z Commercial Use • 0 ® o aSurrounding Uses: North: Commercial (Hotel) SUBJECT "CG-2" District PR PERM South: Vacant and Low Density - ; '• �oOg ' Residential "RM-1District East: G� ��1 • Vacant • "CN-1" District West: Commercial (Movie Theater) "CN-1" District Public Notification 12 Notices mailed inside 200' buffer � 1 Notices mailed outside 200' buffer R s� CGZ2 -G-2 Notification Area C - t a 10 Opposed: 0 (0.00%) Separate Opposed Owners: 0 PRAPERIrTY 5 0 In Favor: 0 (0.00%) RM-, 9 Notified property owner's land in square R feet/Total square footage of all property in R \ the notification area = PF Percentage of public opposition o:n zi 3 Staff Analysis and Recommendation The subject property has the future land use Nli c- designation of commercial and has been R' vacant since annexation in 1954. The proposed rezoning is compatible with neighboring properties that are zoned N_'I' a i_ commercial as the subject property is part of a larger commercial node that has like or greater zoning designations. The applicant is requesting a special permit ?` I± sueJecT to allow for the storage of the overflow of � I PR ,PERrTI � vehicles from the Mike Shaw Kia dealership r which is located 0.50 miles away. The subject property will have a small building to serve as an office. The site will not be open to the public and will additionally provide the rlr' ' ' 4 preparatory cleaning prior to being moved to M •• the main dealership. Any vehicles delivered to the subject property will not be allowed to r \ be unloaded on a public right-of-way. Planning Commission and Staff spry°ft o aR Recommendation:Approval of a Special Permit Special Permit Conditions 1. Uses: The only uses authorized by this Special Permit other than uses permitted by right in the base zoning district is "Vehicle Storage" and "Auto Detailing" as categorized by Unified Development Code (UDC) Section 5.1.4.1. 2. Screening: The subject property shall be screened by a solid material at a minimum of 6-feet in height. 3. Hours of Operation: The hours of operation shall be daily from 7:00 AM to 9:00 PM. 4. Vehicle Delivery: Any vehicle deliveries to the subject property shall not occur between the hours of 9:00 pm to 7:00 am. 5. Lighting: All security lighting must be shielded and directed away from abutting properties and nearby streets. Cut-off shields are required for all lighting. No light projection is permitted beyond the property line near all public roadways and residential developments. 6. Noise: Noise regulations shall be subject to Section 31-3 of the Municipal Code. 7. Landscaping: Landscaping shall be installed as required by the Unified Development Code (UDC). 8. Other Requirements: The conditions listed herein do not preclude compliance with other applicable UDC and Building and Fire Code Requirements. 9. Time Limit: In accordance with the UDC, this Special Permit shall be deemed to have expired within 24 months of this ordinance unless a complete building permit application has been submitted, and the Special Permit shall expire if the allowed use is discontinued for more than six consecutive months. 4 F, x �.,._ C � 2 x n r L� `Z' Y SUBJECT/ ' f //'�PR.OP,ERTY ter, r i /,/ i , fii f i / �.✓ +RSM -,1 '%'r�/,/f ��%���lr' •` SRM -'7RiM I , t � rt r. �.. �', ♦ it•� � ry,t:. q, ti. \ � , p�t�0" .° •�'4, R tJ S fitr a F! �Oty �`fpNO2/153n' „ f CASE: 0322-01 N w' E Aerial View S ® Subject Property t„ SUBJECT --PROPERTY ■�►1■ �' Sources: Esri, HERE,Garmin, USGS, Intermap, INCREMENT P, City of NRCan, Esri Japan, METI, Esri Corpus China(Hong Kong), Esri Korea,Esri Christi (Thailand),LOCAT/ON MAP so �o o� A H AGENDA MEMORANDUM WoRPORPg4 Public Hearing and 1 sl Reading for the City Council Meeting April 19, 2022 1852 2nd Reading for the City Council Meeting April 26, 2022 DATE: April 8, 2022 TO: Peter Zanoni, City Manager THRU: Andrea Gardner, Assistant City Manager and reaga(o-)-cctexas.com 361.826.3506 FROM: Tracey K. Cantu, Interim Director of Neighborhood Services tracevc(a)cctexas.com 361.826.3021 Allocation of $300,000 from FY2018-2019 HOME funds and $751 ,373 from FY2021- 2022 HOME funds for Greenwood Manor, LP's ALMA at Greenwood 152-unit affordable housing rental project CAPTION: Ordinance approving a substantial amendment to the City's FY2018-2019 Consolidated Annual Action Plan ("CAAP") to reprogram $300,000 from the Community Development Corporation of Brownsville homebuyer project under the HOME Investment Partnerships Program ("HOME") to Greenwood Manor, LP's ALMA at Greenwood affordable rental housing project under the HOME Program in the City's FY2021-2022 CAAP. This ordinance also approves a substantial amendment to the City's FY2021-2022 CAAP to accept and appropriate $751,373 in Program Income to Greenwood Manor, LP's ALMA at Greenwood under the HOME Program. SUMMARY: This ordinance will reprogram $300,000 HOME funds from an infeasible and unused homebuyer program with the Community Development Corporation of Brownsville and accept and appropriate $751,373 of HOME Program Income earned from rental and homeowner repair loan repayments and award the funds to Greenwood Manor, LP's affordable rental project ALMA at Greenwood. ALMA at Greenwood is a 152-unit affordable rental housing project for households at or below 60 percent of the area median income located on 10.554 acres on the southeast corner of Greenwood Drive and Gollihar Road east of West Point Road. Adelante Development, LLC is the developer. BACKGROUND AND FINDINGS: Greenwood Manor, LP., a single asset entity, will be the owner of an affordable housing project, ALMA at Greenwood, being developed by Adelante Development, LLC. ALMA at Greenwood is a multifamily affordable rental housing project with 152 units located on 10.554 acres on the southeast corner of Greenwood Drive and Gollihar Road east of West Point Road. All units would serve households at or below 60 percent of the area median income. The Corpus Christi Housing Finance Corporation (CCHFC) approved an inducement resolution for multifamily revenue bonds for this project on January 25, 2022. Greenwood Manor, LP has received a $15,000,000 multifamily revenue bonds reservation from the Texas Bond Review Board. The inducement resolution and bond reservation allow Greenwood Manor, LP to include the preliminary costs and land acquisition in a future issuance of revenue bonds. The CCHFC has no legal obligation to issue any bonds at any time in the future, and any issuance of bonds will be subject to review and approval at a meeting of the Board in July or August 2022. Any revenue bonds issued by the CCHFC solely are payable from the loan payments received from the project. They are not a general obligation of the CCHFC, and neither the City of Corpus Christi nor its credit are involved. The CCHFC has no taxing power. On April 18, 2022, ALMA at Greenwood was presented to the Corpus Christi Business & Job Development Corporation (Type A) and the Corpus Christi B Corporation (Type B). The approval from the Corpus Christi Business &Job Development Corporation (Type A)was for$160,560 and the approval from the Corpus Christi B Corporation (Type B) was for $1,191,871. Together these agreements total $1,352,431. The development's $30,803,558 proposal includes $15,000,000 in private activity bonds issued by the CCHFC, $9,607,293 in 4% Low-income Housing Tax Credit equity, $1,986,065 in deferred developer fees, and $225,000 in materials contributions from the General Contractor. The project also includes $3,000,000 from the City's federal U.S. Department of Housing and Urban Development allocation and other City related sources. These sources are $481,483 from the CCHFC, $160,560 from Type A, $1,191,871 from Type B, and $1,166,086 from the HOME program. HOME program sources are $300,000 reprogrammed from the Community Development Corporation of Brownsville for homebuyer activities in the FY2019/PY2018 Consolidated Annual Action Plan, $751,373 in program income from payments made from rental and homeowner repair loans, and $114,713 from the future FY2023/PY2022 Consolidated Annual Action Plan. In August 2022, the FY2023/PY2022 Consolidated Annual Action Plan will be presented to City Council with this project's recommendation. The proposal includes a request that the CCHFC join the development partnership (Greenwood Manor, LP) as the General Partner and as ground lessor so that the property may qualify for property tax-exemption. As General Partner, the CCHFC would own the project's land, lease it to Greenwood Manor, LP, and earn 25 percent of the project's developer fee. The CCHFC portion of the developer fee to be paid during development is $355,958 and $496,516 will be deferred and paid from 2024 through 2034. Corpus Christi Business & Job Development Corporation (Type A) and Corpus Christi B Corporation (Type B) affordable housing funds will be granted to the CCHFC which will loan funds to the project. There will be two loans made to the project from all City related sources. The Type A funds, Type B funds and CCHFC funds will be one deferred loan totaling $1,833,914 from the CCHFC to the project at 3 percent interest and amortized over 40 years with repayment beginning in 2037(year 14).The HOME funds will be a$1,166,086 deferred loan from the City to Greenwood Manor, LP at 3 percent interest and amortized over 40 years with repayment beginning in 2037 (year 14) as well. The CCHFC loan will subordinate to the City HOME loan. Both loans are repayable through net cashflow and will be paid in full when the Limited Partner (tax credit equity investor) exits the deal through a sale in 2039 (year 16). The project timeline includes the following briefings, presentations for approvals, closings, and construction dates: City Council Briefing —April 12, 2022 Type A Board —April 18, 2022 Type B Board —April 18, 2022 CCHFC Board Meeting —April 19, 2022 City Council 1st Reading —April 19, 2022 City Council 2nd Reading —April 26, 2022 4% Low-income Housing Tax Credit Award —July 22, 2022 FY2023/PY2022 HUD HOME Allocation Council Meeting —August 2022 Bond Closing Date —August 23, 2022 (bond reservation expiration) Construction Start—August 2022 Project Completion — December 2023 ALTERNATIVES: HOME reprogram funds and Program Income may be allocated to alternative projects making ALMA at Greenwood infeasible. FISCAL IMPACT: The federal HOME program will reimburse the $1,051,373 allocated through this ordinance. Funding Detail: Fund: 9045 Organization/Activity: TBD Mission Element: 132 Project # (CIP Only): NA Account: 530000 RECOMMENDATION: Staff recommends the reprogramming and allocation of funds to ALMA at Greenwood. LIST OF SUPPORTING DOCUMENTS: Ordinance Presentation Legal and Liability Analysis Ordinance approving a substantial amendment to the City's FY2018-2019 Consolidated Annual Action Plan ("CAAP") to repurpose $300,000 from the Community Development Corporation (CDC) of Brownsville Project under the HOME Investment Partnerships Program ("HOME") to the ALMA at Greenwood Affordable Housing Project under the HOME Program in the City's FY2021-2022 CAAP. This ordinance also approves a substantial amendment to the City's FY2021-2022 CAAP to repurpose and appropriate $751,373.16 in Program Income to the ALMA at Greenwood Affordable Housing Project under the HOME Program. Whereas, the City's Neighborhood Services Department is working with the Corpus Christi Housing Finance Corporation ("CCHFC"), the Type A & Type B Economic Development Corporations and an Affordable Housing Project Developer to fund a new 152-unit apartment complex on the southeast corner of Greenwood Drive and Gollihar Road for persons at or below sixty percent (60%) of the average median income for Nueces County, Texas; Whereas, the Neighborhood Services Department desires to repurpose and transfer $300,000 from the CDC Brownsville Project in the HOME Investment Partnerships Program (HOME) section of the FY2018-2019 CAAP to the ALMA at Greenwood Affordable Housing Project in the HOME Program section of FY2021-2022 CAAP; Whereas, the Neighborhood Services Department desires to repurpose and appropriate $751 ,373.16 in program income from the HOME Program in the FY2021- 2022 CAAP to fund the ALMA at Greenwood Affordable Housing Project in the HOME Program section of the FY2021-2022 CAAP; Whereas, in accordance with HUD regulations, the City published a notice of public hearing in the Corpus Christi Caller Times to receive public comment on the above- referenced substantial amendments to the FY2018-2019 CAAP and the FY2021-2022 CAAP and the public hearings were held during the City Council meeting on April 19, 2022. Now, Therefore, be it ordained by the City Council of the City of Corpus Christi, Texas, that: Section 1. The FY2018-2019 Consolidated Annual Action Plan for the City is hereby substantially amended to repurpose and transfer $300,000 from the CDC Brownsville Project in the HOME Investment Partnerships Program to the FY2021-2022 Consolidated Action Plan, HOME Investment Partnerships Program to fund the ALMA at Greenwood Affordable Housing Project FY2021-2022. Section 2. The FY2021-2022 Consolidated Annual Action Plan for the City is further amended to repurpose and transfer $751 ,373.16 in program income from the HOME Investment Partnerships Program to the ALMA at Greenwood Affordable Housing Project in the HOME Investment Partnerships Program of the FY2021-2022 CAAP. Section 3. The City Manager, or designee, is authorized to execute any and all documents necessary to implement the substantial amendments to the FY2018-2019 CAAP and the FY2021-2022 CAAP as provided in this ordinance. That the foregoing ordinance was read for the first time and passed to its second reading on this the day of 2022, 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 2022, 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 _, 2022. ATTEST: Rebecca Huerta Paulette M. Guajardo City Secretary Mayor CORPUS CHRISTI HOUSING FINANCE CORPORATION Proposed Greenwood Manor Project Legal Structure and Liability Analysis To: CCHFC Officers and Directors From: John D. Bell, Local Counsel Date: April 7, 2022 Background. The CCHFC previously adopted an inducement resolution indicating its preliminary intent to issue up to $15 million in revenue bonds in order to finance the development of the Greenwood Manor Project. An application has been filed with the Texas Bond Review Board seeking an allocation of the State volume cap allocated for multifamily housing revenue bonds and the developer has made an application for 4% low-income housing tax credits. In order to make the project feasible and have the property exempt from property tax,the developer needs to structure the deal so that the land is owned by the CCHFC and leased to a limited partnership for the development of the project. The general partner of the limited partnership would need to be controlled by the CCHFC. The developer and tax credit investor would be limited partners in the limited partnership. Additionally, the CCHFC would be issuing the multifamily housing revenue bonds as previously discussed and loaning additional funds for the development of the project. Long-Term Ground Lease. As the owner of real estate, the CCHFC has potential liabilities as any owner of property, but those liabilities generally can be covered by one or more policies of commercial general liability insurance. The Lease would require the limited partnership to maintain in full force and effect through the term of the Lease commercial general liability insurance of at least $5 million with the CCHFC named as an additional insured. The Lease additionally would require that the limited partnership indemnify the CCHFC, as the landlord, from any liabilities. Limited Partnership Structure. This structure previously has been used by the CCHFC in connection with the Costa Tarragona I and H projects in 2005 and 2012, respectively. LLCAs General Partner. The CCHFC would forma limited liability company ("LLC") in which the CCHFC is the sole member. For IRS purposes, the LLC is a disregarded entity and not considered separate from the CCHFC, but for liability purposes, only the LLC — and not the CCHFC — has the liabilities of a general partner of the limited partnership. The sole asset of the LLC is its interest in the limited partnership. None of the other assets of the CCHFC would be at risk in connection with the proposed development. The only purpose of the LLC would be to serve as the general partner of this limited partnership. Limited Partnership. The limited partnership ("LTD")would be comprised of the LLC as the general partner and the developer and other investors as limited partners. The payment of expenses and flow of revenues received by the LTD would be specified in the limited partnership agreement. The CCHFC would have no responsibility for operation of the LTD. A professional management company under contract would operate the project and administer all funds and pay all expenses. Issuance of Bonds. As noted in the earlier discussions, the multifamily housing revenue bonds would be solely repayable from the revenues of the Greenwood Manor Project. The LTD would be the borrower of the funds, and it would be required to make the necessary debt service payments on the bonds typical in these conduit financings. Although technically the CCHFC makes the loan, the terms are determined by the lender/bondholder, and the terms of the bonds issued are the same as the loan terms for the borrower. A bank trustee collects the monthly payments from the LTD, as the borrower, and uses them to pay the bond payments. The steps in the transaction are outlined below: Lender/Bondholder -1 CCHFC 2 Borrower/LTD 3 5 4 Trustee Steps in Transaction. Step 1. CCHFC issues bonds to lender to obtain funds for loan. Step 2. CCHFC loans funds to borrower on same terms as specified in bonds. Step 3. CCHC assigns all rights to loan to Trustee for Lender/Bondholder. Step 4. Borrower/LTD makes required loan payments to Trustee. Step 5. Trustee pays funds received to Lender/Bondholder. Liabilities of CCHFC Are Not Liabilities of the City. The CCHFC was formed under state law for the specific purpose of insulating the City of Corpus Christi from any liabilities in connection with its affordable housing activities. None of the liabilities of the CCHFC in any way are liabilities of the City of Corpus Christi. No Impact on City Bonds. A bond issued by the CCHFC is not an obligation of the City of Corpus Christi and in no way impacts the City's bond rating or its ability to issue bonds or certificates of obligations. Nevertheless, the CCHFC historically has exercised caution in only issuing bonds that either are a private placement with a lender in the manner outlined above or rated AA or better with national rating agencies in order to avoid having the name "Corpus Christi" associated with any bond default. The CCHFC has no ability to levy taxes, and no taxing authority or credit of the City is involved in any of the CCHFC's financings. Footnote on City CAFR. The financial reporting standards for the City, GASB requires that all conduit debt issued by issuers affiliated with the City be reported as a footnote on the City's comprehensive annual financial report. The bonds are not in any way a liability of the City, but since the CCHFC is affiliated with the City they are noted on the financial statements in that manner. F:A2705\0\22 Legal and Liability Analysis 0407-1 Ldoex 2 i ee CORPUS CHRISTI NEIGHBORHOOD SERVICES Greenwood Manor, LP's ALMA at Greenwood Affordable Rental Housing Project • City Council April 19, 2022 ALMA at Greenwood -: \ / CORY OS cHRI5T5 Owner: Greenwood Manor, LP Developer: Adelante Development, LLC Project: ALMA at Greenwood Proposed Development • 152 rental units all for households at or below 60% of the area median income • Mix of 1-, 2- and 3-bedroom units • $30.8M estimated costs • Funding sources: • Multifamily Revenue Bonds/HUD Insured Mortgage • 4% Low-income Housing Tax Credits • City and City related funds—Type A, Type B, CCHFC and HOME • Deferred fees • Contractor contribution } 4 Vr r -,_ - flihar,Rd&Gre7ahwocd DQr w 10, 47#- t .. , 1AIDB1 AKv8UVA4 ' PEIkMITTINOOR CGNSTRlC11GN GRND NB RESERVES PARKING TABULATION LEQENO THERIGHTME TO UNIT AND BUILDING TABULATION COMMUNITY AREAS su csaACEs� 11116.`ww<°"^ WT Ou NOTICEn LNII NLI NW(:. 11LUU. JWC. UNIT CLUB I OFFICES/LAUNDRY 33173.F. E VAN 9PACE9 '� TYFfS ANSA TYPE I TYPE II I TYPE TYPE- 1 TYPE IV IJ LS �]-TO''AL I MAIL 0 BLGG_R2 129 S.F. 'C' rr Al 747 3 4 ] 3 4 J 21 A15,BB1 11 CLUB SPACES _ 1-1 717 1 I 2 1,494 PORCHES BLDG M73 lO S.F. 1-CLUB HC VAN SPACE PORCHE6/PATIOS 76366.F. sse-TOTnL SPncEs .. .. AT-Yv 747 1 1 1 747 COMMUNITY AREAS TO TAI 5,1919.F. _ `apt oireexiR Ri JBV 4 4 8I I 1 1,)1 Tj 1]_ B c L4 . I ` R1-h 899 1 1 - - SINGLE MILY R �I B1-hv 3s6 2 C1 t,pT 4 5 4 4 8 4 a 3 Ci-h 1,107 2 2 � �"' 1830 L—HILL KLMA ROAD PLIS ff by 11D7 t sPn '"°"•`�` gpp L a b e a e a e 6 16 ---,.—arA ---- ——— — ----- -- ———— ---- — — -- �aewaueE �I v7 B - -- -a I a .�. EPGNG I A anc�;r, 1 0 'ER GIVIL � J'2 '� r .. O °C7 A,J° `ii CLUB CABANA 3 C n �LPoo� N o Al .. �"I _ ° .� - it DELGAD03TREEf 10105545 k11 L-— B� u IQROU WN �0 AL 1 N11 II S II h J Of ¢E F h MOODY Q ®. € 3' E 4; a - R PARK a as O 1 il_i a 1 1� s O OMME1I LOUTTRACT Ca -' u .., W 'e _-- __ - '� ISSUE, - - - - - ---- -_- --- - Tn - e---- ,^ — - - - -- -- .mala+ - - -- -- - - - - V MOODY SING °I LYARFA PARK C`(CAMO�E PL ARCHITECTURAL SITE PLAN d I ALL 2 STORY BUILDINGS AC4'TEGTUI SITE PIAN 152 TOTAL UNITS ON ------------- ------- 1 MAIL BUILDING TYPE I-MAIL-SOUTH ELEVATION I T I M I ,,I- MAL BUILDING TYPE I-SIDE ELEVATION BUILDING TYPE I-MAIL-WEST ELEVATION ------------------ BUILDING TYPE I-MAIL-NORTH ELEVATION MAIL Financing \ / CORY OS cHRI5T5 Project Sources $30.81VI Private Activity Bonds/HUD Insured Mortgage $15,985,000 4% LIHTC $9,607,293 Deferred Developer Fees $1,986,065 Contractor Contribution $225,000 Corpus Christi Housing Finance Corporation (loan) $481,483 Type A (granted to CCHFC, loaned to project) $160,560 Type B (granted to CCHFC, loaned to project) $1,191,871 City HOME Funds (loan) $1,166,086 City and City Related Loans \ / CORY OS cHRI5T5 • City and City related funds to be loans to the project • City HOME funds loan of $1,166,086 • $300,000 from unused CDC of Brownsville project • $751,373 from Program Income • $114,713 from future FY2023/PY2022 allocation • Paid from net cashflow, deferred, 3% amortized over 40 years • Corpus Christi Housing Finance Corporation loan of $1,833,914 • $481,483 from Restricted Cash • Includes Type A/Type B funds of $1,352,431 • Paid from net cashflow, deferred, 3% amortized over 40 years • Subordinate to City HOME funds loan • Both loans to be repaid when Limited Partners exit the deal in 2039 General Partner / CORY OS cHRI5T5 • Proposal includes CCHFC as General Partner of Greenwood Manor, LP • General Partner will earn 25% of the developer fee • $355,958 during development • $496,516 deferred and paid from 2024-2034 • CCHFC also acquires land and leases it on long-term lease to the LP • LP pays cost of land • Land and improvements are exempt from property taxes • LP covers all costs of operations • CCHFC receives value for termination of lease upon sale of project Alma at Greenwood Ownership Structure DEVELOPMENT PARTNERSHIP Greenwood Manor, LP a Texas Limited Partnership 0.01% Special Limited Partner 0.01% General Partner ALMA Greenwood SLP, LLC CCHFC Greenwood Manor GP, LLC 99.98% INVESTOR LIMITED PARTNER a Texas limited liabilitycompany a Texas Limited Liability Company p y (Responsible for Management (LIHTC Equity Investor) (Ability to Control) And Compliance) Liability Analysis \ / CORY OS cHRI5T5 • As landowner, CCHFC is named additional insured on all policies • CCHFC does not directly serve as general partner of LP, but a Texas limited liability company (LLC) is formed in which CCHFC is sole member which insulates CCHFC from liability • Property management company operates apartments under management contract. • As issuer of revenue bonds, CCHFC's liability is limited solely to loan payment revenues received from LP • City of Corpus Christi has no liability for CCHFC operations or bonds, but bond indebtedness appears as footnote on CAM tl.✓ Bond Transaction CORPUS CHRISTI Lender/Bondholder I CCHFC 2 Borrower/User 3�5 4 Trustee Timeline \ / CORV OS cHRI5T5 City Council Briefing — April 12, 2022 Type A Board — April 18, 2022 Type B Board — April 18, 2022 CCH FC Board Meeting — April 19, 2022 City Council 1st Reading — April 19, 2022 City Council 2nd Reading — April 26, 2022 4% Low-income Housing Tax Credit Award — July 22, 2022 FY2023/PY2022 HUD HOME Allocation Council Meeting — August 2022 Bond Closing Date — August 23, 2022 (bond reservation expiration) Construction Start — August 2022 Project Completion — December 2023 so �o o� A PH v AGENDA MEMORANDUM WoRPORPg4 Action Item for the City Council Meeting April 19, 2022 1852 Action Item for the City Council Meeting April 26, 2022 DATE: April 7, 2022 TO: Peter Zanoni, City Manager THRU: Andrea Gardner, Assistant City Manager and reaga(a)cctexas.com (361) 826-3506 FROM: Tracey K. Cantu, Interim Director Neighborhood Services Department traceyc(a)cctexas.com (361) 826-3021 Ordinance authorizing $1 ,352,431 in affordable housing agreements among the Corpus Christi Business & Job Development Corporation (Type A), the Corpus Christi B Corporation (Type B), and the Corpus Christi Housing Finance Corporation for the 152- unit ALMA at Greenwood affordable rental housing project located at Greenwood and Gollihar CAPTION: Ordinance authorizing an affordable housing agreement for $160,560.00 between the Corpus Christi Business & Job Development Corporation (Type A) and the Corpus Christi Housing Finance Corporation and authorizing an affordable housing agreement for $1,191,871.00 between the Corpus Christi B Corporation (Type B) and the Corpus Christi Housing Finance Corporation for the construction of ALMA at Greenwood a 152-unit affordable rental Housing project for households at or below 60 percent of the area median income located on 10.554 acres on the southeast corner of Greenwood Drive and Gollihar Road east of West Point Road; appropriating $160,560.00 from unreserved fund balance of the Business and Job Development Fund and $1,191,871.00 from the unreserved fund balance of the Type B Affordable Housing Fund; and amending the budget. SUMMARY: The ordinance authorizes two affordable housing agreements among the Corpus Christi Business & Job Development Corporation (Type A), the Corpus Christi B Corporation (Type B), and the Corpus Christi Housing Finance Corporation totaling $1,352,431. Adelante Development, LLC is constructing ALMA at Greenwood, a 152-unit affordable rental housing project at the southeast corner of Greenwood Drive and Gollihar Road east of West Point Road. The project owner will be Greenwood Manor, LP. The $30,803,558 project will be funded with multiple financing sources including $3,000,000 from the City's federal U.S. Department of Housing and Urban Development allocation and other City related sources. To partially fill the gap, $160,560 will be requested from the Corpus Christi Business & Job Development Corporation (Type A) and $1,191,871 from the Corpus Christi B Corporation (Type B). The project will serve households with incomes at or below 60 percent of the area median income. BACKGROUND AND FINDINGS: On April 18, 2022, the ALMA at Greenwood multifamily affordable rental housing project was presented to the Corpus Christi Business & Job Development Corporation (Type A) and the Corpus Christi B Corporation (Type B). The project developer, Adelante Development, LLC, is proposing 152 units located on 10.554 acres on the southeast corner of Greenwood Drive and Gollihar Road east of West Point Road. The apartments will be owned by Greenwood Manor, LP. All units will serve households at or below 60 percent of the area median income. The request from the Corpus Christi Business & Job Development Corporation (Type A) is for $160,560 and the request from the Corpus Christi B Corporation (Type B) is $1,191,871. Together these agreements total $1,352,431. The development's $30,803,558 proposal includes $15,000,000 in private activity bonds issued by the Corpus Christi Housing Finance Corporation (CCHFC), $9,607,293 in 4% Low-income Housing Tax Credit equity, $1,986,065 in deferred developer fees, and $225,000 in materials contributions from the General Contractor. The project also includes $3,000,000 from the City's federal U.S. Department of Housing and Urban Development allocation and other City related sources. These sources are $481,483 from the CCHFC, $160,560 from Type A, $1,191,871 from Type B, and $1,166,086 from the HOME Investment Partnerships Program (HOME). HOME program sources are $300,000 reprogrammed from the Community Development Corporation of Brownsville for homebuyer activities in the FY2019/PY2018 Consolidated Annual Action Plan, $751,373 in program income from payments made from rental and homeowner repair loans, and $114,713 from the future FY2023/PY2022 Consolidated Annual Action Plan. The proposal includes a request that the CCHFC join the development partnership (Greenwood Manor, LP) as the General Partner and ground lessor so that the property may qualify for property tax-exemption. The General Partnership and the request for $481,483 in CCHFC financing will be presented to the CCHFC Board of Directors at a special meeting of the CCHFC that will be conducted during the regularly scheduled meeting of the City Council on April 19, 2022. As General Partner, the CCHFC would own the project's land and earn 25 percent of the project's developer fee. The CCHFC portion of the developer fee to be paid during development is $355,958 and $496,516 will be deferred and paid from 2024 through 2034. The CCHFC has adopted the $15,000,000 bond issuance resolution for the project under the development partnership of Greenwood Manor, LP. Corpus Christi Business & Job Development Corporation (Type A) and Corpus Christi B Corporation (Type B) affordable housing funds will be granted to the Corpus Christi Housing Finance Corporation which will loan funds to the project. There will be two loans made to the project from all City related sources. The Type A funds, Type B funds and CCHFC funds will be one deferred loan totaling $1,833,914 from the CCHFC to the project at 3 percent interest and amortized over 40 years with repayment beginning in 2037 (year 14). The HOME funds will be a $1,166,086 deferred loan from the City to the project at 3 percent interest and amortized over 40 years with repayment beginning in 2037 (year 14) as well. The CCHFC loan will subordinate to the City HOME loan. Both loans are repayable through net cashflow and will be paid in full when the Limited Partner (tax credit equity investor) exits the deal through a sale in 2039 (year 16). The project timeline includes the following briefings, presentations for approvals, closings, and construction dates: City Council Briefing —April 12, 2022 Type A Board —April 18, 2022 Type B Board —April 18, 2022 CCHFC Board Meeting —April 19, 2022 City Council 1st Reading —April 19, 2022 City Council 2nd Reading —April 26, 2022 4% Low-income Housing Tax Credit Award —July 22, 2022 FY2023/PY2022 HUD HOME Allocation Council Meeting —August 2022 Bond Closing Date —August 23, 2022 (bond reservation expiration) Construction Start—August 2022 Project Completion — December 2023 ALTERNATIVES: The City may choose not to authorize the agreements making the project infeasible. FINANCIAL IMPACT: The funding sources for ALMA at Greenwood are Type A Housing Fund 1140 for $160,560 from FY22 and Type B Housing Fund 1147 for $1,191,871 from FY23. Funding Detail Type A $160,560: Fund: 1140 Organization/Activity: 15000 Mission Element: 132 Project # (CIP Only): N/A Account: 530000 Funding Detail Type B $1,191,871: Fund: 1147 Organization/Activity: 15000 Mission Element: 132 Project # (CIP Only): N/A Account: 530000 RECOMMENDATION: City staff recommends authorizing an affordable housing agreement for $160,560 between the Corpus Christi Business & Job Development Corporation (Type A) and the Corpus Christi Housing Finance Corporation and authorizing an affordable housing agreement for $1,191,871 between the Corpus Christi B Corporation (Type B) and the Corpus Christi Housing Finance Corporation for the construction of ALMA at Greenwood. LIST OF SUPPORTING DOCUMENTS: Ordinance Presentation Type A Agreement Type B Agreement Legal and Liability Analysis Ordinance authorizing an affordable housing agreement for $160,560.00 between the Corpus Christi Business & Job Development Corporation (Type A) and the Corpus Christi Housing Finance Corporation and authorizing an affordable housing agreement for $1,191,871.00 between the Corpus Christi B Corporation (Type B) and the Corpus Christi Housing Finance Corporation for the construction of ALMA at Greenwood a 152-unit affordable rental Housing project for households at or below 60 percent of the area median income located on 10.554 acres on the southeast corner of Greenwood Drive and Gollihar Road east of West Point Road; appropriating $160,560.00 from unreserved fund balance of the Business and Job Development Fund and $1,191,871.00 from the unreserved fund balance of the Type B Affordable Housing Fund; and amending the budget. WHEREAS, on April 18, 2022, the Corpus Christi Business and Job Development Corporation Board ("Type A Board") approved an agreement with the Corpus Christi Housing Finance Corporation ("CCHFC") in the amount of $160,650.00 for the ALMA at Greenwood Project; WHEREAS, on April 18, 2022, the Corpus Christi B Corporation Board ("Type B Board") approved an agreement with the CCHFC in the amount of $1,191,871.00 for the ALMA at Greenwood Project; and WHEREAS, the CCHFC will use the funding granted by the Type A Board and the Type B Board to provide a loan to for the ALMA at Greenwood Project, which is a 152- unit affordable rental housing project for households at or below 60 percent of the area median income located on 10.554 acres on the southeast corner of Greenwood Drive and Gollihar Road; Be it ordained 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. Funds in the amount of $160,560.00 are appropriated from the Type A Business and Job Development Fund No. 1140 and transferred to the Housing Finance Corporation Fund No. 9030 for costs related to the ALMA at Greenwood Project. Section 3. Funds in the amount of $1 ,191 ,871 .00 are appropriated from the Type B Affordable Housing Fund No. 1147 and transferred to the Housing Finance Corporation Fund No. 9030 for costs related to the ALMA at Greenwood Project. Section 4. The FY2021-22 Operating Budget adopted by Ordinance No. 032539 is amended to increase expenditures by $1 ,352,431 .00. Section 5. The Type A is authorized to enter into an affordable housing agreement with CCHFC in the amount of $160,560.00 for the ALMA at Greenwood Project. Section 6. The Type B is authorized to enter into an affordable housing agreement with CCHFC in the amount of $1 ,191 ,870.00 for the ALMA at Greenwood Project. Page 1 of 2 That the foregoing ordinance was read for the first time and passed to its second reading on this the day of 2022, 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 2022, 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 , 2022. ATTEST: Rebecca Huerta Paulette M. Guajardo City Secretary Mayor Page 2 of 2 AGREEMENT BETWEEN CORPUS CHRISTI B CORPORATION AND CORPUS CHRISTI HOUSING FINANCE CORPORATION FOR ALMA AT GREENWOOD PROJECT This Agreement ("Agreement") is entered into between the Corpus Christi B Corporation ("Corporation") and the Corpus Christi Housing Finance Corporation ("CCHFC"), a Texas housing finance corporation. WHEREAS, the Texas Legislature in Chapter 501 et seq. of the Local Government Code (Development Corporation Act of 1979) (the "Act") empowered local communities with the ability to adopt an optional local sales and use tax as a means of improving the economic health and prosperity of their citizens; WHEREAS, on November 8, 2016, residents of 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 (the "Board"); WHEREAS, Section 501 .073 of the Act requires the City Council to approve all programs and expenditures of the Corporation; WHEREAS, the Board wishes to fund affordable housing projects in an effective manner; WHEREAS, the CCHFC is working in conjunction with the City of Corpus Christi to assist in the financing of the ALMA at Greenwood apartment project being developed by Greenwood Manor, LP which will provide new affordable housing opportunities near the intersection of Greenwood and Gollihar in Corpus Christi; WHEREAS, the CCHFC will utilize the funds obtained from the Corporation in conjunction with other funds of the CCHFC and funds obtained by the CCHFC for this Project; WHEREAS, the Board has determined that it is in the best interests of the residents of the City that the CCHFC be awarded affordable housing funds, by execution of this Agreement, to accomplish the affordable housing project described in Exhibit A of this Agreement ("Project"); In consideration of the covenants, promises, and conditions stated in this Agreement, the Corporation and the CCHFC agree as follows: 1. Agreement to Provide Affordable Housing Services. This Agreement between the Corporation and the CCHFC is executed to implement the promotion and development of an affordable housing project described in Exhibit A and incorporated in this Agreement by reference. The parties have approved this Agreement in an amount not to exceed $1 ,191 ,871.00, the entirety of such funds shall be granted to CCHFC to loan for the construction of the Project. a. Funds provided under this Agreement may not be used for any other projects or to reimburse the CCHFC for any staff time which is unrelated to this Project. Any funds not used for the implementation of the Project will be returned to the Corporation. b. CCHFC must include in its contract with Greenwood Manor, LP, and/or any other entity associated with the Project a requirement to maintain the property and continue to rent 152 units only to qualified individuals as affordable housing in accordance with 42 U.S.C. Section 12475 for at least twenty years. If the property ceases to operate as an affordable housing facility during that twenty-year period, the developer must immediately reimburse the CCHFC all amounts paid to the developer under its agreement with the CCHFC. Any funds repaid to the CCHFC must be used for a qualified affordable housing project under 42 U.S.C. Section 12475 or returned to the Corporation within one year after returned to the CCHFC. If the Corporation is dissolved prior to the time at which such reimbursement of funds is required under this provision, CCHFC will immediately reimburse the City all amounts paid under this Agreement. The obligation to reimburse funds under this section will survive the termination or earlier expiration of this Agreement. c. Corporation will provide the funds to the CCHFC within 60 days after the Effective Date. 2. Annual Update. At the Board's meeting following the end of this fiscal year, the Assistant General Manager of the CCHFC, or designee, will present an update on the Project to the Board. 3. Effective Date. The effective date of this Agreement is the date on which the Agreement is approved by both the CCHFC and the Board and executed by both parties. 4. Term. The term of this Agreement is one year beginning on the Effective Date, unless extended by the Parties in writing. 5. Termination. Either party may terminate this Agreement by giving at least 30 days' written notice to the other of its intent to terminate. In the event of such termination, the CCHFC will return any unused funds to the Corporation. 6. Amendments or Modifications. No amendments or modifications to this Agreement or to the Project may be made, nor any provision waived, unless the amendment or modification is made in writing and signed by persons duly authorized to sign agreements on behalf of all parties. 7. Notices. a. Any required written notices shall be sent, certified mail, return receipt requested, addressed as follows: If to Corporation: Corpus Christi B Corporation Attn: President 1201 Leopard Street Corpus Christi, Texas 78401 If to CCHFC: Corpus Christi Housing Finance Corporation Attn: Assistant City Manager P.O. Box 9277 Corpus Christi, Texas 78469-9277 c. Notice is effective upon deposit in the United States mail in the manner provided above. 8. Relationship of Parties. In performing this Agreement, the Corporation and the CCCHFC shall act in an individual capacity, and not as agents, representatives, employees, employers, partners, joint-venturers, or associates of one another. The employees or agents of either party may not be, nor be construed to be, the employees or agents of the other party for any purpose. CORPUS CHRISTI B CORPORATION CORPUS CHRISTI HOUSING FINANCE CORPORATION Lee Trujillo Andrea Gardner President Assistant General Manager Date: Date: ATTEST: Rebecca Huerta City Secretary Date: APPROVED AS TO FORM: Aimee Alcorn-Reed Assistant City Attorney EXHIBIT A Greenwood Manor Apartments would be approximately 152 units of new construction garden style apartments. The apartments will be built on 10 acres of the parcel at Greenwood Drive at Gollihar Road with legal description Paisley Hoffman 26.6223 Acs out of Lt 12 Sec D. The development will contain 1 bedroom, 2 bedroom and 3 bedroom units in two story buildings. A large community building will contain the leasing office and management office plus a computer learning center, an after-school activities center and community space. The community building will also have an office for the on-site resident service provider. Onsite there will be playgrounds, a dog park and picnic table areas. AGREEMENT BETWEEN CORPUS CHRISTI BUSINESSS AND JOB DEVELOPMENT CORPORATION AND CORPUS CHRISTI HOUSING FINANCE CORPORATION FOR ALMA AT GREENWOOD PROJECT This Agreement ("Agreement") is entered into between the Corpus Christi Business and Job Development Corporation ("Corporation") and the Corpus Christi Housing Finance Corporation ("CCHFC"), a Texas housing finance corporation. WHEREAS, the Texas Legislature in Section 501 of the Local Government Code (Development Corporation Act of 1979) empowered local communities with the ability to adopt an optional local sales and use tax as a means of improving the economic health and prosperity of their citizens; WHEREAS, on November 5, 2002, residents of the City of Corpus Christi (the "City") passed Proposition 2, New and Expanded Business Enterprises, which authorized the adoption of a sales and use tax for the promotion and development of new and expanded business enterprises at the rate of one-eighth of one percent to be imposed for 15 years; WHEREAS, in the same election, the residents of the City passed Proposition 2B, Affordable Housing, which authorized the use of a portion of the sales and use tax approved under Proposition 2 for affordable housing, up to $500,000 annually, so long as there are projects for which the amount can reasonably be used; WHEREAS, the 1/8 cent sales tax authorized by passage of Proposition 2 and allocated under Proposition 2B for affordable housing was subsequently enacted by the City's City Council ("City Council") and filed with the State Comptroller of Texas, effective April 1, 2003, to be administered by the Corporation's Board of Directors ("Board"); WHEREAS, the Board wishes to fund affordable housing projects in an effective manner; WHEREAS, the Board has determined that it is in the best interests of the residents of the City that the CCHFC be awarded affordable housing funds, by execution of this Agreement, to accomplish the affordable housing project described in the Scope of Work, which is attached hereto as Exhibit A and incorporated herein by reference as if laid out here in its entirety; In consideration of the covenants, promises, and conditions stated in this Agreement, the Corporation and the CCHFC agree as follows: 1. Agreement to Provide Affordable Housing Services. This Agreement between the Corporation and the CCHFC is executed to implement the promotion and development of an affordable housing project described in Exhibit A and incorporated in this Agreement by reference. The parties have approved this Agreement in an amount not to exceed $160,560.00, the entirety of such funds shall be granted to CCHFC to loan for the construction of the Project. a. Funds provided under this Agreement may not be used for any other projects or to reimburse the CCHFC for any staff time which is unrelated to this Project. Any funds not used for the implementation of the Project will be returned to the Corporation. b. CCHFC must include in its contract with Greenwood Manor, LP, and/or any other entity associated with the Project a requirement to maintain the property and continue to rent 152 units only to qualified individuals as affordable housing in accordance with 42 U.S.C. Section 12475 for at least twenty years. If the property ceases to operate as an affordable housing facility during that twenty-year period, the developer must immediately reimburse the CCHFC all amounts paid to the developer under its agreement with the CCHFC. Any funds repaid to the CCHFC must be used for a qualified affordable housing project under 42 U.S.C. Section 12475 or returned to the Corporation within one year after returned to the CCHFC. If the Corporation is dissolved prior to the time at which such reimbursement of funds is required under this provision, CCHFC will immediately reimburse the City all amounts paid under this Agreement. The obligation to reimburse funds under this section will survive the termination or earlier expiration of this Agreement. c. Corporation will provide the funds to the CCHFC within 60 days after the Effective Date. 2. Annual Update. At the Board's meeting following the end of this fiscal year, the Assistant General Manager of the CCHFC, or designee, will present an update on the Project to the Board. 3. Effective Date. The effective date of this Agreement is the date on which the Agreement is approved by both the CCHFC and the Board and executed by both parties. 4. Term. The term of this Agreement is one year beginning on the Effective Date, unless extended by the Parties in writing. 5. Termination. Either party may terminate this Agreement by giving at least 30 days' written notice to the other of its intent to terminate. In the event of such termination, the CCHFC will return any unused funds to the Corporation. 6. Amendments or Modifications. No amendments or modifications to this Agreement or to the Project may be made, nor any provision waived, unless the amendment or modification is made in writing and signed by persons duly authorized to sign agreements on behalf of all parties. 7. Notices. a. Any required written notices shall be sent, certified mail, return receipt requested, addressed as follows: If to Corporation: Corpus Christi Business and Job Development Corporation Attn: President 1201 Leopard Street Corpus Christi, Texas 78401 If to CCHFC: Corpus Christi Housing Finance Corporation Attn: Assistant City Manager P.O. Box 9277 Corpus Christi, Texas 78469-9277 c. Notice is effective upon deposit in the United States mail in the manner provided above. 8. Relationship of Parties. In performing this Agreement, the Corporation and the CCCHFC shall act in an individual capacity, and not as agents, representatives, employees, employers, partners, joint-venturers, or associates of one another. The employees or agents of either party may not be, nor be construed to be, the employees or agents of the other party for any purpose. CORPUS CHRISTI BUSINESS AND CORPUS CHRISTI HOUSING JOB DEVELOPMENT CORPORATION FINANCE CORPORATION Lee Trujillo Andrea Gardner President Assistant General Manager Date: Date: ATTEST: Rebecca Huerta City Secretary Date: APPROVED AS TO FORM: Aimee Alcorn-Reed Assistant City Attorney EXHIBIT A Greenwood Manor Apartments would be approximately 152 units of new construction garden style apartments. The apartments will be built on 10 acres of the parcel at Greenwood Drive at Gollihar Road with legal description Paisley Hoffman 26.6223 Acs out of Lt 12 Sec D. The development will contain 1 bedroom, 2 bedroom and 3 bedroom units in two story buildings. A large community building will contain the leasing office and management office plus a computer learning center, an after-school activities center and community space. The community building will also have an office for the on-site resident service provider. Onsite there will be playgrounds, a dog park and picnic table areas. CORPUS CHRISTI HOUSING FINANCE CORPORATION Proposed Greenwood Manor Project Legal Structure and Liability Analysis To: CCHFC Officers and Directors From: John D. Bell, Local Counsel Date: April 7, 2022 Background. The CCHFC previously adopted an inducement resolution indicating its preliminary intent to issue up to $15 million in revenue bonds in order to finance the development of the Greenwood Manor Project. An application has been filed with the Texas Bond Review Board seeking an allocation of the State volume cap allocated for multifamily housing revenue bonds and the developer has made an application for 4% low-income housing tax credits. In order to make the project feasible and have the property exempt from property tax,the developer needs to structure the deal so that the land is owned by the CCHFC and leased to a limited partnership for the development of the project. The general partner of the limited partnership would need to be controlled by the CCHFC. The developer and tax credit investor would be limited partners in the limited partnership. Additionally, the CCHFC would be issuing the multifamily housing revenue bonds as previously discussed and loaning additional funds for the development of the project. Long-Term Ground Lease. As the owner of real estate, the CCHFC has potential liabilities as any owner of property, but those liabilities generally can be covered by one or more policies of commercial general liability insurance. The Lease would require the limited partnership to maintain in full force and effect through the term of the Lease commercial general liability insurance of at least $5 million with the CCHFC named as an additional insured. The Lease additionally would require that the limited partnership indemnify the CCHFC, as the landlord, from any liabilities. Limited Partnership Structure. This structure previously has been used by the CCHFC in connection with the Costa Tarragona I and H projects in 2005 and 2012, respectively. LLCAs General Partner. The CCHFC would forma limited liability company ("LLC") in which the CCHFC is the sole member. For IRS purposes, the LLC is a disregarded entity and not considered separate from the CCHFC, but for liability purposes, only the LLC — and not the CCHFC — has the liabilities of a general partner of the limited partnership. The sole asset of the LLC is its interest in the limited partnership. None of the other assets of the CCHFC would be at risk in connection with the proposed development. The only purpose of the LLC would be to serve as the general partner of this limited partnership. Limited Partnership. The limited partnership ("LTD")would be comprised of the LLC as the general partner and the developer and other investors as limited partners. The payment of expenses and flow of revenues received by the LTD would be specified in the limited partnership agreement. The CCHFC would have no responsibility for operation of the LTD. A professional management company under contract would operate the project and administer all funds and pay all expenses. Issuance of Bonds. As noted in the earlier discussions, the multifamily housing revenue bonds would be solely repayable from the revenues of the Greenwood Manor Project. The LTD would be the borrower of the funds, and it would be required to make the necessary debt service payments on the bonds typical in these conduit financings. Although technically the CCHFC makes the loan, the terms are determined by the lender/bondholder, and the terms of the bonds issued are the same as the loan terms for the borrower. A bank trustee collects the monthly payments from the LTD, as the borrower, and uses them to pay the bond payments. The steps in the transaction are outlined below: Lender/Bondholder -1 CCHFC 2 Borrower/LTD 3 5 4 Trustee Steps in Transaction. Step 1. CCHFC issues bonds to lender to obtain funds for loan. Step 2. CCHFC loans funds to borrower on same terms as specified in bonds. Step 3. CCHC assigns all rights to loan to Trustee for Lender/Bondholder. Step 4. Borrower/LTD makes required loan payments to Trustee. Step 5. Trustee pays funds received to Lender/Bondholder. Liabilities of CCHFC Are Not Liabilities of the City. The CCHFC was formed under state law for the specific purpose of insulating the City of Corpus Christi from any liabilities in connection with its affordable housing activities. None of the liabilities of the CCHFC in any way are liabilities of the City of Corpus Christi. No Impact on City Bonds. A bond issued by the CCHFC is not an obligation of the City of Corpus Christi and in no way impacts the City's bond rating or its ability to issue bonds or certificates of obligations. Nevertheless, the CCHFC historically has exercised caution in only issuing bonds that either are a private placement with a lender in the manner outlined above or rated AA or better with national rating agencies in order to avoid having the name "Corpus Christi" associated with any bond default. The CCHFC has no ability to levy taxes, and no taxing authority or credit of the City is involved in any of the CCHFC's financings. Footnote on City CAFR. The financial reporting standards for the City, GASB requires that all conduit debt issued by issuers affiliated with the City be reported as a footnote on the City's comprehensive annual financial report. The bonds are not in any way a liability of the City, but since the CCHFC is affiliated with the City they are noted on the financial statements in that manner. F:A2705\0\22 Legal and Liability Analysis 0407-1 Ldoex 2 i ee CORPUS CHRISTI NEIGHBORHOOD SERVICES Greenwood Manor, LP's ALMA at Greenwood Affordable Rental Housing Project • City Council April 19, 2022 ALMA at Greenwood -: \ / CORY OS cHRI5T5 Owner: Greenwood Manor, LP Developer: Adelante Development, LLC Project: ALMA at Greenwood Proposed Development • 152 rental units all for households at or below 60% of the area median income • Mix of 1-, 2- and 3-bedroom units • $30.8M estimated costs • Funding sources: • Multifamily Revenue Bonds/HUD Insured Mortgage • 4% Low-income Housing Tax Credits • City and City related funds—Type A, Type B, CCHFC and HOME • Deferred fees • Contractor contribution } 4 Vr r -,_ - flihar,Rd&Gre7ahwocd DQr w 10, 47#- t .. , 1AIDB1 AKv8UVA4 ' PEIkMITTINGOR GGNSTRlC11GN GRND NB RESERVES PARKING TABULATION LEQENQ THERIGHTME TO UNIT AND BUILDING TABULATION COMMUNITY AREAS su csaACEs� 11116.`ww<°"^ NWT Ou NOTICEn LNII NLI NW(:. 11LUU. JWC. UNIT CLUB I OFFICES/LAUNDRY 33173.F. E VAN 9PACE9 '� TYFfS ANSA TYPE I TYPE II I TYPE TYPE- 1 TYPE IV IJ LS �]-TO''AL I MAIL 0 BLGG_R2 129 S.F. 'C' rr Al 747 3 4 ] 3 4 J 21 A15,BB1 11 CLUB SPACES _ 1-1 717 1 I 2 1,494 PORCHES BLDG M73 lO S.F. 1-CLUB HC VAN SPACE PORCHE6/PATIOS 76366.F. sse-TOTnL SPncEs .. .. AT-Yv 747 1 1 1 747 COMMUNITY AREAS TO TAI 5,1919.F. _ `apt oireexiR Ri JBV 4 4 8I I 1 1,)1 Tj 1]_ B c L4 . I ` RT-h 899 1 1 - - SINGLE MILY R �I B1-hv 3s6 2 C1 t,pT 4 5 4 4 8 4 a 3 Ci-h 1,107 2 2 � �"' 1830 L—HILL KLMA ROAD PLIS ff by 11D7 t sPn '"°"•`�` gpp L a b e a e a e 6 16 ---,.—arA ---- ——— —--- ---- ---- —----a-- B---- — �aewaueE �I v7 s nxs, ETENTIO PDND I� � �4 C/) O L °� L PER CIVIL n \ Q I JJ A,J� `ii CLUB CABANA r_ 3 C v 0 a) Q 0 cn n JI x� 7 ., o 1ossaACRE SITE QO eox �� ;. � ,I I � DELGAD03TREET L — ami IOROUND WN Of MOODY Q Q m . .31_ E 4A L s f PARK O CGMMewcALODTTRACT 5I a,� W e _-- __ - '� ISSUE, - ---- -�� _ e--- ,^ — - - - -- -- .mala.. - - -- -- V MOODY SING °I LYARFA PARK C'YCAMO�E PL ARCHITECTURAL SITE PLAN d I ALL 2 STORY BUILDINGS AC4'TEGTUI SITE PIAN 152 TOTAL UNITS ON ------------- ------- 1 MAIL BUILDING TYPE I-MAIL-SOUTH ELEVATION I T I M I ,,I- MAL BUILDING TYPE I-SIDE ELEVATION BUILDING TYPE I-MAIL-WEST ELEVATION ------------------ BUILDING TYPE I-MAIL-NORTH ELEVATION MAIL Financing \ / CORY OS cHRI5T5 Project Sources $30.81VI Private Activity Bonds/HUD Insured Mortgage $15,985,000 4% LIHTC $9,607,293 Deferred Developer Fees $1,986,065 Contractor Contribution $225,000 Corpus Christi Housing Finance Corporation (loan) $481,483 Type A (granted to CCHFC, loaned to project) $160,560 Type B (granted to CCHFC, loaned to project) $1,191,871 City HOME Funds (loan) $1,166,086 City and City Related Loans \ / CORY OS cHRI5T5 • City and City related funds to be loans to the project • City HOME funds loan of $1,166,086 • $300,000 from unused CDC of Brownsville project • $751,373 from Program Income • $114,713 from future FY2023/PY2022 allocation • Paid from net cashflow, deferred, 3% amortized over 40 years • Corpus Christi Housing Finance Corporation loan of $1,833,914 • $481,483 from Restricted Cash • Includes Type A/Type B funds of $1,352,431 • Paid from net cashflow, deferred, 3% amortized over 40 years • Subordinate to City HOME funds loan • Both loans to be repaid when Limited Partners exit the deal in 2039 General Partner / CORY OS cHRI5T5 • Proposal includes CCHFC as General Partner of Greenwood Manor, LP • General Partner will earn 25% of the developer fee • $355,958 during development • $496,516 deferred and paid from 2024-2034 • CCHFC also acquires land and leases it on long-term lease to the LP • LP pays cost of land • Land and improvements are exempt from property taxes • LP covers all costs of operations • CCHFC receives value for termination of lease upon sale of project Alma at Greenwood Ownership Structure DEVELOPMENT PARTNERSHIP Greenwood Manor, LP a Texas Limited Partnership 0.01% Special Limited Partner 0.01% General Partner ALMA Greenwood SLP, LLC CCHFC Greenwood Manor GP, LLC 99.98% INVESTOR LIMITED PARTNER a Texas limited liabilitycompany a Texas Limited Liability Company p y (Responsible for Management (LIHTC Equity Investor) (Ability to Control) And Compliance) Liability Analysis \ / CORY OS cHRI5T5 • As landowner, CCHFC is named additional insured on all policies • CCHFC does not directly serve as general partner of LP, but a Texas limited liability company (LLC) is formed in which CCHFC is sole member which insulates CCHFC from liability • Property management company operates apartments under management contract. • As issuer of revenue bonds, CCHFC's liability is limited solely to loan payment revenues received from LP • City of Corpus Christi has no liability for CCHFC operations or bonds, but bond indebtedness appears as footnote on CAM tl.✓ Bond Transaction CORPUS CHRISTI Lender/Bondholder I CCHFC 2 Borrower/User 3�5 4 Trustee Timeline \ / CORV OS cHRI5T5 City Council Briefing — April 12, 2022 Type A Board — April 18, 2022 Type B Board — April 18, 2022 CCH FC Board Meeting — April 19, 2022 City Council 1st Reading — April 19, 2022 City Council 2nd Reading — April 26, 2022 4% Low-income Housing Tax Credit Award — July 22, 2022 FY2023/PY2022 HUD HOME Allocation Council Meeting — August 2022 Bond Closing Date — August 23, 2022 (bond reservation expiration) Construction Start — August 2022 Project Completion — December 2023 so �o o� A P v AGENDA MEMORANDUM µoRPORPg4 Public Hearing & First Reading Ordinance for the City Council Meeting 04/12/22 1852 Second Reading Ordinance for the City Council Meeting 04/19/22 DATE: March 10, 2022 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 1333 Logan Avenue CAPTION: Zoning Case No. 0222-04 Exclusive Housing, LLC. (District 2). Ordinance rezoning a property at or near 1333 Logan Avenue from the "RS-6" Single-Family 6 District to the "RS-TF" Two-Family District. SUMMARY: The purpose is to allow for a duplex and bring the property into conformity with the Unified Development Code. BACKGROUND AND FINDINGS: The subject property is .0201 acres in size. The addition of an attached accessory dwelling unit created an illegal two-family use in single-family zoning and occurred in approximately 2002. To the north, south, east, and west of the property are residential homes zoned "RS-6" Single-Family 6 District. The applicant purchased the property in 2021 and the request is to bring the property into conformity with the Unified Development Code. Conformity to City Policy The subject property is located within the boundaries of the Southside Area Development Plan and is planned for medium-density residential uses. The proposed rezoning to the "RS-TF" Two- Family District consistent with the adopted Comprehensive Plan (Plan CC). Public Input Process Number of Notices Mailed 30 within 200-foot notification area 5 outside notification area As of March 10, 2022: I n Favor In Opposition 0 inside notification area 3 inside notification area 0 outside notification area 0 outside notification area Totaling 12.42% 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 zoning from the "RS-6" Single-Family 6 District to the "RS-TF" Two-Family District. FISCAL IMPACT: There is no fiscal impact associated with this item. RECOMMENDATION: Approval of the change of zoning from the "RS-6" Single-Family 6 District to the "RS-TF" Two- Family District. Vote Count: For: 8 Opposed: 0 Absent: 0 Abstai ned: 0 Staff recommends approval of the zoning request. LIST OF SUPPORTING DOCUMENTS: Ordinance Presentation - Aerial Map Planning Commission Final Report Case No. 0222-04, Exclusive Housing, LLC.: (District 2) Ordinance rezoning property at or near 1333 Logan Avenue from the "RS-6" Single-Family 6 District to the "RS-TF" Two-Family District WHEREAS, with proper notice to the public, a public hearing was held during a meeting of the Planning Commission during which all interested persons were allowed to be heard; WHEREAS, the Planning Commission has forwarded to the City Council its final report and recommendation regarding the application for an amendment to the City of Corpus Christi's Unified Development Code ("UDC") and corresponding UDC Zoning Map; WHEREAS, with proper notice to the public, a public hearing was held during a meeting of the City Council, during which all interested persons were allowed to be heard; WHEREAS, the City Council has determined that this rezoning is not detrimental to the public health, safety, or general welfare of the City of Corpus Christi and its citizens; and WHEREAS, the City Council finds that this rezoning will promote the best and most orderly development of the properties affected thereby, and to be affected thereby, in the City of Corpus Christi. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The Unified Development Code ("UDC") and corresponding UDC Zoning Map of the City of Corpus Christi, Texas is amended by changing the zoning on the subject property described as a Lot 19, Block 16, Arcadia Subdivision, as shown in Exhibit "A": from the "RS-6" Single-Family 6 District to the "RS-TF" Two-Family District The subject property is located at or near 1333 Logan Avenue. Exhibit A, which is 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 4 That the foregoing ordinance was read for the first time and passed to its second reading on this the day of 2022, 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 2022, 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 , 2022. ATTEST: Rebecca Huerta Paulette M. Guajardo City Secretary Mayor Page 3 of 4 Exhibit A RS-T "' gi FAST ,k, 5� P SUBJECT PROPERTY R -S a� v NpF �y0 R O NpR Q� r�NsT GS 02/07/2022 CASE: 0222-04 SUBJECT PROPERTY WITH ZONING lit - w Subject ,.- Property A-1 Apaih,,ir House CISH, H Gmimtl Industrial Qistri,t A-ta Apa�amHaas1'ci t'll 1-2 LiightlndaehialDistrrd SUBJECT A-z Apamnem Haa9e cleo-le, Id Heayy lndaha.1 Cl,ai _ s y —PROPERTY AB Prcressicnal 01ce oistria PUD Planned ll nil Development q ATAparrth.,r To.rust District R-1A One Family P ling District B-1 NeighiYP-0 Business Dateet R-1 B One Family Dwelling District ` I s B-IA NeighGgrtwod Business DisM'ct R-1 C One Family Dwelling District 5-2 Bayfront I P tact RA Multiple Dwelt g P fi t 8 2A BaMer ISIanC B ss Qisrnct RA One Family Dwell'g Qlstrlct G- ¢ s 3-3 Bus nessD '1 RE Residential Estate District /.✓ Nam B-0 Generdl6u ""i [ trcf R-TH Townh—Dw IF gDistrict I{ '°d Sp reel:Esri, ERE,Garmin,^� BI P,trar,B.111esscishat SP specialParmit - I�SGS,lntermap4NCREMENTP; Le P,,aryausiressCp-eDistrict T-0A Travel Trail,Park District NRCan,EsriJapan,METI Esri ED Gni-is—11t Leach Desgn Dist T-16 M3nufac—al Home Park Disida City OF F Fea�n.Re-al Dis,-,_. T.tC Manutac Wred Home Subd'Idsien Corpus China(Hong Kong).Esri Korea,Esri Ha wst°''aI-cur'luIFa,d—rk Distn°t Christi -.(Thailand)LOCATION MAP p Page 4 of 4 ZONING REPORT Case # 0222-04 Applicant & Subject Property City Council District: 2 Owner: Exclusive Housing, LLC Applicant: Exclusive Housing, LLC Address and Location: 1333 Logan Avenue, located along the west side of Logan Avenue, north of Normandy Drive, east of Tyler Avenue, and west of York Avenue Legal Description: Lot 19, Block 16, Arcadia Acreage of Subject Property: 0.201 acres Zoning Request From: "RS-6" Single-Family 6 District To: "RS-TF" Two-Family District Purpose of Request: To allow for a duplex. Land Development & Surrounding Land Uses Zoning District Existing Land Use Future Land Use Site Vacant North South "RS-6" Single-Family 6 Medium Density Residential Low Density Residential East West Plat Status: Property is platted. Air Installation Compatibility Use Zone (AICUZ): Not located in an AICUZ area Transportation & Circulation Street Urban Transportation Proposed Existing Traffic Volume Plan Type Section Section Logan Avenue Local Residential Street 50' ROW 30' ROW Not Available 28' paved 30' paved Transit: The Corpus Christi RTA provides service to the subject property via Bus Routes 19 and 37 as well as the Port Ayers Station. Utilities Water: 4-inch service line located along the rear property line Wastewater: 6-inch service line located along Logan Avenue Gas: 2-inch service line located along the rear property line Stormwater: 24-inch line located along Logan Avenue Corpus Christi Comprehensive Plan The subject property is located within the Southeast Area Development Plan (Adopted July 11 , 1995) and is planned for medium density residential uses based on the Future Land Use Map. The proposed rezoning is consistent Comprehensive Plan. Zoning Report Page 2 Case Analysis: Property Background: • According to Nueces County Appraisal District, residential structure was built in 1938. • Using Google Earth, staff can approximate the date or dates an attached accessory dwelling unit was built in 2002. • The addition of the attached accessory dwelling unit created an illegal two-family use in single-family zoning. • The applicant purchased the property in 2021 and the request is to bring the property into conformity with Unified Development Code. Comprehensive Plan Consistency: The proposed rezoning is consistent with the comprehensive plan and with the Future Land Use Map. Staff considered the following policies to determine plan consistency: • Quality housing meets the diverse needs of households at all income levels and all stages of the life cycle. (Plan CC: Housing and Neighborhoods) • Corpus Christi sustains and maintains established neighborhoods. (Plan CC: Housing and Neighborhoods) • Promote the proper location of land uses based on compatibility, locational needs, and characteristics of each use. (Plan CC: Future Land Use, Zoning and Urban Design) • Encourage orderly growth of residential, commercial, and industrial areas. (Plan CC: Future Land Use, Zoning and Urban Design) • Housing is in good condition and code compliant. (Plan CC: Housing and Neighborhoods) • Encourage the protection and enhancement of residential neighborhoods. (Plan CC: Future Land Use, Zoning and Urban Design) • Promote the stabilization, revitalization, and redevelopment of older neighborhoods. (Plan CC: Future Land Use, Zoning and Urban Design) • 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. (Plan CC: Future Land Use, Zoning and Urban Design) Staff Evaluation: The proposed zoning is consistent with the adopted Comprehensive Plan (Plan CC) and the Future Land Use Map. • The proposed rezoning is compatible with the general character of the neighborhood. • The proposed rezoning will bring the property into conformity with Unified Development Code. The applicant will still need to conform with building and fire requirements. • Medium-density residential uses are in conformity with future land use. • Approval of the rezoning and bringing the property into conformity allows for the dwelling unit to be code compliant. • Two-family housing addresses affordable housing issues. • Subject property is near the Del Mar East Campus, which is a commuter campus. Zoning Report Page 3 The subject property has the following potential Unified Development Code violations: • Principal structure yard requirement — 5-foot side yard. The current structure (built approximately in 2002) encroaches into the side yard setback and abuts the property line. Staff is recommending the applicant apply for a variance with the Zoning Board of Adjustment. Planning Commission and Staff Recommendation (February 23, 2022): Approval of the change of zoning from the "RS-6" Single-Family 6 District to the "RS-TF" Two-Family District. Public Notification Number of Notices Mailed — 30 within 200-foot notification area. 5 outside notification area As of March 10, 2022: In Favor — 0 inside notification area — 0 outside notification area In Opposition — 3 inside notification area — 0 outside notification area Totaling 12.42% of the land within the 200-foot notification area in opposition. Public Hearing Schedule Planning Commission Hearing Date: February 23, 2022 City Council 1St Reading/Public Hearing Date: April 12, 2022 City Council 2nd Reading Date: April 19, 2022 Attachments: A. Location Map (Existing Zoning & Notice Area) B. Public Comments Received (if any) Zoning Report Page 4 V* ��c RS- TF > IPA is �P? 12 0 16 30 Qv /� 25 6 24 0 6 .S,UBECT 31 23 11 PROPERT17Y 27 19 RS- '/ 1 0 9 33 2 ! 4 26 5 21 32 22 Q' 15 20 28 v� 13 14 N 7 �y0 R N�T°'1'sT Us 2/071202 CASE: 0222-04 %1 ItZ a E Zoning and notice Area - �"a 4 S RM-1 Mulllfamlly 1 IL Light Induslr;al RM-2 Multifamily 2 IH Heavy Industrial F ° RM-3 MU ltlfam Hy 3 PUO Planned Unit Dew.Overlay < Ory Professional Office R$-10 Single-Family 10 RM-AT Multifamily AT Rs-e Single-Famlly 6 CN-1 Neighborhood Commercial RS-4.5 Single-Family 4.5 CN-2 Ne€ghborhood Commercial RS-TF Two-Family c CR-1 Resort Commercial RS-15 Single-Family 15SUBJECT CR-2 Resort Commercial RE Residentlal Estate v CG-1 central commer�lal Rs-Tx r wnnause. :N PROPERTY CG-2 General Commercial Sp Special Perml! CI Intensive Commemlal Far t� CRD Downtown Commerelal RV Recreational Vehicle Park - ^,4. RMx Manufactured Home CR-9 Resort Commercial ' FR Farm Rural H xlatorlc Overlay uep 11, BP 13sines Park ■��1■ Sources_Esri,HERE,Garmin, 1 e� , s n; rrrapery m owaera w+�� OSGS,Intefap;ANCREMENT P,`' ��:01 zon b,r r Orn fevor - a,YRe�:•.•�n,11zoa•rea oe On— City Of NRCan,Esri Japan,METI,Esn 4 aracretl�wm,sblplsbk XlnowoAp_ftro Corpus China{Hong Kang).Esri Korea,Esri. Christi (Thailand),LOCATION MAP Zoning Report Page 5 I persons wHn dnlaboles Wartrrrng io a"Inc Mrs rnae..11s wtm May feWry"Csa,SR+Ke& are req+,@slw 1c.c4rtkjrti rtH�parlmed at leaet 48 nouns it adrarwe al{361 i 82ri 3240 Part9annae oon inr .ous benen Is inlawAn '0102 serf xx*sswoalas.se 825 trytploca que.Den avleo 4!I bores arrles rt8 4a Iunta liamalldD 31 dt�enarneltto de xr r.ir :n r:arr lln`sl n„ 'RI)Al&3M —' — I you wry" rea the Corrnl,6sion d.rnru)the meebng 9r,4 your Engursh is arortod.please cN the f3emivp+rrs*VC Se✓vices t7eoar.,"rl at ti361j 826.124„at les...48 hours in advance to request an interpreter be presrard dung ttra meting ji usissf 1"*40 digUrrse a 4 WMMPsyary duarle,l� 1ir7ta.V 2 flaft n limbjfygi p !I nor al dsoartarrAern4 _g8nrrigsl tle d niarlern"3601 s32H 3240 atl me res 4A ho as a�N%d�a iu�fta vara soi illsr un mbirntete<•er •rt:nrr hence is"unla CITY PLANNING COMMISSION ,PUBLIC HEARING NOTICE Rezoning Case No. 0222-04 Exclusive HoR i LLC has petitioned the City of Corpus Christi to consider a change of zoning from the "RS-6"Sinale-Farnily District 6 to the"RS-TF"Two-Family District,resulting in a change to the Ftuturr Land Use Map.The proposed chap e�of zonin q is to allow for a du lex. 1 he property tc rezoned is desct,L+ed as A property located at or near 1333 Logan and described as Arcadia, Block -, Lot 19, located along the west side of Logan Street. north of Normandy Drive,east of Tyler Avenue, west of York Avenue. The Planning Commission may recommend to City Council approval or denial,or approval of an Intermediate zoning classification andlor Special Permit. Approval of a change of zoning, if inconsistent with the City's Comprehensive Plan, will also have the effect of amending the Comprehensive Plan to reflect the approved zoning The Planntng Commission will conduct a public hearing for this rezoning request to discuss and formulate a recommendation to the City Council. The public hearing will bre held Wednesday,�February 23. 2022. during one of the Planning Commission's regular meetings, which begins at 6:30 p.m., in the City Council Chambers, 1201 Leopard Street. You are invited to attend this public hearing to express your views on this rezoning request For more information please call (3611) 826-3240. TO BE ON RECORD, THIS FORM MUST BE FILLED OUT SIGNED BY 'THE CURRENT PROPERTY OWNER(S)AND MAILED IN ITS ENTIRETY To THE DEVELOPMENT SERVICES DEPARTMENT, P O BOX 9277.CORPUS CHRISTI,TEXAS 78469-9277. ANY INFORMATION PROVIDED BELOW BECOMES PUBLIC RECORD NOTE: In accordance with the Planning Commission By-Laws, no discussion shall be held by a member or members of this Commission with an applicant or appellant concerning an application or appeal,either at home or office`, or in person, by telephone call or by letter. Printed Name J l ♦ �,-- Address - �j A1 _ ®City/Slate AV!( ( ) IN FAVOR IOPPOSITION P ni N Phone: REASON Sign ture SEE AMP t?rY REVERSE STOE Case No 0272-04 INFOR case No 22XM1DD6 Case Wnager.Andrew pines property owner 10 2 Ernalr andrewdCoclertaa oorn Zoning Report Page 6 NrscOs NlIli dasabe.dees rMuning Ili e#lend thw rrlee4111%.W110 May lequil r rMC� ,al sen,rcaa are apueSted bo cwmad the Development Serwas r me"at least 48 rnoW-s n advahoe at[381)$26.3.248 ta!lrSGrwas c xr_,rsrapTrr#aAss nuc irmrren W intencabg de agaitr a esla iun1a v aloe an sen cias rfYLlec_77 ks 6e les ss.of",_Qure den evsa 1g hang,antes de la�unla�larM1e—r 0 al de ---- f1eRlEglC�de IeIYiG]a de I g jti1L626 32A 7 — At yeu watt to address the Conan-.son daring Arm meeting and your Engldh s Iimil&d.trerase ca 11 1lie Dev loormnl Services Dela inert at i361y 826.3240 s1 least 413 hours it aduaroe to requeet an:ntatpneter be present d 6 n n p tree rreebr,9 tip weed loses dinoirse a Is 12Wissiw duratHe Is IS!',tt1 Y S+a IeGllas as hndaca Fara-da^w7nlar al _gepartarnenlo de sanr+ci7s de•jesarTa419$ 13611 a-j$!t�I�CgAlO�.�Mraealresaea Y s IciLar cr"r rntLrprete ser dresenle duragg a Lung CITY PLANNING COMMISSION PUBLIC HEARING NOTICE Rezorying Case No. 0222-04 Exclusive Housin LLC has petitioned the City of Corpus Chnsti to Consider a change of zoning from the "R""Sinale-Family District 6 to the"RS-TF"Two-Family District resulting in a change to the FUN Land Use Man.The proposed change of zoning is to allpw for a duplex.The property to be rezoned is described as A property located at or near 1333 Logan and described as Arcadia,Block 16, Lot 19. located along the west side of Logan Street, north of Normandy Drive,east of Tyler Avenue,west of York Avenue. The Planning Commission may recommend to City Council approval or denial,or approval of an intermediate zoning classification andlor Special Permit. Approval of a change of zoning, if inconsistent with the City's Comprehensive Plan will also have the effect of amending the Comprehensive Plan to reflect the approved zoning The Planning Commission will conduct a public hearing for this rezoning request to diSCUss and formulate a recommendation to the City Council. The public hearing will be held Wednesday.February 23. 2022. during one of the Planning Commission's regular meetings, which begins at 6:30 p.m., in the City Council Chambers, 1201 Leopard Street. You are invited to attend this public hearing to express your views on this rezoning request For more information, please call(3611) 826-3240 TO BE ON RECORD, THIS FORM MUST BE FILLED OUT, SIGNED BY THE CURRENT PROPERTY OWNER(S)AND MAILED IN ITS ENTIRETY TO THE DEVELOPMENT SERVICES DEPARTMENT, P. O BOX 9277,CORPUS CHRISTI TEXAS 78469-9277 ANY INFORMATION PROVIDED BELOW BECOMES PUBLIC RECORD NOTE., In accordance with the Planning Commission By-Laws, no discussion shall be held by a member or members of this Commission with an applicant or appellant concerning an application or appeal,either at home or o!f�fice, or in person.by telephone call or by letter. Printed Name: tZG( ,�g .k, Address: 13_3 2 L a,-) tit' City/State~ G r' ' ( ) IN FAVOR yin IN OPPOSITION Phone:ir,,�6(_ _c�/I✓ _ t qj q L REASON: Signature SEE MikP ON RE VERSE SAIDE Cam No 0222-04 INFOR Case No.VIN1005 Case FWager Andrew Dimas P(opmy Owner AD 14 ER%wl.andiuvwQcdexas coin Zoning Report Page 7 Persr+na n Wed � — _ --- - ksalfl+tN>e Planning'- arend thus mee4ing,vhrlf0 may rbquiPa ItpiCial#MviiCp.are requested t4;:orrlad the 0e-Moprnent 3eYYirrr ,t least 48 hours ir. ::, tr at 1361 1826.3240 affignae nC_la in®enaan de eel6leC esla iwrla nr,e [ gyros ezoec !rs su ilGsl clue de,IVA1p 48 t+cras aeric%de Is iurle M[rtg,rdo al ftP0!j4rM[d992 sanicim de deearr U 9 nuMerA 026,3260. If yw wan to sadness the 4-:i r,rr.duhng the meeting and your E.9glrsh a lrrndvC..0ease�yat the Develaprmnt Smom CSsparlrnera at{3811 626.3240 at least 46 hours ;• to Mueat an nherpritBr be prssonr duras she rreetorg Si yam}desea dingb W,a la rrxrrrrreeiCn Slllt8lll�_la runta v su IM165 as hrlit3e: ilk npr ypl aatisnEo de selrrVaot Qe deSB to al si rero(XI)525.;240 a,mcngs#1 pgrjW§pWs do I L Lr�i'a sorx:Axir u'+ ._, •^.est -li a liir,mra CITY PLANNING COMMISSION PUBLIC NEARING NOTICE Rezoning Case No. 0222-04 Exclusive Housing LLQ has petitioned the Cdy of Corpus Christ to consider a change of zoning from the "RS•6"Sinaie-Famlily District 6 to the"RS-TF"Two-Family District,riltsulting in a changg tthe Future Nand lJoit Map.The oosed change of zoningis to allow r du lex.The property to be rezoned is described as A proporty located at or near 1333 Logan ar%rt elw�rrihed as Arcadia,Block 16, Lot 19,located along the west side of Logan Street, north of Normandy Drive,east of Tyler Avenue,west of York Avenue. The Planning Commission may recommend to City Council approval or denial or approval of an intermediate zoning classification andlor Special Permit Approval of a change of zoning, if inconsistent with the City is Comprehensive Plan,will also have the effect of amending the Comprehensive Plan to reflect the approved zoning. The Planning Commission will conduct a public hearing for this rezoning request to discuss and formulate a recommendation to the City Council. The public hearnng will be held Wednesday,February 23, 2022, during one of the Planning Commtssoon's regular meetings, which begins at :3,U p.m.. in the City Council Chambers. 1201 Leopard Street. You are invited to attend this public hearing to express your views or this rezoning request. For more information. please call(361) 826-3240, TO BE ON RECORD. THIS FORM MUST BE FILLED OUT. SIGNED BY THE CURRENT PROPERTY OWNER(S)AND MAILED IN ITS ENTIRETY TO THE DEVELOPMENT SERVICES DEPARTMENT, P O BOX 9277,CORPUS CHRISTI,TEXAS 713469-9277 ANY INFORMATION PROVIDED BELOW BECOMES PUBLIC RECORD. NOTE. In accordance with the Planning Commission By-Laws. no discussion shall be held by a member or members of this Commission with an applicant or appellant concerning an application or appeal,either at home or office,or in person,by telephone call or by letter. Printed Name CL c -! old �l 1 Address: WMA4by ( ) IN FAVOR fl IN OPPOSITIO Pho J - REASON: *710i eg��� Ay- 1W S ig real SEE#144P ON REVERSE SIDE C.ye Nc 17•22a4)4 INFOR Cage No. 222N100i CaSe hlfi parr ANVOA[Anal Prooerty Cir ICS 17 crld, Crim Zoning Case #0222-04 Exclusive Homes, LLC. Rezoning for a property at 1333 Logan Avenue From "RS-6" To "RS-TF" f o� J O o � t' O Aar �P OPERT O 1 ti .4 • �t Y • G City Council �.. . o April 12, 2022 Zoning Pattern and Adjacent Development Existing Zoning: "RS-6" Single-Family 6 District Proposed Use: ?P Duplex • Q � � F Adiacent Land Uses: North: Low-Density Residential • (Single-Family Residences) • c South: Low-Density Residential (Single-Family Residences) Q East: Low-Density Residential (Single-Family Residences) West: Low Density Residential a (Single-Family Residences) Property Background �- I�iM�PYfM i • Residential structure was built in 1938. Staff approximated the date an attached accessory dwelling unit was built-2002. • The addition of the attached accessory dwelling unit created an illegal two-family use in single-family zoning. The applicant purchased the property in 2021 and the request is to bring the _ property into conformity with the Unified _= Development Code. sl Public Notification 30 Notices mailed inside 200' buffe 5 Notices mailed outside 200' buffer 12 0 25 $ Notification Area 4 ° 6 SUBJECT 31 3 11 PROPE Y Opposed: (12.42%) 27 Separate Opposed Owners. 3 19 9 x In Favor: 0 (0.00%) 5 21 26 3 22 20 Notified property owner's land in square x N feet/Total square footage of all property in the notification area = �9�oyo. Percentage of public opposition 4 Staff Analysis and Recommendation The proposed rezoning is compatible with the general character of the J� neighborhood. • ?P The proposed rezoning will bring the SUBJECT �Q property into conformity with the UDC. PROPERTY Applicant will still need to conform with building and fire requirements. • Medium-density residential uses are in conformity with future land use. • Approval of the rezoning and bringing the property into conformity allows for the dwelling unit to be code compliant. • Two-Family housing addresses affordable " r housing issues. Staff Recommendation:Approval �G Z C � T PJ Qv � P� SUBJECT oc,Q� PROPERTY Q �v NpR��NQY O,Q a � 01 CASE: 0222-04 rj W E S Aerial View - a ® Subject r4 Property SUBJECT [3-PROPERTY a 0 3 ns�y f ►1 �' a,Sources: Esri, HERE,Garmin, USGS, Intermap,'��INCREMENT P,'c, City of NRCan, Esri Japan, METI, Esri Corpus China(Hong Kong), Esri Korea,Esri Christi ?.,:(Thailand),LOCAT/ON MAP so �o o� A P v AGENDA MEMORANDUM µoRPORP�g4 Public Hearing & First Reading for the City Council Meeting of 4/12/22 1852 Second Reading for the City Council Meeting of 4/19/22 DATE: March 11, 2022 TO: Peter Zanoni, City Manager FROM: Al Raymond, Director Development Services alraymond(a)cctexas.com (361) 826-3575 Text amendments to the Unified Development Code (UDC) concerning Wastewater Fee Exemptions and Refunds CAPTION: Ordinance amending the Unified Development Code to delegate approval of wastewater lot or acreage fee exemptions to the Director of Development Services. SUMMARY: Currently the City Council authorizes wastewater fee exemptions and refunds. This amendment will authorize the Director of Development Services to exempt wastewater fees when the Planning Commission allows for a construction waiver, and issue refunds if public wastewater service has not been provided after 10 years but not more than 20 years of the plat filing. This will help streamline the development process. BACKGROUND: City Council asked staff to consider amending the Unified Development Code to allow the wastewater lot/acreage fee exemptions and refunds to be handled administratively, rather than taking the requests to City Council. The proposed amendment to UDC Section 8.5.2.G. Exemptions will allow the Director of Development Services to exempt lot or acreage wastewater fee payments and issue refunds instead of City Council. The criteria for exemptions and refunds will remain the same: Criteria for exemptions: • Located outside of an area that will not receive service in 15 years. Criteria for refunds: • Property owner • No wastewater lines from the City's wastewater system serve the property. • Property is not likely to be served by public wastewater lines within five years. According to §3.2.1 of the UDC, text amendments may be made from time to time in order to: (a) establish and maintain sound, stable and desirable development within the City or its ETJ; (b) correct textual errors; or (c) adjust the text of the UDC in response to changes in conditions either in a particular area or in the city in general. The effect of these proposed text amendments will be city-wide. The ordinance also amendments the City of Corpus Christi Code of Ordinances Section 14-1341 Unified Development Code fees to reflect the change to an administrative process. ANALYSIS AND FINDINGS: Per §3.2.3 of the UDC, in determining whether to approve, approve with modifications, or deny a proposed Unified Development Code text amendment, the applicable review bodies shall consider the following criteria: 1. The amendment promotes the purpose of this Unified Development Code as established in Section 1.2. The UDC was established to reflect the City's Comprehensive Plan and its goal to improve and protect public health, safety, and welfare. 2. The amendment is consistent with the Comprehensive Plan. 3. The amendments are consistent with other codes and ordinances adopted by the City and are otherwise internally consistent with other provisions of this Unified Development Code, or that any provisions with which the amendments are or may be inconsistent also are proposed to be modified. The effects of all such modifications shall meet the above criteria, promote the public health, safety, and welfare, and be consistent with any applicable federal and state requirements. 4. The fiscal impact on the City and the effect on taxpayers and ratepayers of the proposed amendment. The proposed text amendment does not conflict with existing language in the UDC nor the Municipal Code. Additionally, the adoption of new state statues is directly linked to the third condition of the review criteria listed above. ALTERNATIVES: Denial of an Ordinance amending the Unified Development Code to delegate approval of wastewater lot or acreage fee exemptions to the Director of Development Services. FISCAL IMPACT: There are no fiscal impacts associated with this item. RECOMMENDATION: Planning Commission recommended approval on January 12, 2022. Staff recommends approval of the text amendment to the UDC. LIST OF SUPPORTING DOCUMENTS: Ordinance Presentation Ordinance amending the Unified Development Code to delegate approval of wastewater lot or acreage fee exemptions to the Director of Development Services WHEREAS, the Planning Commission has forwarded to the City Council its final report and recommendation regarding this amendment of the City's Unified Development Code(" UDC"); WHEREAS, a public hearing was held during a meeting of the Planning Commission when said Commission recommended approval of the proposed UDC amendments, and with proper notice to the public, an additional public hearing was conducted during a meeting of the City Council, during which all interested persons were allowed to appear and be heard; WHEREAS, amendments are to promote public safety, enhance quality of life through visual relief and facilitate development and redevelopment; and WHEREAS, the City Council has determined that this amendment to the UDC would best serve the public's health, necessity, convenience and the general welfare of the City and its citizens. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The recitals contained in the preamble of this Ordinance are determined to true and correct and are hereby adopted as a part of this Ordinance. SECTION 2. UDC Article 8 "SUBDIVISION DESIGN AND IMPROVEMENTS", Section 8.5.2.G. "Exemptions" is amended by adding the following language that is underlined (added) and deleting the language that is stricken as delineated below: 8.5.2.G. Exemptions 1. No Wastewater Trust Fund lot or acreage fee shall be paid if such land for which the fees are paid lies within an area exempted by the Director of Development Services or City Council from the payment of such fees. Such exempted areas shall be those determined by the Director of Development Services or City Council to not likely to be served by City wastewater services within the next 15 years. The Director of Development Services may make such determination when the fees of the area being exempted are $50,000 or less. City Council, with the advice of the Assistant City Manager of Development Services and the Planning Commission,-may make such determinations whenever the fees of the area being exempted are more than $50,000. ReseSsary. Any request for a determination of exemption, other than from the Assistant City Manager of Development Services, Planning Commission, or the City Council, shall be submitted in writing to the ^cc c+ter+ r-;+„ MaRageF of Director of Development Services, along with the filing fee published in the Development Services Fee Schedule, Chapter 14, Municipal Code. For areas with fees greater than $50,000, the Assistant City Manager of Development Services shall make its recommendation to the Planning Commission and such request will be scheduled for a Planning Commission hearing within 60 days after the filing of such request. Thereafter, the Planning Commission shall make its recommendation to the City Council, which shall make the final determination. The City Council, may, at any time, cease to exempt any area previously exempted, and thereafter such fees shall apply. Owners of property for which a wastewater lot or acreage fee has been paid under conditions of this paragraph, may receive a refund of their pro-rata portions (based on the total lots or acreage) of the lot or acreage fee paid if, after 10 years, but not more than 20 years from the date of the filing of the plat, the owners of 50% of the property within said final plat petition the City Council for a hearing to determine whether the fees should be refunded. A refund may be made if the City Council finds: a. The petitioners are the property owners of lots for which a wastewater lot or acreage fee has been paid; b. No wastewater lines serve the petitioners' property from the City's wastewater system, from another governmental entity, or from existing wastewater control districts, or authorities which provide for the collection or treatment of sanitary sewage; and c. The property is not likely to be served with such wastewater lines within five years. i. Any refunds shall only be made when monies are fully available in and appropriated from the Wastewater Trunk Line Trust Fund. The order of reimbursement will be determined according to the date the application for refund is approved by the City Council. ii. Governmental entities, wastewater control districts, or authorities other than the City which have provided for the collection or treatment of sanitary sewage to a tract of land for which a lot or acreage fee has been paid to the City may apply to the City for a reimbursement of the lot or acreage fee paid on such tract if such fee has not already been refunded to the lot owners. Any refunds only shall be made when monies are fully available in and appropriated from the Wastewater Trunk Line Trust Fund. The order of reimbursement will be determined according to the date the application for reimbursements is approved by the City Council. iii. The foregoing shall apply with respect to exempting from payment or refunding of lot and acreage fees only and is not intended to exempt or waive any other platting or other requirements. 2. Government subdivisions, being defined as federal, state, county, or municipal entities and their subsidiary or affiliate corporations, whose operation is funded by collection of taxes, including sales tax, property tax, income tax, and other forms of taxes as may be established and accessed by such government subdivisions, shall be exempt from payment of acreage fees and surcharge fees described herein. Entities exempt from payment of said fees shall be prohibited from receiving reimbursement from any fund established as a depository of such fees. 3. The exemption in this section only applies lot or acreage fees to be deposited into the Wastewater Trunk Line Trust Fund. The exemption in this section does not apply to impact fees or any other fee not specifically identified in this subsection. SECTION 2. Section 14- 1341, Unified Development Code fees, of the Corpus Christi Code is amended by adding the following language that is underlined (added) and deleting the language that is stricken (deleted j as delineated below: Sec. 14- 1341. Unified Development Code fees. This division sets the amounts of the fees required by the Unified Development Code. UNIFIED DEVELOPMENT CODE FEES Year 1 Year 2 Year 3 Year 4 Fee Description 10/1/2021- 10/1/2022- 10/1/2023- 10/1/2024- 9/30/2022 9/30/2023 9/30/2024 9/30/2025 **************************************************** Wastewater fee exemption for G} $600.00 $660.00 $726.00 $798.60 +I consideration **************************************************** Page 2 of 4 SECTION 3. If for any reason, 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, it may not affect any other section, paragraph, subdivision, clause, phrase, word, or provision of this Ordinance, for it is the definite intent of this City Council that every section, paragraph, subdivision, clause, phrase, word, or provision of this Ordinance be given full force and effect for its purpose. SECTION 4. 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 5. This Ordinance shall become effective upon publication. Page 3 of 4 That the foregoing Ordinance was read for the first time and passed to its second reading on this day, the day of , 2022, by the following vote: Paulette Guajardo John Martinez Roland Barrera Ben Molina Gil Hernandez Mike Pusley Michael Hunter Greg Smith Billy Lerma That the foregoing Ordinance was read for the second time and passed finally on this day, the day of 2022, by the following vote: Paulette Guajardo John Martinez Roland Barrera Ben Molina Gil Hernandez Mike Pusley Michael Hunter Greg Smith Billy Lerma PASSED AND APPROVED on this day, the day of , 2022. ATTEST: Rebecca Huerta Paulette Guajardo City Secretary Mayor Wastewater Fee Exemption and Refund Text Amendment to the Unified Development Code (UDC) Public Hearing City Council April 12, 2022 Background — Construction Waivers • Platting: Required public improvements identified. • Waivers shall be submitted for on-site sewage facilities (aerobic septic, individual wastewater treatment plant, interim service) when wastewater service is not reasonably accessible. • Reasonably accessible means: o Master plan facilities are in the service area and can be extended o Collection lines of sufficient capacity within 1000 feet of the property • Approved by Planning Commission Background — Fee Exemptions & Refunds • Platting Process: Along with infrastructure construction, fees are also assessed during the platting process. • Fees are placed into the Wastewater Trust Tund system • A fee exemption may be requested if wastewater construction is waived o The waiver is then considered/approved by City Council upon Planning Commission recommendation • A refund may be requested for fees if wastewater is not made available to the subject tract after 10 years but not more than 20 years of the plat filing o The refund is considered/approved by City Council Fee Exemptions 32 23 5 13 31 24 10 12 17 29 26 4 27 20 2 0 8 16 1 wpea 25 15 21 9 28 �22 ........ Amendments • Allows Director of Development Services to exempt fee payments and issue refunds instead of City Council • Criteria for fee exemptions: o Located outside of an area that will not receive service in 15 years. • Criteria for refunds: o Property owner o No wastewater lines from the City's wastewater system serve the property. o Property is not likely to be served by public wastewater lines within five years. Recommendation Planning Commission and staff recommend approval of the proposed text amendment SC 00 o`� A. AGENDA MEMORANDUM NCORPOR I First Reading Ordinance for the City Council Meeting April 19, 2022 1852 Second Reading Ordinance for the City Council Meeting April 26, 2022 DATE: April 19, 2022 TO: Peter Zanoni, City Manager FROM: Jeff Edmonds, P.E., Director of Engineering Services Jeff E(a)cctexas.com (361) 826-3851 Revocable Easement and Temporary Construction Easement with Kinder Morgan Tejas Pipeline LLC CAPTION: Ordinance authorizing a Revocable Easement and a Temporary Construction Easement with Kinder Morgan Tejas Pipeline LLC for 0.05 acres of revocable easement and a temporary workspace easement of 1.51 acres to realign a portion of an existing 24-inch pipeline that transports natural gas, gaseous products, crude oil and other hydrocarbons or minerals in liquid or gaseous form on City owned property, operated by Solid Waste Department, located at the intersection of County Road 20 and County Road 57, appropriating $11,200 into the City's Solid Waste Operating Fund and reimbursent to LA Farms in an amount of $2,764 from Solid Waste Operating Fund for crop damages. SUMMARY: The Ordinance permits the City and Kinder Morgan Tejas Pipeline LLC (Tejas) to execute a Revocable Easement and a Temporary Construction Easement. The easements have been approved by the Solid Waste Department and will not impact any present or future Solid Waste operations or services. BACKGROUND AND FINDINGS: The City purchased the 620-acre tract of Cefe Valenzuela Landfill property in 2000 for future expansion of the landfill. The property is currently leased to LA Farms for agriculture operations. There is an existing 24-inch pipeline, built in 1954, which crosses the property in the northeast corner to transport natural gas, gaseous products, crude oil and other hydrocarbons or minerals in liquid or gaseous form. The existing pipeline must be replaced and rerouted due to the damaged condition. Negotiations between Tejas and the City have concluded with a lump sum payment to the City in the amount of$11,200.00 which is outlined below: Permanent Pipeline Easement $ 6,412.00 Temporary Workspace $ 2,000.00 Crop Damages $ 2,764.00 Total $11,176.00 ($11,200.00) The City will pay the current tenant for crop damages. Construction is scheduled to begin immediately upon Council approval and will take approximately 30 to 60 days. ALTERNATIVES: Council can disapprove the request to execute the easement which will not allow the pipeline realignment. FISCAL IMPACT: FY 2022 fiscal impact in the General Fund is an amount of$8,436.00 ($11,200 to be deposited and $2,764 to be reimbursed to LA Farms). FUNDING DETAIL: Permanent Pipeline Easement/Temporary Workspace: Fund: General Fund (Fund 1020) Org #: Cefe Valenzuela Landfill Oper (Solid Waste) (Org #12506) Mission Elem: Revenue (ME 888) Project: Kinder Morgan Easement (Project No. N/A) Account: Revenue (344000) Activity: N/A Amount: $8,412.00 Permanent Pipeline Easement/Temporary Workspace: Fund: General Fund (Fund 1020) Org# Cefe Valenzuela Landfill Oper (Solid Waste) (Org #12506) Mission Elem: Solid Waste (ME 033) Project: Kinder Morgan Easement (Project No. N/A) Account: Misc Charges (540250) Activity: N/A Amount $2,764.00 RECOMMENDATION: Staff recommends City Council approve this item as presented. LIST OF SUPPORTING DOCUMENTS: City Council Exhibit Ordinance Revocable Easement & Temporary Construction Easement Ordinance authorizing a Revocable Easement and a Temporary Construction Easement to Kinder Morgan Tejas Pipeline LLC for 0.05 acres of permanent easement and a temporary workspace easement of 1.51 acres to realign an existing 24-inch pipeline on City owned property, operated by Solid Waste Department, located at the intersection of County Road 20 and County Road 57, depositing $11,200 into the City's General Fund and reimburse LA Farms in an amount of$2,764 from General Fund for crop damages. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1: That a 30-foot wide Revocable Easement and a 1 .51 acre Temporary Construction Easement be granted to Kinder Morgan Tejas Pipeline, LLC, for the purpose of constructing, operating, maintaining, repairing and removing a 24-inch pipeline across City owned property operated by the Solid Waste Department for future expansion of the Cefe Valenzuela Landfill in Corpus Christi, Nueces County, Texas, for the amount of $11 ,200 to be paid to the City. SECTION 2: Revenue in the amount of$11,200 is accepted from Kinder Morgan Tejas Pipeline, LLC and deposited into the General Fund. SECTION 3: That LA Farms will be paid $2,764 for crop damages. SECTION 4: That the City Manager or designee is authorized to execute the Revocable Easement, Temporary Construction Easement and other related documents, including minor amendments thereto. That the foregoing ordinance was read for the first time and passed to its second reading on this the day of 2022 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 2022, 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 _, 2022. ATTEST: Rebecca Huerta Paulette M. Guajardo City Secretary Mayor Project Location Location Map COUNTY ROAD 20 ' (n (n r D fs;� t < Cn t w Cn rt „ e ty 2444 CITY OF CORPUS CHRISTI TRACT MAP KEY 0 O EXISTING PIPELINE z PROPOSED PIPELINE LOCATED IN CITY PROPERTY v PROPOSED PIPELINE OUT OF CITY PROPERTY PROPOSED CITY COUNCIL EXHIBIT KINDER MORGAN TEJAS CITY OF CORPUS CHRISTI,TEXAS DEPARTMENT OF ENGINEERING SERVICES PIPELINE LLC EASEMENT REVOCABLE EASEMENT (Kinder Morgan Tejas Pipeline LLC) THE STATE OF TEXAS § KNOW ALL MEN BY THESE PRESENTS: COUNTY OF NUECES § That, the City of Corpus Christi, a Texas home-rule municipal corporation, P.O. Box 9277, Corpus Christi, Nueces County, Texas, 78469-9277, ("Grantor") acting by its duly authorized City Manager, or designee, ("City Manager") in consideration of the sum of Ten Dollars ($10.00) to it in hand paid by KINDER MORGAN TEJAS PIPELINE LLC, whose address is 1001 Louisiana Street, Suite 1000, Houston, Harris County, Texas, ("Grantee"), the receipt of which is acknowledged, and the further consideration of "Grantee" complying with the City's Hazardous Substances, Liquids, and Gas Pipelines and Distribution System Ordinance, Article VII Chapter 35 Code of Ordinances, and City's pipeline ordinance, Article VII Chapter 49 Code of Ordinances, as amended, has GRANTED, SOLD, AND CONVEYED, and by these presents does GRANT, SELL, AND CONVEY, upon the conditions hereinafter stated unto the said KINDER MORGAN TEJAS PIPELINE LLC, the right to relocate, install, operate, repair, replace, and maintain up to one pipelines not to exceed 24 inches in diameter, together with appurtenant facilities including, but not limited to, valves, meters, regulators, cathodic protection, pigging facilities, test leads, and aerial markers for the transportation of natural gas, gaseous products, crude oil, and other hydrocarbons or minerals, whether in gaseous or liquid form, across, under and upon the land owned by Grantor described on the attached Exhibit A and shown on the attached Exhibit B. TO HAVE AND TO HOLD the same unto the Grantee its successors and assigns, together with the right to enter upon Grantor's tract of land as shown on the attached and incorporated Exhibit "A and B", for the purpose of relocating, installing, operating, repairing, replacing, and maintaining said Improvements under the following conditions. 1 . Definitions: a) City means the City of Corpus Christi, a Texas home-rule municipal corporation. b) Grantor means City, and may be used interchangeably with City. c) City Manager means the City's City Manager or designee. d) Director means City's Director of Engineering Services or designee. e) Risk Manager means City's Director of Risk Management or designee. f) City Attorney means City's City Attorney or designee. g) Grantee means Kinder Morgan Tejas Pipeline, LLC. Revocable Easement Kinder Morgan Tejas Pipeline, LLC 1 h) Improvements means one refined products pipeline not to exceed 24 inches in diameter, together with appurtenant facilities including, but not limited to, valves, meters, regulators, cathodic protection, pigging facilities, test leads, and aerial markers all within City property. i) Contractor means Grantee's agent to construct, maintain, replace, repair, or remove the Improvements. j) Exhibit A and B means the Exhibits, whether 1 or more pages, showing the locations where the Improvements enter or cross City property. k) City Utilities means the City's Water, Wastewater, Storm Water and Gas divisions. 1) Franchisees' Preexisting Improvements means those improvements owned or operated by a franchise or licensee of the City that were in place prior to the Improvements installed under this Revocable Easement. m) Utilities Representative means the applicable City Utilities representative that needs to be notified (1) prior to routine construction or repair work or (2) prior to or concurrently with emergency repair work. During routine relocation, installation, operation, repair, replacement, and maintenance work the Utilities Representative will be the appropriate Water, Wastewater, Storm Water or Gas division foreman on duty. The City has Water, Wastewater, and Gas crews on duty or on-call 24 hours a day, 365 days a year. The Water Representative, the Wastewater Representative, the Gas Representative, and the Stormwater Representative is the respective name for each division's authorized representative as set out above, and collectively called the Utilities Representative. n ) Franchisee's Representative means the representative of a City franchisee or licensee that has preexisting Improvements within 2-feet of the proposed Improvements that need to be notified (1) prior to routine construction or repair work or (2) prior to or concurrently with emergency repair work. During routine installation, maintenance, or repair work each franchisee's or licensee's representative (e.g. the SWBT Representative, the AEP Representative) will be contacted. The franchisee and licensee representatives are collectively called Franchisee's Representative. o) City Inspector means that person acting on behalf of the City inspecting the relocation, installation, operation, repair, replacement, and maintenance of the Improvements. Revocable Easement Kinder Morgan Tejas Pipeline, LLC 2 p) Revocable Easement Area means that portion of City property upon which the Improvements will be installed, operated, repaired, replaced, and maintained. 2. Construction Standards. All work proposed by Grantee to install, repair, or replace the Improvements will equal or exceed Department of Transportation Pipeline Safety Standards as applicable (Title 49, Code of Federal Regulations, Part 192 - Transportation of Natural and other Gas by Pipeline, or Part 195 -Transportation of Liquids by Pipeline - latest revision) for the transportation of gas or liquids by the Improvements. 3. Compliance with Laws. In installing, operating, maintaining, repairing, or replacing the Improvements Grantee must comply with all applicable Federal, State, County, and City laws and ordinances, and all amendments thereto, and secure all necessary permits from the appropriate agencies, including but not limited to, Chapter 35 of the City Code, which provides for emergency response coordination for pipelines transporting hazardous substances, liquids, and gases, including information reporting requirements for existing and new pipelines. 4. Depth Limits and Water Transmission Pipeline Clearances . Grantee must install, replace, repair, and maintain the Improvements so that no portion of the pipeline will be any shallower than 36-inches from existing ground or roadway pavement. Grantee will also maintain a minimum of twelve (12') feet clearance between Grantee's pipelines and any City water transmission pipelines. Grantee must notify Texas One-Call for utility locations in the Revocable Easement Area at least 48 hours prior to the start of construction. 5. Crossing or Ditch Requirements. Prior to any repair or replacement of the Improvements, Grantee must provide protection at all road crossings or ditches, by either casing, extra pipe wall thickness, concrete jacketed pipe, or other means approved by the Railroad Commission or Federal D.O.T. as applicable. Grantee will maintain a minimum clearance of ten (10') feet between Grantee's pipelines and Grantor's concrete lined drainage channels located on Grantor's property. 6. Operating Pressure. Grantee's maximum operating pressure for the Improvements must not exceed design limitations as set forth in the Railroad Commission or Federal D.O.T. regulations for the size and type of line to be installed and operated. 7. 60 Day Revocation. Grantee understands and agrees that the right and easement herein granted may be revoked at any time by the City of Corpus Christi acting through its City Manager, and Grantee may be required to remove the Improvements at Grantee's sole expense upon 60 days' notice in writing. If Grantee is in violation of Department of Transportation or Railroad Commission laws, rules, or regulations, or City ordinances, Grantee will be given written notice of the violation and 30 days from receipt Revocable Easement Kinder Morgan Tejas Pipeline, LLC 3 of such notice to commence to cure the stated violations, within the overall 60 day period. If after the 30 day cure period has expired and Grantee has not cured the violations, this Revocable Easement may be revoked and Grantee may be required to remove the Improvements upon 30 days' notice in writing: provided however that if Grantee has commenced to cure the stated violation but has not completed same with the 30 day cure period, Grantee may proceed to cure such violation and this Revocable Easement shall not be revoked. 8. Improvements Markers. Grantee will place markers at the points where such Improvements enter or leave a public street or drainage right-of-way or other City property. Such markers must be of permanent construction bearing Grantee's name and emergency telephone number and placed on the edge of the public right-of-way. 9. Assignability. This Revocable Easement, and all its terms and conditions, bind and inure to the benefit of Grantor and Grantee and their respective lessees, licensees, successors, and assigns. Grantee may assign this Revocable Easement to any person, firm, corporation, partnership, or other entity, with the prior written consent of Grantor's City Manager, which consent will not be unreasonably withheld. Any assignment must provide that the assignee unconditionally assumes all the duties and obligations of assignor upon the same terms and conditions as set out in this Revocable Easement, which assumption of duties and obligations is partial consideration for Grantor's consent to the assignment. 10. Construction Drawings &As-Builts. Grantee must provide Director with a set of construction plans for all work proposed for the Improvements located within the Revocable Easement Area, one month prior to the start of construction, for Director's review and approval. The plans will tie the centerline of the proposed Improvements to the centerline of the Revocable Easement Area. Any centerline improvements will also be tied to the existing utility centerlines. The Grantee must provide the Director with a complete depth profile, distance, and location of its Improvements from existing City utilities, other franchised utilities, and other pipelines, that fall within the Revocable Easement Area. The Grantee is advised that centerline of proposed Improvements must have a minimum centerline to centerline horizontal distance as shown in the table below: Water - 60)) TimeWarner - 12" KMC - 1211 Wastewater - 18" SWB - 1211 ICG - 1211 Gas - 1811 AEP (CPL) - 12" Grande(ClearSource) - 12" Storm Water - 18" ESPIRE - 1211 Caprock - 1211 The Grantee must provide the Director with a 24"x36" size reproducible set of as-built drawings of the Improvements within 60 days after completion of construction; failure to do so may result in termination of Grantee's Revocable Easement. 11. Insurance. The Grantee must not commence work within the Easement area until it and its Contractor have obtained through self-insurance or insurance policies required herein and proof of such insurance as evidenced by the Certificate of Insurance has been submitted to and approved by the Risk Manager. The required type and amount Revocable Easement Kinder Morgan Tejas Pipeline, LLC 4 of required insurance coverage is specified in the attached and incorporated Exhibit C. The Grantee and its Contractor, if any, must have and maintain Commercial General Liability Insurance during the entire construction phase of the project. When construction is finished and the Improvements completed, the Grantee must have and maintain Commercial General Liability Insurance through self-insurance or insurance policies for the entire duration of this Revocable Easement and for so long as Grantee's Improvements are located in or upon property of the Grantor. This provision shall survive termination or expiration of this Revocable Easement. The contractual liability portion of this insurance must be broad enough to cover the indemnity requirements of this Agreement. Such policies of insurance must include the City as an additional insured with respect to any liability arising out of the Grantee's and its Contractor's use or maintenance of the Improvements in the Revocable Easement Area. The insurance policies specified must include an endorsement stating that the insurance company(ies) must give the Director 30 days written notice by certified mail, before any policy covered thereby is canceled, not renewed, or materially changed. Copies of all insurance policies from Grantee and Contractor must be provided to City Attorney within 30 days after City Manager's reasonable written request therefor. Grantee and Contractor, if applicable, must provide copies of all insurance policies to the City Attorney within 30 days of the City Manager's reasonable request therefor if an incident-relating to the Improvements or Grantee's operations hereunder-occurs that reasonably appears to be covered by such insurance. If such copies are requested and provided, Grantee may mark the information in Grantee's policies that Grantee believes is confidential or proprietary. If City is requested to provide all or part of Grantee's insurance policies to third parties, City will timely forward the records to the Attorney General for a determination whether the records are "Open Records" under the Texas Open Records Act. City will contemporaneously notify Grantee of the open records request so that Grantee may participate in any available procedures and take steps it believes necessary to protect the nature of the confidential or proprietary information. 12. Indemnity. Grantee must fully indemnify the City of Corpus Christi, its officers, employees and agents ("Indemnitees") against any and all liability, damage, loss claims, demands, and actions of any nature whatsoever on account of personal injuries (including without limitation,workers; compensation and death claims), or property loss or damage of any kind, or any other kind of damage which arise or are claimed to arise out of or in connection with the Grantee's or Grantee officers', agents', and employees' ("Grantee's Agents") and/or Grantee's contractors' negligent acts or omissions or acts of intentional or willful misconduct in their respective installing or marking of the Improvements or other construction, operation, maintenance, repair, control, or use of the Improvements or the Revocable Easement Area, including but not limited to, those damages arising out of Indemnitees' intentional or negligent acts in cutting or causing to be cut the Improvements during installation, repair, replacement, maintenance, or operation of City utilities located in or adjacent to the Revocable Easement Area; and Revocable Easement Kinder Morgan Tejas Pipeline, LLC 5 including but not limited to those damages arising out of the Grantee's or Grantee's Agents' intentional or negligent acts in cutting or causing to be cut City utility lines during Grantee's or Grantee's Agents' of Grantee's contractors' use of the Revocable Easement Area. This provision shall continue so long as Grantee's Improvements are located on City property. 13. Repairs to CitV's Improvements or Franchisees' Preexisting Improvements. Grantee will repair, or cause to be repaired, any damage its construction, operation, repair, relocation, replacement or maintenance of the Improvements causes to a City street, sanitary sewer, storm water, gas, drainage facility, or to a Franchisees' Preexisting Improvements if the City Improvements or Franchisees' Preexisting Improvements were in place prior to Grantee's initial installation of the Improvements. 14. Abandonment of pipeline. Grantee may leave abandoned pipe in place unless the Director requires the Grantee to remove the abandoned pipe to facilitate city operations or protect the public safety. Upon notice from the Director, Grantee shall promptly remove the specified abandoned Improvement. If a Grantee abandons Improvements, the Grantee remains responsible for the safe condition of the Improvements after the pipe is abandoned, The City will not assume ownership or control over the abandoned Improvements, and the City assumes no responsibility for their maintenance and safety, unless the City in writing accepts a particular facility. Subsection 49-97(e) of the City Code of Ordinances continues to apply to any pipe, facilities and appurtenances not removed by Grantee after abandonment. If Grantee removes any pipe, facilities or appurtenances, the Grantee shall restore the City property, at the sole cost of the Grantee, under subsection 49-97(c) of the City Code of Ordinances. 15. General Conditions. a) Recordation. Grantee will record the Revocable Easement at the Office of the County Clerk, Nueces County Courthouse, and Grantee will provide a recorded copy to Grantor. b) Notification and Verification. Contractor must verify depth and locations of City Utilities, and all Franchisees' Preexisting Improvements in or near the Revocable Easement Area 48 hours prior to commencing any routine construction or repair work, other than bona fide emergency repairs which must be reported to the appropriate Utilities Representative(s), the Street Superintendent, and the appropriate Franchisee's Representative(s) immediately upon Grantee's knowledge of the need for repairs. Contractor must notify the Utility Representatives to verify depths and locations before beginning construction or repair work. The Utility Representatives, the Street Superintendent, and the Franchisee's Representatives may have a representative present during Grantee's Revocable Easement Kinder Morgan Tejas Pipeline, LLC 6 construction, repair, or emergency repair operations. c) Permit. 48 hours prior to commencing any routine construction or repair work, and by 9 a.m. the next work day for emergency repairs, the Grantee will apply to the Director or his designee for a permit before disturbing part of the Revocable Easement Area. Grantee must perform the work in accordance with the permit and all applicable federal, state, and local laws and regulations. Contractor must not leave trenches or pits in the Revocable Easement Area open overnight unless Contractor provides adequate safety and security devices to prevent possible injuries or accidents. All trenches or pits must be backfilled as soon as possible, the backfill properly compacted, the surface restored, and the work all done in a neat and workmanlike manner. No bore pits may be left open longer than 14 calendar days regardless of location. Barrel type barricades will be placed adjacent to all pits. At a minimum the following items will be included in the permit: i) Bore. Grantee's pipelines crossing the Revocable Easement Area will be dry or slick bored. Wet or slick bore may be approved by the Director if the Grantee will provide the Director or "Designee" sufficient and satisfactory soil analysis information to support the wet bore. ii) Open-Cut. Grantee or its Contractor must saw cut any existing concrete and asphalt down to sub-base, and replace with new concrete or asphalt. The pavement repair must consist of 5-inches of compacted Hot Mix Asphalt Concrete (HMAC) Type D to be placed in two lifts, i.e., 3-inches and 2-inches or two lifts of 2.5-inches. The HMAC pavement must extend over the existing base for a width of 12-inches on either side of trench cut. Subgrade will be trenched with some prime coat MC- 70 at 0.15 gal./sy. Final backfill shall consist of cement stabilized sand containing a minimum of 2 sacks of Standard Type I Portland cement per cubic yard of sand in street right-of-way where asphalt concrete pavement has been cut and surface. Pavement will be restored as described five feet on each side of cut centerline, such that no settlement will occur in roadway area. Grantee will encase the Improvements in sand, with a minimum of 8-inches around the Improvements. d) Uncovering City Utilities, A City Inspector has the authority to request Contractor to uncover a Utility Line in the Revocable Easement Area to verify its depth or location. If the proposed Improvements cross an existing transmission main (16" diameter and above), the Contractor will uncover Revocable Easement Kinder Morgan Tejas Pipeline, LLC 7 the main at the point of intersection with the Improvements, with a Utilities (Water) Representative on-site during excavation. This excavation will occur 24 hours prior to start of construction of that portion of the Improvements that intersect the transmission main. If the proposed Improvements cross a City Utility, Grantee must maintain a 3-foot vertical separation; however Grantee must maintain a twelve (12) foot vertical and 5-foot horizontal separation around all water transmission mains. Grantee must properly compact backfill around all existing City Utilities in accordance with all City constructions standards, including City Water Distribution System Standards, paragraph 15(c), and the City Inspector's request. Contractor must take every precaution to not disturb the soil surrounding the existing City Utilities, including any and all thrust blocks. If Contractor's work on the Improvements damages a Waterline, as determined by the Water Representative, a Water crew must be immediately allowed access to the Revocable Easement Area to make all repairs. All City costs (labor and equipment) associated with the Waterline repairs will be paid by the Grantee within 30 days after City sends Grantee an invoice. The Water Representative will determine the extent of damage to the Waterline and the type of repair necessary. If Contractor's work on the Improvements damages a City Utility line and soil or sand enters service lines and causes damage to residential or non- residential plumbing, Grantee must resolve the damage issue with the individual owners, including all costs associated with resolution. e) City Inspectors. While work is being done within the Revocable Easement Area, including without limitation work around any existing Water main, Contractor must pay for each City Inspector's time at the Revocable Easement Area at a daily rate of $301.31 for each day spent inspecting construction, maintenance, repair, replacement, or relocation of said Improvements. A half-day - 4 or more hours of work - constitutes a whole working day for purposes of calculation. Any time in excess of 8 hours a day, or on Saturday, Sunday, and Holidays, is calculated at a daily rate of $56.49 per hour. Grantee must pay these funds to the appropriate City Department within the City as allocated by the Director. The daily rate and overtime charges may be changed by the Director each August 1 based upon the average wages of the City Inspectors. The new charges will be on file with the Director. 0 Drainage, grading, and erosion. Contractor must maintain proper Revocable Easement Kinder Morgan Tejas Pipeline, LLC 8 drainage at all times, including without limitation at the end of each work day, in all drainage ditches impacted by the construction, maintenance, repair, replacement, or operation of the Improvements. After completion of, or in the event of repair or replacement of, the Improvements, Contractor must reshape and grade, and sod if applicable, drainage ditches to a correct and permanent condition as determined by the Director. If the drainage ditch is concrete there will be no grading, etc., but the ditch must be repaired to its previously existing condition as determined by the Director. If there is any erosion of roadway or private property due to loss of existing vegetation along the banks of the drainage ditches, or from any other condition due to disturbing the soil along the Revocable Easement Area caused by Grantee relocating, installing, operating, repairing, and replacing the Improvements, Grantee must resolve the damages issue with the individual owners, including all costs associated with resolution. g) Damages to structures. If there is any damage to driveways, culverts, head walls, and any other structure, public or private, caused by Grantee relocating, installing, operating, repairing, and replacing the Improvements, Grantee must resolve the damages issue with the individual owners, including all costs associated with resolution. h) Equipment and materials. Grantee may not store or leave overnight any equipment or material on City property. Grantee's equipment or stock pile of material on private property, temporary construction easement or on City right-of-way during the day, must not obstruct the vision of vehicles or pedestrians for 500 feet either direction from a street intersection or driveways onto a street. i) Aesthetics. To preserve and protect trees, shrubbery, and other aesthetic features on the street right-of-way and on City property, the Director may specify the extent and methods of tree removal, tree trimming, or replacement, and replacement of other aesthetic features, including specifying the methods of installing the Improvements. The Director will use due consideration in establishing the value of trees and other aesthetic features in the proximity of the proposed Improvements and any special requirements justified by the value of the trees and other aesthetic features. j) Testing. City Inspector determines when laboratory testing will be required, the number, location, and frequency of testing. All testing is at the Contractor's expense. Revocable Easement Kinder Morgan Tejas Pipeline, LLC 9 k) Safety. The City Inspector may request any other conditions that may be required to complete this project in a safe and workmanlike manner. I) Guarantee. Grantee's workmanship and materials must comply with all applicable City Standards and all work must be guaranteed by the Grantee for a one-year period from the date Grantee provides the reproducible, as-built drawing required by Section 10, to the Director. m) Notification of Leaks. Grantee must notify Director of any spills and leaks within the Revocable Easement Area within two business days after Grantee is aware of the spill or leak. Grantee must pay for all remediation costs related to its Improvements spills or leaks within the Revocable Easement Area. Grantee must provide Director a remediation plan that complies with all applicable federal, state, and local rules and regulations at the time of discovery of the leak or spill. The City Manager may investigate the condition and extent of the leaks and spills. 16. City use of Revocable Easement Area. All rights granted Grantee are subordinate to all uses as the City may make of such Revocable Easement Area, and street right-of-ways for public purposes, and any drainage right-of-way for State, County, or City purposes. 17. Sale of Natural Gas - Restrictions. Grantee is expressly prohibited from the sale or distribution of natural gas to consumers, whether industrial, commercial or residential, except AEP (Central Power & Light Company), which consumers are located within the city limits of the City of Corpus Christi as may be amended from time to time. It is expressly provided that, as used in this paragraph, the sale of"natural gas" does not include the intercompany sale or transfer by or between two or more business entities of fuel gas or fuel in any form used and consumed in the fractionation, heating, distilling, producing or manufacturing process, of the petro-chemical industry. It is mutually understood and agreed that this Agreement, as written, covers all covenants, agreements, and stipulations between the parties and that no representations or statements, written or oral, have been made modifying, adding to, or changing the terms hereof, and that any party securing this conveyance on behalf of Grantee is without authority to make representation, stipulation, covenant or agreement not herein expressed. Revocable Easement Kinder Morgan Tejas Pipeline, LLC 10 Executed this the day of , 2022 GRANTOR ATTEST: THE CITY OF CORPUS CHRISTI By: City Secretary Jeff H. Edmonds, P.E. Director of Engineering Services APPROVED S TO LEGAL FORM: day of 12022 By: Assistant City Attorney THE STATE OF TEXAS § COUNTY OF NUECES § This instrument was acknowledged before me on 2022, by Jeff H. Edmonds, P.E., Director of Engineering Services, of the City of Corpus Christi, a Texas municipal corporation, on behalf of said corporation. Notary Public, State of Texas Revocable Easement Kinder Morgan Tejas Pipeline, LLC 11 GRANTEE The above and foregoing REVOCABLE EASEMENT is accepted, and Grantee agrees to keep and perform the conditions imposed by the Revocable Easement. Kinder Morgan Tejas Pipeline, LLC By: /C Name: Title: ��r�c �, . �'�+ • �� THE STATE OF § COUNTY OF § This instrument was acknowledged before me this day of 2022, by � ��J/ C— as of Kinder Morgan Tejas Pipeline, LLC who declared that they executed the same for the purposes therein stated and with proper authority to do so. P •`"'Rv p s Notary Pubf7ic­, Stat4 of Tex s � e OF tC+ '.?g417�,3••' -�0e'30-2��� Revocable Easement Kinder Morgan Tejas Pipeline, LLC 12 EXHIBIT"A" PIPELINE EASEMENT RAMON DE YNOJOSA SURVEY,ABSTRACT411 NUECES COUNTY,TEXAS Being a centerline description of a 30'wide pipeline easement being out of a called 2,293.25 acres tract of land described in deed to City of Corpus Christi,A Municipal Corporation, recorded in Document No.2000038832 of the Official Public Records of Nueces County,Texas,also situated in the Ramon De Ynojosa Survey,Abstract 411 in Nueces County,Texas;said pipeline easement being more particularly described as follows with all bearings and coordinates based on the Texas Coordinate System of 1983,Central Zone.All coordinates and distances are grid values. PIPELINE EASEMENT COMMENCING at a 1/2-inch Iron Rod (N=17,126,807.82 E=1,291,025.82)found from which the southeast corner of said 2,293.25 acre tract bears North 89 degrees 47 minutes 57 seconds East, a distance of 20.20 feet; THENCE North 89 Degrees 47 Minutes 57 Seconds East,a distance of 20.20 feet,to the southeast corner of said 2,293.25 acre tract; THENCE North 00 Degrees 42 Minutes 06 Seconds East,a distance of 581.04 feet,to the POINT OF BEGINNING of the herein described pipeline easement; THENCE across said 2,293.25 acre tract the following two(2)course: 1. North 78 Degrees 14 Minutes 59 Seconds West,a distance of 54.06 feet to a point; 2. North 33 Degrees 14 Minutes 59 Seconds West,a distance of 38.69 feet to the TERMINUS POINT of said easement,being 30 feet wide and containing a total of 0.05 acres of land. CERTIFICATION FOR LEGAL DESCRIPTION I,Archie D.Stout,a Registered Professional Land Surveyor licensed in the State of Texas do hereby certify that the above and foregoing legal description was prepared by myself or under my direct supervision.This description is not intended to represent or meet the requirements of an official boundary survey as established by the Texas Board of Professional Land Surveying. 'CE.OF TF�y. ,�P.•'�S T F••••:�9 ARCHIE D.STOUT i 4416µ_.P,.... i Archie D.Stout Registered Professional Land Surveyor No.4416—State of Texas Prepared by: Percheron Professional Services,LLC Texas Licensed Surveying Firm Registration no.10020700 1904 W.Grand Parkway N.,Suite 200 Katy,Tx.77449 Percheron Professional Services,LLC 1904 W.Grand Parkway N.,Suite 200 Katy,Texas 77449 Texas Surveying Firm License No.10020700 N EXHIBIT"B" BARNEY DAVIS REPLACEMENT PROJECT NUECES COUNTY,TEXAS LENGTH=92.75 FEET-5.62 RODS RAMON DE YNOJOSA SURVEY,A-411 PERMENANT EASEMENT= 0.05 AC. W. E TEMPORARY WORKSPACE= 1.51 AC. \ 1 \ 0' 50' 100' 200' \ \ 1 INCH=100 FT. \ \ ONYX PIPELINE COMPANY, \ \ \ A TEXAS CORPORATION \ \ 30'WIDE PIPELINE EASEMENT \ DOC.#2009002017 / / \ O.RNC TX No3 \ / 250.81 \ ND ti !46.00, TEMPORARY -i j POT N 17,127,432.25 WORKSPACE / E 1,290,979.00:' T P.O.B. N:17,127,388.89 E:1,211,051,11 i 492.2- i CIL 30'WIDE PIPELINE EASEMENT \ w \�rn CITY OF CORPUS CHRISTI, ¢z \ A MUNICIPAL CORPORATION o 2293.25 ACRE TRACT z DOC#2000038832 3 O.P.R.N.C.,TX. 9 o G m w a LINE TABLE v LINE BEARING LENGTH z / L1 N78'14'59W 54.06' I / L2 N33°14'59 W 38.69' h� OC �O' N89°47'57'E 20.20' tL P.O.C. FOUND 1112 IN IRON ROD N:17,126,807.82 E:1,291,025.82 i i NOTES: O F 1. BASIS OF BEARINGS:TEXAS COORDINATE SYSTEM OF 1983,SOUTH 2ONE,AS DETERMINED BYGPS '�F'•" T OBSERVATION.ALL DISTANCES AND COORDINATES ARE GRID VALUES. Q.,•G 1ST,"':, " 2. THISSURVEY WAS PREPARED WITHOUT THE USE OF A TITLE COMMITMENT.THERE MAY BE EASEMENTS THAT c� AFFECT THE SUBJECT PROPERTY UNKNOWN TO SURVEYOR. i 3. THE BOUNDARYUNES SHOWN HEREON,WERE COMPILED FROM A UNITED SURVEY OF THE SUBJECT """""""'......•"'• PROPERTY AND ADJOINING PROPERTIES.THIS PLAT DOES NOT CONSTITUTE A BOUNDARY SURVEY. ARCHIE D. STOUT ................... 4. DESCRIPTION PREPARED IN CONJUNCTION WITH THIS SURVEY. 'A 441 G v' 8. DESCRIPTION ANO SURVEY PLAT WERE PREPARED FROM ASURVEY AIAOE ON THE GROUNDIN FERUARY,2022. w'9,p0 aP•� E LEGEND ti� fss�v��o ADJOINER • MONUVENT O POINT OF INTERSECTION RIGHT-OF-WAY LINE _ P.O.B.-POINT OF BEGINNING EXISTNG EASEMENT P.O.C.-POINT OF COSIVENCELIENT PERUANENT EASEMENT D P.O.T.-POINT OF TERMINATION PROPERTY UNE TEMPORARY P,ORKSPACE ARCHIE D.STOUT C/L PROPOSED PPEUNE TEXAS REGISTERED PROFESSIONAL LAND SURVEYOR E STATE OF TEXAS NO. 4416 0 7 REV DESCRIPTION REVISION REVD R vo cHK'o APP PREPARED FOR DATE BY BY BY BY BARNEY DAVIS REPLACEMENT PERCHERON PROPOSED 24"PIPELINE PROFESSIONAL KINDER�MORGAN ACROSS THE LANDS OF SERVICES, L L C CITY OF CORPUS CHRISTI, 1904 WEST GRAND A MUNICIPAL CORPORATION PARKWAY N.SUITE 200 NUECES COUNTY,TEXAS KATY,TEXAS 77449 a (832)300-0400 SHEET SCALE PROJECT N0. DRAWING N0. TEXAS SURVEYING FIRM B ISSUED FOR REVIEW 03/02/22 1ST AS LO AS y LICENSE:10020700 A ISSUED FOR REVIEW 02/16/221W NJF SB As 1 OF 1 1-=100' 105,100362.0000 1100362-PLT On()3 EXHIBIT C INSURANCE REQUIREMENTS—REVOCABLE EASEMENT I. GRANTEE'S LIABILITY INSURANCE A. Grantee must not commence work under this agreement until all insurance required herein has been obtained and such insurance has been approved by the City. Grantee must not allow any subcontractor to commence work until all similar insurance required of the subcontractor has been obtained. B. Grantee must furnish to the City's Risk Manager and Director of Development Services, two (2) copies of Certificates of Insurance with applicable policy endorsements, showing the following minimum coverage by 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 and a blanket waiver of subrogation is required on all applicable policies. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30 day written notice of cancellation is Bodily Injury and Property Damage required on all certificates or by policy Per occurrence - aggregate endorsement COMMERCIAL GENERAL LIABILITY $1,000,000 Per Occurrence (including): $2,000,000 Aggregate 1. Commercial Broad Form 2. Premises—Operations 3. Underground Hazard (if applicable) 4. Products/ Completed Operations Hazard 5. Contractual Liability 6. Independent Contractor 7. Personal Injury/Advertising Injury UMBRELLA/EXCESS LIABILITY $10,000,000 Per Occurrence $10,000,000 Aggregate AUTOMOBILE LIABILITY $1,000,000 COMBINED SINGLE LIMIT 1. Owned Vehicles 2. Hired and Non-owned Vehicles POLLUTION LEGAL LIABILITY $5,000,000 Per Claim including; $5,000,000 Aggregate Third Party Remediation WORKERS' COMPENSATION Which Complies With The Texas Workers' All States Endorsement is Required if Not Compensation Act And Paragraph Ii Of i i Domiciled in Texas This Exhibit EMPLOYERS' LIABILITY $500,000/$500,000/$500,000 C. In the event of accidents of any kind, Grantee must furnish the Risk Manager with copies of all reports related to this permit of such accidents within 10 days of any accident. II. ADDITIONAL REQUIREMENTS A. Grantee must obtain workers' compensation coverage through a licensed insurance company in accordance with Texas law. The contract for coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The coverage provided must be in amounts sufficient to assure that all workers' compensation obligations incurred will be promptly met. An "All States" endorsement shall be required if Grantee is not domiciled in Texas. B. Grantee shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Grantee'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. The City shall be entitled, upon request and without expense, to receive copies of the policies, declarations page and all endorsements thereto as they apply to the limits required by the City. Grantee shall be required to comply with any such requests and shall submit a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Grantee 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 (361) 826-3980 D. Grantee agrees that with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: • Name the City and its officers, officials, employees, volunteers, and elected representatives as additional insured by endorsement or comparable policy language, as respects 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 and professional liability polices; • Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; • Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and • Provide thirty(30)calendar days advance written notice directly to City of any suspension, cancellation, non-renewal or material change in coverage, and not less than ten (10) calendar days advance written notice for nonpayment of premium. E. Within five (5) calendar days of a suspension, cancellation, or non-renewal of coverage, Grantee shall provide a replacement Certificate of Insurance and applicable endorsements to City.City shall have the option to suspend Grantee's performance should there be a lapse in coverage at any time during this contract.Failure to provide and to maintain the required insurance shall constitute a material breach of this agreement. I F. In addition to any other remedies the City may have upon Grantee'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 Grantee to stop work hereunder until Grantee demonstrates compliance with the requirements hereof. G. Nothing herein contained shall be construed as limiting in any way the extent to which Grantee may be held responsible for payments of damages to persons or property resulting from Grantee's or its subcontractor's performance of the work covered under this agreement. H. It is agreed that Grantee'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. I i i i City of Corpus Christi Property and Land Acquisition Division Kinder Morgan Tejas Pipeline,LLC NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON,YOU MAY REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION FROM ANY INSTRUMENT THAT TRANSFERS AN INTEREST IN REAL PROPERTY BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVER'S LICENSE NUMBER. Temporary Construction Easement THE STATE OF TEXAS § KNOW ALL BY THESE PRESENTS: COUNTY OF NUECES § THAT CITY OF CORPUS CHRISTI, TEXAS ("GRANTEE"), 1201 Leopard Street, Corpus Christi,Nueces County,Texas,78469-9277,in consideration of$10.00 and other good and valuable consideration paid by the HINDER MORGAN TEJAS PIPELINE, LLC ("GRANTEE"), a Delaware Limited Liability Company, 1101 Louisiana Street, Suite 1000,Houston,Harris County, Texas, 77002, the receipt of which is hereby acknowledged, has granted and conveyed, and does hereby grant and convey unto the Grantee, its successors, legal representatives, and permitted assigns,the free and uninterrupted use,liberty,privilege, and easement of going in, on, over,under and along a certain tract of land situated in Nueces County,Texas, and being described as follows: See the metes and bounds property description attached and incorporated as "Exhibit A". (Premises) A map showing the location of the Temporary Construction Easement is attached and incorporated as "Exhibit B". Together with the free ingress, egress, and regress to and for the Grantee, for working room and storage of materials and machinery during the construction phase of the pipeline along the Premises. SPECIAL PROVISIONS: 1. Upon completion of the project, Grantee's contractor will restore the land to its original condition. 2. All other structures,improvements,and fencing that are to be moved during construction will be placed back to their original locations and condition. 3. During the construction period, free ingress and egress will be maintained to the property described above. TO HAVE AND TO HOLD,ALL AND SINGULAR,the rights and privileges aforesaid to Grantee, its successors, and legal representatives,for use as a Temporary Construction Easement and Right- of-Way for the period of 60 days beginning upon the start-up of construction at the Premises. I Grantor: The person signing this easement as Grantor, or signing on behalf of the Grantor, represents, warrants, and guarantees that they are the Grantor or have the authority to act on behalf of the Grantor for the purpose and consideration stated. CITY OF CORPUS CHRISTI, TEXAS Jeff H. Edmonds, P.E. Director of Engineering Services THE STATE OF TEXAS § COUNTY OF NUECES § This instrument was acknowledged before me on ,2022 by Jeff H. Edmonds, P.E., as Director of Engineering Services of the City of Corpus Christi, a Texas municipal corporation, on behalf of said corporation. i Notary Public in and for the State of Texas APPROVED AS TO LEGAL FORM: Assistant City Attorney CITY LEGAL DEPARTMENT Grantee: ACCEPTED for Kinder Morgan Tej as Pipeline,LLC on ,2022. BY: /; — Signature PRINT NAME: TITLE: THE STATE OF % § COUNTY OF Y4 16 § This instrument was acknowledged before me on l� day of �� ,2022 by .1\� .. Ro �'% Notary Public in d for e State of Texas `�.����P.• .�p.RY pG.sir//��� OF S'+P '30-201 I i SC 00 a� �h AGENDA MEMORANDUM �ORPO0.P��'0 First Reading Ordinance for the April 26, 2022 N zss2 Second Reading Ordinance for May 10, 2022 DATE: 03/01/2022 TO: Peter Zanoni, City Manager FROM: Al Raymond, Director Development Services alraymond(a-)cctexas.com (361) 826-3575 Wastewater Trunk Line Extension Construction and Reimbursement Agreement with Braselton Development Company, Ltd. to construct wastewater Improvements for a planned residential development, London Towne Unit 6 CAPTION: Ordinance authorizing a Wastewater Trunk Line Construction and Reimbursement Agreement with Braselton Development Company, Ltd. to construct off-site wastewater trunk line improvements for a planned residential subdivision, London Towne Unit 6, with a completion date of 24 months. Funding in the amount of $82,935.48 will be appropriated from the Wastewater Trunk System Trust Fund to reimburse the developer per the agreement. SUMMARY: Braselton Development Company, Ltd owner, and developer of proposed London Towne Unit 6 Subdivision is requesting a reimbursement of $82,935.48 for the installation of an off-site wastewater trunk line in conjunction with London Towne Unit 6 subdivision. The development is consistent with the Wastewater Master Plan Trunk Line System for the London Service Area amended on May 08,2018, Ordinance No. 031426. BACKGROUND AND FINDINGS: London Towne Unit 6 Plat was approved by Planning Commission on June 09, 2021 . Construction plans have been approved for release of construction for public improvements as of 02/01/2022.The subdivision is located north of FM 43 and east of CR 33. The residential development consisting of 9.44 Ares out of Section D, Laureles Farm Tracts Doc No. 2019028160 and is zoned RS-4.5 and will include a proposed 61 lots. The wastewater trunk line improvement consists of installing 550 liner feet of 21-inch PSI PVC consistent with city standards outlined in the UDC. The developer/owner may use a 24" PSI PVC if the supply of 21" PSI PVC is unavailable. The additional cost of the 24" PSI PVC will be at the Developer/Owner's expense. The allowable reimbursement is 100 percent of the off-site construction costs less the acreage fee credit of $23,973.00 for an allowable reimbursement amount of $82,935.48 The term of the agreement is 24 months. The project is eligible for reimbursement from the Wastewater Trunk Line Trust Fund per UDC Section 8.5.2.E. ALTERNATIVES: This project will improve and facilitate development in the area. An alternative to utilizing trust funds to construct the wastewater improvements would be to construct the improvements with a City initiated CIP project. This option would most likely delay the construction until the required funding for the improvements could be programmed into the CIP budget and would most likely impact the developer's ability to build out the planned subdivision in a timely manner. FINANCIAL IMPACT: The total estimated project cost for the off-site wastewater trunk line improvements is $106,908.48,100 percent allowable reimbursement as well as a credit for sewer lot/average fee of $23,973.00. The maximum allowable reimbursement is $82,935.48 which will be appropriated from the Wastewater Trunk System Trust to cover the cost of the reimbursement to the developer. Funding Detail: Fund:4220 Wastewater Trunk System Trust Fund Organ ization/Activity:21800 Wastewater Trunk System Trust Mission Element-777 Project # (CIP Only): N/A Account:540450 Reimbursement to Developers RECOMMENDATION: Staff recommends approval. The project is in accordance with UDC Section 8.5.2.E. LIST OF SUPPORTING DOCUMENTS: Ordinance (with exhibit) Presentation Certification of Funds Location Map Ordinance authorizing a Wastewater Trunk Line Construction and Reimbursement Agreement with Braselton Development Company, Ltd. to construct off-site wastewater trunk line improvements for a planned residential subdivision within the city limits, London Towne Unit 6, with a completion date of 24 months; and appropriating $82,935.48 from the Wastewater Trunk System Trust Fund to reimburse the developer per the agreement. (District 3) 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 a Wastewater Trunk Line Construction and Reimbursement Agreement (Agreement) attached hereto, with Braselton Development Company, Ltd for the construction and installation of 550 linear feet of 21-inch PSI PVC/PSI wastewater trunk line which will tie into an existing manhole, to provide wastewater service for the planned residential subdivision named London Towne Unit 6, Corpus Christi, Texas. Developer/Owner may use 24" PSI PVC if the supply of 21" PSI PVC is unavailable. The additional cost of 24" PSI PVC will be at the Developer/Owner's expense. SECTION 2. In the event of project delay, the City Manager or designee is authorized to execute an extension of the Agreement for a period not to exceed a period of 24 months. SECTION 3. Funding in the amount of $82,935.48 is appropriated from the No. 4220-21800-777 Wastewater Trunk System Trust Fund to reimburse the Developer for the construction of the wastewater collection line improvements in accordance with the Agreement. SECTION 5. This ordinance takes effect upon passage. That the foregoing ordinance was read for the first time and passed to its second reading on this the day of 2022, 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 2022, 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 , 2022. ATTEST: Rebecca Huerta Paulette M. Guajardo City Secretary Mayor WASTEWATER TRUNK LINE CONSTRUCTIONAND REIMBURSEMENT AGREEMENT This Wastewater Trunk Line Construction and Reimbursement Agreement ("Agreement") is entered into between the City of Corpus Christi ("City"), a Texas home-rule municipality, and Braselton Development Company, Ltd. ("Developer/Owner"), a limited liability company. WHEREAS, the Developer/Owner, in compliance with the City's Unified Development Code ("UDC"), has a plat, approved by the Planning Commission on June 09, 2021 to develop a tract of land, to wit approximately 9.44 acres known as London Town Subdivision Unit 6 as shown in the attached Exhibit 1, the content of such exhibit being incorporated by reference into this Agreement; WHEREAS, under the UDC, the Developer/Owner is responsible for construction of the Trunk Line, ("Wastewater Improvements"); WHEREAS, under the UDC, the Developer/Owner is eligible for reimbursement of the Developer/Owner's costs for the construction of Wastewater Improvements; WHEREAS, it is to the best interest of the City that the Wastewater Improvements be constructed to its ultimate capacity under the City's applicable Master Plan; WHEREAS, Section 8.5.2.E. of the UDC authorizes the acceptance of applications to be eligible for reimbursement in the future when funds become fully available in the Wastewater Trunk System Trust Fund and are appropriated by the City Council; WHEREAS, the Developer/Owner has submitted an application for reimbursement of the costs from the Wastewater Trunk System Trust Fund for installing the Wastewater Improvements, as shown in Exhibit 2, the content of such exhibit being incorporated by reference into this Agreement; WHEREAS, Developer/Owner may be paid when assets of the Wastewater Trunk System Trust Fund are sufficient, authorized for such purpose, and Developer/Owner has priority per UDC §8.5.2. E. WHEREAS, the Developer/Owner has started construction for the required wastewater trunk line; NOW, THEREFORE, in consideration of the mutual promises and covenants contained in this Agreement, the parties do covenant and agree as follows: 1. TRUSTEE LIABILITY. a. The City is executing this agreement as trustee of the Wastewater Trust Fund pursuant to UDC §8.5. The City is acting as trustee to further its governmental functions of providing water and sewer service. Texas Constitution Article 11, Section 3 prohibits the City from becoming a subscriber to the capital of any private corporation or association, or make any appropriation or donation to the same, or in anywise loan its credit. As such, the City's participation as Trustee does not create a loan of its credit. Execution of this agreement constitutes a promise to pay only to the Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 1 of 12 extent that the assets and future assets of the trust are sufficient for such purpose and it is expressly agreed that any judgment will only be satisfied out of the assets of the trust and not out of the City's assets. The City is excluded from personal liability. b. The Wastewater Sanitary Sewer Trunk Line Trust Fund was established by Ordinance No. 17396 to encouraging the orderly development of subdivisions within and surrounding the City of Corpus Christi, Texas and continues pursuant Texas Local Government Code §395.001(4)(C). The revenue generated for funding and continuation of the Wastewater Sanitary Sewer Trunk Line Trust Fund is subject to legislation of the State of Texas and the City of Corpus Christi. Nothing in this agreement guarantees neither the continuation nor future revenues of the Wastewater Sanitary Sewer Trunk Line Trust Fund. The City is not liable for modification or termination of the Wastewater Sanitary Sewer Trunk Line Trust Fund. The Developer/Owner agrees that any modification or termination of the Wastewater Sanitary Sewer Trunk Line Trust Fund is a legislative action and does not constitute a breach of trust, an act of bad faith, an intentional or reckless indifference to the interest of a beneficiary, or a profit derived by the trustee from a breach of trust. 2. PLANS AND SPECIFICATIONS. a. Developer/Owner shall contract with a professional engineer licensed in the State of Texas and acceptable to the City's Development Services Engineer to prepare plans and specifications for the Wastewater Improvements, as shown in the attached Exhibit 3, the content of such exhibit being incorporated by reference into this Agreement, with the following minimum requirements: Item DESCRIPTIU`1 JNI- ESTIMATED ESTIMATED UNIT PRICE QUANTITY QUANTITY+5% SANITARY SEWER IMPROVEMENTS FOR 21"SSWRTRONIS LINE 1 PSI PVCPEI ''S x3TM H:T7 f2l)-2 C..11 LF 123 2D3 >: 100 CO PSI 131.1011P21 "_R3TIa1Fc?2i2Z-c4'C ii LF 351 375 6 im o 3 v°HA T—ch P v1ectian LF 551) `75 S 3 DD 4 Embedment LF 55D 5'S S 15DD 5 Diamet_•Vanhol=i34'-W Cu1i 1 5,:00 DD TOTAL:SANITARY SEWER IMPRD':'EMENTS FCR 21"SSWRTRU`4K LNE (Developer/Owner may use 24" PSI PVC if the supply of 21" PSI PVC is unavailable. The additional cost of 24" PSI PVC will be at the Developer/Owner's expense) b. The plan must be in compliance with the City's master plans. c. The plans and specifications must comply with the City's Wastewater Standards Detail Sheets and Standard Specifications. d. Before the Developer/Owner starts construction, the plans and specifications must be approved by the City's Development Services Engineer. 3. REIMBURSEMENT. Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 2 of 12 a. The cost for the Wastewater Improvements less $23,973.00 lot/acreage fee credit is $82,935.48 Subject to the conditions for reimbursement from the Wastewater Trunk Line System Trust Fund and the appropriation of funds, the City will reimburse the developer, the reasonable actual cost of the Wastewater Improvements up to an amount not to exceed $82,935.48 as shown in the attached Exhibit 4, the contents of such exhibit being incorporated by reference into this Agreement. b. Subject to the conditions for reimbursement from the Wastewater Trunk Line System Trust Fund per the UDC and this agreement, the City agrees to reimburse the Developer/Owner on a monthly basis upon invoicing for work performed. The submitted invoice shall be deemed administratively complete by the City prior to payment. The reimbursement will be made no later than 30 days from the date of the City's administrative approval of the invoice. Developer/Owner shall submit all required performance bonds and proof of required insurance under the provisions of this Agreement. c. Cost-supporting documentation to be submitted shall include: 1. Summary of Costs and Work Performed on Form provided by the Development Services Department. 2. Contractor and professional services invoices detailing work performed. 3. The first reimbursement request requires submittal of invoices for work performed. Future disbursements shall provide evidence of payment by the developer/owner through a cancelled check or bank ACH for the previous submittal. The final reimbursement request shall require evidence that all invoices to date have been paid. d. To be eligible for reimbursement, the work must be constructed in a good and workmanlike manner and must have been inspected and accepted by the City. The City agrees to conduct periodic inspections and approve the progress of the work at key points during construction. e. The final 5% of the total contract reimbursement amount will be held as retainage until such time the City issues acceptance of public infrastructure in accordance with Unified Development Code. f. In the event that this Agreement is terminated by the City as a result of an uncured default by the Developer/Owner and at a time when there has been a partial completion and/or partial payment for the improvements, then the City shall only reimburse the Developer/Owner for its costs that were legitimately incurred towards the completion of the improvements that have been inspected and accepted by the City up to the time that the uncured default occurred. 4. PAYMENTS, CREDITS, AND DEFERRED REIMBURSEMENT. a. All payments, credits, priority of reimbursement, and deferred reimbursement shall be made in accordance with UDC §8.5. Developer/Owner understands and agrees that if funds are not available in the Wastewater Trunk System Trust Fund, that reimbursement will not be made until such funds are available, appropriated, and Developer/Owner has priority per UDC §8.5.2. Pursuant UDC §8.5.2. E., priority is Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 3 of 12 determined according to the date the reimbursement agreement is approved by the City Council. b. Payments will not be paid when funds are not available in the Wastewater Trunk System Trust Fund. Payments may be made when monies are available in and appropriated from the Wastewater Trunk System Trust Fund and the Developer/Owner has priority in accordance with UDC §8.5.2. E. c. If the developer is owed funds from the Wastewater Trunk System Trust Fund, the developer will be given credit for lot or acreage fees that are due on subsequent final plats filed with the County Clerk in accordance with UDC §8.5.2. E. The amounts credited will be deducted from the outstanding amounts owed to the developer by the Wastewater Trunk System Trust Fund until the total amount owed has been paid, provided that the lands being platted are within or contiguous to the boundaries of the preliminary plat of the originally developed property, the land will be served by the wastewater trunk line for which the credit was given, and an extension of the trunk line was not required to serve the land. 5. DEVELOPER/OWNER TO COMPLETE IMPROVEMENTS. Developer/Owner shall award a contract and complete the Wastewater Improvements under the approved plans and specifications within 24 months from the date of City Council approval of this agreement. 6. NOTICES. a. Any notice or other communication required or permitted to be given under this Agreement must be given to the other party in writing at the following address: 1. If to the Developer/Owner: Braselton Development Company, Ltd. Attn: Fred Braselton 5337 Yorktown Boulevard-Suite 10D Corpus Christi, TX 78413 2. If to the City: City of Corpus Christi Attn: Director, Development Services Department 2406 Leopard Street 78401 P. O. Box 9277 Corpus Christi, Texas 78469-9277 with a copy to: City of Corpus Christi Attn: Assistant City Manager, Business Support Services 1201 Leopard Street 78401 P. O. Box 9277 Corpus Christi, Texas 78469-9277 Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 4 of 12 b. Notice must be made by United States Postal Service, First Class mail, certified, return receipt requested, postage prepaid; by a commercial delivery service that provides proof of delivery, delivery prepaid; or by personal delivery. c. Either party may change the address for notices by giving notice of the change under the provisions of this section. 7. REQUIRED CONSTRUCTION. Developer/Owner shall construct the Wastewater Improvements in compliance with the City's UDC, the City's Infrastructure Design Manual, and all local, state and federal laws, codes and regulations, in accordance with the plans and specifications submitted to the City's Development Services Department and reviewed and approved by the City's Development Services Engineer. 8. SITE IMPROVEMENTS. Prior to the start of construction of the Wastewater Improvements, Developer/Owner shall acquire and dedicate to the City the required additional public utility easements ("Easements"), if any, necessary for the completion of the Wastewater Improvements. If any of the property needed for the Easements is owned by a third party and the Developer/Owner is unable to acquire the Easements through reasonable efforts, then the City may use its powers of eminent domain to acquire the Easements. Developer will be responsible for cost of acquisition, payable from the reimbursement agreed to in this agreement. 9. PLATTING FEES. Developer/Owner shall pay to the City the required acreage fees and pro- rata fees as required by the UDC. 10. TIME IS OF THE ESSENCE. Time is of the essence in the performance of this contract. 11. PROMPT AND GOOD FAITH ACTIONS. The parties shall act promptly and in good faith in performing their duties and obligations under this Agreement. If this Agreement calls for review or inspections by the City, then the City's reviews or inspections must be completed thoroughly and promptly. 12. DEFAULT. The following events shall constitute default: a. Developer/Owner fails to engage a professional engineer for the preparation of plans and specifications by the 10th calendar day after the date of approval of this Agreement by the City Council. b. Developer/Owner's professional engineer fails to submit the plans and specifications to the City's Director of Engineering Services by the 40th calendar day after the date of approval by City Council. c. Developer/Owner fails to award a contract for the construction of the project, according to the approved plans and specifications, by the 70th calendar day after the date of approval by City Council. d. Developer/Owner's contractor does not reasonably pursue construction of the Wastewater Improvements under the approved plans and specifications. e. Developer/Owner's contractor fails to complete construction of the Wastewater Improvements, under the approved plans and specifications as provided in section 4 of this agreement. Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 5 of 12 f. Either the City or the Developer/Owner otherwise fails to comply with its duties or obligations under this Agreement. 13. NOTICE AND CURE. a. In the event of a default by either party under this Agreement, the non-defaulting party shall deliver notice of the default, in writing, to the defaulting party stating, in sufficient detail, the nature of the default and the requirements to cure such default. b. After delivery of the default notice, the defaulting party has 15 business days from the delivery of the default notice ("Cure Period") to cure the default. c. In the event the default is not cured by the defaulting party within the Cure Period, then the non-defaulting party may pursue its remedies in this section. d. Should Developer/Owner fail to perform any obligation or duty of this Agreement, the City shall give notice to Developer/Owner, at the address stated in section 5, of the need to perform the obligation or duty, and should Developer/Owner fail to perform the required obligation or duty within 15 days of receipt of the notice, the City may perform the obligation or duty, charging the cost of such performance to Developer/Owner by reducing the reimbursement amount due Developer/Owner. e. In the event of an uncured default by the Developer/Owner, after the appropriate notice and Cure Period, the City has all its common law remedies and the City may: 1. Terminate this Agreement after the required notice and opportunity to cure the default; 2. Refuse to record a related plat or issue any certificate of occupancy for any structure to be served by the project; and/or 3. Perform any obligation or duty of the Developer/Owner under this Agreement and charge the cost of such performance to the Developer/Owner. The Developer/Owner shall pay to the City the reasonable and necessary cost of the performance within 30 days from the date the Developer/Owner receives notice of the cost of performance. In the event the Developer/Owner pays the City under the preceding sentence and is not otherwise in default under this Agreement, then the Agreement shall be considered in effect and no longer in default. f. In the event of an uncured default by the City after the appropriate notice and Cure Period, the Developer/Owner has all its remedies at law or in equity for such default. 14. FORCE MAJEURE. a. The term "force majeure" as employed in this Agreement means and refers to acts of God; strikes, lockouts, or other industrial disturbances; acts of public enemies; insurrections; riots; epidemics; landslides; lightning; earthquakes; fires; hurricanes; storms; floods; washouts; droughts; arrests; civil disturbances; explosions; or other causes not reasonably within the control of the party claiming the inability. Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 6 of 12 b. If, by reason of force majeure, either party is rendered wholly or partially unable to carry out its obligations under this Agreement, then the party claiming force majeure shall give written notice of the full particulars of the force majeure to the other party within ten (10) business days after the occurrence or waive the right to claim it as a justifiable reason for delay. The obligations of the party giving the required notice, to the extent affected by the force majeure, are suspended during the continuance of the inability claimed but for no longer period, and the party shall endeavor to remove or overcome such inability with all reasonable dispatch. 15. THIRD-PARTY BENEFICIARY. Developer/Owner's contracts with the professional engineer for the preparation of the plans and specifications for the construction of the Wastewater Improvements, contracts for testing services, and contracts with the contractor for the construction of the Wastewater Improvements must provide that the City is a third-party beneficiary of each contract. 16. PERFORMANCE AND PAYMENT BONDS. Developer/Owner shall, before beginning the work that is the subject of this Agreement, furnish a performance bond payable to the City of Corpus Christi if the contract is in excess of$100,000 and a payment bond if the contract is in excess of$50,000. Bonds furnished must meet the requirements of Texas Insurance Code 3503, Texas Government Code 2253, and all other applicable laws and regulations. The performance or payment bond must name the City as an obligee. If the Developer/Owner is not an obligor, then Developer/Owner shall be named as a joint obligee. The bond must clearly and prominently display on the bond or on an attachment to the bond: (1) the name, mailing address, physical address, and telephone number, including the area code, of the surety company to which any notice of claim should be sent; or (2) the toll-free telephone number maintained by the Texas Department of Insurance under Subchapter B, Chapter 521, Insurance Code, and a statement that the address of the surety company to which any notice of claim should be sent may be obtained from the Texas Department of Insurance by calling the toll-free telephone number. 17. DEDICATION OF WASTEWATER IMPROVEMENTS. Upon completion of the construction, dedication of Wastewater Improvements will be subject to City inspection and approval. 18. WARRANTY. Developer/Owner shall fully warranty the workmanship of and function of the Wastewater Improvements and the construction thereof for a period of one year from and after the date of acceptance of the facilities by the City's Director of Engineering Services. 19. INDEMNIFICATION. Developer/Owner covenants to fully indemnify, save and hold harmless the City of Corpus Christi, its officers, employees, and agents, ("indemnitees") against any and all liability, damage, loss, claims, demands suits and causes of action of any nature whatsoever asserted against or recovered from city on account of injury or damage to person including, without limitation on the foregoing, workers compensation and death claims, or property loss or damage of any other kind whatsoever, to the extent any injury, Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 7 of 12 damage, or loss may be incident to, arise out of, be caused by, or be in any way connected with, either proximately or remotely, wholly or in part, the Developer/Owner's failure to comply with its obligations under this agreement or to provide city wastewater service to the development, including injury, loss, or damage which arise out of or are in any manner connected with, or are claimed to arise out of or be in any manner connected with the construction, installation, existence, operation, use, maintenance, repair, restoration, or removal of the public improvements associated with the development described above, including the injury, loss or damage caused by the sole or contributory negligence of the indemnitees or any of them, regardless of whether the injury, damage, loss, violation, exercise of rights, act, or omission is caused or is claimed to be caused by the contributing or concurrent negligence of indemnitees, or any of them, but not if caused by the sole negligence of indemnitees, or any of them, unmixed with the fault of any other person or entity, and including all expenses of litigation, court costs, and attorneys fees, which arise, or are claimed to arise, out of or in connection with the asserted or recovered incident. This indemnity specifically includes all claims, damages, and liabilities of whatever nature, foreseen or unforeseen, under any hazardous substance laws, including but not limited to the following: (a) all fees incurred in defending any action or proceeding brought by a public or private entity and arising from the presence, containment, use, manufacture, handling, creating, storage, treatment, discharge, release or burial on the property or the transportation to or from the property of any hazardous substance. The fees for which the developer/owner shall be responsible under this subparagraph shall include but shall not be limited to the fees charged by (i) attorneys, (ii) environmental consultants, (iii) engineers, (iv) surveyors, and (v) expert witnesses. (b) any costs incurred attributable to (i) the breach of any warranty or representation made by Developer/Owner in this agreement, or (ii) any cleanup, detoxification, remediation, or other type of response action taken with respect to any hazardous substance on or under the property regardless of Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 8 of 12 whether or not that action was mandated by the federal, state or local government. This indemnity shall survive the expiration or earlier termination of the agreement. 20. ASSIGNMENT OF AGREEMENT. This Agreement or any rights under this Agreement may not be assigned by the Developer/Owner to another without the written approval and consent of the City's City Manager. 21. DISCLOSURE OF INTEREST. Developer/Owner agrees, in compliance with the Corpus Christi Code of Ordinance Sec. 2-349, to complete, as part of this Agreement, the Disclosure of Interest form attached to this Agreement as Exhibit 5. 22. CERTIFICATE OF INTERESTED PARTIES. Developer/Owner agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 Certificate of Interested Parties as part of this agreement. Form 1295 requires disclosure of"interested parties" with respect to entities that enter contracts with cities. These interested parties include: (1) persons with a "controlling interest" in the entity, which includes: a. an ownership interest or participating interest in a business entity by virtue of units, percentage, shares, stock or otherwise that exceeds 10 percent; b. membership on the board of directors or other governing body of a business entity of which the board or other governing body is composed of not more than 10 members; or c. service as an officer of a business entity that has four or fewer officers, or service as one of the four officers most highly compensated by a business entity that has more than four officers. (2) a person who actively participates in facilitating a contract or negotiating the terms of a contract with a governmental entity or state agency, including a broker, intermediary, adviser or attorney for the business entity. Form 1295 must be electronically filed with the Texas Ethics Commission at https://www.ethics.state.tx.us/whatsnew/elf info form1295.htm. The form must then be printed, signed, notarized and filed with the City. For more information, please review the Texas Ethics Commission Rules at.https://www.ethics.state.tx.us/legal/ch46.html. 23. CONFLICT OF INTEREST. Developer/Owner agrees to comply with Chapter 176 of the Texas Local Government Code and file Form CIQ with the City Secretary's Office, if required. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at nttp://www.cctexas.com/government/city secretary/conflict-disclosure/index 24. AUTHORITY. All signatories signing this Agreement warrant and guarantee that they have the authority to act on behalf of the entity represented and make this Agreement binding and enforceable by their signature. Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 9 of 12 25. EFFECTIVE DATE. This Agreement becomes effective and is binding upon and inures to the benefit of the City and the Developer/Owner and their respective heirs, successors, and assigns from and after the date of final execution by all parties. Remainder of page intentionally left blank; signature page to follow. Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 10 of 12 EXECUTED IN ONE ORIGINAL this day of ' 20 ATTEST: CITY OF CORPUS CHRISTI Rebecca Huerta Albert J. Raymond III, City Secretary Director of Development Services APPROVED AS TO LEGAL FORM: Buck Brice (Date) Assistant City Attorney For City Attorney Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 11 of 12 DEVELOPER/OWNER: Braselton Development C mpany, Ltd By. -1 FrecVBraselton, President STATE OF TEXAS § COUNTY OF § This instrument was acknowledged before me on 1`��a-r I 20k, by Fred Braselton, for Braselton Development Company, Ltd., a Texas Limited Partnership, on behalf of said Texas Limited Partnership. \\, '�2 I—A O � Notary Public's Si na e JENNI BROWN a= =Notary Public,State of Texas s Comm. Expires 02-23-2025 Notary ID 132939640 Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 11 of 11 General Nates: County of Nueces Location Mop:N.T.S. City of Corpus Christi 1. Total platted ore.contains 9.44 Acres of Lana.(Includes street dedication) EXHIBIT 1 2. 5/8 Inch Iran Rad with red plastic cap stamped"URBAN ENGR CCTX"Set at E a all lot corners,unless otherwise noted. Fdo CNneea 3. The rec.wing w ter far the storm water runoff from this property is the Oso Plat Of Lam..mw.e e.me onus�� e Creek. The TCEO has not classified the aquatic life use far the Oso Creek, but it is recognized as a env ran en[.Ily sensitive.r .The Oso Creek flows ,n P dne irectly into the 0..Bay Th.�TCED has cl...ifietl the aquatic life use for the London Towne Subdivision Osa Bay a ptiord"and "oyster waters'and categorized the receiving n water as cxce "contact reare.tl. ua.. Unit 6 4�� Z�4. The yad requirement, s depicted, is requirement of the Unifietl bsin 9.44 Acre Tract, out of Sectin D, Development Code antl is subject to change as the zoning may change. 9Laureles Farm Tracts, o map of which corded Farm to Ma 5. All driveways to public Streets within the subdivision shall canfarm to access in Volume 3, Page 15, Map Records of r Nueces management standards outlined in Article 7 of the UDC. County, Texas; and being a portion of a 21.76 sAcre Tract of Land described Warranty Deed Sarveyar with Vendor's Lien from Joseph John Meaney, as 1. Grid Bearings and Distances shown hereon are referenced to the Texas Trustee of the ClaireElizabeth Haynes Trust, the the Emily P. Coordinate System of 1983, Texas South Zone 4205,and are based an the Isabelle Marie Haynes Trust, a North American Datum of 1983(2011)Epoch 2010.00. Haynes Trust, by and through his Attorney—In—Fact, David Walsh; and Elizabeth Anne Meaney, Trustee of 2. Existing Flood Map:By graphic plotting only,thisproperty is currently in Zone the Lucy A. Haynes Trust, to Braselton Development State f T<xa. "C" of the Flood Insurance Rate Map (FIRM), CommunityTex limited partnership, County of Nueces 485494 0505 D,Carpus Christi,Texas,which bears a revised date of June 4, recorded in Document No. 201 900 252 4, Official This final plat.f the herein described property vas approved by the D.p.rar-t of De relopni-t 1987 and is not in a Special Flood Hazard Area. The existing FIRM Panel Public cin s. of Nueces County Texas, a portion Services of the City of Corpus Christi,Taros. 485494 0505 0 is bases on the National Geodetic Vertical Datum of 1929 of 8.68 Acre Tract of Land described (NCV➢). an a in a General Warranty Deed from Joseph Jahn Meaney, this the_____day of------------------20_____ 3. Proposed Flood Map: This property is prop...d to lie within Zone"X"of the Trustee of the Claire Elizabeth Haynes Trust, the Flood Insurance Rate Map(FIRM), Community Panel Number 48355CO505G, Isabelle Marie Haynes Trust, the Emily P. Haynes Nueces County, Texas, Community Panel Number 48355CO505G hears . Trust, the Laura Marie Haynes Trust and the Luke Brett FlMLPT revised preliminary date of May 30, 2016. The Proposed FIRM Panel Ian HaynesTrust, and Elizabeth Anne Meaney, Development Service.Engineer 48355C0505G is based on the North American Vertical Datum of 1988 Trustee of the Lucy A. Haynes Trust, to Broselton (NAV 88). Development Company, Ltd., a Texas limited State of T<... partnership, recorded in Document No. 2019028160, County of Nue«. Official Public Records of Nueces County, Te xos, This Rnm plat of the erein desab d property rn approved an behmr of the city of carpus Christi, and a portion of an 12.88 Acre Tract of Land re:as by me wanninghcammmsmn.e described a Warranty Deed with Vendor's Lien n from Joseph John Meaney, Trustee of the Claire This the-----day of--------_---------20----- Elizabeth Haynes Trust, the Isabelle Marie Haynes Trust, the Emily P. Haynes Trust, the Laura Marie Haynes Trust and the Luke Ian Haynes Trust, and u Raymane,III,AlA Dani<I N.Dibble Elizabeth Anne Meaney, Trustee of the Lucy A. Secretary Chairman Haynes Trust, to Braselton Development Company, Ltd., a Texas limited partnership, recorded in State of Texas Document No. 2021004229, Official Public Records County of Nu«es of Nueces County, Texas. .sands,Clerk of the Count Court in and for sae Count it t e fore Y yea ashy cab y M1 going I,Kar i M1 a[[M1 insWmen[dated[he day of--day of _—20_wim its certificate of authentication-- was ___ filed for record in my afRce the--_day of------_20----At____D'claak id County ,and eay a odea the_Day of_____ 20____at____O'dack__1.1.,in sale County in Volume____,Page------_.Map Records. state of texas state of texas NT[...s m hand and s«I or the Count Court,In and for said Cwrt at free In Corp..County of Nu«es County of Nu«es Texas, hedaya last xm.r. Y Y' Christi. an ear Braselton Development Company,Ltd.,a Texas limited partnaahip,herby colo!" ANER1C BANK,hereby xr[ifiea that it boldo a lien on the property ornea by that it is the oxna of the lanae enbraced within the bwndad<a of the fa<gaing Braselton Develapnmenl Company,Ltd.,a Texas limited partnership, s dhow,on the 'IaI; [hal it Mas had said lands verve'd and subdiWded a shorn: that s[rcels forsgcoi^'map d iI approves of the subdiWsion and dedication for the purpoxs Filed far Record ro Sands,Ca [ Cerk horn are dedicated, to the public u e focus, that<servants as her are and o ideations therein expressed. eves Court,uTe...I use for the' a Ka andicthat to[h<public installation,operation and d of public u[litieS Nu and that this map vas mase far the purpose of eescripti.n and dedication. at________O'clock--_1J. This the_____day of------------------2D------ ____—___—.20---—__ By_____—__________—_ D poly This we_____dor or-----------------zo_____ By.AMERICAN BANK State of texas By.Brosetan De—pmmt Company,Ltd.,a Texas limited partnaahip County of Nueces B B—Itou Marva t Cam genera Par BY P 9 I1.Dan L Urban,.Registered Prafessiw.l Land Surveyor far U n Engoine rg.h ve prepared t y, genet pony,LLC,its tner Philli J.Ritl<w Senior Lenein O/fi<er going map a ground under is true hest of mY knowledge,mf---lioneand belief; ha�ebeen mmgaged donde contract to set.11LLot and BY Stale of Texas clockh. writs aeouse Profnsi.nal procticremplete such aper.tians with due and re...nable dlig— Fred Braselton,President County of Nueces cane e. Thie instrument vas ackn.wledgea before me by Phillip J.Ritley,as Senior Lending mid the-----day at----------_-----20----- State of Texas Of—of AMERICAN BANK,w behalf of sale bank. County of Nueces This inedged before m y Fred Brasetan,as President of strvM.-wast Cann e b Braselton Management Company, LLC, general partner id entity tan Development This the_____day of_________—______�2D____. Company,Lt.,a Texas limited partnaahip,an behalf of said y said capacity. Prelim dry,thie doc est shell not be recorded Dan n,R.P.LS_ for say Pu pas ad shell sot he used or Hewed rexaa License No.4110 e and fa the State of Taxa or relied u n as a flee/aur do.. en,This the_____tlaY of-----------------213----- N.t.rY Public in s Revised:2/1/22 (�(� URBAN ■■gyp �� Submitted:2/10/21 Y Notary Public in and fa the State of texas SCALE:None JOB tte 42900.0 1.01 ENGINEERING SHEET:1 of 2 DRAWN BV:XG 020]2 b at OuN�ongeineedng R111,N, x �eo c e1_)9 ce,a 99,343 oPxx (ow�a.6ya°a Ro�MJ Re Noc No. .,c*)as N58'[2'59'E 540.00' „as,z 5s� 6ss.H nc,P s o z a zoo$0 8 8 8 zW "U -0 -26 D ^28 29 „� a — 12 b9'YI a oamymw Cho OrM 5 8'W 17.;2 , es Cow.xteo:cooat.Nd i 'oosgeoog_P � E Na ` / latPowno28 mw w`d, non sem of London Te S ubdivision 2-0-x°. Unit 6 L 10 _ being a 9.44 Acre Tract, out of Section D, Laureles Farm Tracts, a map of which is recorde0 in Volume 3 Page 15, Map Records of Nueces y o am y�g w zee v e / /; County Texas; and being portion of 21.76 = = j/g Acre Tract of Land described in a Warranty Deed ,7 47 _ with Vendor's Lien from Joseph John Meaney, as __ — -- -- — sE� s / /v Trustee of the ClaireElizabeth Haynes Trust, the - 6nabrY Isabelle Marie Haynes Trust, and the Emily P. _ Haynes Trust, by and through his Attorney—in—Fact, o.a.a.... h' David Walsh, and Elizabeth Anne Meaney, Trustee of no.zoz o 1 x the Lucy A. Haynes Trust, to Braselton Deelo meint g ° Company, Ltd., a Texas limited partnersh 9 s recorded in Document No. 2019002524, Officip, Public Records of Nueces County, Texas, a portion 589'1259 ,a 40000 / / of on8.68 Acre Tract of Land described in a General Warranty Deed from Joseph John Meaney, Trustee of the Claire Elizabeth Haynes Trust, the aem1— 173 °`� / / Isabelle Marie Haynes Trust, the Emily P. Haynes Trust, the Laura Marie Haynes Trust and the Luke xs Ian Haynes Trust, and Elizabeth Anne Meaney, 1epeo°' eoo�ro ocor N-1- � Trustee of the Lucy A. Haynes Trust, to Braselton •s/N men ven xea x x a Development Company, Ltd., a Texas limited partnership, recorded in Document No. 2019028160, veaw°s Rrecenr reeea Official Public Records of Nueces County, Texas, o s/e me,ver,xm and a portion of an 12.88 Acre Tract of Land LRBVIPENCR a1X'Set described in a Warranty Deed with Vendor's Lien from Joseph John Meaney, Trustee of the Claire e LRsxre1�cxcR aixerse m� Elizabeth Haynes Trust, the Isabelle Marie Haynes Trust, the Emily P. Haynes Trust, the Laura Marie o xe,i,ve„m Haynes Trust and the Luke Ian Haynes Trust, and Elizabeth Anne Meaney, Trustee of the Lucy A. Haynes Trust, to Braselton Development Company, Ltd., Texas limited partnership, recorded in 150 100 50 0 100 200 Document No. 2021004229, Official Public Records Graphic Scale of Nueces County, Texas. 1"=100' Revised:2/1/22 Submitted:2/10/21 URBAN SCALE: I"=100' Px/Imlee y,thla aroument ahe//not de xrorded JOB NO.:42900.01.01 far eny pu poae eea aeeu eae be eaea ar reaea ENGINEERING SHEET:2 of 2 relied upon e e feel aur y document. DRAWN By:XG 02022 b etOu Eny'needng EXHIBIT 2 APPLICATION FOR SEWER LINE CREDIT 1, Braselton Development Company,owner and developer of proposed London Town unit 6 subdivision,hereby apply for 2L *113- credit towards the sewer lot/acreage fee for the Master Plan sanitary sewer trunk line extension installed in conjunction with London Towne unit 6 Subdivision as provided for by City Ordinance No. 032357. The off-site construction cost, including 12% Engineering, is$106,908.48 as shown by the cost supporting documents attached herewith. Z Zy-- (Developer) ( ate) THE STATE OF TEXAS a COUNTY OF NUECES ❑ This instrument was acknowledged for me on 2022 by JENNI BROWN T�() Notary Public,State of Texas �tf Comm.Expires 02-23-3038 Notary Public in a ueces County,Texas Notary ID 133838640 CERTIFICATION The information submitted with this application has been reviewed and determined to be correct and a credit for is, 2- 3 is herewith approved. Zf ph-ked 2o 22 Date lCgi+t�et')' PC VZ 16 � K I ���✓t��5 EXHIBIT 2 APPLICATION FOR SEWER LINE REIMBURSEMENT 1, Braselton Development Company, owner and developer of proposed London Towne unit 6 Subdivision, hereby request reimbursement of$82,935.48 for the installation of the Master Plan sanitary sewer trunk line in conjunction with London Towne unit 6 Subdivision, as provided for by City Ordinance No. 032357. Said $106,908.48 is the construction cost, including 12% Engineering., in excess of the lot/acreage fee,as shown by the cost supporting documents attached herewith. '�_ Zfir/' ( evelopeLr (Date) JW THE STATE OF TEXAS ❑ COUNTY OF NUECES ❑ This instrument was acknowledged before me on s 2022 by&??-I bim-se, ;ova Y."ti 4,S JENNI BROWN f ekNotary pub ° tic,State of Texas Comm.Expires 02-23-2026 an(L/14� Notary ID 132939640 Notary Public in a ueces County,Texas CERTIFICATION The information submitted with this application for reimbursement has been reviewed and determined to be correct. Reimbursement is subject to: (a) sufficiency of funds in the Collection/Trunk Line Trust Fund (b) appropriation and approval by the City Council I 2 I'4,-cr 26JZZ Hit�cti�'af-Engitjeeritg- (Date) � Celan mkt- �����-ee EXHIBIT 3 PROFILE MEW X" UNT 6 SANTARY SEWER UNE B M 35 30 30 ayp� --------------- ---------------------- - ----------------- 25 ---- 25 20 21 1P fA z OZ q Z zw 12 ow JOB N0. '^ ECHANICAL JOINT ` ------------ 40 Wide Priv(Doc.No. LOCK 17 to Access ase BLOCK NCTSHANLL/BE PRONOEO m-t of ON WATER NNE BENDS, FlTIINCS ANO DEP➢-ENDS AS 3 19 20 21 tlA 22201 002524. .P.R.N.C.T.) REOUIREO ANO COORDINATED a ee n ie zs ,o z� �i By THE Cliv. vy meW me U.E. 0oc.No. J 37982,0. .R.N.C.T.) � - sFRNCE LOCAPONs ARE va v.cema I b 20 v.p. sHONN S(HEIAAPCPILY. T 5'u _ CONSULT SiPN0AR0 OEiNLS ______ ______ _____ __ rer[xanwr c-me ---»• --___ -�_ ----xm _3 y- --_ ----nvr -- n« -____ _____ - ___ FOR LOCATIONS. � AM Es RAsE DRI a(s'u.E (oo2 No LEGEND _ PROPOSED SYMBOLS —21 e.m Hm a.m m9 m m. NAY P.R.N.GY�.) iEBl. li •iiu —�.� t 2 46'W'id,pTe ,o e C5'U.E (D ..e eew Ulm vn¢ ue�e� e.w2 P ) O s w.NAr s.En.aa W; ol.,,,eua -- --- -----_ __ ______ _____ _ ________ __ ----- ___ oAvasn vma rLo..e 'rve � wee sumw�s Orel ^.P.��.Hrea � r N co DIY, a I sur. o- e- n.xi., !aig: c u41 BLOCK 2 w ma ma v n n ss SwWtt SFvq mE -A 21 20 11 - EMl$11NO SYMBOLS rzo'va �J 20.a AJEaumm I I I �,. urtA vx1E -----xi 116 .m .vm swrwr srm uc an.m rem .m o � rzo�� "orvoory roxNE UNITS e x I wu BE 2 BLOCK2 - acmnrurrmi SMY ONSIR CIF DON AOIIiS ME 9HONN NNCiHEIx Q W ~ - —T NAT LONDON TONNE UNIT J IS 14 15 16 DELAYED 1HE CUEPNOUTS wLL DE z s a s s : e s �o r PROPOSED LONDON TONE UNIT J REPLACED M`H NANH—S. Lu .1 aca 7 3 a p P Y ------ --- ------ ----- ------------ ------ ----- --n - ------------ ----------------- 17 -----1] 351.UZZ �� �o ss se n se xs OCK 2r xi BLOCK 26 - Z Q W o 0 ¢ � o'r.z - ___ ______ _sue_ _________♦e'ne�_____ __________________ W 'BREEB Y D VE �W BLOCK 2] 17 a epa i Lte29 30 31 en s, ea O N.i JB N ---- -------- --------- 0-- -- -- . -------------- - u.[. .Y900.CI.OI EXHIBIT 4 REIMBURSEMENT FOR SANITARY SEWER MASTER PLAN IMPROVEMENTS DATE: JANUARY 2022 LONDON TOWNE UNIT 6 Engineer:MURRAY F.HUDSON,P.E. JOB NO: 42900.C1.01 Item DESCRIPTION UNIT ESTIMATED ESTIMATED UNIT PRICE TOTAL PRICE QUANTITY QUANTITY+5% SANITARY SEWER IMPROVEMENTS FOR 21"SSWR TRUNK LINE 1 21"PSI PVC/PSI 115 ASTM F679 20'-22'Cut LF 193 203 $ 100.00 $ 20,300.00 2 21"PSI PVC/PSI 115 ASTM F679 22'-24'Cut LF 357 375 $ 150.00 $ 56,250.00 3 OSHA Trench Protection LF 550 578 $ 3.00 $ 1,734.00 4 Embedment LF 550 578 $ 15.00 $ 8,670.00 5 5'Diameter Manhole 24'-26'Cut EA 1 1 $ 8,500.00 $ 8,500.00 TOTAL:SANITARY SEWER IMPROVEMENTS FOR 21"SSWR TRUNK LINE $ 95,454.00 Engineering,Testing&Surveying(12%) $ 11,454.48 TOTAL REIMBURSEMENT DUE: $ 106,908.48 NOTES: 1.Prices are from MVR Construction contract with Braselton Development Company. PG1of1 EXHIBIT 5 ` DISCLOSURE OF INTERESTS City of Corpus Christi Ordinance 17112, as amended, requires all persons or firms seeking fl to do business with the City to provide the following information. Every question must be answered. If the question is not applicable, answer with"NA". NAME: Braselton Development Company, Ltd. STREET: 5337 Yorktown Boulevard-Suite inn Corpus Christi CITY: P ZIP: 78413 FIRM is: Corporation Partnership Sole Owner Association Other DISCLOSURE QUESTIONS If additional space is necessary, please use the reverse side of this page or attach separate sheet. I. State the names of each "employee" of the City of Corpus Christi having an "ownership interest" constituting 3% or more of the ownership in the above named "firm". Name Job Title and City Department(if known) N/A 2. State the names of each "official" of the City of Corpus Christi having an "ownership interest" constituting 3% or more of the ownership in the above named "firm". Name Title N/A 3. State the names of each "board member" of the City of Corpus Christi having an "ownership interest" constituting 3% or more of the ownership in the above named "firm". Name Board, Commission, or Committee N/A 4. State the names of each employee or officer of a "consultant" for the City of Corpus Christi who worked on any matter related to the subject of this contract and has an "ownership interest" constituting 3% or more of the ownership in the above named "firm". Name Consultant N/A CERTIFICATE certify that all information provided is true and correct as of the date of this statement, that I have not knowingly withheld disclosure of any information requested; and that supplemental statements will be promptly submitted to the City of Corpus Christi, Texas as changes occur. President of Braselton Management Fred Braselton Company, LLC, general Partner of Certifying Person: Title: Braselton Development Company, Ltd. (Print Name) Signature of Certifying Person: Date: K:\DEVELOPMENTSVCS\SHARED\LAND DEVELOPMENT\APPLICATION FORMS\REZONING\DISCLOSURE OF INTERESTS STATEMENT-5.122015.DOC Reimbursement Agreement Agreement with Braselton Development Company, Ltd. For Wastewater Trunk Line Improvements London Towne Unit 6 City Council April 12, 2022 Aerial Overview , R GKEENVV _. It r ti ,.0 Gra oty Main-In Green Below � 1f F q r i S/ � u � r { d FM 43 WE6Eft RD no Location Map s N East side of CR 33, East of London Towne Subdivision Units 2 and 5 s< London Towne Unit 6 ° 944 Acre Tract,out of Section D,Laureles Ferm Tracts,Vol_3,Pg_15,MRNCT r—tL__, ®Subl�Parml w x�iycm . LOCATION MAP Trust Fund Balance as of February 28, 2022 Water Arterial Sanitary Sewer Sanitary Sewer Transmission& Water Distribution (Wastewater) (Wastewater) Grid Main Trust Main Trust Trunk System Collection Line Trust Trust lot&acreage fees pro-rata fees lot&acreage fees pro-rata fees 75%surcharge 25%surcharge 75%surcharge 25%surcharge $404,987.49 $105,227.32 $484,817.72 $63,057.58 Wastewater Trunk Line Trust Fund's Balance is $484,817.72 Funding in the amount of $82,935.48 will be appropriated to the developer Recommendation Approval The request submitted by the applicant is in accordance with UDC 8.5.2.E Plat s v e$ a � I -� al. of Lod T S bd U11,6 e� o r- 1 -u, U IRAN Wastewater Trunk Line System Master Plan London Area Wastewater Plan-Proposed 1—g.-1yww�rFw The--populatndwase ater bw ge--Mthe `° lana use This plan is Legentl 'Lft5'a- __ consistent praposetl Ma ns ro -�rye Dobbin G NMan(GM) ---------------- FTh. % gene F M-n(FM) f 1 F utak h ry- amonlyu ed- h d slryedThe formula-s r L d s°b-Rosie w it h t h e J LS Sery ce Area I 1 PF-51(ppl 11000?02(M- 2Maximum J) City Limit 1 3 n do and In E-m R-d / , lb dd�gallornperdryl��nwfiltrationantlinflowsM1allbealalaletlu fl Wastewater Estate Residential / 1 Low D—"Residential / 1 4P—Design Flow f.1edium Density Residential i All des o X stations,roue mains antl collection systens sM1all use Parks F tMFnflow as tryeir basis-ry h wfll include Me peaking factor and Master Plan Publirl5emi-Public -on antl iMlou / ai s airy belweean 2 teat per a -me e-aa°sbatbReo tl,o e °;na11M1e a tl�pa Trunk Line LS1 System for 21"GM � ,; the London r Service Area. � it p -------------u----a-------------------- _ 0 0050.1 D2 03 04 yf - A�4 r e ;,r THAMES CHASE DR I CARNABY ST o" z ---------------- BREEBRY DR Eli -- — -- — — b 0 500 Dale Crea[ed:Z 16/2022 �B Prepared By:ReyR Depar[men[ofDeve/opmenEServices ry�� �y yo<�rRo London Towne Unit 6 ;' SgRgTOGAe �P 9.44 Acre Tract, out of Section D, Laureles g %, Farm Tracts, Vol. 3, Pg. 15, MRNCT Fi SUBJECT Subject Parcel PROPER3TY WEBER RD A E N Map Scale: 1:3,600 = City Of COrpus j LOCATION MAP Christi SC 00 a� �h AGENDA MEMORANDUM �ORPO0.P��'0 First Reading Ordinance for the April 26, 2022 N zss2 Second Reading Ordinance for May 10, 2022 DATE: 03/01/2022 TO: Peter Zanoni, City Manager FROM: Al Raymond, Director Development Services alraymond(a-)cctexas.com (361) 826-3575 Wastewater Trunk Line Extension Construction and Reimbursement Agreement with Braselton Development Company, Ltd. to construct wastewater Improvements for a planned residential development, London Towne Unit 7 CAPTION: Ordinance authorizing a Wastewater Trunk Line Construction and Reimbursement Agreement with Braselton Development Company, Ltd. to construct off-site wastewater trunk line improvements for a planned residential subdivision, London Towne Unit 7, with a completion date of 24 months. Funding in the amount of $110,296.96 will be appropriated from the Wastewater Trunk System Trust Fund to reimburse the developer per the agreement. SUMMARY: Braselton Development Company, Ltd owner, and developer of proposed London Towne Unit 7 Subdivision is requesting a reimbursement of$110,296.96 for the installation of an off-site wastewater trunk line in conjunction with London Towne Unit 7 subdivision. The development is consistent with the Wastewater Master Plan Trunk Line System for the London Service Area amended on May 08, 2018, Ordinance No. 031426. BACKGROUND AND FINDINGS: London Towne Unit 7 Plat was approved by Planning Commission on June 09,2021 . Construction plans have been approved for release of construction for public improvements as of 02/01/2022.The subdivision is located north of FM 43 and east of CR 33. The residential development consisting of 10.86 Ares out of Section D, Laureles Farm Tracts Doc No. 2019028160 and is zoned RS and will include a proposed 60 lots. The wastewater trunk line improvement consists of installing 653 liner feet of 21-inch PSI PVC consistent with city standards outlined in the UDC. The developer/owner may use a 24" PSI PVC if the supply of 21" PSI PVC is unavailable. The additional cost of the 24" PSI PVC will be at the Developer/Owner's expense. The allowable reimbursement is 100 percent of the off-site construction costs less the acreage fee credit of$23,580.00 for an allowable reimbursement amount of$110,296.96 The term of the agreement is 24 months. The project is eligible for reimbursement from the Wastewater Trunk Line Trust Fund per UDC Section 8.5.2.E. ALTERNATIVES: This project will improve and facilitate development in the area. An alternative to utilizing trust funds to construct the wastewater improvements would be to construct the improvements with a City initiated CIP project. This option would most likely delay the construction until the required funding for the improvements could be programmed into the CIP budget and would most likely impact the developer's ability to build out the planned subdivision in a timely manner. FINANCIAL IMPACT: The total estimated project cost for the off-site wastewater trunk line improvements is $133,876.96,100 percent allowable reimbursement as well as a credit for sewer lot/average fee of $23,580.00. The maximum allowable reimbursement is $110,296.96 which will be appropriated from the Wastewater Trunk System Trust to cover the cost of the reimbursement to the developer. Funding Detail: Fund:4220 Wastewater Trunk System Trust Fund Organ ization/Activity:21800 Wastewater Trunk System Trust Mission Element-777 Project # (CIP Only): N/A Account:540450 Reimbursement to Developers RECOMMENDATION: Staff recommends approval. The project is in accordance with UDC Section 8.5.2.E. LIST OF SUPPORTING DOCUMENTS: Ordinance (with exhibit) Presentation Certification of Funds Location Map Ordinance authorizing a Wastewater Trunk Line Construction and Reimbursement Agreement with Braselton Development Company, Ltd. to construct off-site wastewater trunk line improvements for a planned residential subdivision within the city limits, London Towne Unit 7, with a completion date of 24 months; and appropriating $110,296.96 from the Wastewater Trunk System Trust Fund to reimburse the developer per the agreement. (District 3) 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 a Wastewater Trunk Line Construction and Reimbursement Agreement (Agreement) attached hereto, with Braselton Development Company, Ltd for the construction and installation of 653 linear feet of 21-inch PSI PVC/PSI wastewater trunk line which will tie into an existing manhole, to provide wastewater service for the planned residential subdivision named London Towne Unit 7, Corpus Christi, Texas. Developer/Owner may use 24" PSI PVC if the supply of 21" PSI PVC is unavailable. The additional cost of 24" PSI PVC will be at the Developer/Owner's expense. SECTION 2. In the event of project delay, the City Manager or designee is authorized to execute an extension of the Agreement for a period not to exceed a period of 24 months. SECTION 3. Funding in the amount of $110,296.96 is appropriated from the No. 4220-21800-777 Wastewater Trunk System Trust Fund to reimburse the Developer for the construction of the wastewater collection line improvements in accordance with the Agreement. SECTION 5. This ordinance takes effect upon passage. That the foregoing ordinance was read for the first time and passed to its second reading on this the day of 2022, 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 2022, 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 , 2022. ATTEST: Rebecca Huerta Paulette M. Guajardo City Secretary Mayor WASTEWATER TRUNK LINE CONSTRUCTIONAND REIMBURSEMENT AGREEMENT This Wastewater Trunk Line Construction and Reimbursement Agreement ("Agreement") is entered into between the City of Corpus Christi ("City"), a Texas home-rule municipality, and Braselton Development Company, Ltd. ("Developer/Owner"), a Texas Limited Partnership. WHEREAS, the Developer/Owner, in compliance with the City's Unified Development Code ("UDC"), has a plat, approved by the Planning Commission on June 09, 2021 to develop a tract of land, to wit approximately 10.86 acres known as London Towne Subdivision Unit 7 as shown in the attached Exhibit 1, the content of such exhibit being incorporated by reference into this Agreement; WHEREAS, under the UDC, the Developer/Owner is responsible for construction of the Trunk Line, ("Wastewater Improvements"); WHEREAS, under the UDC, the Developer/Owner is eligible for reimbursement of the Developer/Owner's costs for the construction of Wastewater Improvements; WHEREAS, it is to the best interest of the City that the Wastewater Improvements be constructed to its ultimate capacity under the City's applicable Master Plan; WHEREAS, Section 8.5.2.E. of the UDC authorizes the acceptance of applications to be eligible for reimbursement in the future when funds become fully available in the Wastewater Trunk System Trust Fund and are appropriated by the City Council; WHEREAS, the Developer/Owner has submitted an application for reimbursement of the costs from the Wastewater Trunk System Trust Fund for installing the Wastewater Improvements, as shown in Exhibit 2, the content of such exhibit being incorporated by reference into this Agreement; WHEREAS, Developer/Owner may be paid when assets of the Wastewater Trunk System Trust Fund are sufficient, authorized for such purpose, and Developer/Owner has priority per UDC §8.5.2. E. WHEREAS, the Developer/Owner has started construction for the required wastewater trunk line; NOW, THEREFORE, in consideration of the mutual promises and covenants contained in this Agreement, the parties do covenant and agree as follows: 1. TRUSTEE LIABILITY. a. The City is executing this agreement as trustee of the Wastewater Trust Fund pursuant to UDC §8.5. The City is acting as trustee to further its governmental functions of providing water and sewer service. Texas Constitution Article 11, Section 3 prohibits the City from becoming a subscriber to the capital of any private corporation or association, or make any appropriation or donation to the same, or in anywise loan its credit. As such, the City's participation as Trustee does not create a loan of its credit. Execution of this agreement constitutes a promise to pay only to the Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 1 of 11 extent that the assets and future assets of the trust are sufficient for such purpose and it is expressly agreed that any judgment will only be satisfied out of the assets of the trust and not out of the City's assets. The City is excluded from personal liability. b. The Wastewater Sanitary Sewer Trunk Line Trust Fund was established by Ordinance No. 17396 to encouraging the orderly development of subdivisions within and surrounding the City of Corpus Christi, Texas and continues pursuant Texas Local Government Code §395.001(4)(C). The revenue generated for funding and continuation of the Wastewater Sanitary Sewer Trunk Line Trust Fund is subject to legislation of the State of Texas and the City of Corpus Christi. Nothing in this agreement guarantees neither the continuation nor future revenues of the Wastewater Sanitary Sewer Trunk Line Trust Fund. The City is not liable for modification or termination of the Wastewater Sanitary Sewer Trunk Line Trust Fund. The Developer/Owner agrees that any modification or termination of the Wastewater Sanitary Sewer Trunk Line Trust Fund is a legislative action and does not constitute a breach of trust, an act of bad faith, an intentional or reckless indifference to the interest of a beneficiary, or a profit derived by the trustee from a breach of trust. 2. PLANS AND SPECIFICATIONS. a. Developer/Owner shall contract with a professional engineer licensed in the State of Texas and acceptable to the City's Development Services Engineer to prepare plans and specifications for the Wastewater Improvements, as shown in the attached Exhibit 3, the content of such exhibit being incorporated by reference into this Agreement, with the following minimum requirements. Item DESCRIPTION JNTT ESTIMATED ESTIMATED UNIT PRICE QUANTITY QUANTITY+5Go SANITARY SEWER IMPROVEMENTS FOR 21"S SWR TRUNK LIME 1 "'31 Fv'v.PSI 115.CTM F6'912Y-22'vu!) LF 2D3 213 $ 25.00 =31 Pv'u.PSI 115.STM 1`679 1=-20'out'I LF 45d 41-3 5 _,-..00 3 C HA Tren•:h P,Neotoon LF 653 E-861 S 3.dD 4 Embedment = 653 -S81 S 15.DD 6 c C a^ret-,Nbrihole;24'-26'Cut) 21 S 8—=XIA0 (Developer/Owner may use 24" PSI PVC if the supply of 21" PSI PVC is unavailable. The additional cost of 24" PSI PVC will be at the Developer/Owner's expense.) b. The plan must be in compliance with the City's master plans. c. The plans and specifications must comply with the City's Wastewater Standards Detail Sheets and Standard Specifications. d. Before the Developer/Owner starts construction, the plans and specifications must be approved by the City's Development Services Engineer. 3. REIMBURSEMENT. a. The cost for the Wastewater Improvements less $23,580.00 lot/acreage fee credit is $110,296.96 Subject to the conditions for reimbursement from the Wastewater Trunk Line System Trust Fund and the appropriation of funds, the City will reimburse the Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 2 of 11 developer, the reasonable actual cost of the Wastewater Improvements up to an amount not to exceed $110,296.96 as shown in the attached Exhibit 4, the contents of such exhibit being incorporated by reference into this Agreement. b. Subject to the conditions for reimbursement from the Wastewater Trunk Line System Trust Fund per the UDC and this agreement, the City agrees to reimburse the Developer/Owner on a monthly basis upon invoicing for work performed. The submitted invoice shall be deemed administratively complete by the City prior to payment. The reimbursement will be made no later than 30 days from the date of the City's administrative approval of the invoice. Developer/Owner shall submit all required performance bonds and proof of required insurance under the provisions of this Agreement. c. Cost-supporting documentation to be submitted shall include: 1. Summary of Costs and Work Performed on Form provided by the Development Services Department. 2. Contractor and professional services invoices detailing work performed. 3. The first reimbursement request requires submittal of invoices for work performed. Future disbursements shall provide evidence of payment by the developer/owner through a cancelled check or bank ACH for the previous submittal. The final reimbursement request shall require evidence that all invoices to date have been paid. d. To be eligible for reimbursement, the work must be constructed in a good and workmanlike manner and must have been inspected and accepted by the City. The City agrees to conduct periodic inspections and approve the progress of the work at key points during construction. e. The final 5% of the total contract reimbursement amount will be held as retainage until such time the City issues acceptance of public infrastructure in accordance with Unified Development Code. f. In the event that this Agreement is terminated by the City as a result of an uncured default by the Developer/Owner and at a time when there has been a partial completion and/or partial payment for the improvements, then the City shall only reimburse the Developer/Owner for its costs that were legitimately incurred towards the completion of the improvements that have been inspected and accepted by the City up to the time that the uncured default occurred. 4. PAYMENTS, CREDITS, AND DEFERRED REIMBURSEMENT. a. All payments, credits, priority of reimbursement, and deferred reimbursement shall be made in accordance with UDC §8.5. Developer/Owner understands and agrees that if funds are not available in the Wastewater Trunk System Trust Fund, that reimbursement will not be made until such funds are available, appropriated, and Developer/Owner has priority per UDC §8.5.2. Pursuant UDC §8.5.2. E., priority is determined according to the date the reimbursement agreement is approved by the City Council. Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 3 of 11 b. Payments will not be paid when funds are not available in the Wastewater Trunk System Trust Fund. Payments may be made when monies are available in and appropriated from the Wastewater Trunk System Trust Fund and the Developer/Owner has priority in accordance with UDC §8.5.2. E. c. If the developer is owed funds from the Wastewater Trunk System Trust Fund, the developer will be given credit for lot or acreage fees that are due on subsequent final plats filed with the County Clerk in accordance with UDC §8.5.2. E. The amounts credited will be deducted from the outstanding amounts owed to the developer by the Wastewater Trunk System Trust Fund until the total amount owed has been paid, provided that the lands being platted are within or contiguous to the boundaries of the preliminary plat of the originally developed property, the land will be served by the wastewater trunk line for which the credit was given, and an extension of the trunk line was not required to serve the land. 5. DEVELOPER/OWNER TO COMPLETE IMPROVEMENTS. Developer/Owner shall award a contract and complete the Wastewater Improvements under the approved plans and specifications within 24 months from the date of City Council approval of this agreement. 6. NOTICES. a. Any notice or other communication required or permitted to be given under this Agreement must be given to the other party in writing at the following address: 1. If to the Developer/Owner: Braselton Development Company, Ltd. Attn: Fred Braselton 5337 Yorktown Boulevard-Suite 10D Corpus Christi, TX 78413 2. If to the City: City of Corpus Christi Attn: Director, Development Services Department 2406 Leopard Street 78401 P. O. Box 9277 Corpus Christi, Texas 78469-9277 with a copy to: City of Corpus Christi Attn: Assistant City Manager, Business Support Services 1201 Leopard Street 78401 P. O. Box 9277 Corpus Christi, Texas 78469-9277 b. Notice must be made by United States Postal Service, First Class mail, certified, return receipt requested, postage prepaid; by a commercial delivery service that provides proof of delivery, delivery prepaid; or by personal delivery. Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 4 of 11 c. Either party may change the address for notices by giving notice of the change under the provisions of this section. 7. REQUIRED CONSTRUCTION. Developer/Owner shall construct the Wastewater Improvements in compliance with the City's UDC, the City's Infrastructure Design Manual, and all local, state and federal laws, codes and regulations, in accordance with the plans and specifications submitted to the City's Development Services Department and reviewed and approved by the City's Development Services Engineer. 8. SITE IMPROVEMENTS. Prior to the start of construction of the Wastewater Improvements, Developer/Owner shall acquire and dedicate to the City the required additional public utility easements ("Easements"), if any, necessary for the completion of the Wastewater Improvements. If any of the property needed for the Easements is owned by a third party and the Developer/Owner is unable to acquire the Easements through reasonable efforts, then the City may use its powers of eminent domain to acquire the Easements. Developer will be responsible for cost of acquisition, payable from the reimbursement agreed to in this agreement. 9. PLATTING FEES. Developer/Owner shall pay to the City the required acreage fees and pro- rata fees as required by the UDC. 10. TIME IS OF THE ESSENCE. Time is of the essence in the performance of this contract. 11. PROMPT AND GOOD FAITH ACTIONS. The parties shall act promptly and in good faith in performing their duties and obligations under this Agreement. If this Agreement calls for review or inspections by the City, then the City's reviews or inspections must be completed thoroughly and promptly. 12. DEFAULT. The following events shall constitute default: a. Developer/Owner fails to engage a professional engineer for the preparation of plans and specifications by the 10th calendar day after the date of approval of this Agreement by the City Council. b. Developer/Owner's professional engineer fails to submit the plans and specifications to the City's Director of Engineering Services by the 40th calendar day after the date of approval by City Council. c. Developer/Owner fails to award a contract for the construction of the project, according to the approved plans and specifications, by the 70th calendar day after the date of approval by City Council. d. Developer/Owner's contractor does not reasonably pursue construction of the Wastewater Improvements under the approved plans and specifications. e. Developer/Owner's contractor fails to complete construction of the Wastewater Improvements, under the approved plans and specifications as provided in section 4 of this agreement. f. Either the City or the Developer/Owner otherwise fails to comply with its duties or obligations under this Agreement. Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 5 of 11 13. NOTICE AND CURE. a. In the event of a default by either party under this Agreement, the non-defaulting party shall deliver notice of the default, in writing, to the defaulting party stating, in sufficient detail, the nature of the default and the requirements to cure such default. b. After delivery of the default notice, the defaulting party has 15 business days from the delivery of the default notice ("Cure Period") to cure the default. c. In the event the default is not cured by the defaulting party within the Cure Period, then the non-defaulting party may pursue its remedies in this section. d. Should Developer/Owner fail to perform any obligation or duty of this Agreement, the City shall give notice to Developer/Owner, at the address stated in section 5, of the need to perform the obligation or duty, and should Developer/Owner fail to perform the required obligation or duty within 15 days of receipt of the notice, the City may perform the obligation or duty, charging the cost of such performance to Developer/Owner by reducing the reimbursement amount due Developer/Owner. e. In the event of an uncured default by the Developer/Owner, after the appropriate notice and Cure Period, the City has all its common law remedies and the City may: 1. Terminate this Agreement after the required notice and opportunity to cure the default; 2. Refuse to record a related plat or issue any certificate of occupancy for any structure to be served by the project; and/or 3. Perform any obligation or duty of the Developer/Owner under this Agreement and charge the cost of such performance to the Developer/Owner. The Developer/Owner shall pay to the City the reasonable and necessary cost of the performance within 30 days from the date the Developer/Owner receives notice of the cost of performance. In the event the Developer/Owner pays the City under the preceding sentence and is not otherwise in default under this Agreement, then the Agreement shall be considered in effect and no longer in default. f. In the event of an uncured default by the City after the appropriate notice and Cure Period, the Developer/Owner has all its remedies at law or in equity for such default. 14. FORCE MAJEURE. a. The term "force majeure" as employed in this Agreement means and refers to acts of God; strikes, lockouts, or other industrial disturbances; acts of public enemies; insurrections; riots; epidemics; landslides; lightning; earthquakes; fires; hurricanes; storms; floods; washouts; droughts; arrests; civil disturbances; explosions; or other causes not reasonably within the control of the party claiming the inability. b. If, by reason of force majeure, either party is rendered wholly or partially unable to carry out its obligations under this Agreement, then the party claiming force majeure shall give written notice of the full particulars of the force majeure to the other party Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 6 of 11 within ten (10) business days after the occurrence or waive the right to claim it as a justifiable reason for delay. The obligations of the party giving the required notice, to the extent affected by the force majeure, are suspended during the continuance of the inability claimed but for no longer period, and the party shall endeavor to remove or overcome such inability with all reasonable dispatch. 15. THIRD-PARTY BENEFICIARY. Developer/Owner's contracts with the professional engineer for the preparation of the plans and specifications for the construction of the Wastewater Improvements, contracts for testing services, and contracts with the contractor for the construction of the Wastewater Improvements must provide that the City is a third-party beneficiary of each contract. 16. PERFORMANCE AND PAYMENT BONDS. Developer/Owner shall, before beginning the work that is the subject of this Agreement, furnish a performance bond payable to the City of Corpus Christi if the contract is in excess of$100,000 and a payment bond if the contract is in excess of$50,000. Bonds furnished must meet the requirements of Texas Insurance Code 3503, Texas Government Code 2253, and all other applicable laws and regulations. The performance or payment bond must name the City as an obligee. If the Developer/Owner is not an obligor, then Developer/Owner shall be named as a joint obligee. The bond must clearly and prominently display on the bond or on an attachment to the bond: (1) the name, mailing address, physical address, and telephone number, including the area code, of the surety company to which any notice of claim should be sent; or (2) the toll-free telephone number maintained by the Texas Department of Insurance under Subchapter B, Chapter 521, Insurance Code, and a statement that the address of the surety company to which any notice of claim should be sent may be obtained from the Texas Department of Insurance by calling the toll-free telephone number. 17. DEDICATION OF WASTEWATER IMPROVEMENTS. Upon completion of the construction, dedication of Wastewater Improvements will be subject to City inspection and approval. 18. WARRANTY. Developer/Owner shall fully warranty the workmanship of and function of the Wastewater Improvements and the construction thereof for a period of one year from and after the date of acceptance of the facilities by the City's Director of Engineering Services. 19. INDEMNIFICATION. Developer/Owner covenants to fully indemnify, save and hold harmless the City of Corpus Christi, its officers, employees, and agents, ("indemnitees") against any and all liability, damage, loss, claims, demands suits and causes of action of any nature whatsoever asserted against or recovered from city on account of injury or damage to person including, without limitation on the foregoing, workers compensation and death claims, or property loss or damage of any other kind whatsoever, to the extent any injury, damage, or loss may be incident to, arise out of, be caused by, or be in any way connected with, either proximately or remotely, wholly or in part, the Developer/Owner's failure to comply with its obligations under Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 7 of 11 this agreement or to provide city wastewater service to the development, including injury, loss, or damage which arise out of or are in any manner connected with, or are claimed to arise out of or be in any manner connected with the construction, installation, existence, operation, use, maintenance, repair, restoration, or removal of the public improvements associated with the development described above, including the injury, loss or damage caused by the sole or contributory negligence of the indemnitees or any of them, regardless of whether the injury, damage, loss, violation, exercise of rights, act, or omission is caused or is claimed to be caused by the contributing or concurrent negligence of indemnitees, or any of them, but not if caused by the sole negligence of indemnitees, or any of them, unmixed with the fault of any other person or entity, and including all expenses of litigation, court costs, and attorneys fees, which arise, or are claimed to arise, out of or in connection with the asserted or recovered incident. This indemnity specifically includes all claims, damages, and liabilities of whatever nature, foreseen or unforeseen, under any hazardous substance laws, including but not limited to the following: (a) all fees incurred in defending any action or proceeding brought by a public or private entity and arising from the presence, containment, use, manufacture, handling, creating, storage, treatment, discharge, release or burial on the property or the transportation to or from the property of any hazardous substance. The fees for which the developer/owner shall be responsible under this subparagraph shall include but shall not be limited to the fees charged by (i) attorneys, (ii) environmental consultants, (iii) engineers, (iv) surveyors, and (v) expert witnesses. (b) any costs incurred attributable to (i) the breach of any warranty or representation made by Developer/Owner in this agreement, or (ii) any cleanup, detoxification, remediation, or other type of response action taken with respect to any hazardous substance on or under the property regardless of whether or not that action was mandated by the federal, state or local government. Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 8 of 11 This indemnity shall survive the expiration or earlier termination of the agreement. 20. ASSIGNMENT OF AGREEMENT. This Agreement or any rights under this Agreement may not be assigned by the Developer/Owner to another without the written approval and consent of the City's City Manager. 21. DISCLOSURE OF INTEREST. Developer/Owner agrees, in compliance with the Corpus Christi Code of Ordinance Sec. 2-349, to complete, as part of this Agreement, the Disclosure of Interest form attached to this Agreement as Exhibit 5. 22. CERTIFICATE OF INTERESTED PARTIES. Developer/Owner agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 Certificate of Interested Parties as part of this agreement. Form 1295 requires disclosure of"interested parties" with respect to entities that enter contracts with cities. These interested parties include: (1) persons with a "controlling interest" in the entity, which includes: a. an ownership interest or participating interest in a business entity by virtue of units, percentage, shares, stock or otherwise that exceeds 10 percent; b. membership on the board of directors or other governing body of a business entity of which the board or other governing body is composed of not more than 10 members; or c. service as an officer of a business entity that has four or fewer officers, or service as one of the four officers most highly compensated by a business entity that has more than four officers. (2) a person who actively participates in facilitating a contract or negotiating the terms of a contract with a governmental entity or state agency, including a broker, intermediary, adviser or attorney for the business entity. Form 1295 must be electronically filed with the Texas Ethics Commission at https://www.ethics.state.tx.us/whatsnew/elf info form1295.htm. The form must then be printed, signed, notarized and filed with the City. For more information, please review the Texas Ethics Commission Rules at.https://www.ethics.state.tx.us/le.cial/ch46.html. 23. CONFLICT OF INTEREST. Developer/Owner agrees to comply with Chapter 176 of the Texas Local Government Code and file Form CIQ with the City Secretary's Office, if required. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at http://www.cctexas.com/government/city secretary/conflict-disclosure/index 24. AUTHORITY. All signatories signing this Agreement warrant and guarantee that they have the authority to act on behalf of the entity represented and make this Agreement binding and enforceable by their signature. 25. EFFECTIVE DATE. This Agreement becomes effective and is binding upon and inures to the benefit of the City and the Developer/Owner and their respective heirs, successors, and assigns from and after the date of final execution by all parties. Remainder of page intentionally left blank; signature page to follow. Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 9 of 11 EXECUTED IN ONE ORIGINAL this day of ' 20 ATTEST: CITY OF CORPUS CHRISTI Rebecca Huerta Albert J. Raymond III, City Secretary Director of Development Services APPROVED AS TO LEGAL FORM: Buck Brice (Date) Assistant City Attorney For City Attorney Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 10 of 11 DEVELOPERIOWNER: Braselton Development C mpany,, Ltd By.- % Gel '7 Y� "; Fred/Braselton, President STATE OF TEXAS § COUNTY OF This instrument was acknowledged before me on I"lQ r I 20k, by Fred Braselton, for Braselton Development Company, Ltd., a Texas Limited Partnership, on behalf of said Texas Limited Partnership. 3-12 IA Oce Notary Public's Si na e JENNI BROWN `�SPPY PUe,'� Notary Public,State of Texas '•.%; •Q=Comm. Expires 02-23-2025�;:` Notary ID 132939640 FOF Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 11 of 11 General Nate,: County of Nueces Locwtion Mop:N.T.S. City of Corpus Christi 1. Total platted ore....tains 10.86 Acres of Lana.(Includes at...t dedication) EXHIBIT 1 2. 5/8 Inch Iran Rad with red plastic cap stamped"URBAN ENGR CCTX"Set at all lo[corners,unless otherwise noted. Flo CNneea 3. The r... ..wing w ter for the storm water runoff from this property is the Oso Plat Of [ Loma.mw.e e.me ,on I__/ Creek. The TCEO has not classified the aquatic life use far the Oso Creek, ._'site but it is recognized as a env ran ,.folly sensitive.re.The Oso Creek flows T. ,n P directly into e Oso B.,Th.�TCEO has cl...ifietl theaquatic life use for the London Towne S'ubdl vision Osa Bay a ptiord"and "oyster waters'and categorized the receiving n Water as cxce "contact reare.tl. u... Unit 7 4�� Zi 4. The yard requirement, s depicted, g requirement of the Uniretlbei. 10.86 Acre Tract, out of Section D, Development Cade antl is subject to change as the zoning may change. 9LauVolu Farm Tracts, a map of which cordedFarm to Mallet 5. All driveways to public Streets Within the subf theon shall conform to access C Volume a Page being Map Records Of r Nueces management standard,outlined in Article 7 of the UDC. County, Texas; and being a portion of a 21.76 Sarvewr's Notes Acre Tract oJ f Land described in Warranty Deed with Vendor's Lien from Joseph ohn Meaney, as 1. Grid Bearings and Distances shown hereon referenced to the Te" Trustee of the ClaireElizabeth Hayne Trust, the Coordinate System of 1983,Texas South Zone 4205,and are hosed on the Isabelle Mar Hayne Trust, and the Emily P. North American Datum of 1983(2011)Epoch 2010.00. Haynes Trust, s by and through his Attorney—in—Fact, 2. Existing Flood Map,by graphic platting only,this property is currently in Zone David Walsh; and Elizabeth Anne Meaney Trustee of "C" of the Flood Insurance Rate Ma (FIRM), CammunitPanel Number the Lucy A. Haynes Trust, to Braselton Development State of Texaa 485494 0505 D,Carpus Christi,Texas,Which bears a revisetlytlate of June 4, Company, Ltd., a Texas limited partnership, C..nry of rvueces 1987 and not i o Special Flood Hazard Area. The existing FIRM Panel recorded in Document NO. 2019002524. Official This final plat of t d property vas approved by the Department of Derelopmen[ 485494 0505 D i.n hosed on the National Geodetic Vertical Datum of 1929 Public Records Of Nueces County, Texas, a portion Services of the City of Corpus Christi, (14M). of an 8.68 Acre Tract of Land described n a General Warranty Deed from Joseph Jahn Meaney, This the----- of------------------10_____ Flood}. Proposes Flood Map,this proper),is proposed a he Wimin zone'x'of the Trustee of the Claire Elizabeth Haynes Trust, the N-c Insurance Rate Map(FIRM), Community Panel 483Num5 48355 ear. , Isabelle Marie Haynes Trust, the Emily P. Haynes revNueces County, Texas, Community Panel Number 48rop... F bears a Trust, the Laura Marie Ha Trust and the Luke ------------------- iaea preliminary date of May }0, 2018. Tie Proposed FIRM Panel Haynes Brett Flint,P.E. 48}55C0505G is hosed on the North American Vertical Datum of 1988 Ian HaynesTrust, and Elizabeth Ann Meaney, Oev<lapm<n[S<rvixa Engineer (NAVD86). Trustee of the Lucy A. Haynes Trust, to Braselton Development Company, Ltd., a Texas limited State of Texaa partnership, recorded in Document No. 2019028160, County of Nue«. Official Public Records of Nueces County, Texas, ex This fin.l plat of the ,rein deaab-property ra .pprwe-an behmr.f the city.f carp..chdaN, and a portion of an 12.88 Acre Tract of Land re:aa by me wanninghcammsamn.e described n a Warranty Deed with Vendor's Lien from Joseph John Meaney, Trustee of the Claire This the_____day of------------------20_____ Elizabeth Haynes Trust, the Isabelle Marie Haynes Trust, the Emily P. Haynes Trust, the Laura Marie Haynes Trust and the Luke Ian Haynes Trust, and u Raymane,III,AlA Dani<I N.Dibble Elizabeth Anne Meaney, Trustee of the Lucy A. Secretary Chairman Haynes Trust, to Braselton Development Company, Ltd., a Texas limited partnership, recorded in State of Texaa Document No. 2021004229, Official Public Records County of Nu«ea of Nueces County, Texas. .sands,Clerk of the Count Court in and for sae Count it [ e fore Y y,ea deity cab y M1 going I,Kar i M1 a[[M1 instwmen[dated[he day.f----------10__,with its certificate.f authentication-- was ___ filed for record in my afRce of___day of------_20____At____D'claak___oun and eay recorded me_Day of_____ 20____at____O'dack__1.1.,in vete County in Volume____,Page------_.Map Record.. Slate of texas Stale of Texaa NT[....m hand and s«I or the Count Court,In and for said Cwn[ at free In Corp..County of Nu«es County of Nu«es Texaa, hedaya last xm.r. Y Y' Christi. an ear Braselton Development Company,Ltd.,eni a Texas limited boundaries herby calirea ANER1C BANK,hereby xr[ifiea that it boldo a lien on me property.rhea by that it is me oxna of the lanae,.braced within the boundad<a of the fa<gaing Braselton Devela^menl Company,Ltd.,a Texas limited partnership, s dhow,on the plat; [hal it he,had said lands wT.d and.ubdi..a shorn: that street. f.regcohig map d iI approve,of me,.bdiV,i,n and dedication for the purpose, Fie-far Record r.Sands,Ca [ Cerk haven are dedicated, to the public u e faeven that a. her are and o ideation,therein expros,ed. eves Count,uneYasl use for me' a Ka andlcthat to[h<public in.Irpos on,operation and dedication.and and at________O'clock___1J. This the_____day.f------------------2D------ ____—___—.20---—__ BY_____—__________—_ D puty Thio the_____dor.r-----------------zD_____ By.AMERICAN BANK State.f Te... By.Brosstan De—pmmt Company,Ltd.,a Texas limited partnership County of Nueces B Braaeltou Manor t Cam genera par By. p g Parc mes D.Carr,Registered Professional Land Surveyor far u n Eng9M,ring,have prepared the y, gernm pony,LLC,its tner Philli J.Ritl<W Senior Lenein O/fi<er going map a ground underis true and to the hest of mY knowledge,mfarmalaneand belief;I h.,been a gaged to contract to sett all correct and BY Slate of Texas Blackatet wrim asouae Pr.h—anal Practice. '.corrPlete such aperatians wim due and reasonable dlig— Fred Bra.elt.n,Pre,id<nl County of Nuece. cane Due inti—r[ver,ackn.wledgea before me by Phillip J.Ritley,a.Senior Lending Tile the_____day of__________ 20_____ State of Texas Of—of AMERICAN BANK,on behalf of said bank. County of Nueces This hi—men[was..knoll e edge-before b y Fred B—star,as President of Braselton Management Company, - m, general partner id ntity tan Development This me_____day of-----------------20____. Canpany,L[-.,a Texas limitedpartnership,an behalf of seri- y Dai-capacity. Prelim dry,thio doc ant shell not he recorded s D.Cam,R.P.LS. for say purpose ad shell eat he used or Hewed rex..License No.— This me_____tlaY of-----------------2a----- NatarY Public in and fa me State of Texaa or relied u n as a flee/aur doaumen, Revised:2/2/2022 (�(� URBAN ■■gyp �� Submitted:2/10/21 Notary Public in and fa the State of texas Y SCALE:None JOB NO.:42900.0 1.02 ENGINEERING SHEEP:1 err 2 DRAWN By:XG O2a22 b at OuN�.ngeineedng Cz 175']3 z5 60.a0 18].8] SM'z101' 119.91 CS I]Y5M. 2 z5 80.00 1.— 453]759 1198 C7 71'1a 00 'Zim 12.42 553]759 11.84 4e9m9: •5/8 IncM1 Iron Rad 3ofl 95 - or,ne eap a 'LRBNi ENaR Cfl oc<Cr%"fCUId °°d o, r.°cts o 5/8 IncM1 n Rad Se 'URBI mGR<Cre Set Re(ooc5 No.99,]43.o.P.R.N.c Tel os tamped xe 'LRBNiIENCfl<Cr%'�Set N89'12'59'E 698.84' 4; 42;�,0, ,a44 4 - - r 150 100 50 0 100 200 ` $�avae or r avi ,�✓�/ Graphic Scale 469'[2 b9'E °Thar 0haee OrM T,o F— / R°Thome,Chase°orve , 9 0 ,22 �u g�.�o-Q® Plat of ,e zc-o 7i /' �,fa;a'w// London Towne Subdivision Unit 9 2 825 2 a reme so�so,so ...c�;ler / / /^ _ being a 10.86 Acre Tract, out of Section D, _ �'�� ® '' /a? Laureles Farm Tracts, a map of which is recorded / :'a m Volume 3 Page 15, Map Records of Nueces Cama6y Streat ° / /'S oo County, Texas; and he ng a porton of a 21.7fi Acre Tract of Land described in a Warranty Deed with Vendors en from Joseph John Meaney as Trustee of theL'Cla re Elizabeth Haynes Trust the oag0'r / //y� Isabelle Mare Haynes Trust and the Emily P. Re �,eaes s row`tooe,orlaso,aore�eo.oP.axc?/t°/ ,a 13 ' ] s - 7 sa��/ e a° /- /% Fgo Haynes Trust, by and through his Attorney in Fact, -- — _ PM1 � r / ° David Walsh; and Elizabeth Anne Meaney, Trustee of 51— v °� °o / / �$_o the Lucy A Haynes Trust to Braselton Development Company, Ltd., a Texas limited partnership, Rex4ar o m a H recorded in Document No. 2019002524, Official Public Records of Nueces County, Texas, a portion l: of an8.68 Acre Tract of Land described in a General Warranty Deed from Joseph John Meaney, Trusteeof the Claire Elizabeth Haynes Trust, the / Nab lie Marie Haynes Trust, the Emily P. Haynes a9rsebry DrMr'll secQ p,3 l ;t Trust, the Laura Marie Haynes Trust and the Luke sewn// a° Ian Haynes Trust, and Elizabeth Anne Meaney, /0w emoa'�N.—1-221. ".o,er�°-/ 0 .,w /s Trustee of the Lucy A. Haynes Trust, to Braselton ®g n 17as�;� , /o Development Company, Ltd., a Texas limited a A a szplo, s_, partnership,o� aa97.r // partnership, recorded in Document No. 2019028160, Official Public Records of Nueces County, Texas, s 1259° 4362; and a portion of an 12.88 Acre Tract of Land described in a Warranty Deed with Vendor's Lien from Joseph John Meaney, Trustee of the Claire Elizabeth Haynes Trust, the Isabelle Marie Haynes Trust, the Emily P. Haynes Trust, the Laura Marie R zoar N°e9es co°°iv,re•° e Haynes Trust and the Luke Ian Haynes Trust, and e�oow°a,No oyer/ Elizabeth Anne Meaney, trustee of the Lucy A. '1=Na.zo,nosor3o,oore.N.c*., Ha Trust, to Braselton Development Cam Haynes ip, pony, Lttl., Texas limited partnership, recorded in Document No. 2021004229, Official Public Records Of Nueces County, Texas. Prelim)nary,Ldla dacumeeL shell e0t he recorded /ar eny pu pose end edell not be used or v/eyed relied upon ea a 6ne1 surrey document Revised:2/1/22 URBAN Submitted:2/10/21 SCALE: '" 100' JOB 42900.0 1.02 ENGINEERING SHEET:P:2 2 of 2 DRAWN By:xG O?112 b at Ourb�ori9eneedng EXHIBIT 2 APPLICATION FOR SEWER LINE CREDIT I, Braselton Development Company,owner and developer of proposed London Towne unit 7 Subdivision,hereby apply for§ 5 �� credit towards the sewer lot/acreage fee for the Master Plan sanitary sewer trunk line extension installed in conjunction with London Towne unit 7 Subdivision as provided for by City Ordinance No.032357. The off-site construction cost, including 12%Engineering, is$133,876.96 as shown by the cost supporting documents attached herewith. (Deve oper) Date) THE STATE OF TEXAS COUNTY OF NUECES ❑ This instrument was acknowledged for me on 2022 by Ftzd e��h JENNI BROWN Notary Public,State of Texas fl Comm.Expires 02-23-2026 Notary Public in and eces County,Texas Notary ID 132838640 CERTIFICATION The information submitted with this application has been reviewed and determined to be correct and a credit for$ is herewith approved. 9ir�gieerittg Date {C-��+-Et�irreet� oeVejo n.,yrr't Sed✓dL�5 t-/ry i A-e-Pr APPLICATION FOR SEWER LINE REIMBURSEMENT I, Braselton Development Company, owner and developer of proposed London Towne unit 7 Subdivision, hereby request reimbursement of $110,296.96 for the installation of the sewer trunk line in Conjunction with London Towne unit 7 Subdivision, as provided for by City Ordinance No. 032357. Said $133,876.96 is the Construction Cost, including 12% Engineering, in excess of the lot/acreage fee, as shown by the cost supporting documents attached herewith. . 6LzZ-- (Developer) (Date) THE STATE OF TEXAS u COUNTY OF NUECES u This instrument was acknowledged before me on_2 1 l Ill , 2022 bytlr'C) Bj''Ll.e-h. ri. .y1 JENNI BROWN P''�G Notary Public,State of Texas 3 :, Q Comm.Expires 02-23-2025 A ,I Notary ID 132939640 Notary Public ino Nueces County, Texas SSWR LINE B EXHIBIT 3 PROFILE MEW 30 30 ---- -------- - ------- -------- ---------- 25 -------- - - -- ------ ------------ - 25 - - -------------------- - ------ ------ 20 ------ 20 15 15 10 10 WWZm 5- 5 w LU ED LL CO 0 rn z z P JW NO. -1.02 ora o , m z IR, - roNn _ ry orv,rv6,rvarv,s w , A � Kr res. � a n nv ME tt. NET w — Arve orv,~rvusi e��rve e e mervBE'S NDE �T �/ rvmurvmAArve�ervervA,Eeevemes THE CITY itit - —n �IInsss wss R ,n o NN 1-1 FAR iNw mww = w < LEGEND nomCo-em whim k ''M1tt�� PROPOSED SYMBOLS aeie ,o R I jLn NuswMOF 1 , —• Im 10. lo o- (� .»w -- e.w a rtmre aw nxm nNn Nw nNw rttta wpam J do_ /� PrzSreaYO—Ol MIwNE } x Q u1E � ¢8 � sz ss WAIFw uIE vNGA.3wm INE . ST Z Q O Z � 4 _-.I PwvIRRORTR S a ss xmc•vue sym Q F ExisnNc p i 3 oj_ Q W .wro Az xer ,w�s•<aoo wAhw 1J° e•�soo wn,Ew N57ou: SIBAoNx� .oavE G xnm uraE W Lu '6 0 PRO xroNw. � , I ` 1. IE i ,.Iw�s N z� -— — — — q a�I9� � RAN eyeAOUGUTO rvr w aw ww w ttw ww / r IsUOH THAT.1 10RUR OF.1 z m �w.�wOF IF IRGOOTANT ANI AT Y OR t 'SE s sic W snw m MNNUM — r1SO _ tiau n ttm .w 'v rvr-auNe ae ALL R - - — / r OPMENT�r"(osiirasi �� eRE) P e. .F x..s>una� - w Nn ��o`a°smiwmw iic IST sx xaEs rN m umur. E sire Iam srwo ,. eass�c sxnu oav xE cxi IC Y J0i"m'sAI:`TME`wnsms"w°iAiinwnm"s�nu rvi vr_a CUBIC vAao r w I Aree.Ai ixEmwieEoo o1°rI`"xi.ixrmFOUR INCHES BEDUOH THE WASTEHATER MAIN OR �ITERATLTHEB�UZI.E 11,AND FM`A,0 MEN AD TFIRATER MAN - i mrs'exar�mg`anus h)arixs DENTEDCATIGN OF PRESSURE RATED IMAINS DURING FUTURE CONSTRUCTON, 1 10 1 1 ' WA L LI! OF 2 JOB N0. EXHIBIT 4 REIMBURSEMENT FOR SANITARY SEWER MASTER PLAN IMPROVEMENTS DATE: JANUARY 2022 LONDON TOWNE UNIT 7 Engineer:MURRAY F.HUDSON,P.E. JOB NO: 42900.C1.01 Item DESCRIPTION UNIT ESTIMATED ESTIMATED UNIT PRICE TOTAL PRICE QUANTITY QUANTITY+5% SANITARY SEWER IMPROVEMENTS FOR 21"SSWR TRUNK LINE 1 21"PSI PVC/PSI 115 ASTM F679(20'-22'Cut) LF 203 213 $ 95.00 $ 20,235.00 2 21"PSI PVC/PSI 115 ASTM F679(22'-24'-Cut) LF 450 473 $ 150.00 $ 70,950.00 3 OSHA Trench Protection LF 653 686 $ 3.00 $ 2,058.00 4 Embedment LF 653 686 $ 15.00 $ 10,290.00 5 5'Diameter Manhole 24'-26'Cut EA 2 2 $ 8,000.00 $ 16,000.00 TOTAL:SANITARY SEWER IMPROVEMENTS FOR 21"SSWR TRUNK LINE $ 119,533.00 Engineering,Testing&Surveying(12%) $ 14,343.96 TOTAL REIMBURSEMENT DUE: $ 133,876.96 NOTES: 1.Prices are from MVR Construction contract with Braselton Development Company. PG1of1 EXHIBIT 5 DISCLOSURE OF INTERESTS f City of Corpus Christi Ordinance 17112, as amended, requires all persons or firms seeking j to do business with the City to provide the following information. Every question must be answered. If the question is not applicable, answer with "NA". NAME: Braselton Development Company, Ltd. STREET: 5337 Yorktown Boulevard-Suite 10D CITY: Corpus Christi ZIP: 78,413 FIRM is:0Corporation Partnership Sole Owner Association Other DISCLOSURE QUESTIONS If additional space is necessary, please use the reverse side of this page or attach separate sheet. 1. State the names of each "employee" of the City of Corpus Christi having an "ownership interest" constituting 3% or more of the ownership in the above named "firm". Name Job Title and City Department(if known) N/A 2. State the names of each "official" of the City of Corpus Christi having an "ownership interest" constituting 3% or more of the ownership in the above named "firm". Name Title N/A 3. State the names of each "board member" of the City of Corpus Christi having an "ownership interest" constituting 3% or more of the ownership in the above named "firm". Name Board, Commission, or Committee N/A 4. State the names of each employee or officer of a "consultant" for the City of Corpus Christi who worked on any matter related to the subject of this contract and has an "ownership interest" constituting 3% or more of the ownership in the above named "firm". Name Consultant N/A CERTIFICATE I certify that all information provided is true and correct as of the date of this statement, that I have not knowingly withheld disclosure of any information requested; and that supplemental statements will be promptly submitted to the City of Corpus Christi, Texas as changes occur. President of Braselton Management Fred Braselton Company, LLC,general Partner of Certifying Person: (Print Name) Title: Braselton Development Company, Ltd. Signature of Certifying Person: ,tai Date: Z/Z-/%_Z_ KADEVELOPMENTSVCS\SHARED\LAND DEVELOPMENTIAPPLICATION FORMS\REZONING\DISCLOSURE OF INTERESTS STATEMENT_5.12.2015.DOC Reimbursement Agreement Agreement with Braselton Development Company, Ltd. For Wastewater Trunk Line Improvements London Towne Unit 7 City Council April 12, 2022 I J r a � i l Z _ e i� Location Map r N East side of CR 33, East of London Towne Subdivision Units 2,5, and 6 London Towne Unit 7 g` to as ncre Traci,out oe section q Faureles Faun Tracts,Vol_3,Pg_'15,MRNCT ®Sublx[Par®I rwuor r �� �� LOCATION MAP Cn�u I Trust Fund Balance as of February 28, 2022 Water Arterial Sanitary Sewer Sanitary Sewer Transmission& Water Distribution (Wastewater) (Wastewater) Grid Main Trust Main Trust Trunk System Collection Line Trust Trust lot&acreage fees pro-rata fees lot&acreage fees pro-rata fees 75%surcharge 25%surcharge 75%surcharge 25%surcharge $404,987.49 $105,227.32 $484,817.72 $63,057.58 Wastewater Trunk Line Trust Fund's Balance will be $401,882.24 after appropriating funds for London Towne Unit 6 Funding in the amount of$110,296.96 will be appropriated to the developer for London Towne Unit 7 Recommendation Approval The request submitted by the applicant is in accordance with UDC 8.5.2.E Plat L—d—Towne s,rbd v s on 6 Wastewater Trunk Line System Master Plan London Area Wastewater Plan-Proposed 1—g.-1yww�rFw The--populatndwase ater bw ge--Mthe `° lana use This plan is Legentl 'Lft5'a- __ consistent praposetl Ma ns ro -�rye Dobbin G NMan(GM) ---------------- FTh. % gene F M-n(FM) f 1 F utak h ry- amonlyu ed- h d slryedThe formula-s r L d s°b-Rosie w it h t h e J LS Sery ce Area I 1 PF-51(ppl 11000?02(M- 2Maximum J) City Limit 1 3 n do and In E-m R-d / , lb dd�gallornperdryl��nwfiltrationantlinflowsM1allbealalaletlu fl Wastewater Estate Residential / 1 Low D—"Residential / 1 4P—Design Flow f.1edium Density Residential i All des o X stations,roue mains antl collection systens sM1all use Parks F tMFnflow as tryeir basis-ry h wfll include Me peaking factor and Master Plan Publirl5emi-Public -on antl iMlou / ai s airy belweean 2 teat per a -me e-aa°sbatbReo tl,o e °;na11M1e a tl�pa Trunk Line LS1 System for 21"GM � ,; the London r Service Area. � it p -------------u----a-------------------- _ 0 0050.1 D2 03 04 yf - R10-n fn a�r� r� R w J THAMES IW CHASE DR / +P o / c7 a Y / BREEBRY DR 5- 0 Date Crea[ed:ZM6/2022 .Feet Prepared By.— I, °...- Department of Deve/o pmentServ/ces ry�� �y tio��rRo London Towne Unit 7 ;% SgRgTOGAe �P 10.86 Acre Tract, out of Section D, Laureles g Farm Tracts, Vol. 3, Pg. 15, MRNCT Fi SUBJECT Subject Parcel PROPER3TY WEBER RD A Map Scale: 1:3,600 = City Of Corpus j LOCATION MAP Christi so �o o� A PH v AGENDA MEMORANDUM µoRPORP�g4 Action Item for the City Council Meeting of April 26, 2022 1852 DATE: April 26, 2022 TO: Peter Zanoni, City Manager FROM: Mike Markle, Chief of Police mikema(a)-cctexas.com (361) 886-2603 Acceptance and appropriation of the Body-Worn Camera Grant Program FY 2022 for the Police Department CAPTION: Ordinance authorizing acceptance of a grant in the amount of$75,000.00 from the State of Texas Body-Worn Camera Grant Program with a City cash match of $25,000.00 for the purchase of replacement Panasonic body cameras and related equipment for the Police Department; and appropriating $75,000 in the Police Grants Fund. SUMMARY: State funding has been awarded through the State of Texas, Criminal Justice Division, under the Body-Worn Camera Grant Program FY 2022 for projects to equip peace officers with body-worn cameras. BACKGROUND AND FINDINGS: The Police Department purchased Panasonic body worn camera and in car camera system in 2019. The Police Department currently has 224 body worn cameras issued to field officers. CCPD's current body-worn camera batteries lose their ability to hold a charge as they age. Since the body-worn cameras each have an internal battery, the body-worn camera units must be shipped to the manufacturer for battery replacement at a cost of $200.00 per unit. This causes CCPD to continually spend funds shipping the units for battery changeouts. It also risks the chance of having batteries fail before or during critical incidents when body-worn cameras are needed. Purchasing new cameras for the CCPD helps ensure that they do not have equipment failures during critical incidents and will help reduce costs associated with shipping camera units to the manufacturer for battery replacements. This project will also ensure that CCPD has the ability to continually update the cameras with the latest technology available from Panasonic through proactive purchasing. As part of this process, the cameras that are at end of their useful lives will be identified and replaced with the new ones provided for by the grant. The City's Information Technology (IT) Department actively works with CCPD's Operations Division to maintain a working cache of body- worn cameras and will continue to do so with the new supply. Over the next three years 250 body- worn cameras will be replaced as they fail. This project will ensure that CCPD continues to update the cameras with the latest technology available from Panasonic through proactive purchasing and the replacement of body-worn cameras that will begin to fail due to age. The funding from the State will provide for the following: 1. Body Worn Cameras (59) 2. Magnetic mounts for cameras on officers (100) 3. Five-year warranty on 59 body worn cameras 4. Eight-bay charging dock to charge cameras (10) 5. In car synch dock for officers to download camera footage in vehicle (41) A 25% cash match of$25,000.00 is available from the Law Enforcement Trust Fund. The grant period is from March 1, 2022 through February 28, 2023. This is the second time that the City has received the grant. The first was in 2018 for $156,000 for 150 body cameras. ALTERNATIVES: The alternative is not to accept the grant and find available funding within the General Fund to begin replacement of the body worn cameras as they fail. FINANCIAL IMPACT: The Body Worn Camera Grant in the amount of $75,000.00 will increase the Police Grants Revenue for the Body Worn Camera Program with a cash transfer of $25,000.00 from the FY 2022 Law Enforcement Trust Fund to the Police Grants Fund for the City cash match. Funding Detail Fund 1074 Organization/Activity: 826100F Mission Element: 151 Project # (CIP Only): N/A Account: 520090 - Minor Tools and Equipment Amount: $25,000.00 RECOMMENDATION: Staff recommends accepting of the grant award, as presented. LIST OF SUPPORTING DOCUMENTS: Grant award letter Ordinance authorizing the acceptance of a grant in the amount of $75,000.00 from the State of Texas under the Body-Worn Camera Grant Program with a City cash match of $25,000.00 for the purchase of replacement Panasonic body cameras and related equipment for the Police Department; and appropriating $75,000.00 in the Police Grants Fund. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS THAT: SECTION 1. The City Manager or designee is authorized to execute all documents necessary to accept a grant from the State of Texas under the Body-Worn Camera Grant Program in the amount of $75,000 to equip peace officers with body-worn cameras. SECTION 2. That $75,000 from the State of Texas Criminal Justice Division is appropriated in the No. 1061 Police Grants Fund. SECTION 3. The City will provide a cash match in the amount of $25,000. SECTION 4. In the event of the loss or misuse of these funds, the City of Corpus Christi assures that the funds will be returned to the State of Texas, Office of the Governor, Criminal Justice Division in full. That the foregoing ordinance was read for the first time and passed to its second reading on this the day of 2022, 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 2022, 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 , 2022. ATTEST: Rebecca Huerta Paulette M. Guajardo City Secretary Mayor Statement of Grant Award(SOGA) The Statement of Grant Award is the official notice of award from the Office of the Governor(OOG). This Grant Agreement and all terms, conditions,provisions and obligations set forth herein shall be binding upon and shall inure to the benefit of the Parties and their respective successors and assigns and all other State of Texas agencies and any other agencies,departments, divisions,governmental entities,public corporations, and other entities which shall be successors to each of the Parties or which shall succeed to or become obligated to perform or become bound by any of the covenants, agreements or obligations hereunder of each of the Parties hereto. The approved project narrative and budget for this award are reflected in eGrants on the `Narrative' and`Budget/Details' tabs. By accepting the Grant Award in eGrants,the Grantee agrees to strictly comply with the requirements and obligations of this Grant Agreement including any and all applicable federal and state statutes,regulations,policies,guidelines and requirements. In instances where conflicting requirements apply to a Grantee,the more restrictive requirement applies. The Grant Agreement includes the Statement of Grant Award;the OOG Grantee Conditions and Responsibilities;the Grant Application in eGrants; and the other identified documents in the Grant Application and Grant Award, including but not limited to:2 CFR Part 200,Uniform Administrative Requirements,Cost Principles,and Audit Requirements for Federal Awards; Chapter 783 of the Texas Government Code,Title 34,Part 1, Chapter 20, Subchapter E,Division 4 of the Texas Administrative Code, and the Uniform Grant Management Standards(UGMS)developed by the Comptroller of Public Accounts;the state Funding Announcement or Solicitation under which the grant application was made,and for federal funding,the Funding Announcement or Solicitation under which the OOG was awarded funds; and any applicable documents referenced in the documents listed above. For grants awarded from the U.S. Department of Justice,the current applicable version of the Department of Justice Grants Financial Guide and any applicable provisions in Title 28 of the CFR apply.For grants awarded from the Federal Emergency Management Agency(FEMA), all Information Bulletins and Policies published by the FEMA Grants Program Directorate apply. The OOG reserves the right to add additional responsibilities and requirements,with or without advance notice to the Grantee. By clicking on the'Accept!button within the'Accept Award'tab,the Grantee accepts the responsibility for the grant project, agrees and certifies compliance with the requirements outlined in the Grant Agreement,including all provisions incorporated herein,and agrees with the following conditions of grant funding. The grantee's funds will not be released until the grantee has satisfied the requirements of the following Condition(s) of Funding and Other Fund-Specific Requirement(s), if any, cited below: Grant Number: 4394801 Award Amount: $75,000.00 Date Awarded: 3/28/2022 Grantee Cash Match: $25,000.00 Grant Period: 03/01/2022-02/28/2023 Grantee In Kind Match: $0.00 Liquidation Date: 05/29/2023 Grantee GPI: $0.00 Program Fund: BC-Body-Warn Camera(BWC)Program Total Project Cost: $100,000.00 Grantee Name: Corpus Christi,City of Project Title: Body Camera Project Grant Manager: Tammy Golden Unique Entity Identifier(UEI): 069457786 CFDA: N/A Federal Awarding N/A- State Funds Agency: Federal Award N/A- State Funds Date: Federal/State Award ID 2022-BC-ST-0020 Number: Total Federal Award/State $10,000,000.00 Funds Appropriated: Pass Thru Entity Texas Office of the Governor Criminal Justice Division(CJD) Name: Is the Award No R&D: Federal/State Funds are used for the purchase of body cameras and digital storage systems to serve as a tool in a law Award enforcement comprehensive problem.-solving approach to enhance officer interactions with the public, Description: build community trust,and gather important evidence for use in the prosecution of crimes. 0 H V CORPORI AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting April 26, 2022 DATE: April 26, 2022 TO: Peter Zanoni, City Manager FROM: Dante Gonzalez, Interim Director of Parks and Recreation DanteG(a)cctexas.com (361) 826-3133 Josh Chronley, Assistant Director of Contracts and Procurement Josh C2(a)cctexas.com (361) 826-3169 Purchase and Installation of Trees at City Parks CAPTION: Motion authorizing a four-month service agreement with Valley Garden Center, Inc. dba Southern Landscapes of McAllen, in an amount not to exceed $224,256.00 for the purchase and installation of trees at City parks with funding available from the FY 2022 General Fund. SUMMARY: This motion authorizes a four-month service agreement with Valley Garden Center, Inc. to provide tree installation services at 30 City parks throughout Districts 1-5, including: McNorton, Mobile, Lt. Stuart Alexander, Hudson, Glen Royal, Chiquito, West Guth, Catalina Martinez, Casa Linda, Collier, HEB, Lawson, Sam Houston, Prescott, Brandywine, Stonegate, Schanen, Glen Arbor, John Jones, King's Point, Molina Veterans, Claremont, Lamar, Dan Whitworth, Oso Place, Turtle Cove, Vineyard, Brockhampton, St. Andrews, and Lexington. BACKGROUND AND FINDINGS: The City of Corpus Christi Parks and Recreation Department will plant various trees in 30 City parks throughout the City. The trees will include Live Oak, Bur Oak, Mexican Sycamore, Monterrey Oak, Montezuma Cypress, Cedar Elm, and Anacaua. The trees will be planted in accordance with the current industry standards of the International Society of Arboriculture (ANSI). The Contractor will provide and plant trees ranging from 45-gal (2" to 3" Caliper) up to 95- gal (3.5" to 4" Caliper) within four weeks of receiving the purchase order. The trees selected will be of quality specimen and are all native to South Texas as recommended in the current Parks Master Plan. All Live Oak, Bur Oak, Montezuma Cypress, and Cedar Elm trees will come in 95- gal containers, and all Mexican Sycamore, Monterrey Oak, and Anacaua trees will come in 45- gal containers. No palm trees will be planted as part of this initiative. The Contractor will be responsible for any damages as well as maintenance and quality control. The recommendations for park and tree selections were determined by the Park Operations Superintendent, a certified arborist who has worked in the Parks and Recreation Department for 33 years. The selected trees will provide numerous benefits to Corpus Christi parks and park attendees including aesthetically pleasing enhancements, such as beautiful foliage, interesting bark texture, and unique fragrance, reduction of noise pollution, air quality improvement, creation of additional wildlife habitats, reduction of storm water runoff and soil erosion, increased psychological and social well-being, business attraction, and increased property value. City parks that did not receive trees last cycle were surveyed by Parks and Recreation staff. The selection of the parks was based on the need for trees as they lacked trees for natural shade. The following list indicates the types of trees and the perspective park in which they will be planted. District 1 Chiquito Park- 223 Pueblo St. 78405 - 5 Trees • Qty 1 - Live Oak (95-gal) • Qty 1 - Bur Oak (95-gal) • Qty 1 - Montezuma Cypress (95-gal) • Qty 1 - Cedar Elm (95-gal) • Qty 1 - Anacaua (45-gal) Glen Royal Park- 3646 Victory Dr. 78408 - 4 Trees • Qty 1 - Live Oak (95-gal) • Qty 1 - Bur Oak (95-gal) • Qty 1 - Cedar Elm (95-gal) • Qty 1 - Anacaua (45-gal) Hudson Park- 8025 Erne St. 78409 - 5 Trees • Qty 1 - Live Oak (95-gal) • Qty 1 - Bur Oak (95-gal) • Qty 1 - Montezuma Cypress (95-gal) • Qty 1 - Cedar Elm (95-gal) • Qty 1 - Anacaua (45-gal) Lt. Stuart J. Alexander Park- 10622 Frontier Dr. 78410 - 4 Trees • Qty 1 - Live Oak (95-gal) • Qty 1 - Bur Oak (95-gal) • Qty 1 - Cedar Elm (95-gal) • Qty 1 - Anacaua (45-gal) McNorton Park- 9036 Caroline Rd. 78409 - 3 Trees • Qty 1 - Live Oak (95-gal) • Qty 1 - Bur Oak (95-gal) • Qty 1 - Cedar Elm (95-gal) Mobile Park- 5906 Skyline Dr. 78408 - 6 Trees • Qty 2 - Live Oak (95-gal) • Qty 2 - Bur Oak (95-gal) • Qty 2 - Cedar Elm (95-gal) West Guth Park- 9700 Up River Rd. 78410 - 21 Trees • Qty 4 - Live Oak (95-gal) • Qty 4 - Bur Oak (95-gal) • Qty 3 - Mexican Sycamore (45-gal) • Qty 6 - Montezuma Cypress (95-gal) • Qty 4 - Anacaua (45-gal) District 2 Casa Linda Park- 3200 Norton St. 78411 - 4 Trees • Qty 1 - Live Oak (95-gal) • Qty 1 - Bur Oak (95-gal) • Qty 1 - Monterrey Oak (45-gal) • Qty 1 - Cedar Elm (95-gal) H.E.B. Park- 1501 Shely St. 78404 - 8 Trees • Qty 2 - Live Oak (95-gal) • Qty 2 - Bur Oak (95-gal) • Qty 1 - Monterrey Oak (45-gal) • Qty 2 - Cedar Elm (95-gal) • Qty 1 - Anacaua (45-gal) Prescott Park- 1913 Hawthorne Dr. 78404 - 3 Trees • Qty 1 - Live Oak (95-gal) • Qty 1 - Bur Oak (95-gal) • Qty 1 - Cedar Elm (95-gal) Lawson Park- 2724 Rogers St. 78405 - 5 Trees • Qty 2 - Live Oak (95-gal) • Qty 2 - Bur Oak (95-gal) • Qty 1 - Cedar Elm (95-gal) Catalina Martinez Park- 1516 7th St. 78404 - 2 Trees • Qty 1 - Live Oak (95-gal) • Qty 1 - Cedar Elm (95-gal) Collier Park- 3801 Harris Dr. 78412 - 9 Trees • Qty 1 - Live Oak (95-gal) • Qty 2 - Bur Oak (95-gal) • Qty 2 - Mexican Sycamore (45-gal) • Qty 2 - Cedar Elm (95-gal) • Qty 2 - Anacaua (45-gal) Sam Houston Park- 1629 Brentwood Dr. 78415 - 9 Trees • Qty 1 - Live Oak (95-gal) • Qty 2 - Bur Oak (95-gal) • Qty 2 - Mexican Sycamore (45-gal) • Qty 2 - Cedar Elm (95-gal) • Qty 2 - Anacaua (45-gal) District 3 Glen Arbor Park- 5842 Tanglewood Dr. 78412 - 15 Trees • Qty 3 - Live Oak (95-gal) • Qty 2 - Bur Oak (95-gal) • Qty 2 - Mexican Sycamore (45-gal) • Qty 2 - Monterrey Oak (45-gal) • Qty 2 - Montezuma Cypress (95-gal) • Qty 2 - Cedar Elm (95-gal) • Qty 2 - Anacaua (45-gal) John Jones Park- 4320 Shaw St. 78416 - 10 Trees • Qty 1 - Live Oak (95-gal) • Qty 2 - Bur Oak (95-gal) • Qty 1 - Mexican Sycamore (45-gal) • Qty 1 - Monterrey Oak (45-gal) • Qty 1 - Montezuma Cypress (95-gal) • Qty 2 - Cedar Elm (95-gal) • Qty 2 - Anacaua (45-gal) Stonegate Park- 4610 Bonner Dr. 78411 - 10 Trees • Qty 2 - Live Oak (95-gal) • Qty 2 - Bur Oak (95-gal) • Qty 1 - Mexican Sycamore (45-gal) • Qty 1 - Monterrey Oak (45-gal) • Qty 2 - Cedar Elm (95-gal) • Qty 2 - Anacaua (45-gal) Schanen Park- 5930 O'Toole Dr. 78413 - 13 Trees • Qty 2 - Live Oak (95-gal) • Qty 2 - Bur Oak (95-gal) • Qty 2 - Mexican Sycamore (45-gal) • Qty 1 - Monterrey Oak (45-gal) • Qty 2 - Montezuma Cypress (95-gal) • Qty 2 - Cedar Elm (95-gal) • Qty 2 - Anacaua (45-gal) Molina Veterans Park- 1150 Bloomington St. 78416 - 10 Trees • Qty 2 - Live Oak (95-gal) • Qty 3 - Bur Oak (95-gal) • Qty 3 - Cedar Elm (95-gal) • Qty 2 - Anacaua (45-gal) District 4 Lamar Park- 4231 Santa Fe St. 78411 - 12 Trees • Qty 2 - Live Oak (95-gal) • Qty 2 - Bur Oak (95-gal) • Qty 1 - Mexican Sycamore (45-gal) • Qty 1 - Monterrey Oak (45-gal) • Qty 3 - Montezuma Cypress (95-gal) • Qty 2 - Cedar Elm (95-gal) • Qty 1 - Anacaua (45-gal) Dan Whitworth Park- 701 S. Pius Dr. 78412 - 6 Trees • Qty 1 - Live Oak (95-gal) • Qty 1 - Bur Oak (95-gal) • Qty 1 - Monterrey Oak (45-gal) • Qty 1 - Montezuma Cypress (95-gal) • Qty 1 - Cedar Elm (95-gal) • Qty 1 - Anacaua (45-gal) Claremont Park- 701 Caddo St. 78412 - 6 Trees • Qty 2 - Live Oak (95-gal) • Qty 1 - Bur Oak (95-gal) • Qty 1 - Cedar Elm (95-gal) • Qty 2 - Anacaua (45-gal) Oso Place Park- 1000 Prince De. 78412 — 8 Trees • Qty 2 - Live Oak (95-gal) • Qty 2 - Bur Oak (95-gal) • Qty 2 - Mexican Sycamore (45-gal) • Qty 1 - Cedar Elm (95-gal) • Qty 1 - Anacaua (45-gal) Turtle Cove Park- 9516 Lovebird 78418 - 8 Trees • Qty 2 - Live Oak (95-gal) • Qty 2 - Bur Oak (95-gal) • Qty 2 - Cedar Elm (95-gal) • Qty 2 - Anacaua (45-gal) District 5 Vineyards Park- 6900 Vineyard Dr. 78405 — 3 Trees • Qty 1 - Live Oak (95-gal) • Qty 1 - Bur Oak (95-gal) • Qty 1 - Cedar Elm (95-gal) Brandywine Park- 2601 Summer Ridge Dr. 78414 - 7 Trees • Qty 2 - Live Oak (95-gal) • Qty 1 - Bur Oak (95-gal) • Qty 1 - Monterrey Oak (45-gal) • Qty 2 - Cedar Elm (95-gal) • Qty 1 - Anacaua (45-gal) Lexington Park- 6721 Rhine Dr. 78412 - 7 Trees • Qty 2 - Live Oak (95-gal) • Qty 2 - Bur Oak (95-gal) • Qty 2 - Cedar Elm (95-gal) • Qty 1 - Anacaua (45-gal) King's Point Park- 6090 Queen Bess Dr. 78414 - 7 Trees • Qty 2 - Live Oak (95-gal) • Qty 1 - Bur Oak (95-gal) • Qty 1 - Monterrey Oak (45-gal) • Qty 2 - Cedar Elm (95-gal) • Qty 1 - Anacaua (45-gal) Brockhampton Park- 5934 Brockhampton St. 78414 - 8 • Qty 2 - Live Oak (95-gal) • Qty 2 - Bur Oak (95-gal) • Qty 1 - Monterrey Oak (45-gal) • Qty 2 - Cedar Elm (95-gal) • Qty 1 - Anacaua (45-gal) St Andrews Park- 5902 St. Andrews Dr. 78413 - 12 Trees • Qty 2 - Live Oak (95-gal) • Qty 2 - Bur Oak (95-gal) • Qty 2 - Mexican Sycamore (45-gal) • Qty 2 - Montezuma Cypress (95-gal) • Qty 2 - Cedar Elm (95-gal) • Qty 2 - Anacaua (45-gal) The total number of trees being purchased is 230. Tree pricing is listed according to type, and is included in the attached bid tab. PROCUREMENT DETAIL: Finance-Procurement conducted a competitive Request for Bid process to obtain bids for the purchase and installation of trees. The City received two bids and is recommending award to the lowest responsive, responsible bidder, Valley Garden Center, Inc. dba Southern Landscapes. ALTERNATIVES: The alternative would be to not award the contract. However, this is not preferred as planting trees throughout City parks provide a wide range of benefits which include reducing water runoff, reducing soil erosion, and improving air quality. The project will also add to the already planted 230 trees last cycle for a total of 460 new trees over the past two years. FISCAL IMPACT: The fiscal impact for Parks and Recreation in FY 2022 is an amount not to exceed $224,256.00. FUNDING DETAIL: Fund: 1020 General Fund Organization/Activity: 12900 Office of the Director Mission Element: 142 Project # (CIP Only): N/A Account: 530215 Maint & repairs - contracted RECOMMENDATION: Staff recommends approval of this motion authorizing a four-month service agreement with Valley Garden Center, Inc. dba Southern Landscapes, as presented. LIST OF SUPPORTING DOCUMENTS: Service Agreement Bid Tab DocuSign Envelope ID:053AF810-703B-4DOE-A2DF-2F89B942C849 �yV S C� G° a 0 H SERVICE AGREEMENT NO. 3995 U PURCHASE AND INSTALLATION OF TREES AT CITY PARKS yeanaonn!e� 1852 THIS Purchase and Installation of Trees at City Parks Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home-rule municipal corporation ("City") and Valley Garden Center, Inc. dba Southern Landscapes ("Contractor"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Contractor has bid to provide Purchase and Installation of Trees at City Parks in response to Request for Bid/Proposal No. 3995 ("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 Purchase and Installation of Trees at City Parks ("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) The Term of this Agreement is four months beginning on the date provided in the Notice to Proceed from the Contract Administrator or the City's Procurement Division. The parties may mutually extend the term of this Agreement for up to zero additional zero-month periods ("Option Period(s)"), provided, the parties do so in writing 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. Service Agreement Standard Form Page 1 of 8 Approved as to Legal Form October 29, 2021 DocuSign Envelope ID:053AF810-703B-4DOE-A2DF-2F89B942C849 3. Compensation and Payment. This Agreement is for an amount not to exceed $224,256.00, subject to approved extensions and changes. Payment will be made for Services performed and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance 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: Roberta Rodriguez Department: Parks and Recreation Phone: 361-826-3166 Email: Roberta0@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 Service Agreement Standard Form Page 2 of 8 Approved as to Legal Form October 29, 2021 DocuSign Envelope ID:053AF810-703B-4DOE-A2DF-2F89B942C849 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 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. Service Agreement Standard Form Page 3 of 8 Approved as to Legal Form October 29, 2021 DocuSign Envelope ID:053AF810-703B-4DOE-A2DF-2F89B942C849 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 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: Roberta Rodriguez Title: Contracts and Funds Administrator Address: 1201 Leopard St., Corpus Christi, Texas 78401 Phone: 361-826-3166 Fax: 361-826-3864 IF TO CONTRACTOR: Valley Garden Center, Inc. dba Southern Landscapes Attn: Clay Frady Title: President Address: 821 E. Beech Avenue, McAllen, Texas 78501 Phone: 956-618-1899 Service Agreement Standard Form Page 4 of 8 Approved as to Legal Form October 29, 2021 DocuSign Envelope ID:053AF810-703B-4DOE-A2DF-2F89B942C849 Fax: N/A 17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF 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. Service Agreement Standard Form Page 5 of 8 Approved as to Legal Form October 29, 2021 DocuSign Envelope ID:053AF810-703B-4DOE-A2DF-2F89B942C849 20. Limitation of Liability. The City's maximum liability under this Agreement is limited to the total amount of compensation listed in Section 3 of this Agreement. In no event shall the City be liable for incidental, consequential or special damages. 21. Assignment. No assignment of this Agreement by the Contractor, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 22. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 23. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Agreement (excluding attachments and exhibits); B. its attachments; C. the bid solicitation document including any addenda (Exhibit 1 ); then, D. the Contractor's bid response (Exhibit 2). 24. Certificate of Interested Parties. Contractor agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement if required by said statute. 25. Governing Law. Contractor agrees to comply with all federal, Texas, and City laws in the performance of this Agreement. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. 26. Public Information Act Requirements. This paragraph applies only to agreements that have a stated expenditure of at least $1,000,000 or that result in the expenditure of at least $1,000,000 by the City. The requirements of Subchapter J, Chapter 552, Government Code, may apply to this contract and the Contractor agrees that the contract can be terminated if the Contractor knowingly or intentionally fails to comply with a requirement of that subchapter. Service Agreement Standard Form Page 6 of 8 Approved as to Legal Form October 29, 2021 DocuSign Envelope ID:053AF810-703B-4DOE-A2DF-2F89B942C849 27. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties. Service Agreement Standard Form Page 7 of 8 Approved as to Legal Form October 29, 2021 DocuSign Envelope ID:053AF810-703B-4DOE-A2DF-2F89B942C849 CONTRACTOR r�D"ocuSigned by: Signature: `�`"7fatn, Fw, Printed Name: clayton Frady Title: President Date: 3/7/2022 CITY OF CORPUS CHRISTI Josh Chronley Assistant Director of Finance - 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. 3995 Exhibit 2: Contractor's Bid/Proposal Response Service Agreement Standard Form Page 8 of 8 Approved as to Legal Form October 29, 2021 DocuSign Envelope ID:053AF810-703B-4DOE-A2DF-2F89B942C849 ATTACHMENT A - SCOPE OF WORK General Requirements/Background Information The Contractor shall provide and install various trees at 30 park locations throughout the Cityof Corpus Christi as outlined in this Scope of Work. Scope of Work A. Contractor shall provide and install trees ranging from 45 gal (2" to 3" Caliper) up to 95 gal (3.5" to 4" Caliper) within four weeks of receiving purchase order. (95 gal is preferred) B. Installation of trees shall be in accordance with the current industry standards of the International Society of Arboriculture (ANSI). Installation of the trees needs to be done by a Backhoe or Mini Excavator; An Auger is cannot be used. C. Trees with a damaged or crooked leader, bark abrasions, sunscald, disfiguring knots, insect damage, or cuts of limbs over 20mm (3/4 inch) in diameter that are not completely closed will be rejected. D. All trees shall be of specimen quality, exceptionally heavy, symmetrical, and so trained or favored in development and appearance as to be unquestionably and outstandingly superior in form, compactness, and symmetry. They shall be sound, healthy, vigorous, well branched, and densely foliated when in leaf; free of disease and insects, eggs, or larvae; and shall have healthy, well-developed root systems. They shall be free from physical damage or other conditions that would prevent vigorous growth. E. Branches shall be tied with rope or twine only, and in such a manner that no damage will occur to the bark or branches. During transportation of plant material, the Contractor shall exercise care to prevent injury and drying out of the trees. Should the roots be dried out, large branches broken, balls of earth broken or loosened, or areas of bark torn, Park Operations may reject the injured tree(s) and order them replaced at no additional cost to the City. All loads of plants shall be covered at all times with tarpaulin or canvas. Loads that are not protected will be rejected. F. Trees shall not be lifted by straps wrapped directly around the trunk. G. Container trees shall carefully be removed from the container by cutting it in a manner not to damage the root ball. Remove plastic, paper, or fiber pots from containerized plant material. Pull roots out of the root mat and cut circling roots with a sharp knife. Immediately after removing the container, install the plant such that the roots do not dry out. Place plant and backfill carefully around the base and sides to two-thirds the depth of the root ball; then thoroughly water the DocuSign Envelope ID:053AF810-703B-4DOE-A2DF-2F89B942C849 backfill to allow for settlement. Backfill the remainder of the pit, allowing for the depth of mulch. H. Trees will require 3 stakes per tree and 3 inches of mulch in depth around tree and mulch shall not be placed within three inches of the trunk. I. Finished grading shall be done following installation of trees. The entire area shall be carefully raked to a smooth surface free of clods, roots, or stones one-half inch or larger prior to mulching. J. Contractor shall secure 811 clearances to plant prior to installation. K. Service shall be performed during normal business hours, 7:00 a.m. - 3:00 p.m., Monday-Friday. L. Contractor shall be responsible for repairing any damages on amenities, sidewalks and back filling ruts. M. Contractor shall contact Contract Administrator, Jesse Balderaz,O (361-826- 1936, C (361 )-548-9902 for scheduling. N. Contractor shall provide a one-year warranty on trees and installation. Work Site and Conditions The various tree species and quantities shall be installed at the following City parks: 1. Chiquito Park- 223 Pueblo St. 78405 - 5 Trees • Qty 1 - Live Oak (Quercus virginiana) • Qty 1 - Bur Oak (Quercus macrocarpa) • Qty 1 - Montezuma Cypress (Taxodium Mucronatum) • Qty 1 - Cedar Elm (Ulmas crassifolia) • Qty 1 - Anacaua (Ehretia anacua) 2. Glen Royal Park- 3646 Victory Dr. 78408 - 4 Trees • Qty 1 - Live Oak (Quercus virginiana) • Qty 1 - Bur Oak (Quercus macrocarpa) • Qty 1 - Cedar Elm (Ulmas crassifolia) • Qty 1 - Anacaua (Ehretia anacua) 3. Hudson Park- 8025 Erne St. 78409 - 5 Trees • Qty 1 - Live Oak (Quercus virginiana) • Qty 1 - Bur Oak (Quercus macrocarpa) • Qty 1 - Montezuma Cypress (Taxodium Mucronatum) • Qty 1 - Cedar Elm (Ulmas crassifolia) • Qty 1 - Anacaua (Ehretia anacua) 4. Lt. Stuart J. Alexander Park- 10622 Frontier Dr. 78410 - 4 Trees • Qty 1 - Live Oak (Quercus virginiana) • Qty 1 - Bur Oak (Quercus macrocarpa) DocuSign Envelope ID:053AF810-703B-4DOE-A2DF-2F89B942C849 • Qty 1 - Cedar Elm (Ulmas crassifolia) • Qty 1 - Anacaua (Ehretia anacua) 5. McNorton Park- 9036 Caroline Rd. 78409 - 3 Trees • Qty 1 - Live Oak (Quercus virginiana) • Qty 1 - Bur Oak (Quercus macrocarpa) • Qty 1 - Cedar Elm (Ulmas crassifolia) 6. Mobile Park- 5906 Skyline Dr. 78408 - 6 Trees • Qty 2 - Live Oak (Quercus virginiana) • Qty 2 - Bur Oak (Quercus macrocarpa) • Qty 2 - Cedar Elm (Ulmas crassifolia) 7. West Guth Park- 9700 Up River Rd. 78410 - 21 Trees • Qty 4 - Live Oak (Quercus virginiana) • Qty 4 - Bur Oak (Quercus macrocarpa) • Qty 3 - Mexican Sycamore (Platanus occidebtails) • Qty 6 - Montezuma Cypress (Taxodium Mucronatum) • Qty 4 - Anacaua (Ehretia anacua) 8. Casa Linda Park- 3200 Norton St. 78411 - 4 Trees • Qty 1 - Live Oak (Quercus virginiana) • Qty 1 - Bur Oak (Quercus macrocarpa) • Qty 1 - Monterrey Oak (Quercus polymorpha) • Qty 1 - Cedar Elm (Ulmas crassifolia) 9. H.E.B. Park- 1501 Shelly St. 78404 - 8 Trees • Qty 2 - Live Oak (Quercus virginiana) • Qty 2 - Bur Oak (Quercus macrocarpa) • Qty 1 - Monterrey Oak (Quercus polymorpha) • Qty 2 - Cedar Elm (Ulmas crassifolia) • Qty 1 - Anacaua (Ehretia anacua) 10. Prescott Park- 1913 Hawthorne Dr. 78404 - 3 Trees • Qty 1 - Live Oak (Quercus virginiana) • Qty 1 - Bur Oak (Quercus macrocarpa) • Qty 1 - Cedar Elm (Ulmas crassifolia) 11. Lawson Park- 2724 Rogers St. 78405 - 5 Trees • Qty 2 - Live Oak (Quercus virginiana) • Qty 2 - Bur Oak (Quercus macrocarpa) • Qty 1 - Cedar Elm (Ulmas crassifolia) DocuSign Envelope ID:053AF810-703B-4DOE-A2DF-2F89B942C849 12. Catalina Martinez Park- 1516 7th St. 78404 - 2 Trees • Qty 1 - Live Oak (Quercus virginiana) • Qty 1 - Cedar Elm (Ulmas crassifolia) 13. Collier Park- 3801 Harris Dr. 78412 - 9 Trees • Qty 1 - Live Oak (Quercus virginiana) • Qty 2 - Bur Oak (Quercus macrocarpa) • Qty 2 - Mexican Sycamore (Platanus occidebtails) • Qty 2 - Cedar Elm (Ulmas crassifolia) • Qty 2 - Anacaua (Ehretia anacua) 14. Sam Houston Park- 1629 Brentwood Dr. 78415 - 9 Trees • Qty 1 - Live Oak (Quercus virginiana) • Qty 2 - Bur Oak (Quercus macrocarpa) • Qty 2 - Mexican Sycamore (Platanus occidebtails) • Qty 2 - Cedar Elm (Ulmas crassifolia) • Qty 2 - Anacaua (Ehretia anacua) 15. Glen Arbor Park- 5842 Tanglewood Dr. 78412 - 15 Trees • Qty 3 - Live Oak (Quercus virginiana) • Qty 2 - Bur Oak (Quercus macrocarpa) • Qty 2 - Mexican Sycamore (Platanus occidebtails) • Qty 2 - Monterrey Oak (Quercus polymorpha) • Qty 2 - Montezuma Cypress (Taxodium Mucronatum) • Qty 2 - Cedar Elm (Ulmas crassifolia) • Qty 2 - Anacaua (Ehretia anacua) 16. John Jones Park- 4320 Shaw St. 78416 - 10 Trees • Qty 1 - Live Oak (Quercus virginiana) • Qty 2 - Bur Oak (Quercus macrocarpa) • Qty 1 - Mexican Sycamore (Platanus occidebtails) • Qty 1 - Monterrey Oak (Quercus polymorpha) • Qty 1 - Montezuma Cypress (Taxodium Mucronatum) • Qty 2 - Cedar Elm (Ulmas crassifolia) • Qty 2 - Anacaua (Ehretia anacua) 17. Stonegate Park- 4610 Bonner Dr. 78411 - 10 Trees • Qty 2 - Live Oak (Quercus virginiana) • Qty 2 - Bur Oak (Quercus macrocarpa) • Qty 1 - Mexican Sycamore (Platanus occidebtails) • Qty 1 - Monterrey Oak (Quercus polymorpha) • Qty 2 - Cedar Elm (Ulmas crassifolia) • Qty 2 - Anacaua (Ehretia anacua) DocuSign Envelope ID:053AF810-703B-4DOE-A2DF-2F89B942C849 18. Schanen Park- 5930 O'Toole Dr. 78413 - 13 Trees • Qty 2 - Live Oak (Quercus virginiana) • Qty 2 - Bur Oak (Quercus macrocarpa) • Qty 2 - Mexican Sycamore (Platanus occidebtails) • Qty 1 - Monterrey Oak (Quercus polymorpha) • Qty 2 - Montezuma Cypress (Taxodium Mucronatum) • Qty 2 - Cedar Elm (Ulmas crassifolia) • Qty 2 - Anacaua (Ehretia anacua) 19. Molina Veterans Park- 1150 Blomington St. 78416 - 10 Trees • Qty 2 - Live Oak (Quercus virginiana) • Qty 3 - Bur Oak (Quercus macrocarpa) • Qty 3 - Cedar Elm (Ulmas crassifolia) • Qty 2 - Anacaua (Ehretia anacua) 20. Lamar Park- 4231 Santa Fe St. 78411 - 12 Trees • Qty 2 - Live Oak (Quercus virginiana) • Qty 2 - Bur Oak (Quercus macrocarpa) • Qty 1 - Mexican Sycamore (Platanus occidebtails) • Qty 1 - Monterrey Oak (Quercus polymorpha) • Qty 3 - Montezuma Cypress (Taxodium Mucronatum) • Qty 2 - Cedar Elm (Ulmas crassifolia) • Qty 1 - Anacaua (Ehretia anacua) 21. Dan Whitworth Park- 701 S. Pius Dr. 78412 - 6 Trees • Qty 1 - Live Oak (Quercus virginiana) • Qty 1 - Bur Oak (Quercus macrocarpa) • Qty 1 - Monterrey Oak (Quercus polymorpha) • Qty 1 - Montezuma Cypress (Taxodium Mucronatum) • Qty 1 - Cedar Elm (Ulmas crassifolia) • Qty 1 - Anacaua (Ehretia anacua) 22. Claremont Park- 701 Caddo St. 78412 - 6 Trees • Qty 2 - Live Oak (Quercus virginiana) • Qty 1 - Bur Oak (Quercus macrocarpa) • Qty 1 - Cedar Elm (Ulmas crassifolia) • Qty 2 - Anacaua (Ehretia anacua) 23. Oso Place Park- 1000 Prince De. 78412 — 8 Trees • Qty 2 - Live Oak (Quercus virginiana) • Qty 2 - Bur Oak (Quercus macrocarpa) • Qty 2 - Mexican Sycamore (Platanus occidebtails) • Qty 1 - Cedar Elm (Ulmas crassifolia) • Qty 1 - Anacaua (Ehretia anacua) DocuSign Envelope ID:053AF810-703B-4DOE-A2DF-2F89B942C849 24. Turtle Cove Park- 9516 Lovebird 78418 - 8 Trees • Qty 2 - Live Oak (Quercus virginiana) • Qty 2 - Bur Oak (Quercus macrocarpa) • Qty 2 - Cedar Elm (Ulmas crassifolia) • Qty 2 - Anacaua (Ehretia anacua) 25. Vineyards Park- 6900 Vineyard Dr. 78405 - 3 Trees • Qty 1 - Live Oak (Quercus virginiana) • Qty 1 - Bur Oak (Quercus macrocarpa) • Qty 1 - Cedar Elm (Ulmas crassifolia) 26. Brandywine Park- 2601 Summer Ridge Dr. 78414 - 7 Trees • Qty 2 - Live Oak (Quercus virginiana) • Qty 1 - Bur Oak (Quercus macrocarpa) • Qty 1 - Monterrey Oak (Quercus polymorpha) • Qty 2 - Cedar Elm (Ulmas crassifolia) • Qty 1 - Anacaua (Ehretia anacua) 27. Lexington Park- 6721 Rhine Dr. 78412 - 7 Trees • Qty 2 - Live Oak (Quercus virginiana) • Qty 2 - Bur Oak (Quercus macrocarpa) • Qty 2 - Cedar Elm (Ulmas crassifolia) • Qty 1 - Anacaua (Ehretia anacua) 28. King's Point Park- 6090 Queen Bess Dr. 78414 - 7 Trees • Qty 2 - Live Oak (Quercus virginiana) • Qty 1 - Bur Oak (Quercus macrocarpa) • Qty 1 - Monterrey Oak (Quercus polymorpha) • Qty 2 - Cedar Elm (Ulmas crassifolia) • Qty 1 - Anacaua (Ehretia anacua) 29. Brockhampton Park- 5934 Brockhampton St. 78414 - 8 • Qty 2 - Live Oak (Quercus virginiana) • Qty 2 - Bur Oak (Quercus macrocarpa) • Qty 1 - Monterrey Oak (Quercus polymorpha) • Qty 2 - Cedar Elm (Ulmas crassifolia) • Qty 1 - Anacaua (Ehretia anacua) 30. St Andrews Park- 5902 St.Anderws Dr. 78413 - 12 Trees • Qty 2 - Live Oak (Quercus virginiana) • Qty 2 - Bur Oak (Quercus macrocarpa) • Qty 2 - Mexican Sycamore (Platanus occidebtails) • Qty 2 - Montezuma Cypress (Taxodium Mucronatum) • Qty 2 - Cedar Elm (Ulmas crassifolia) • Qty 2 - Anacaua (Ehretia anacua) DocuSign Envelope ID:053AF810-703B-4DOE-A2DF-2F89B942C849 Tree Count 50 Live Oak Quercus vir iniana 49 Bur Oak Quercus macrocarpa) 18 Mexican Sycamore Platanus occidebtails 12 Monterrey Oak (Quercus polymorpha) 19 Montezuma Cypress Taxodium Mucronatum 44 Cedar Elm (Ulmas crassifolia) 38 Anacaua (Ehretia anacua) *See attached Exhibit A for placement of trees at City Parks Contractor Quality Control and Superintendence The Contractor shall establish and maintain a complete Quality Control Program that is acceptable to the Contract Administrator to assure that the requirements of the Contract are provided as specified. The Contractor will also provide supervision of the work to insure it complies with the contract requirements. DocuSign Envelope ID:053AF810-703B-4DOE-A2DF-2F89B942C849 EXHIBIT A - MAPS PLACEMENT OF TREES AT CITY PARKS Oak McNorton Park r, 9 I #2 Bur Oak 9036 Caroline 78409 " #3 Mexican Sycamore '•, trictli - , #4 Monterrey Oak v.. .' I #7 Anacaua YP n Montezuma Cypress #6 Cedar Elm � N 1 p , 3 ® , �.�� ar ine Rd Caroline Rd I'1 �• + as � � �'� � �� v+ M y000gle .N�� 3. ■■Ifn' Mobile Parks #1 Live Oak Skyline 78408 4{ #2 Bur Oak 5906 Sk y ,. #3 Mexican Sycamore District 1 " #4 Monterrey Oak 1#5 Montezuma Cypress #6 Cedar Elm- #7 Anacaua Rd 'i 7 IF r , Y _ Google 1 l �F {Gson r - a ,It.Stuart Alexander Park I#1 Live Oak R "®"-"'"""�'`�`" #2 Bur Oak 10622 Frontier 78410 #3 Mexican Sycamore District 1 ' #4 Monterrey Oak #5 Montezuma Cypress #6 Cedar Elm- #7 Anacaua P;onEE planear Dl 1 J i.. 4, A y;. w 6 � n � Y 1 w ' #1 Live Oak Hudson Park #2 Bur Oak 8025 Erne 78409 District 1 #3 Mexican Sycamore #4 Monterrey Oak #5 Montezuma Cypress #6 Cedar Elm #7 Anacaua y M1 Y9 6 A ^ e 1. u o s. Gooale tai ,.. � 4 MEN , i #1 Live Oak Glen Royal Park y �t]i� y #2 Bur Oak 3646 Victory 78408 . ' �, #3 Mexican Sycamore District 1 b. "e •sae ° Dutra ' #4 Monterrey Oak #5 Montezuma Cypress 1 d #6 Cedar Elm #7 Anacaua 1 No A¢ $ r r w lw " a �. ■ "� � !a. 'F«,. to F , a k ao ■E■ „ac- s #1 Live Oak Chiquito Park I M #2 Bur Oak 223 Pueblo 78405 ` - #3 Mexican Sycamore +District 1 " '""�:'' ' �' -�- 5� � o- ' #4 Monterrey Oak ■ t� #5 Montezuma Cypress fi #6 Cedar .. '#7 Anacaua n X�AA �" r "euan mea®mr, u�rensma rte. xn.� s�nrame mrc #1 Live Oak West Guth Park . ; #2 Bur Oak 9700 Up River 78410 District 13 Mexican Sycamore � "Al l M1, #4 Monterrey Oak #5 Montezuma Cypress " El #6 Cedar Elm #7 Anacaua v 'li ♦ ay �t •� Q a a 3 f ■■N " F F � Catalina Martinez park � 4M " r' 41 Live Oak F t�� 15167th 78404 - #2 Bur Oak District 2 #3 Mexican Sycamore ' *y #4 Monterrey Oak #5 Montezuma Cypress y —#6 Cedar Elm - #7 Anacaua LI t 'p w� a i d y , 1)44""11 Tw JJ k 1 f Plaxn- t .n oamcWye,Mapmmawsi Casa Linda Park.•` Q', ds #1 Live Oak 3200 Norton 78411 d #2 Bur Oak District 2 '�� #3 Mexican Sycamore o� o #4 Monterrey Oak #5 Montezuma Cypress #6 Cedar Elm #7 Anacaua ra �' tiQo � A t y s io o F tat y Ca Lnda Park. c� � ♦ n�w i I a �R. V Googk, �,, } MENS y� Collier Park^ _ #1 Live Oak t #2 Bur Oak ± 3a01 Harris 78412' t � rte. #3 Mexican Sycamore District 2 #4 Monterrey Oak w #5 Montezuma Cypress #6 Cedar Elm i LLA i Ma r 3D t` ° i• f #1 Live Oak H.E.H. Park S �'#2 Bur Oak F~ , 1501 Shely 78404 �, '#3 Mexican Sycamore-011 District 2'A ; #4 Monterrey Oak ` #5 Montezuma Cypress #6 Cedar Elm #7 An acaua t c TFA I° NW AL r. x. uti` .- a _ d #1 Live Oak Lawson Park _ _ - e #2 Bur Oak.,, 2724 Rogers 78405 .' b 1 #3 Mexican Sycamore District 2 #4 Monterrey Oak p #5 Montezuma Cypress / #6 Cedar Elm #7 Anacaua R m ,,3 Yw pt I 1 � I 'f. F mood I• d _Y " .. �•.s9Tib d g'a"' Google .I�. `�� ■�1� - ® _ #1 Live Oak �.. .w. � _ p _ �..��.,,,..�.. ...��.,.. m�-� e_ � ��- = . 'Sam Houston Park — - _#2 Bur Oak. 1629 Brentwood 78415 #3 Mexican Sycamore District 2 #4 Monterrey Oak #5 Montezuma Cypress a #6 Cedar Elm #7 Anacaua sew ;._ ...._ .. ..:....:a � ..ro. .. ` - a r m,..�remn roaye wnam o #1 Live Oak Prescott Park #2 Bur Oak 2601 Summer Ridge 78414 i #3 Mexican Sycamore District 3 #4 Monterrey Oak t #5 Montezuma Cypress #6 Cedar Elm #7 Anacaua H _ n� y .res o� r, ,�oog� 4 ■sew #1 Live Oak 'Brandywine Park r' � r, � � #2 Bur Oak-,', 2601 Summer Ridge 78414 #3 Mexican Sycamore District 3 #4 Monterrey Oak #5 Montezuma Cypress f#6 Cedar Elm an " '= 1#7 Anacaua w a s o a 4p a — Google ,,;: �! ,a, _ � .. f ■■■ " #1 Live Oakv Stonegate Park « #2 Bur Oak 4610 Bonner78411f� r _. #3 Mexican Sycamore District 3S - #4 Monterrey Oak #5 Montezuma Cypress .- #6 Cedar EI m ,��""� ' � °"'°�- cfir,.• #7 Anacaua Yi— ea � �G,C� 3D ' 4 o Google a" .�• �' ■�■ e #1 Live Oak Schanen Park #2 Bur Oak 5930 O'Toole 3 oole 7841 #3 Mexican Sycamore District 3 y #4 Monterrey Oak #5 Montezuma Cypress #6 Cedar Elm_ q #7 Anacaua AI ,q Qi0 doole+s4 .. 40 l S 0 pp a " r 9 t k w w j MEN #1 Live Oak ' Glen Arbor Park � r,�r . r #2 Bur Oak 5842 Tanglewood 78412 43 Mexican Sycamore District 3 ,* #4 Monterrey Oak #5 Montezuma Cypress a #6 Cedar Elm - ;` •� � #7 Anacaua yY i i RI 4 ani m � a4r ,�� Googc 4 ■■■ " _- aie Mwdv®zom - _ l #1 Live Oak a"John Jones Park #2 Bur Oak 4320 Shaw 78416 u 4 #3 Mexican Sycamore District 3 �� s° #4 Monterrey Oak #5 Montezuma Cypress �_^. �� 1.1�■ AA� � � �1 #6Cedar Elm '� 5 "f. An Shdq, ! „L ■■■ r / r � 0 `""ylwx. a �e `1'M..:..� • LL I�F1�I�eMVtlm�1 lY.rttl rnel Rnxl Srtl ..� #1 Live Oak King's Point Par #2 Bur Oak 6090 Queen Bess 78414 « #3 Mexican Sycamore District 3 ' "'""' #4 MonterreyOak_ #5 Montezuma Cypress- , �� ✓ w #6 Cedar Elm- .a r #7 Anacaua y+^ _r , • r ri G � a q .. x." 46u - •. 1� • w �yy.R �. 411 l ✓ k Mr r.W. r Yew " w •ue¢n Bess Dr Q"ween Bess LAP •uee 6 S f Goo le Molina Veterans Park _ = #1 Live Oak #2 Bur Oak,.:,' , . .,. 1 150 Bloomington 78416 #3 Mexican Sycamore 0 District 3' ..�,'� _ .i _ � f #4 Monterrey OakF�aa- w:, .. . � IL . ETereaa St Ere esa SI" F:Teresa sI#5 Montezuma Cypress W #6 Cedar Elm" ;. o r S W Teresa St NI Terasa St W Teresa SI �i y J Z Gaegle '. _$+ a a ,r t 1#1 Live Oak Claremont Park �` �" #2 Bur Oak 701 Caddo 78412 \ #3 Mexican Sycamore District 47- . #4 Monterrey Oak A.` q, #5 Montezuma Cypress "Q `a !► / f a #6 Cedar Elm k P+`#7 Anacaua `F '! 'C caw n w A y. r !J \ " ,r o'ema ! 1 Google �l ,C� �/ f 07- #1 Live Oak Lamar Park yf # r Oak = 4231 Santa Fe 78411! L. #3 Mexican Sycamore I District 4 #4 Monterrey Oakl"O" a v #5 Montezuma Cypress • �.r " .,, ..y s; #6 Cedar Elm .�r , #7 Anacaua Oil 1 4*1 �00 e x .. ,.r. - • � ¢enter Dr Center ! � t �• I - nl f 4 a #1 Live Oak U Dan Whitworth Park #2 Bur OakW 701 S Pius 78412 #3 Mexican Sycamore District 4 *' #4 Monterrey Oak #5 Montezuma Cypress #6 Cedar Elm #7 Anacaua' 1 Ir 1� 4(0" Ali Gooc c { ■E■ a ., Af ++ ' #1 Live Oak- - Oso Place Park 12 Bur Oak 1000 Prince 78412 #3 Mexican Sycamore District 4 #4 Monterrey Oak #5 Montezuma Cypress w-: .#6 Cedar Elm #7 Anacaua von 7 f r NOR - #1 Live Oak 01;�urtle Cove Park- #2 Bur Oak 9516 Lovebird 78418 can Sycamore District 4—,_.,- .r _- _...�w�... ..n ter• ,. a- Monterrey Oak Montezuma Cypress #6 Cedar Elm = 1 #7 Anacaua ? �� r isk a � r i r r s Vineyard Park ` #1 Live Oak 6900 Vineyard 78415 #3 Mexi#2 Bur iccan Sycamo e District 5 #4 Monterrey Oak #5 Montezuma Cypress i #6 Cedar Elm #7 Anacaua IN r . I D� ti r ; w r a4W�S464:urA+..,, v•<�,.+ I ✓,. �.- � •. Y Oma � .. ..—.� �, ,-- ;' q°' aoq e",' — � ._ r ■""Y-" 77. #1 Live Oak Brockhampton Park #2 Bur Oak 5934 Brockhampton 78414 #3 Mexican Sycamore .1 District 5 #4 Monterrey Oak #5 Montezuma Cypress Cedar Elm #7 Anacaua Derby Ur•,w ...,, xa $[ 1�1.[ls BOCK�IaYitp[i]Il$1 ..]: ✓ z b waw,;,. ri o, #1 Live Oak- St Andrews Park °- #2 Bur Oak 5902 St Andrews 78413 $ • � #3 Mexican Sycamore District 5 : b #4 Monterrey Oa ' k #5 Montezuma Cypress #6 Cedar Elm -.*9#7 Anacaua 44*1 r t' v • I 0 m I-LA d�+aGeY®19T9oohe,MeF�9&�61 S e Pmrery YmtlyL. 3 ' r #1 Live Oak � Lexington Park - G' #2 Bur Oak r 6721 Rhine 78412 #3 Mexican Sycamore District 5 #4 Monterrey Oaky #5 Montezuma Cypress #6 Cedar Elm #7 Anacaua 30 •c. ar F V " d RNIII D, OEM rer, DocuSign Envelope ID:053AF810-7036-4Ai iACnMEN I tS - BID/PRICING SCHEDULE SC ow �� CITY OF CORPUS CHRISTI CONTRACTS AND PROCUREMENT BID FORM qt RPRR P�fO 1852 RFB No. 3995 PURCHASE AND INSTALLATION OF TREES AT CITY PARKS PAGE 1 OF 2 Date: 2 �Z/z,Z, Authorized Bidder: _ 50uiL rt cs 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. DocuSign Envelope ID:053AF810-703B-4DOE-A2DF-2F89B942C849 BID FORM PAGE 2 OF 2 Item Description UNIT QTY Unit Total Price 45 Total Price 95 Price Gallon Galllon Live Oak (Quercus irginiana) including 50 G/� Z 3 dp 1 labor (only one will be GAL elected, 95 GAL is 95 preferred) GAL 50 11386 Bur Oak (Quercus macrocarpa) including 49 L�/SU Z Z �0 2 labor (only one will be GAL elected, 95 GAL is 95 49 preferred) GAL Mexican Sycamore 45 18 oO 3 (Platanus occidebtails) GAL Including labor(only Ione will be selected, 95 95 18 �2 SO Z 2. s©4 GAL is referred) GAL Monterrey White Oak 45 12 Z O 4 (Quercus polymorpha) GAL Including labor (only one will be selected, 95 95 12 GAL is referred) GAL Montezuma Cypress 45 19 y0 5 (TaxodiumMucronatum) GAL Including labor (only one will be selected, 95 95 19 dv' GAL is preferred) GAL Cedar Elm (Ulmas 45 crassifolia) including GAL 6 44 labor (only one will be elected, 95 GAL is 95 preferred) GAL 44 �� (, 3 S Z d p r 1Anacaua (Ehretia 45 7 anacua) including GAL 38 labor (only one will be elected, 95 GAL is 95 preferred) GAL 38 Grand Total 45 Gallon /0 2 r Grand Total 95 Gallon Contract value not to exceed $224,256.00 DocuSign Envelope ID:053AF810-703B-4DOE-A2DF-2F89B942C849 ATTACHMENT C - INSURANCE AND BOND 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 $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 POLLUTION LIABILITY $1,000,000 Per Occurrence (Including Cleanup and Remediation) Risk Review 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:053AF810-703B-4DOE-A2DF-2F89B942C849 II. ADDITIONAL REQUIREMENTS A. Applicable for paid employees, Contractor must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in an amount sufficient to assure that all workers' compensation obligations incurred by the Contractor will be promptly met. B. Contractor shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Contractor's sole expense, insurance coverage written on an occurrence basis, by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A- VII. C. Contractor shall be required to submit a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Contractor shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Risk Manager P.O. Box 9277 Corpus Christi, TX 78469-9277 D. Contractor agrees that with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: • List the City and its officers, officials, employees, volunteers, and elected representatives as additional insured by endorsement, as respects operations, completed operation and activities of, or on behalf of, the named insured performed under contract with the City, with the exception of the workers' compensation policy; • Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; • Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and • Provide 30 calendar days advance written notice directly to City of any, cancellation, non-renewal, material change or termination in coverage and not less than 10 calendar days advance written notice for nonpayment of premium. E. Within 5 calendar days of a cancellation, non-renewal, material change or termination of coverage, Contractor shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Contractor's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. DocuSign Envelope ID:053AF810-703B-4DOE-A2DF-2F89B942C849 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. No Bonds are required for this Service Agreement. 2021 Insurance Requirements Ins. Req. Exhibit 4-C Contracts for General Services -Services Performed Onsite - Pollution 05/10/2021 Risk Management - Legal Dept. DocuSign Envelope ID:053AF810-703B-4DOE-A2DF-2F89B942C849 ATTACHMENT D - WARRANTY Contractor shall provide a one-year warranty on trees and installation. �$yvucyy�_ City of Corpus Christi w Contracts and Procurement Senior Buyer:Tracy Garza RFB 3995-Purchase and Installation of Trees at City Parks Valley Garden Center,Inc.dba Southern Olympia Landscape Development Landscapes Laredo,TX McAllen,TX ITEM DESCRIPTION UNIT QTY UNIT PRICE EXTENDED PRICE EXTENDED PRICE UNIT PRICE EXTENDED PRICE EXTENDED PRICE 45 GAL 95 GAL 45 GAL 95 GAL Live Oak(Quercus virginiana)including labor(only 45 GAL 50 $ 460.00 $ 23,000.00 $ 950.00 $ 47,500.00 1 one will be selected,95 GAL is preferred) 95 GAL 50 $ 1,386.00 $ 69,300.00 $ 980.00 $ 49,000.00 Bur Oak(Quercus macrocarpa)including labor(only 45 GAL 49 $ 450.00 $ 22,050.00 $ 950.00 $ 46,550.00 2 one will be selected,95 GAL is preferred) 95 GAL 49 $ 1,444.00 $ 70,756.00 $ 990.00 $ 48,510.00 Mexican Sycamore(Platanus occidebtails)including 45 GAL 18 $ 600.00 $ 10,800.00 $ 950.00 $ 17,100.00 3 labor(only one will be selected,95 GAL is preferred) 95 GAL 18 $ 1,250.00 $ 22,500.00 $ 1,062.00 $ 19,116.00 Monterrey White Oak(Quercus polymorpha) 45 GAL 12 $ 460.00 $ 5,520.00 $ 950.00 $ 11,400.00 4 including labor(only one will be selected,95 GAL is preferred) 95 GAL 12 $ 785.00 $ 9,420.00 $ 990.00 $ 11,880.00 Montezuma Cypress(Taxodium Mucronatum) 45 GAL 19 $ 460.00 $ 8,740.00 $ 1,050.00 $ 19,950.00 5 including labor(only one will be selected,95 GAL is preferred) 95 GAL 19 $ 800.00 $ 15,200.00 $ 1,900.00 $ 36,100.00 Cedar Elm(Ulmas crassifolia)including labor(only 45 GAL 44 $ 425.00 $ 18,700.00 $ 950.00 $ 41,800.00 6 one will be selected,95 GAL is preferred) 95 GAL 44 $ 800.00 $ 35,200.00 $ 1,020.00 $ 44,880.00 Anacaua(Ehretia anacua)including labor(only one 45 GAL 38 $ 460.00 $ 17,480.00 $ 950.00 $ 36,100.00 7 will be selected,95 GAL is preferred) 95 GAL 38 $ 575.00 $ 21,850.00 $ 1,700.00 $ 64,600.00 GRAND TOTALS $ 106,290.00 $ 244,226.00 $ 220,400.00 $ 274,086.00 'TREE SELECTION TOTALS1 $ 33,800.00 $ 190,456.00 PROJECT GRAND TOTAL $ 224,256.00 'Tree purchase and installation selection per Parks and Recreation SS\ FOR ACCAP Cs% V ' CORPUS r, ACCREDIrEU CHRISTI 's = PAM �hA RECRFAt�P Purchase and Installation of Trees at City Parks City Council ® April 26, 2022 230 Shade Trees CHRISTI PARK56 • Parks and Recreation will have 230 shade trees planted throughout the City • 30 parks - Districts 1-5 — District 1 Parks: Chiquito, Glen Royal, Hudson, Lt. Stuart J. Alexander, McNorton, Mobile, West Guth — District 2 Parks: Casa Linda, H.E.B., Prescott, Lawson, Catalina Martinez, Collier, Sam Houston — District 3 Parks: Glen Arbor, John Jones, Stonegate, Schanen, Molina Veterans — District 4 Parks: Lamar, Dan Whitworth, Claremont, Oso Place, Turtle Cove — District 5 Parks: Vineyards, Brandywine, Lexington, King's Point, Brockhampton, St. Andrews 230 Shade Trees CHRISTI PARK56 • The selected trees are native to South Texas as recommended in the Parks & Recreation Master Plan — Live Oak (95-gal), Bur Oak (95-gal), Mexican Sycamore (45-gal), Monterrey Oak (45-gal), Montezuma Cypress (95-gal), Cedar Elm (95-gal), and Anacaua (45-gal) • The trees will be planted in accordance with current industry standards of the International Society of Arboriculture (ANSI) • There are significant benefits attributed to planting additional trees — reduced noise pollution, improved air quality, additional wildlife habitats, reduction of storm water runoff and soil erosion, and increased property value and business attraction CORPUS CHRISTI PARK56 Live Oak Moore ..a Cypress Mezkan Oak f .vw. 1 I ��ddf�f�y11 c Our AlOVrvc.r>scr.vn Recommendation Staff recommends approval of this Motion authorizing purchase and installation of 230 shade trees. SC 00 � 0 � o NCORPOR 1�'0 AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting April 26, 2022 DATE: April 26, 2022 TO: Peter Zanoni, City Manager FROM: Peter Collins, Chief Information Officer of Information Technology Pete rC(a)cctexas.com (361) 826-3735 Josh Chronley, Assistant Director of Finance-Procurement Josh C2(a)cctexas.com (361) 826-3169 Cisco Smartnet Network Equipment Support and Maintenance CAPTION: Motion authorizing a one-year service agreement renewal, with Great South Texas Corp, dba Computer Solutions of San Antonio, through the DIR Cooperative, for SmartNet network equipment support and maintenance for the Information Technology Department, in an amount of $189,257.62, with FY 2022 funding from the Information Technology Fund. SUMMARY: This motion authorizes a service agreement with Great South Texas Corp dba Computer Solutions for the support and maintenance renewal of Cisco SmartNet. This maintenance renewal will provide the necessary support and maintenance for the City's critical network equipment. BACKGROUND AND FINDINGS: Cisco SmartNet support and maintenance is required for critical network infrastructure which includes support and security updates for hardware and software. Cisco SmartNet includes 24- hour access to network technical assistance center engineers, device management, online technical resources, software updates and hardware replacements. The Cisco SmartNet renewal will ensure that the City of Corpus Christi has support and the latest software security updates for the critical network infrastructure. PROCUREMENT DETAIL: This procurement is being facilitated through the DIR Cooperative. Contracts awarded through the DIR Cooperative has been competitively procured in compliance with Texas Local and State procurement requirements. The current license is with Great South Texas Corp, dba Computer Solutions. There is no change in price per unit from the license renewal. The savings on the DIR Cooperative for this agreement is 16% off retail price which is a savings of $36,049.07. This year's renewal includes the network equipment from the 2019 network refresh increasing the number of licenses needed by 124 for a total of 241 licenses. ALTERNATIVES: There is no alternative. The critical network infrastructure is a highly secure system that must be maintained and supported by Cisco Smartnet. FISCAL IMPACT: This purchase totaling $189,257.62 to renew Cisco SmartNet support and maintenance is budgeted in the Information Technology fund for fiscal year 2022. FUNDING DETAIL: Fund: 5210 Info Tech Organization/Activity: 40430 IT Network Services Mission Element: 241 Provide Support Technology Infrastructure Project # (CIP Only): n/a Account: 530230 Equipment Maintenance RECOMMENDATION: Staff recommends approval of this motion authorizing a one-year service agreement with Great South Texas Corp, dba Computer Solutions. LIST OF SUPPORTING DOCUMENTS: Service Agreement Price Sheet City of Corpus Christi Price Sheet Sr. Buyer: Minerva Alvarado Cisco Smartnet Network Equipment Support and Maintenance DIR-TSO-4167 Great South Texas Corp dba Computer Solutions San Antonio, Texas Item Description Qty Cost Total 1 Cisco CCWR-UCS Servers 1 $11 ,987.92 $11 ,987.92 2 Cisco CCWR Network/Coverage 1 $177,269.70 $177,269.70 Total $189,257.62 DocuSign Envelope ID:6D476AC7-6CE7-4FFE-A3AE-24A9BF79B407 �yV S C� G° a 0 H SERVICE AGREEMENT NO. 118503 U Cisco SmartNet Network Equipment Support and yeanaonnf� 1852 Maintenance THIS Cisco SmartNet Network Equipment Support and Maintenance Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home- rule municipal corporation ("City") and Great South Texas Corp dba Computer Solutions ("Contractor"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Contractor has bid to provide Cisco SmartNet Network Equipment Support and Maintenance in response to Request for Bid/Proposal No. 118503 ("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 Cisco SmartNet Network Equipment Support and Maintenance ("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) The Term of this Agreement is one year beginning on the date provided in the Notice to Proceed from the Contract Administrator or the City's Procurement Division. 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. Service Agreement Standard Form Page 1 of 8 Approved as to Legal Form October 29, 2021 DocuSign Envelope ID:6D476AC7-6CE7-4FFE-A3AE-24A9BF79B407 3. Compensation and Payment. This Agreement is for an amount not to exceed $189,257.62, 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 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: Jesus Hernandez Information Technology Department Phone: 361 .826.3748 Jesush6@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 Service Agreement Standard Form Page 2 of 8 Approved as to Legal Form October 29, 2021 DocuSign Envelope ID:6D476AC7-6CE7-4FFE-A3AE-24A9BF79B407 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 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. Service Agreement Standard Form Page 3 of 8 Approved as to Legal Form October 29, 2021 DocuSign Envelope ID:6D476AC7-6CE7-4FFE-A3AE-24A9BF79B407 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 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: Jesus Hernandez IT Security Manager 1201 Leopard St., Corpus Christi, TX 78401 Phone: 361 .826.3748 Fax: n/a IF TO CONTRACTOR: Great South Texas Corp dba Computer Solutions Attn: David Jones Inside Sales Representative 14410 Wurzback Parkway, Suite 175, San Antonio, TX 78216 Phone: 210.369.0318 Service Agreement Standard Form Page 4 of 8 Approved as to Legal Form October 29, 2021 DocuSign Envelope ID:6D476AC7-6CE7-4FFE-A3AE-24A9BF79B407 Fax: n/a 17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF 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. Service Agreement Standard Form Page 5 of 8 Approved as to Legal Form October 29, 2021 DocuSign Envelope ID:6D476AC7-6CE7-4FFE-A3AE-24A9BF79B407 20. Limitation of Liability. The City's maximum liability under this Agreement is limited to the total amount of compensation listed in Section 3 of this Agreement. In no event shall the City be liable for incidental, consequential or special damages. 21. Assignment. No assignment of this Agreement by the Contractor, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 22. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 23. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Agreement (excluding attachments and exhibits); B. its attachments; C. the bid solicitation document including any addenda (Exhibit 1 ); then, D. the Contractor's bid response (Exhibit 2). 24. Certificate of Interested Parties. Contractor agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement if required by said statute. 25. Governing Law. Contractor agrees to comply with all federal, Texas, and City laws in the performance of this Agreement. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. 26. Public Information Act Requirements. This paragraph applies only to agreements that have a stated expenditure of at least $1,000,000 or that result in the expenditure of at least $1,000,000 by the City. The requirements of Subchapter J, Chapter 552, Government Code, may apply to this contract and the Contractor agrees that the contract can be terminated if the Contractor knowingly or intentionally fails to comply with a requirement of that subchapter. Service Agreement Standard Form Page 6 of 8 Approved as to Legal Form October 29, 2021 DocuSign Envelope ID:6D476AC7-6CE7-4FFE-A3AE-24A9BF79B407 27. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties. Service Agreement Standard Form Page 7 of 8 Approved as to Legal Form October 29, 2021 DocuSign Envelope ID:6D476AC7-6CE7-4FFE-A3AE-24A9BF79B407 CONTRACTOR DocuSigned by: Signature: 194FE773B5EC4DD... Printed Name: David Tones Title: inside sales Associate Date: 4/12/2022 CITY OF CORPUS CHRISTI Josh Chronley Assistant Director of Finance - Procurement Date: Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Bid/Pricing Schedule Attachment C: Insurance and Bond Requirements Attachment D: Warranty Requirements Incorporated by Reference Only: Exhibit 1 : RFB/RFP No. 118503 Exhibit 2: Contractor's Bid/Proposal Response Service Agreement Standard Form Page 8 of 8 Approved as to Legal Form October 29, 2021 DocuSign Envelope ID:6D476AC7-6CE7-4FFE-A3AE-24A9BF79B407 k 0 ,J f ° 1 ATTACHMENT A: SCOPE OF WORK oxPOR 1852 V Project Name: Cisco SmartNet Renewal Project Address: City of Corpus Christi, City Hall, 1201 Leopard Street, l It Floor, Corpus Christi, Texas, 78401 Scope of Work: A. The Contractor will resell Cisco SmartNet that will provide support for enterprise Cisco software and hardware devices. B. The Contractor will resell SmartNet that will include device management, device support, online technical resources, software updates, and advanced hardware replacement. C. The Contractor will reference equipment covered in the SmartNet agreement as shown below. 1 Cisco CCWR Quote# 321876271 - See Xls Reference Doc - on file with IT Dept UCS/Servers Coverage: 4/9/2022 - 4/8/2023 2 Cisco CCWR Quote# 291908425 - See Xls Reference Doc - on file with IT Dept Network Coverage: 4/8/2023 Co-Term Expiration Point of Contact: Jesus Hernandez IT Security Manager Information Technology jesush6@cctexas.com 361-826-3748 Contractor Point of Contact and Signer: Computer Solutions David Jones, 210-369-0318 Inside Sales Representative 14410 Wurzbach Parkway, Suite 175 San Antonio, Texas 78216 Page 1 of 1 DocuSign Envelope ID:6D476AC7-6CE7-4FFE-A3AE-24A9BF79B407 AIIM\.r11111�r111 I,. Bid/Pricing Schedule 1 Great South Texas Corp dba Computer IFISolutions Rip Quote _ 14410 Wurzbach Parkway,Suite 175 San Antonio,Texas 78216 Date Expiration Date Mar 09,2022 10:56 PM 04/29/2022 United States (P)210 369-0300 CST o S 1 r�i o n (P)210-369-0300 Modified Date �a Mar 10,2022 08:14 AM CST BUSINESS. TECHNOLOGY. INNOVATION Quote# 1034855 -rev 1 of 1 Description Cisco Smartnet 2022 Renewal SalesRep Jones, David (P)210-369-0318 (F)210-369-0389 Customer Contact Hernandez, Jesus (P)361-826-3748 jesush6@cctexas.com Customer Bill To Ship To Contract Programs:DIRCIS4167 City of Corpus Christi(16975) City of Corpus Christi City of Corpus Christi -CISCO DIR-TSO-4167 EXP Hernandez,Jesus Accounts,Payables 1201 Leopard Street 7/3/22 1201 Leopard Street 1201 Leopard Street Corpus Christi,TX 78401 Certifications:WBE/SBE/HUB# Corpus Christi,TX 78401 Corpus Christi,TX 78401 United States 1942650013800 Exp:04/26/2022 United States United States (P)361-826-3740 Sales Order Type:Drop Ship- (P)361-826-3740 (P)361-826-4091 Ship to customers location (F)361-826-4551 Customer PO: Terms: Ship Via: Net 30 Days FedEx Ground Special Instructions: Carrier Account M Description# Image 1 Cisco CCWR Quote#321876271 -See Xls Reference Doc CISCO-SMARTNET $14,271.33 1 $11,987.92 $11,987.92 UCS/Servers I Coverage:4/9/2022-4/8/2023 Note: DIR-TSO-4167 Cisco 16%Discount(State/Local GOV) 2 Cisco CCWR Quote#291908425-See Xls Reference Doc CISCO-SMARTNET $211,035.36 1 $177,269.70 $177,269.70 Network I Coverage:4/8/2023 Co-Term Expiration Note: DIR-TSO-4167 Cisco 16%Discount(State/Local GOV) Quote has a firm 4/29/2022 orderability date at pricing reflected due to Subtotal: $189,257.62 Cisco Smartnet List Price Changes. Tax(.0000%): $0.00 Shipping: $0.00 Total: $189,257.62 (List Price: $225,306.69) Thank you for the opportunity to provide this quote. """"We have MOVED,Please note our new Address— Due to the recent COVID-19 pandemic,component shortages may cause items to have longer than usual estimated shipping dates.If an item goes on backorder and the manufacturer increases the cost of the product,the increased cost will be passed along to our customers.We will alert customers as soon as we know when a price increases on backordered items. Subscriptions/Enterprise Agreements Cancellation Policy-Computer Solutions requires a forty five(45)day written notification from the customer based on the renewal/anniversary date in order to process the cancellation with the applicable manufacturer(s). Page 1 of 1 DocuSign Envelope ID:6D476AC7-6CE7-4FFE-A3AE-24A9BF79B407 Attachment C: Insurance and Bond Requirements No insurance or bond requirements are required for this service agreement. Page 1 of 1 DocuSign Envelope ID:6D476AC7-6CE7-4FFE-A3AE-24A9BF79B407 Attachment D: Warranty Requirements No Warranty Requirements are required for this service agreement Page 1 of 1 so �o p A v WoRPORPg4 AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting April 26, 2022 DATE: April 26, 2022 TO: Peter Zanoni, City Manager FROM: Gabriel Ramirez, Interim Director of Water Utilities Gabriel R(a)cctexas.com (361) 826-1202 Josh Chronley, Assistant Director of Finance-Procurement Josh C2(a)cctexas.com (361) 826-3169 Purchase of Atlas Copco Blower for Broadway Wastewater Treatment Plant CAPTION: Resolution authorizing the purchase of one Atlas Copco blower from Atlas Copco Compressors, LLC, of New Braunfels for $68,804.00 for the Broadway Wastewater Treatment Plant, a division of the Utilities Department, with FY2022 funding from the Wastewater Fund. SUMMARY: The Atlas Copco multistage centrifugal blower is being purchased as a spare blower to be used in the event one of the existing blowers fail at the Broadway Wastewater Treatment Plant. BACKGROUND AND FINDINGS: The Broadway Wastewater Treatment Plant uses four multistage centrifugal blowers. Currently two of the four blowers are out for repairs. Three blowers are needed to support day-to-day operations. As a result, one blower has been borrowed from another wastewater treatment plant. The Atlas Copco blower is being purchased to bring the number of blowers up to three in service. The lead time to order the blower is twelve (12) to fourteen (14) weeks. PROCUREMENT DETAIL: This procurement is a direct purchase with Atlas Copco Compressors, LLC under the Local Government Code, Section 252.022(a) (2), as this purchase is necessary to preserve or protect the public health or safety of the city's residents. ALTERNATIVES: There is no alternative since Atlas Copco is the only company that provides the Atlas Copco multistage centrifugal blower that equals the piping and blower configuration of all of the blowers at the Broadway Wastewater Treatment Plant. FISCAL IMPACT: The fiscal impact for the Utilities Department in FY 2022 $68,804.00 for the Atlas Copco multistage centrifugal blower for the Broadway Wastewater Treatment Plant. FUNDING DETAIL: Fund: 4200 Wastewater Organization/Activity: 33100 Broadway Wastewater Treatment Plant Mission Element: 064 Treat Wastewater Project # (CIP Only): N/A Account: 550020 Vehicles & Machinery Cost: $68,804.00 RECOMMENDATION: Staff recommends approval of the resolution authorizing the purchase of one Atlas Copco Blower, as presented. LIST OF SUPPORTING DOCUMENTS: Price Sheet Resolution Resolution authorizing the purchase of one Atlas Copco blower from Atlas Copco Compressors, LLC, of New Braunfels for$68,804.00 for the Broadway Wastewater Treatment Plant, a division of the Utilities Department, with FY2022 funding from the Wastewater Fund. WHEREAS, the Utilities Department needs prompt and reliable equipment from a qualified vendor to meet and sustain the department's operational needs in the provision of services; WHEREAS, State law provides that such procurements, as outlined above, are subject to statutory procurement requirements, including competitive bids, unless an exception applies; and WHEREAS, there is a statutory exception for this procurement in Local Government Code, Section 252.022(a)(2), as this purchase is necessary to preserve or protect the public health or safety of the City's residents. Be it resolved by the City Council of the City of Corpus Christi, Texas: Section 1. The City Council specifically finds that the foregoing statements included in the preamble of this resolution are true and correct and adopts such findings for all intents and purposes related to the authorization of this procurement. Section 2. The City Manager, or his designee, is authorized to purchase an Atlas Copco blower from Atlas Copco Compressors, LLC, for $68,804.00 for the Broadway Wastewater Treatment Plant, with FY 2022 funding from the Wastewater Fund. PASSED AND APPROVED on the day of 2022: Paulette M. Guajardo Roland Barrera Gil Hernandez Michael Hunter Billy Lerma John Martinez Ben Molina Mike Pusley Greg Smith ATTEST: CITY OF CORPUS CHRISTI Rebecca Huerta Paulette M. Guajardo City Secretary Mayor CITY OF CORPUS CHRISTI Price Sheet Contracts and Procurement Purchase of Blower for Broadway VWVTP Senior Buyer: Cynthia Perez Atlas Copco Compressors,LLC New Braunfels,Texas ITEM DESCRIPTION QTY. UNIT Unit Extended Price Price 1 ZM 12609 Multistage Blower 1 EA. $68,804.00 $68,804.00 TOTAL: I I 1 $68,804.00 0 H V CORPORI AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting April 26, 2022 DATE: April 26, 2022 TO: Peter Zanoni, City Manager FROM: Maria G. Molina, P.E., Consultant Interim-Director of Public Works MariaMolina(a-)cctexas.com (361) 826-1677 Josh Chronley, Assistant Director of Finance- Procurement Josh C2(a)cctexas.com (361) 826-3169 Thermoplastic Pavement Markings Supply Agreement for Public Works CAPTION: Motion authorizing a three-year supply agreement with Geveko Markings Inc. from Gainesville, Georgia, through the Texas Smart Buy Cooperative, in an amount not to exceed $321 ,532.72, for the purchase of traditional traffic control thermoplastic pavement markings material for the Public Works Department with FY 2022 funding in the amount of $44,658.00 available from the Street Maintenance Fund. SUMMARY: This motion authorizes a three-year supply agreement with Geveko Markings Inc. of Gainsville, Georgia to provide traffic control thermoplastics pavement markings material to the Public Works Department. BACKGROUND AND FINDINGS: The City's Department of Public Works is responsible for the maintenance of city streets. This includes the maintenance of pavement markings used to convey uniform regulations, guidance, or warnings to the traveling public. Examples include the delineation of travel lanes, crosswalks, and STOP bars. Pavement markings also includes the installation of messages to inform road users of lane assignments and direction of travel in the form of arrows, words and symbols. All pavement markings must adhere to guidelines stated in the Texas Manual of Uniform Traffic Control Devices (TMUTCD). The TMUTCD establishes the requirements for the installation and placement of pavement markings and other traffic control devices. Pavement markings can be installed using paint or thermoplastic material. Thermoplastic material is often preferred over paint due to its durability, reflectivity, and skid-resistance properties. Once the thermoplastics are applied, they may have a life span up to five years, depending on certain factors such as weather and traffic volumes. Without the procurement of this material, the Department of Public Works would be unable to properly maintain the level of safety needed to inform users of roadway rules and regulations. PROCUREMENT DETAIL: This agreement was procured through the Texas Smart Buy Cooperative. Contracts awarded through the Texas Smart Buy Purchasing Cooperative have been competitively procured, in compliance with local and state procurement requirements. Incumbent Ennis-Flint, Inc. was the City's supplier of traffic control thermoplastic pavement markings material. Through Texas Smart Buy Cooperative, Geveko Marking Inc. provides a cost savings of 23.42% for the traffic control thermoplastic pavement markings material. ALTERNATIVES: The alternative is to not select Geveko Marking Inc. as the Public Works Department's supplier of thermoplastic pavement markings materials. This would hinder Public Works' ability to maintain and install new pavement marking facilities in a cost-effective manner. This would force staff to purchase thermoplastic materials at higher retail prices, which would dramatically reduce the number of crosswalks, stop bars, and traffic calming pavement markings the Public Works Department would be able to maintain. FISCAL IMPACT: The FY 2022 fiscal impact to the Street Maintenance Fund is in the amount of $44,658.00 for this supply agreement, with the remaining contract balance of $276,874.72 to be budgeted through the annual budget process. FUNDING DETAIL: Fund: 1041 Street Maintenance Fund Organization/Activity: 12320 Signs & Markings Mission Element: 051 Maintain Pavement & Associated Improvements Project # (CIP Only): N/A Account: 520130 Maintenance & Repairs Amount: $44,658.00 RECOMMENDATION: Staff recommends the approval of this agreement with Geveko Markings Inc. for the purchase of traffic control thermoplastic pavement markings material for the Public Works Department as presented. LIST OF SUPPORTING DOCUMENTS: • Supply Agreement • Price Sheet • Presentation City of Corpus Christi Price Sheet Contracts&Procurement Thermoplastics Material Buyer: Liza Nino-Elizalcle Public Works Texas Smart Buy Contract#550A2-2534 Geveko Markings Inc., of Gainesville,Georgia ITEM DESCRIPTION QUANTITY UNIT EXTENDED TOTAL 1 OPTAMARK 9000015, 12"X 3',WHITE 1100 $ 51.23 $ 56,353.00 2 OPTAMARK 9000286, 16"X 3',WHITE 720 $ 68.72 $ 49,478.40 3 OPTAMARK 9000018,24"X 3',WHITE 2700 $ 51.23 $ 138,321.00 4 OPTAMARK 9000022,9'10"X 3'X3",STRAIGHT ARROW,WHITE 90 $ 100.89 $ 9,080.10 5 OPTAMARK 9000032,87'X 63",TURN ARROW REVERSIBLE,WHITE 150 $ 116.98 $ 17,547.00 6 OPTAMARK 9000025,8',"ONLY",WHITE 180 $ 83.75 $ 15,075.00 7 OPTAMARK 9100016,6'X 2',BIKE LANE STRAIGHT ARROW,WHITE 60 $ 43.41 $ 2,604.60 8 OPTAMARK 9100010,6'X 3'4",BIKE SYMBOL LEFT FACING,WHITE 24 $ 253.78 $ 6,090.72 9 OPTAMARK 9100014,9'3"X 3'3",SHARED LANE SYMBOL 15 $ 130.48 $ 1,957.20 10 OPTAMARK 9000097,8',"PED",WHITE 60 $ 115.29 $ 6,917.40 11 OPTAMARK 9000103,8','RING",WHITE 60 $ 148.64 $ 8,918.40 12 OPTAMARK 9100021,48"X 48",HANDICAP KIT,WHITE/BLUE 50 $ 86.07 $ 4,303.50 13 GEVEKO SEALER 201741,5.25 GALLON 24 $ 203.60 $ 4,886.40 3-YEAR TOTAL PURCHASE PRICE 321 532.72 DocuSign Envelope ID: 1514FF92-7688-4201-94ED-AF8F90D12D82 SC > CO-OPERATIVE PURCHASE AGREEMENT NO. 4108 U Thermoplastics Materials for Public Works fhaaaoRp 1852 THIS Thermoplastics Material for Public Works Co-operative Purchase Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home- rule municipal corporation ("City") and Geveko Markings Inc. ("Contractor"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). 1. Co-operative Agreement. Contractor has agreed to provide Thermoplastics Material for Public Works in accordance with its agreement with Texas SmartBuy #550-A2/4108 (the "Co-operative Agreement"), which is incorporated by reference herein as if set out here in its entirety. In the event of a conflict between this Agreement and the Co-operative Agreement, this Agreement shall govern to the extent allowed by the Co-operative Agreement. 2. Scope. Contractor will provide Thermoplastics Material for Public Works in accordance with the attached Statement 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. 3. Term. The Term of this Agreement is three years beginning on the date provided in the Notice to Proceed from the City's Procurement Division. 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. 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. 4. Compensation and Payment. This Agreement is for an amount not to exceed $321,532.72, subject to approved amendments and changes. All pricing must be in accordance with the attached Quote, 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. Invoices must be mailed to the following address: Co-operative Purchase Agreement Standard Form Page 1 of 3 DocuSign Envelope ID: 1514FF92-7688-4201-94ED-AF8F90D12D82 City of Corpus Christi Attn: Accounts Payable P.O. Box 9277 Corpus Christi, Texas 78469-9277 5. 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: Al Davila Title: Work Coordinator Address: 2525 Hygeia St., Corpus Christi, Texas 78415 Phone: 361-826-1962 Fax: 361-826-1627 IF TO CONTRACTOR: Geveko Markings Inc. Attn: Ben McCabe Title: Product Support Manager Address: 1883 New Harvest Rd., Gainesville, Georgia 30507 Phone: 770-847-9410 Fax: 470-226-3394 6. Entire Agreement. This Agreement, along with the Co-operative 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] Co-operative Purchase Agreement Standard Form Page 2 of 3 DocuSign Envelope ID: 1514FF92-7888-4201-94ED-AF8F90D12D82 CONTRACTOR S'g d by: Signature: r�: Printed Name: Ben McCabe Title: Product Support Manager Date: 4/7/2022 CITY OF CORPUS CHRISTI Josh Chronley Assistant Director of Finance — Procurement Date: APPROVED AS TO LEGAL FORM: Assistant City Attorney Date Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Bid/Pricing Schedule Incorporated by Reference Only: Co-operative Agreement: Texas SmartBuy #550-A2 Co-operative Purchase Agreement Standard Form Page 3 of 3 DocuSign Envelope ID: 1514FF92-7688-4201-94ED-AF8F90D12D82 o¢y[IS ATTACHMENT A: SCOPE OF WORK Nconroxeieo xs52 Project Name: Purchase of Thermoplastics Material for Street Department The Supplier will provide thermoplastic materials in accordance with the specifications listed herein. These supplies will be utilized by the Corpus Christi Public Works Department. This term contract will provide unit pricing for specified items to be purchased on an "as needed" basis by the Public Works Department. 1. Scope of work Specification for Thermoplastic Pavement Markings: A. A durable, retroreflective pavement marking material suitable for use as roadway, intersection, commercial or private pavement delineation and markings. B. The markings must be a resilient white or yellow thermoplastic product with uniformly distributed glass beads throughout the entire cross-sectional area. The markings must be resistant to the detrimental effects of motor fuels, lubricants, hydraulic fluids, antifreeze, etc. Lines, legends, and symbols are capable of being affixed to bituminous and/or Portland cement concrete pavements by the use of the normal heat of a propane torch. Other colors shall be available as required. C. The markings must be capable of conforming to pavement contours, breaks and faults through the action of traffic at normal pavement temperatures. The markings shall have resealing characteristics, such that it is capable of fusing with itself and previously applied thermoplastic when heated with the torch. D. The markings shall not have minimum ambient and road temperature requirements for application, storage, or handling. E. MANUFACTURING CONTROL AND ISO CERTIFICATION: The manufacturer must be ISO 9001 :2008 certified and provide proof of current certification. The scope of the certification shall include manufacture of preformed thermoplastic marking materials. 1 . Organization to provide copy of registration certificate. This certificate is issued by an authorized registration agency. It will identify the standard used as the basis for the registration, the scope of the registration, the organization and locations registered, and the time frame during which the registration is current. F. MATERIAL: Must be composed of an ester modified rosin resistant to degradation by motor fuels, lubricants etc. in conjunction with aggregates, pigments, binders and glass beads which have been factory produced as a finished product and meets the requirements of the current edition of the Manual on Uniform Traffic Control Devices for Streets and Highways. The thermoplastic material conforms to Page 1 of 3 DocuSign Envelope ID: 1514FF92-7688-4201-94ED-AF8F90D12D82 AASHTO designation M249, with the exception of the relevant differences due to the material being supplied in a preformed state. G. Graded Glass Beads: 1 . The material must contain a minimum of thirty percent (30%) intermixed graded glass beads by weight. The intermixed beads shall be conforming to AASHTO designation M247, with minimum 80% true spheres and minimum refractive index of 1 .50. 2. The material must have factory applied coated surface beads in addition to the intermixed beads at a rate of 1 Ib. (± 10%) per 10 sq. ft. The factory applied coated surface beads shall have a minimum of 90% true spheres, minimum refractive index of 1 .50, and meet the following gradation: Size Gradation Retained, % Passing, US Mesh Pm 12 1700 0 - 2% 98 - 100% 14 1400 0 - 3.5% 96.5 - 100% 16 1 180 2 - 25% 75 - 98% 18 1000 28 - 63% 37 - 72% 20 850 63 - 72% 28 - 37% 30 600 67 - 77% 23 - 33% 50 300 89 - 95% 5 - 11% 80 200 97-100% 0 - 3% 2. Delivery Supplier will make inside delivery to City locations within five calendar days to the addresses specified. All prices will be quoted F.O.B. destination, inside delivery to City of Corpus Christi facility, freight prepaid. Expedited forty-eight-hour delivery services may be required in some instances; therefore, Supplier must be able to provide such service. Additional freight will be paid only when the City has made a request for expedited delivery. Delivery, as used in this section, means the products have been ordered and received by the City. Receipt of products that do not conform to specifications will not be accepted by the City. Supplier understands and agrees that the City may, at its discretion, cancel any backorders due to the Supplier's inability to deliver the product within the five-calendar day stipulation. Cancelations shall be in writing and sent to Vendor by email, fax, or mail. No restocking fee or payment of any kind shall be owed for orders canceled due to Contractor's inability to meet the five-day delivery deadline. Returns to Contractor of late orders received after the cancellation notice has been sent shall be at Contractor's expense. The City may seek the products from another party if Supplier fails to deliver on time. Delivery must be made during normal working hours, Monday through Friday, 8:00 a.m. to 5:00 p.m. C.T. Page 2 of 3 DocuSign Envelope ID: 1514FF92-7688-4201-94ED-AF8F90D12D82 A. Defective Goods Supplier will pay for return shipment on any products that arrive in a defective, unusable, or inoperable condition. Contractor must arrange for the return shipment of damaged products. B. Product Expiration Supplierwill provide supplies with a minimum expiration date of 12 months after the delivery date. Any materials delivered with an expiration date of less than 12 months will be returned to Supplier for credit or replacement at Supplier's expense. C. Discontinued Items In the event that a manufacturer discontinues product(s), the City may allow Contractor to provide a substitute for the discontinued product(s) or delete the product(s) from the contract altogether. These provisions related to product discontinuance apply only to products specifically listed in this solicitation document. If Contractor request permission to substitute a new product, Contractor shall provide the following to the City: I. Documentation from the manufacturer that product has been discontinued. II. Documentation that names the replacement product. III. Documentation that provides clear and convincing evidence that the replacement product meets or exceeds all specifications of the original product. IV. Documentation that provides clear and convincing evidence that the replacement product will be compatible with all the functions or uses of the discontinued product. V. Documentation confirming that the price for the replacement is the same as or less than the discontinued product. VI. These provisions related to product discontinuance apply only to products specifically listed in this solicitation document. 3. Special Instructions All supplies will be shipped to: 2525 Hygeia Street, Building 021 Corpus Christi, TX 78415 Before deliveries are made, please call Al Davila (361) 815-7069 or David Perez (361 )- 548-6721 so we can make arrangements to secure use of a forklift. Page 3 of 3 DocuSign Envelope ID: 1514FF92-7688-4201-94ED-AF8F90D12D82 usc�a Attachment B: Bid/Pricing Schedule o U CITY OF CORPUS CHRISTI NOBpOR41 BD PROCUREMENT DEPARTMENT I852 BID FORM Supply Agreement No. 4108-Thermoplastics Material for Public Works Date: 4/7/2022 PAGE 1 OF 2 DocuSigned by: Authorized Bidder: Geveko Markings Inc. Signature: �$EEoa�o 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 QUANTITY UNIT EXTENDED TOTAL 1 O PTA M A R K 9000015, 12" X 3', 1 100 WHITE $ 51 .23 $56,353.00 2 O PTAM A R K 9000286, 16" X 3', 720 WHITE $68.72 $49,478.40 3 O PTA M A R K 9000018, 24" X 3', 2700 WHITE $51 .23 $138,321 .00 4 0PTAMARK 9000022, 910" X 3'X3", 90 STRAIGHT ARROW, WHITE $100.89 $9,080.10 5 0PTA MARK 9000032, 82' X 63", 150 TURN ARROW REVERSIBLE, WHITE $116.98 $17,547.00 6 O PTA M A R K 9000025, 8', "ONLY", 180 WHITE $83.75 $15,075.00 DocuSign Envelope ID: 1514FF92-7688-4201-94ED-AF8F90D12D82 PAGE 2 OF 2 7 OPTAMARK 9100016, 6' X 2', BIKE 60 LANE STRAIGHT ARROW, WHITE $43.41 $2,604.60 8 OPTAMARK 9100010, 6' X 34BIKE 24 SYMBOL LEFT FACING, WHITE $253.78 $6,090.72 9 OPTAMARK 9100014, 9'3" X 3'3", 15 SHARED LANE SYMBOL $130.48 $1,957.20 10 OPTAMARK 9000097, 8', "PED", 60 WHITE $115.29 $6,917.40 11 OPTAMARK 9000103, 8', "XING", 60 WHITE $148.64 $8,918.40 12 OPTAMARK 9100021 , 48" X 48", 50 HANDICAP KIT, WHITE/BLUE $86.07 $4,303.50 13 GEVEKO SEALER 201741, 5.25 24 GALLON $203.60 $4,886.40 3-YEAR TOTAL PURCHASE PRICE, NOT TO EXCEED $321,532.72 DocuSign Envelope ID: 1514FF92-7688-4201-94ED-AF8F90D12D82 ATTACHMENT C: INSURANCE REQUIREMENTS No insurance is required for this Agreement. Page 1 of 1 DocuSign Envelope ID: 1514FF92-7688-4201-94ED-AF8F90D12D82 ATTACHMENT D: WARRANTY REQUIREMENTS Geveko Markings Inc. warrants it products to the original Buyer against material defects for up to one year from the date of delivery of the products. The sole obligation of the Seller under this warranty is, at its discretion, to replace the material if the Seller determines that at the time of delivery the defect was present in the product. Altered products or those subjected to misuse or negligence are not covered under this warranty. It is understood that the Seller's and Manufacturer's limit of liability for all damages, including but not limited to, direct, incidental or consequential injury, loss or damage arising out of the use of the product or if the product cannot be used, shall be to provide an equal quantity of replacement material or to repair the defective product. It is the Buyer's responsibility to determine the suitability of the product for the intended use. The Buyer assumes all risk and liability in that regard. Page 1 of 1 Public Works Department I -* — 3 Year Supply Agreement for Thermoplastic Pavement Markings Cd Council Presentation April 12, 2022 Thermoplastic Pavement Markings m • Department of Public Works Maintains Pavement Markings on City streets. • Thermoplastic Pavement Markings Include: — Stop Bars — Crosswalks — Designated Lane Assignments — School Zone Lines — Bicycle Lanes — Speed Humps Recommendation Staff recommends motion authorizing a three-year supply agreement with Geveko Markings inc. from Gainesville, Georgia, in amount not to exceed $321,532.72 for the purchase of traffic control thermoplastic pavement markings material for the Public Works Department. CLPublic Works Department a Questions? w 0 N V AGENDA MEMORANDUM CORPOR I 1852 Action Item for the City Council Meeting of April 26, 2022 DATE: April 26, 2022 TO: Peter Zanoni, City Manager FROM: Bill Mahaffey, Director of Gas Department BilIM(a)cctexas.com (361) 826-6927 Josh Chronley, Assistant Director of Finance-Procurement Josh C2(a)cctexas.com (361) 826-3169 Purchase of Ball Valves for Gas Department CAPTION: Resolution authorizing a two-year supply agreement with Broen, Inc., of Houston, in an amount not to exceed $528,421 .10 for the purchase of ball valves for the Gas Department, with FY 2022 funding of $110,088.73 from the Gas Fund. SUMMARY: This supply agreement is for the purchase of ball valves for Gas Operations. BACKGROUND AND FINDINGS: These various ball valves will be used by the City of Corpus Christi Gas Division on new, or existing gas distribution mains, and regulator stations to control the flow of gas. The weld x weld is designed for buried mains to isolate gas in case of an emergency. Ball valves are used to control flow, pressure, and shut off gas flow. These ball valves deliver maximum strength and resistance to pipeline pressure and stress. Full-port ball valves have a bore internal diameter equal to the pipeline ID, which reduces friction. Broen, Inc. ball valves offer the following advantages: long-term 100% tightness, minimum pressure loss on the bore, circular bore, easy control, maintenance-free operation, compact construction, and mechanical and chemical resistance. PROCUREMENT DETAIL: This is a sole source procurement. Broen, Inc. is the sole distributor for ball valves and are warrantied and serviced at their facility. Several of these items had an 18.7 percent increase. ALTERNATIVES: An alternative to accepting this bid would be to require the Gas Department to purchase Broen gas valves on an as-needed basis, which would not be as productive. In addition, a long-term agreement allows for a better economy of scale. FISCAL IMPACT: The fiscal impact for Gas Operations in FY 2022 is not to exceed $110,088.73 for this two-year supply agreement with Broen, Inc. for the purchase of ball valves, with the remaining cost funded in future years through the annual budget process. FUNDING DETAIL: Fund: 4130 Gas Organization/Activity: 34110 Gas Maintenance and Operations Mission Element: 022 Gas Distribution System Project # (CIP Only): N/A Account: 520160 Pipe, fittings, drng Cost: $4,316.60 Fund: 4130 Gas Organization/Activity: 34120 Gas Pressure & Measurement Mission Element: 022 Gas Distribution System Project # (CIP Only): N/A Account: 520160 Pipe, fittings, drng Cost: $13,070.93 Fund: 4130 Gas Organization/Activity: 34130 Gas Construction Mission Element: 022 Gas Distribution System Project # (CIP Only): N/A Account: 520130 Maint & repairs Cost: $92,701 .20 RECOMMENDATION: Staff recommends approval of this resolution authorizing a two-year supply agreement with Broen, Inc. for ball valves for the Gas Department as presented. LIST OF SUPPORTING DOCUMENTS: Price Sheet Supply Agreement Resolution Resolution authorizing a two-year supply agreement with Broen, Inc., of Houston, in an amount not to exceed $528,421.10 for the purchase of ball valves for the Gas Department,with FY 2022 funding of$110,088.73 from the Gas Fund. WHEREAS, Broen, Inc., will provide ball valves for the Gas Department, such valves being critical in sustaining the Gas Department's operational reliability for service; WHEREAS, State law provides that such procurements, as outlined above, are subject to statutory procurement requirements, including competitive bids, unless an exception applies; and WHEREAS, the City Council finds that there are three statutory exceptions for this procurement in Local Government Code: Sections 252.022(a)(2), (a)(7)(A), and (a)(7)(D), as this procurement: (i) is necessary to preserve or protect the public health or safety of the municipality's residents; (ii) is available from only one source due to patents, copyrights, secret processes, or natural monopolies: and (iii) consists of 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 his designee, is authorized to execute a two-year supply agreement with Broen, Inc., in an amount not to exceed $528,421.10, with FY 2022 funding of $110,088.73 to be paid from the Gas Fund. PASSED AND APPROVED on the day of 2022: Paulette M. Guajardo Roland Barrera Gil Hernandez Michael Hunter Billy Lerma John Martinez Ben Molina Mike Pusley Greg Smith ATTEST: CITY OF CORPUS CHRISTI Rebecca Huerta Paulette M. Guajardo City Secretary Mayor City of Corpus Christi Price Sheet Contracts & Procurement Ball Valves for Gas Department Senior Buyer: Cynthia Perez Broen, Inc. Houston, TX Item Description Qty UOM Unit Price Total 2" BALLOMAX Ball Valves, Flange x Flange-285 PSI-ANSI 150 MFRS 1 #2BMF285PLFPSB14S 28 Each $462.65 $12,954.20 2" BALLOMAX Ball Valves, Weld x Weld 285 PSI-ANSI 150 MFRS 2 #2BMW285PLFBSB14S 230 Each $370.10 $85,123.00 4" BALLOMAX Ball Valves, Weld x Weld 285 PSI-ANSI 150 MFRS 3 1#4BMW285PLFBSB14S 49 Each $805.50 $39,469.50 6" BALLOMAX Ball Valves, Weld x Weld 285 PSI ANSI 150 MFRS 4 #6BMW285PLFPSB14S 34 Each $1,762.70 $59,931 .80 8" BALLOMAX Ball Valves, Weld x Weld 285 PSI ANSI 150 Epoxy MFRS #8BMW285BFP TRSB 5 VG14 3M 20 Each $7,253.35 $145,067.00 10" BALLOMAX Ball Valves, Weld x Weld 285 PSI ANSI 150 Epoxy MFRS #10BMW285BFP TRSB 6 VG14 3M 12 Each $10,803.80 $129,645.60 2" BALLOMAX PE Valve PE 7 80/2708 Yellow MFRS #12111050 320 Each $94.40 $30,208.00 4" BALLOMAX PE Valve PE 8 80/2708 Yellow MFRS #12111100 50 Each $267.80 $13,390.00 6" BALLOMAX PE Valve PE 80/2708 Yellow MFRS 9 #1211115014 20 Each $631 .60 $12,632.00 Total Cost of Freight N/A N/A Mark- up Fees N/A N/A Total Cost $528,421.10 DocuSign Envelope ID:476B6661-EE07-4483-AOD9-6D7BE60313A1 CUs G� w SUPPLY AGREEMENT NO. 4099 U Ball Valves for Gas Department yaaaoRn 1852 THIS Ball Valves for Gas Department Supply Agreement (''Agreement'') is entered into by and between the City of Corpus Christi, a Texas home-rule municipal corporation ("City") and Broen, Inc ("Contractor'), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Contractor has bid to provide Ball Valves for Gas Department in response to Request for Bid No. 4099 ("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 Ball Valves for Gas Department 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) The Term of this Agreement is two years beginning on the date provided in the Notice to Proceed from the Contract Administrator or the City's Procurement Division. 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 $528,421 .10, subject to approved extensions and changes. Payment will be made Supply Agreement Standard Form Page 1 of 7 Approved as to Legal Form October 29, 2021 DocuSign Envelope ID:476B6661-EE07-4483-AOD9-6D7BE60313A1 for goods delivered and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. Any amount not expended during the initial term or any option period may, at the City's discretion, be allocated for use in the next Option Period. Invoices must be mailed to the following address with a copy provided to the Contract Administrator: City of Corpus Christi Attn: Accounts Payable P.O. Box 9277 Corpus Christi, Texas 78469-9277 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Name: Maria Morales Department: Gas Department Phone: (361) 885-6945 Email: MariaM@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 October 29, 2021 DocuSign Envelope ID:476B6661-EE07-4483-AOD9-6D7BE60313A1 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 October 29, 2021 DocuSign Envelope ID:476B6661-EE07-4483-AOD9-6D7BE60313A1 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: Maria Morales Title: Operations Support IV Address: 4225 S. Port Ave. Corpus Christi, Texas 78415 Phone: (361 ) 885-6945 Fax: (361 ) 853-3200 IF TO CONTRACTOR: Broen, Inc. Attn: Benedetto Marchisio Title: President/Managing Director Address: 6421 Lozano Drive, Houston, Texas 77041 Phone: (713) 300-0480 Fax: N/A 17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES') FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS Supply Agreement Standard Form Page 4 of 7 Approved as to Legal Form October 29, 2021 DocuSign Envelope ID:476B6661-EE07-4483-AOD9-6D7BE60313A1 AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. 18. Termination. (A) The City may terminate this Agreement for Contractor's failure to comply with any of the terms of this Agreement. The City must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period, the City may terminate this Agreement immediately thereafter. (B) Alternatively, the City may terminate this Agreement for convenience upon 30 days advance written notice to the Contractor. The City may also terminate this Agreement upon 24 hours written notice to the Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19. Owner's Manual and Preventative Maintenance. Contractor agrees to provide a copy of the owner's manual and/or preventative maintenance guidelines or instructions if available for any equipment purchased by the City pursuant to this Agreement. Contractor must provide such documentation upon delivery of such equipment and prior to receipt of the final payment by the City. 20. Limitation of Liability. The City's maximum liability under this Agreement is limited to the total amount of compensation listed in Section 3 of this Agreement. In no event shall the City be liable for incidental, consequential or special damages. 21. Assignment. No assignment of this Agreement by the Contractor, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. Supply Agreement Standard Form Page 5 of 7 Approved as to Legal Form October 29, 2021 DocuSign Envelope ID:476B6661-EE07-4483-AOD9-6D7BE60313A1 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. Supply Agreement Standard Form Page 6 of 7 Approved as to Legal Form October 29, 2021 DocuSign Envelope ID:476B6661-EE07-4483-AOD9-6D7BE60313A1 CONTRACTOR DocuSigned by: Signature: JSt,lnt,M6 �laV(�ttSlb Benedetto Marchisio Printed Name: Title: President Date: 4/12/2022 CITY OF CORPUS CHRISTI Josh Chronley Assistant Director of Finance - 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 l : RFB No. 4099 Exhibit 2: Contractor's Bid Response Supply Agreement Standard Form Page 7 of 7 Approved as to Legal Form October 29, 2021 DocuSign Envelope ID:476B6661-EE07-4483-AOD9-6D7BE60313A1 use ATTACHMENT A: SCOPE OF WORK v CORPORPSE 1852 1.1 General Requirements/Background Information The City of Corpus Christi Gas Operations Department uses Broen gas valves to install and maintain gas lines for the City of Corpus Christi. The Supply Agreement is for a term of two years. 1.2 Scope of Work A. The Supplier shall provide Broen gas valves as outlined on the Bid/Pricing Schedule. B. The Supplier shall provide BALLOMAX Full Port Ball Valves. C. All ball valves must be tested per API 6D and have a label showing size, pressure class, manufacturing date and a unique serial number to ensure traceability. D. The Supplier must supply a test certificate for the ball valves. E. The Supplier must store all ball valves as outlined on the Bid/Pricing Schedule at their facility at no additional cost. The City of Corpus Christi Gas Operations Department will place an order on a needed basis. 1.3 Contractor 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 specific. The Supplier will also provide supervision of the work to ensure it complies with the contract requirements. All Broen gas valves will be defect- free, properly packed, and shipped to ensure a safe delivery. 1.4 Special Instructions A. Ordering and Delivery 1 . The City of Corpus Christi Gas Operations Department will place an order on a needed basis. 2. The Supplier shall ship the materials within two weeks of received order to: City of Corpus Christi Gas Operations Department DocuSign Envelope ID:476B6661-EE07-4483-AOD9-6D7BE60313A1 4225 South Port Ave. Corpus Christi Tx., 78415 3. Deliveries shall be accepted Monday through Friday (excluding City holidays) between the hours of 8:00 AM to 4:00 PM, Central Standard Time. 4. All contract prices are F.O.B. destination, inside delivery to the City of Corpus Christi Gas Operations Department, freight prepaid. 5. The Supplier must send a technical data sheet along with the delivery of the material. The City will not accept any products that do not conform to the specifications. 6. If any items are found defective, unusable, or inoperable to the condition, the Contractor shall arrange a return shipment. 7. The Supplier understands and agrees that the City may, at its discretion, cancel any backorders due to the Supplier's inability to deliver the product within the set time frame. 8. Cancellations shall be in writing and sent to the Supplier by email, fax, or mail. 9. No restocking fees or payment of any kind shall be owed for orders cancelled due to the Supplier's ability to meet the deadline delivery date. 10. Failure to meet this requirement shall be ground for termination of the contract. B. Defective Goods The Supplier shall pay for return shipment on any products that arrive in a defective, unusable, or inoperable condition. The Supplier must arrange for the return shipment of damage products. 1.5 Invoicinq A. Invoices will be mailed to the following address with a copy emailed to the Contractor Administrator. City of Corpus Christi Attn: Accounts Payable P.O. Box 9277 Corpus Christi, Texas 78469-9277 Email: MariaM@cctexas.com DocuSign Envelope ID:476B6661-EE07-4483-AOD9-6D7BE60313A1 City of Corpus Christi Gas Operations Department 4225 South Port Ave. Corpus Christi Tx., 78415 3. Deliveries shall be accepted Monday through Friday (excluding City holidays) between the hours of 8:00 AM to 4:00 PM, Central Standard Time. 4. All contract prices are F.O.B. destination, inside delivery to the City of Corpus Christi Gas Operations Department, freight prepaid. 5. The Supplier must send a technical data sheet along with the delivery of the material. The City will not accept any products that do not conform to the specifications. 6. If any items are found defective, unusable, or inoperable to the condition, the Contractor shall arrange a return shipment. 7. The Supplier understands and agrees that the City may, at its discretion, cancel any backorders due to the Supplier's inability to deliver the product within the set time frame. 8. Cancellations shall be in writing and sent to the Supplier by email, fax, or mail. 9. No restocking fees or payment of any kind shall be owed for orders cancelled due to the Supplier's ability to meet the deadline delivery date. 10. Failure to meet this requirement shall be ground for termination of the contract. B. Defective Goods The Supplier shall pay for return shipment on any products that arrive in a defective, unusable, or inoperable condition. The Supplier must arrange for the return shipment of damage products. 1.5 Invoicinq A. Invoices will be mailed to the following address with a copy emailed to the Contractor Administrator. City of Corpus Christi Attn: Accounts Payable P.O. Box 9277 Corpus Christi, Texas 78469-9277 Email: MariaM@cctexas.com DocuSign Envelope ID:476B6661-EE07-4483-AOD9-6D7BE60313A1 ATTACHMENT B-QUOTE/PRICING SCHEDULE CITY OF CORPUS CHRISTI QUOTE FORM Unit 2 Year Unit Price Total Price Qty " BALLOMAX Ball Valves, EA 28 $462.65 $12,954.20 Flange x Flange-285 PSI-ANSI 150 MFRS #2BMF285PLFPSBI4S " BALLOMAX Ball Valves, EA 230 $370.10 $85,123.00 eld x Weld 285 PSI-ANSI 150 FRS #2BMW285PLFBSBI4S " BALLOMAX Ball Valves, EA 49 $805.50 $39,469.50 Weld x Weld 285 PSI -ANSI 150 uPPS #4BMW285PLFBSBI 4S 6" BALLOMAX Ball Valves, EA 34 $1762.70 $59,931.80 Weld x Weld 285 PSI ANSI 150 MFRS #6BMW285PLFPSB I 4S " BALLOMAX Ball Valves, EA 20 $7253.35 $145,067.00 Weld x Weld 285 PSI ANSI 150 Epoxy FRS #8BMW285BFP TRSB VGI4 3M 10" BALLOMAX Ball Valves, EA 12 $10,803.80 $129,645.60 Weld x Weld 285 PSI ANSI 150 Epoxy MFRS #IOBMW285BFP TRSB VG14 3M " BALLOMAX PE Valve EA 320 $94.40 $30,208.00 PE 80/2708 Yellow FRS #12111050 " BALLOMAX PE Valve EA 50 $267.80 $13,390.00 PE 80/2708 Yellow FRS #12111100 BALLOMAX PE Valve EA 20 $631.60 $12,632.00 PE 80/2708 Yellow _FRS #1211115014 otal Cost of Freight for 2 Yrs. N/A N/A Qty Mark- of UP% Per Year Total Cost of Mark-UP YRS. Mark-Up for Parts 2 N/A N/A YRS. 0 Total Cost $528,421.10 DocuSign Envelope ID:476B6661-EE07-4483-AOD9-6D7BE60313A1 Attachment C - Insurance Requirements No insurance is required for this supply agreement. DocuSign Envelope ID:476B6661-EE07-4483-AOD9-6D7BE60313A1 Attachment D - Warranty Requirements Articles shown to have a manufacturing defect are replaced free of charge when returned to BROEN, Inc. within a period of one year from the date of purchase. The warranty is only valid on conditions that the defect is due to faulty workmanship and the material has not been subject to mishandling or abnormal conditions causing the product to fail. The warranty is strictly limited to the replacement of the defective part only and no liability or responsibility is accepted for loss or damage to person, other equipment, goods or property, loss of production time, profit or any other loss without written agreement. so �o o� A PH v AGENDA MEMORANDUM WoRPORPg4 Action Item for the City Council Meeting April 26, 2022 1852 DATE: April 26, 2022 TO: Peter Zanoni, City Manager FROM: Maria G. Molina, P.E., C.F.M., Consultant Interim-Director of Public Works Mari aM ol in a(a)cctexas.com 361-826-1677 Motion Authorizing Amendments to the Professional Services Agreement with Maria Gomez Molina, PE to Manage Public Works Operations CAPTION: Motion to authorize execution of the first amendment to the Professional Services Agreement with Maria Gomez Molina, PE to provide consulting services as Acting Director of the City's Public Works Department increasing the contract by up to $75,000 and increasing the term by 90 days, with an option for an additional 60 days up to $50,000, with FY 2022 funding available in the Streets Fund and Storm Water Fund. SUMMARY: This motion approves amendments to the professional services agreement between Maria Gomez Molina and the City of Corpus Christi to provide consulting services as Acting Director of the City's Public Works operations. The amendment also will increase the original contract value by up to $75,000, with an option to renew for an additional amount up to $50,000. BACKGROUND AND FINDINGS: On March 7, 2022, the City entered into a professional services agreement with Maria Gomez Molina, P.E., to provide consulting services as Acting Director of the City's Public Works Department. The original contract period was for an amount up to $50,000 over the period of 92 days, to expire on June 7, 2022. Maria is a Professional Engineer with 25 years of experience in civil engineering design and project management. Maria holds a Bachelor of Science degree in Civil Engineering from the University of Texas San Antonio and a floodplain management certification. During her 15-year span as President of GGI Engineers, Maria has led in design and project management for a multitude of projects to include street, drainage, water and wastewater utility. The purpose of the agreement is to maintain continuity in Public Works leadership through the duration of the recruitment process. The recruitment process is still on-going. The extension of the contract is to ensure the department has a director during the national recruitment process. During her time with the City, has helped move several major projects forward, to include the submission of the RAISE Grant application and served as the lead for the Pilot Parklet Program. ALTERNATIVES: The alternative would be not to extend the contract for Maria Gomez Molina's services; however, this will lead to a gap in Public Works leadership before a new permanent Public Works Director is identified. FISCAL IMPACT: The fiscal impact for FY 2022 is a total up to $125,000 split evenly between the Street Fund and the Storm Water Fund. FUNDING DETAIL: Fund: 1041 Streets Fund Organization/Activity: 12400 Street Administration Mission Element: 051 Maintain pavement & associated improvements Account: 530000 Professional Services Amount: $62,500.00 Fund: 4300 Storm Water Fund Organization/Activity: 32000 Storm Water Administration Mission Element: 043 Drainage infrastructure-surface/pipes Account: 530000 Professional Services Amount: $62,500.00 RECOMMENDATION: Staff recommends granting the contract amendment, as proposed. LIST OF SUPPORTING DOCUMENTS: Contract Amendment FIRST AMENDMENT TO THE PROFESSIONAL SERVICES AGREEMENT WITH MARIA G. MOLINA, P.E. This first amendment ("First Amendment") is made by and between the City of Corpus Christi ("City") and Maria Gomez Molina ("Consultant"). WHEREAS, on March 7, 2022, the City and the Consultant entered into a Professional Service Agreement ("Agreement") whereby Consultant agreed to provide professional engineering and consulting services to the Public Works Department of the City of Corpus Christi for a fixed hourly rate up to an amount not exceeding $50,000; WHEREAS, the based upon the amount of work that Consultant is doing for the City, the City and Consultant need to increase the contract budget maximum from $50,000 to $125,000 and to extend the term of the Agreement from June 7, 2022 to September 7, 2022. WHEREAS, the parties desire to execute this First Amendment to express their mutual desire to reaffirm all terms, conditions, and covenants stated in the original Agreement except as set out in this First Amendment to the Agreement. NOW, THEREFORE, in consideration of the mutual terms and covenants contained herein, the parties agree to amend the Professional Services Agreement dated March 7, 2022, between the City and Consultant as follows: Section 1. Paragraph 1 , Subparagraph A of the Professional Services Agreement is hereby amended and replaced to read in its entirety as follows: "A. The Contractor shall be compensated at the rate of $125 per hour for Services performed. This First Amendment to the Agreement increases the total budget for these professional services from $50,000 to $125,000. This does not mean that Contractor will earn the maximum budget during the term of this Agreement. If the Contractor believes, at any point, that amounts due to Contractor may exceed the amended budget as referenced herein, then the Contractor shall immediately inform the Contract Administrator before continuing to work under this Agreement." Section 2. Paragraph 2 of the Professional Services Agreement is hereby amended and replaced to read in its entirety as follows: "Term. This Agreement shall be for a period of five months, beginning on March 7, 2022, and ending September 7, 2022 ("Term") unless terminated earlier in accordance with this Agreement. The parties may mutually extend the Term of this Page 1 of 2 Agreement, as necessary, by execution of a written amendment to this Agreement, subject to the availability of appropriated funds by the City Council." Section 3. All other terms and conditions of the Agreement not amended or changed herein shall remain in full force and effect. Section 4. This First Amendment shall be effective the date that the Agreement was last signed by the parties to the Agreement. EXECUTED IN DUPLICATE, each of which is considered an original, on this the day of , 2022. CITY OF CORPUS CHRISTI By: Title: Date: APPROVED AS TO FORM: Kent Mcllyar Assistant City Attorney CONTRACTOR-CONSULTANT Maria G. Molina, P.E. Name: Title: Date: Page 2 of 2 se GO � O AGENDA MEMORANDUM NowPORAz4° Action Item for the City Council Meeting of April 26, 2022 1852 DATE: April 26, 2022 TO: Peter Zanoni, City Manager FROM: Jeffrey H. Edmonds, P.E., Director of Engineering Services jeffreye@cctexas.com (361) 826-3851 Maria Molina, P.E., Interim Director of Public Works mariamolina@cctexas.com (361) 826-1677 Heather Hurlbert, CPA, CFGO, Director of Finance & Procurement Heatherh3@cctexas.com (361) 826-3227 Advance Funding Agreement 2022 TxDOT Highway Safety Improvement Program TxDOT Participation and Mobility CAPTION: Resolution authorizing an Advance Funding Agreement in an amount of $17,548.10 for reimbursement of direct costs to the Texas Department of Transportation for the 2022 Highway Safety Improvements Program to install advanced warning signals, signs, raised median, and school zone improvements for the following locations: South Port Avenue from Tarlton Street to Sarita Street, Texan Trail from Staples Street to Buccaneer Drive, and Texan Trail from Buccaneer Drive to Swantner Drive with a total project value of$110,988.10, with FY 2022 funding available from Street 2018 Bond Proposition 1. SUMMARY: This motion authorizes an Advance Funding Agreement (AFA) with the Texas Department of Transportation (TxDOT) for the 2022 Highway Safety Improvements Program (HSIP) that include installation of advanced warning signals, signs, raised median, and school zone improvements for the following locations: South Port Avenue from Tarlton Street to Sarita Street, Texan Trail from Staples Street to Buccaneer Drive, and Texan Trail from Buccaneer Drive to Swantner Drive. The total estimated cost for the projects is $110,988.10. The City is required to pay TxDOT in an amount of $17,548.10 for the direct state costs related to the oversight of activities like environmental permitting, right of way coordination, engineering, utility coordination, and construction of the project. BACKGROUND AND FINDINGS: The TxDOT HSIP provides grant funding for 90% of the construction costs of highway safety projects aimed to eliminate or reduce the number of severe traffic collisions. Under this program, the Local Government entity is responsible for all other costs such as design, right of way, permitting, and TxDOT administrative fees. HSIP funding provides for construction costs with a 90/10 funding participation by State (TxDOT)/Local Governments (City of Corpus Christi), respectively. The HSIP grant requires that the construction project be advertised and awarded by TxDOT. In May 2021, City received the TxDOT 2022 HSIP grant for three intersection projects: • South Port Avenue from Tarlton Street to Sarita Street, • Texan Trail from Staples Street to Buccaneer Drive, and • Texan Trail from Buccaneer Drive to Swantner Drive The scope of work is to install advanced warning signals, signs, raised median, and school zone improvements. The total estimated cost for the projects is $110,988.10 for which TxDOT is responsible for the project construction total up to a maximum $85,040 and City is responsible for the design which is estimated to be$25,948.10. The project is currently designed by Public Works in-house staff and is at the final design stage. The in-house design effort decreased the City's contribution to TxDOT by $8,400, leaving the City's contribution to TxDOT to $17,548.10. This item will authorize approval of the AFA with TxDOT for their grant funds. Upon approval of the AFA, the project will be advertised for bidding by TxDOT in June 2022. Following bid selection by TxDOT, construction is estimated to begin August 2022 and have an estimated completion date of February 2023. PROJECT TIMELINE: 2022 2023 J I JA S OFN D J F M A M J J A S O N D J F BID/AWARD CONSTRUCTION Project schedule reflects TxDOT bid and award in July 2022 with anticipated construction completion by February 2023. ALTERNATIVES: The alternative is not to execute the AFA with TxDOT and lose the grant. FISCAL IMPACT: The fiscal impact for FY 2022 is in an amount of$17,548.10 with funding available from the Street 2018 Bond Proposition 1. Funding Detail: Fund: ST2020 BD18 P1 (Fund 3556) Mission Elem: (ME 051) Project No.: 18048B — 2022 South Port Avenue CSJ 0916-35-243, 247, & 248 Account: Construction (Account #550910) Activity: 180488-01-3556-EXP Amount: $17,548.10 RECOMMENDATION: Staff recommends approval of the Resolution to enter into the Advance Funding Agreement. LIST OF SUPPORTING DOCUMENTS: AFA Draft 0916-35-243-247-248 HSIP Vicinity Map Resolution Resolution authorizing an Advance Funding Agreement(AFA)with the Texas Department of Transportation (TxDOT) for the 2022 Highway Safety Improvement Program (HSIP) that includes advanced warning signals, signs and raised medians at multiple locations Citywide, with City's required funding match of 10% in the amount of $17,548.10, with FY2022 funding available from Bond 2018 Proposition 1. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The City Manager or designee is authorized to execute an Advance Funding Agreement (AFA) for the 2022 Highway Safety Improvement Project with the Texas Department of Transportation (TXDOT) and pay TXDOT the amount of $25,948.10 for reimbursement of direct state costs as the City's 10% match under the AFA. SECTION 2. The City Manager or designee is authorized to execute all related documents necessary to administer said Advance Funding Agreement, including minor amendments thereto. PASSED AND APPROVED on the day of 2022: Paulette M. Guajardo Roland Barrera Gil Hernandez Michael Hunter Billy Lerma John Martinez Ben Molina Mike Pusley Greg Smith ATTEST: CITY OF CORPUS CHRISTI Rebecca Huerta Paulette M. Guajardo City Secretary Mayor NUECES BAY 181 4$ c Ripon N CORPUS SHIP CHAN SCALE: N.T.S. CHRISTI SOUTH PORT AVENUE 37 oQ BETWEEN SARITA ST. AND TARLTON ST. Q (CSJ: 0916-35-243) EOPARD TEXAN TRAIL a BETWEEN STAPLES ST. AND SWANTNER DR. (CSJ: 0916-35-247 & 0916-35-248) q<O` 286 Z CORPUS CHRISTI BAY 358 ° Q � AO �2 Z 358 Z TEXAS A&M S t�0 UNIVERSITY �RgTO p CORPUS CHRISTI Q� Gq CABANISS i OSO BAY aCORPUS CHRISTI � FIELD � / Q NAVAL AIR STATION Q` O Q- �e�� �oQo FLOUR BLUFF 0 O 4� 358 286 �F� w 0� U� it �Q °J 2 <u67 Q Q 4� Q° °Q OR�TO� O� 3o z �Q 2� LAGUNA MADRE HIGHWAY SAFETY IMPROVEMENT PROGRAM CITY COUNCIL EXHIBIT PREFERRED LETTING: JANUARY 2022 CITY OF CORPUS CHRISTI,TEXAS DEPARTMENT OF PUBLIC WORKS VICINITY MAP TxDOT: Federal Highway Administration: CSJ# 0916-35-243,0916-35-247,0916-35-248 CFDA No. 20.205 District# CRP-16 AFA ID I Z00002116 CFDA Title Highway Planning and Construction Code Chart 64# 09800 Project CSNuecesSouthPortAvefrTarltonAvetoSarita; Name CSNuecesTexanTrlfrSStapleSttoSwanterDr; AFA Not Used For Research &Development CSN uecesTexanTrlfrBuccaneerDrtoSwanterDr; STATE OF TEXAS § COUNTY OF TRAVIS § ADVANCE FUNDING AGREEMENT For HSIP Off-System THIS AGREEMENT (Agreement) is made by and between the State of Texas, acting by and through the Texas Department of Transportation called the "State", and the City of Corpus Christi, acting by and through its duly authorized officials, called the "Local Government". The State and Local Government shall be collectively referred to as "the parties" hereinafter. WITNESSETH WHEREAS, federal law establishes federally funded programs for transportation improvements to implement its public purposes, and WHEREAS, the Texas Transportation Code, Section 201.103 establishes that the State shall design, construct and operate a system of highways in cooperation with local governments, and Section 222.052 authorizes the Texas Transportation Commission to accept contributions from political subdivisions for development and construction of public roads and the state highway system within the political subdivision, and WHEREAS, federal and state laws require local governments to meet certain contract standards relating to the management and administration of State and federal funds, and WHEREAS, the Texas Transportation Commission has codified 43 TAC, Rules 15.50-15.56 that describe federal, state, and local responsibilities for cost participation in highway improvement and other transportation projects, and WHEREAS, the Texas Transportation Commission passed Minute Order Number 116073 authorizing the State to undertake and complete a highway improvement or other transportation project generally described as installation of advanced warning signal, signs and raised median. The portion of the project work covered by this Agreement is identified in the Agreement, Article 3, Scope of Work (Project), and WHEREAS, the Governing Body of the Local Government has approved entering into this Agreement by resolution, ordinance, or commissioners court order dated (Enter Date of Resolution), which is attached to and made a part of this Agreement as Attachment C, Resolution, Ordinance, or Commissioners Court Order (Attachment C). A map showing the AFA LongGen Page 1 of 17 Rev. 12/10/2021 TxDOT: Federal Highway Administration: CSJ# 0916-35-243,0916-35-247,0916-35-248 CFDA No. 20.205 District# CRP-16 AFA ID I Z00002116 CFDA Title Highway Planning and Construction Code Chart 64# 09800 Project CSNuecesSouthPortAvefrTarltonAvetoSarita; Name CSNuecesTexanTrlfrSStapleSttoSwanterDr; AFA Not Used For Research &Development CSN uecesTexanTrlfrBuccaneerDrtoSwanterDr; Project location appears in Attachment A, Location Map Showing Project (Attachment A), which is attached to and made a part of this Agreement. NOW, THEREFORE, in consideration of the premises and of the mutual covenants and agreements of the parties, to be by them respectively kept and performed as set forth in this Agreement, it is agreed as follows: AGREEMENT 1. Responsible Parties: For the Project covered by this Agreement, the parties shall be responsible for the following work as stated in the article of the Agreement referenced in the table below: 1 Local Government Utilities Article 8 2. Local Government Environmental Assessment and Mitigation Article 9 3. Local Government Architectural and Engineering Services Article 11 4. State Construction Responsibilities Article 12 5. Local Government Right of Way and Real Property Article 14 2. Period of the Agreement This Agreement becomes effective when signed by the last party whose signing makes the Agreement fully executed. This Agreement shall remain in effect until the Project is completed or unless terminated as provided below. 3. Scope of Work The scope of work for the Project consists of CSJ 0916-35-243 is for the installation of advanced warning signals, signs and a raised median on South Port Avenue at Tarlton Avenue to Sarita StreetCSJ 0916-35-247 is for the installation of advanced warning signals and signs on Texan Trail from Staples Street to Buccaneer Drive.;CSJ 0916-35-248 is for the installation of advanced warning signals and signs onTexan Trail from Buccaneer Drive to Swantner Drive. These projects also will include the improvement of the school zone along Texan Trail. 4. Project Sources and Uses of Funds The total estimated cost of the Project is shown in Attachment B, Project Budget (Attachment B) which is attached to and made a part of this Agreement. A. If the Local Government will perform any work under this Agreement for which reimbursement will be provided by or through the State, the Local Government must complete training. If federal funds are being used, the training must be completed before federal spending authority is obligated. Training is complete when at least one individual who is working actively and directly on the Project successfully completes and receives a certificate for the course entitled "Local AFA LongGen Page 2 of 17 Rev. 12/10/2021 TxDOT: Federal Highway Administration: CSJ# 0916-35-243,0916-35-247,0916-35-248 CFDA No. 20.205 District# CRP-16 AFA ID I Z00002116 CFDA Title Highway Planning and Construction Code Chart 64# 09800 Project CSNuecesSouthPortAvefrTarltonAvetoSarita; Name CSNuecesTexanTrlfrSStapleSttoSwanterDr; AFA Not Used For Research &Development CSN uecesTexanTrlfrBuccaneerDrtoSwanterDr; Government Project Procedures and Qualification for the Texas Department of Transportation" and retains qualification in accordance with applicable TxDOT procedures. Upon request, the Local Government shall provide the certificate of qualification to the State. The individual who receives the training certificate may be an employee of the Local Government or an employee of a firm that has been contracted by the Local Government to perform oversight of the Project. The State in its discretion may deny reimbursement if the Local Government has not continuously designated in writing a qualified individual to work actively on or to directly oversee the Project. B. The expected cash contributions from the federal government, the State, the Local Government, or other parties are shown in Attachment B. The State will pay for only those Project costs that have been approved by the Texas Transportation Commission. For projects with federal funds, the State and the federal government will not reimburse the Local Government for any work performed before the federal spending authority is formally obligated to the Project by the Federal Highway Administration (FHWA). After federal funds have been obligated, the State will send to the Local Government a copy of the formal documentation showing the obligation of funds including federal award information. The Local Government is responsible for 100% of the cost of any work performed under its direction or control before the federal spending authority is formally obligated. C. Attachment B shows, by major cost categories, the cost estimates and the party responsible for performing the work for each category. These categories may include but are not limited to: (1) costs of real property; (2) costs of utility work; (3) costs of environmental assessment and remediation; (4) cost of preliminary engineering and design; (5) cost of construction and construction management; and (6) any other local project costs. D. The State will be responsible for securing the federal and State share of the funding required for the development and construction of the local Project. If the Local Government is due funds for expenses incurred, these funds will be reimbursed to the Local Government on a cost basis. E. The Local Government will be responsible for all non-federal or non-State participation costs associated with the Project, unless otherwise provided for in this Agreement or approved otherwise in an amendment to this Agreement. For items of work subject to specified percentage funding, the Local Government shall only in those instances be responsible for all Project costs that are greater than the maximum State and federal participation specified in Attachment B and for overruns in excess of the amount specified in Attachment B to be paid by the Local Government. F. The budget in Attachment B will clearly state all items subject to fixed price funding, specified percentage funding, and the periodic payment schedule, when periodic payments have been approved by the State. G. When the Local Government bears the responsibility for paying cost overruns, the Local Government shall make payment to the State within thirty (30) days from the receipt of the State's written notification of additional funds being due. AFA LongGen Page 3 of 17 Rev. 12/10/2021 TxDOT: Federal Highway Administration: CSJ# 0916-35-243,0916-35-247,0916-35-248 CFDA No. 20.205 District# CRP-16 AFA ID I Z00002116 CFDA Title Highway Planning and Construction Code Chart 64# 09800 Project CSNuecesSouthPortAvefrTarltonAvetoSarita; Name CSNuecesTexanTrlfrSStapleSttoSwanterDr; AFA Not Used For Research &Development CSN uecesTexanTrlfrBuccaneerDrtoSwanterDr; H. When fixed price funding is used, the Local Government is responsible for the fixed price amount specified in Attachment B. Fixed prices are not subject to adjustment unless (1) differing site conditions are encountered; (2) further definition of the Local Government's requested scope of work identifies greatly differing costs from those estimated; (3) work requested by the Local Government is determined to be ineligible for federal participation; or (4) the adjustment is mutually agreed to by the State and the Local Government. I. Prior to the performance of any engineering review work by the State, the Local Government will pay to the State the amount specified in Attachment B. At a minimum, this amount shall equal the Local Government's funding share for the estimated cost of preliminary engineering performed or reviewed by the State for the Project. At least sixty (60) days prior to the date set for receipt of the construction bids, the Local Government shall remit its remaining financial share for the State's estimated construction oversight and construction cost. J. The State will not execute the contract for the construction of the Project until the required funding has been made available by the Local Government in accordance with this Agreement. K. Whenever funds are paid by the Local Government to the State under this Agreement, the Local Government shall remit a check or warrant made payable to the "Texas Department of Transportation" or may use the State's Automated Clearing House (ACH) system for electronic transfer of funds in accordance with instructions provided by TxDOT's Finance Division. The funds shall be deposited and managed by the State and may only be applied by the State to the Project. L. The State will not pay interest on any funds provided by the Local Government. M. If a waiver for the collection of indirect costs for a service project has been granted under 43 TAC §15.56, the State will not charge the Local Government for the indirect costs the State incurs on the Project, unless this Agreement is terminated at the request of the Local Government prior to completion of the Project. N. If the Local Government is an Economically Disadvantaged County (EDC) and if the State has approved adjustments to the standard financing arrangement, this Agreement reflects those adjustments. O. Where the Local Government is authorized to perform services under this Agreement and be reimbursed by the State, the Local Government is authorized to submit requests for reimbursement by submitting the original of an itemized invoice, in a form and containing all items required by the State, no more frequently than monthly and no later than ninety (90) days after costs are incurred. If the Local Government submits invoices more than ninety (90) days after the costs are incurred and if federal funding is reduced as a result, the State shall have no responsibility to reimburse the Local Government for those costs. P. Upon completion of the Project, the State will perform a final accounting of the Project costs for all items of work with specified percentage funding. Any funds due by the Local Government, the State, or the federal government for these work items will be promptly paid by the owing party. AFA LongGen Page 4 of 17 Rev. 12/10/2021 TxDOT: Federal Highway Administration: CSJ# 0916-35-243,0916-35-247,0916-35-248 CFDA No. 20.205 District# CRP-16 AFA ID I Z00002116 CFDA Title Highway Planning and Construction Code Chart 64# 09800 Project CSNuecesSouthPortAvefrTarltonAvetoSarita; Name CSNuecesTexanTrlfrSStapleSttoSwanterDr; AFA Not Used For Research &Development CSN uecesTexanTrlfrBuccaneerDrtoSwanterDr; Q. The state auditor may conduct an audit or investigation of any entity receiving funds from the State directly under this Agreement or indirectly through a subcontract under this Agreement. Acceptance of funds directly under this Agreement or indirectly through a subcontract under this Agreement 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. An entity that is the subject of an audit or investigation must provide the state auditor with access to any information the state auditor considers relevant to the investigation or audit. R. Payment under this Agreement beyond the end of the current fiscal biennium is subject to availability of appropriated funds. If funds are not appropriated, this Agreement shall be terminated immediately with no liability to either party. 5. Termination of This Agreement This Agreement shall remain in effect until the Project is completed and accepted by all parties, unless: A. The Agreement is terminated in writing with the mutual consent of the parties; B. The Agreement is terminated by one party because of a breach, in which case any costs incurred because of the breach shall be paid by the breaching party; C. The Local Government elects not to provide funding after the completion of preliminary engineering, specifications, and estimates (PS&E) and the Project does not proceed because of insufficient funds, in which case the Local Government agrees to reimburse the State for its reasonable actual costs incurred during the Project; or D. The Agreement is terminated by the State because the parties are not able to execute a mutually agreeable amendment when the costs for Local Government requested items increase significantly due to differing site conditions, determination that Local government requested work is ineligible for federal or state cost participation, or a more thorough definition of the Local Government's proposed work scope identifies greatly differing costs from those estimated. The State will reimburse Local Government remaining funds to the Local Government within ninety (90) days of termination; or E. The Project is inactive for thirty-six (36) consecutive months or longer and no expenditures have been charged against federal funds, in which case the State may in its discretion terminate this Agreement. 6. Amendments Amendments to this Agreement due to changes in the character of the work, terms of the Agreement, or responsibilities of the parties relating to the Project may be enacted through a mutually agreed upon, written amendment. 7. Remedies This Agreement shall not be considered as specifying the exclusive remedy for any agreement default, but all remedies existing at law and in equity may be availed of by either party to this Agreement and shall be cumulative. AFA LongGen Page 5 of 17 Rev. 12/10/2021 TxDOT: Federal Highway Administration: CSJ# 0916-35-243,0916-35-247,0916-35-248 CFDA No. 20.205 District# CRP-16 AFA ID I Z00002116 CFDA Title Highway Planning and Construction Code Chart 64# 09800 Project CSNuecesSouthPortAvefrTarltonAvetoSarita; Name CSNuecesTexanTrlfrSStapleSttoSwanterDr; AFA Not Used For Research &Development CSN uecesTexanTrlfrBuccaneerDrtoSwanterDr; 8. Utilities The party named in Article 1, Responsible Parties, under AGREEMENT shall be responsible for the adjustment, removal, or relocation of utility facilities in accordance with applicable state laws, regulations, rules, policies, and procedures, including any cost to the State of a delay resulting from the Local Government's failure to ensure that utility facilities are adjusted, removed, or relocated before the scheduled beginning of construction. The Local Government will not be reimbursed with federal or State funds for the cost of required utility work. The Local Government must obtain advance approval for any variance from established procedures. Before a construction contract is let, the Local Government shall provide, at the State's request, a certification stating that the Local Government has completed the adjustment of all utilities that must be adjusted before construction is commenced. 9. Environmental Assessment and Mitigation Development of a transportation project must comply with the National Environmental Policy Act and the National Historic Preservation Act of 1966, which require environmental clearance of federal-aid projects. The party named in Article 1, Responsible Parties, under AGREEMENT is responsible for the following: A. The identification and assessment of any environmental problems associated with the development of a local project governed by this Agreement. B. The cost of any environmental problem's mitigation and remediation. C. Providing any public meetings or public hearings required for the environmental assessment process. Public hearings will not be held prior to the approval of the Project schematic. D. The preparation of the NEPA documents required for the environmental clearance of this Project. If the Local Government is responsible for the environmental assessment and mitigation, before the advertisement for bids, the Local Government shall provide to the State written documentation from the appropriate regulatory agency or agencies that all environmental clearances have been obtained. 10. Compliance with Accessibility Standards All parties to this Agreement shall ensure that the plans for and the construction of all projects subject to this Agreement are in compliance with standards issued or approved by the Texas Department of Licensing and Regulation (TDLR) as meeting or consistent with minimum accessibility requirements of the Americans with Disabilities Act (P.L. 101- 336) (ADA). 11. Architectural and Engineering Services The party named in Article 1, Responsible Parties, under AGREEMENT has responsibility for the performance of architectural and engineering services. The engineering plans shall be developed in accordance with the applicable State's Standard Specifications for Construction and Maintenance of Highways, Streets and Bridges and AFA LongGen Page 6 of 17 Rev. 12/10/2021 TxDOT: Federal Highway Administration: CSJ# 0916-35-243,0916-35-247,0916-35-248 CFDA No. 20.205 District# CRP-16 AFA ID I Z00002116 CFDA Title Highway Planning and Construction Code Chart 64# 09800 Project CSNuecesSouthPortAvefrTarltonAvetoSarita; Name CSNuecesTexanTrlfrSStapleSttoSwanterDr; AFA Not Used For Research &Development CSN uecesTexanTrlfrBuccaneerDrtoSwanterDr; the special specifications and special provisions related to it. For projects on the State highway system, the design shall, at a minimum conform to applicable State manuals. For projects not on the State highway system, the design shall, at a minimum, conform to applicable American Association of State Highway and Transportation Officials (AASHTO) design standards. In procuring professional services, the parties to this Agreement must comply with federal requirements cited in 23 CFR Part 172 if the Project is federally funded and with Texas Government Code 2254, Subchapter A, in all cases. Professional contracts for federally funded projects must conform to federal requirements, specifically including the provision for participation by Disadvantaged Business Enterprises (DBEs), ADA, and environmental matters. If the Local Government is the responsible party, the Local Government shall submit its procurement selection process for prior approval by the State. All professional services contracts must be reviewed and approved by the State prior to execution by the Local Government. 12. Construction Responsibilities The party named in Article 1, Responsible Parties, under AGREEMENT is responsible for the following: A. Advertise for construction bids, issue bid proposals, receive and tabulate the bids, and award and administer the contract for construction of the Project. Administration of the contract includes the responsibility for construction engineering and for issuance of any change orders, supplemental agreements, amendments, or additional work orders that may become necessary subsequent to the award of the construction contract. In order to ensure federal funding eligibility, projects must be authorized by the State prior to advertising for construction. B. If the State is the responsible party, the State will use its approved contract letting and award procedures to let and award the construction contract. C. If the Local Government is the responsible party, the Local Government shall submit its contract letting and award procedures to the State for review and approval prior to letting. D. If the Local Government is the responsible party, the State must concur with the low bidder selection before the Local Government can enter into a contract with the vendor. E. If the Local Government is the responsible party, the State must review and approve change orders. F. Upon completion of the Project, the party responsible for constructing the Project will issue and sign a "Notification of Completion" acknowledging the Project's construction completion and submit certification(s) sealed by a professional engineer(s) licensed in the State of Texas. G. For federally funded contracts, the parties to this Agreement will comply with federal construction requirements cited in 23 CFR Part 635 and with requirements cited in 23 CFR Part 633, and shall include the latest version of Form "FHWA-1273" in the contract bidding documents. If force account work will AFA LongGen Page 7 of 17 Rev. 12/10/2021 TxDOT: Federal Highway Administration: CSJ# 0916-35-243,0916-35-247,0916-35-248 CFDA No. 20.205 District# CRP-16 AFA ID I Z00002116 CFDA Title Highway Planning and Construction Code Chart 64# 09800 Project CSNuecesSouthPortAvefrTarltonAvetoSarita; Name CSNuecesTexanTrlfrSStapleSttoSwanterDr; AFA Not Used For Research &Development CSN uecesTexanTrlfrBuccaneerDrtoSwanterDr; be performed, a finding of cost effectiveness shall be made in compliance with 23 CFR 635, Subpart B. 13. Project Maintenance The Local Government shall be responsible for maintenance of locally owned roads and locally owned facilities after completion of the work. The State shall be responsible for maintenance of the State highway system after completion of the work if the work was on the State highway system, unless otherwise provided for in existing maintenance agreements with the Local Government. 14. Right of Way and Real Property The party named in Article 1, Responsible Parties, under AGREEMENT is responsible for the provision and acquisition of any needed right of way or real property. 15. Insurance If this Agreement authorizes the Local Government or its contractor to perform any work on State right of way, before beginning work, the entity performing the work shall provide the State with a fully executed copy of the State's Form 1560 Certificate of Insurance verifying the existence of coverage in the amounts and types specified on the Certificate of Insurance for all persons and entities working on State right of way. This coverage shall be maintained until all work on the State right of way is complete. If coverage is not maintained, all work on State right of way shall cease immediately, and the State may recover damages and all costs of completing the work. 16. Notices All notices to either party shall be delivered personally or sent by certified or U.S. mail, postage prepaid, addressed to that party at the following address: Local Government: State: City of Corpus Christi Texas Department of Transportation ATTN: Director of Engineering Services ATTN: Director of Contract Services 1201 Leopard Street 125 E. 11 t" Street Corpus Christi, Texas 78401 Austin, TX 78701 All notices shall be deemed given on the date delivered in person or deposited in the mail, unless otherwise provided by this Agreement. Either party may change the above address by sending written notice of the change to the other party. Either party may request in writing that notices shall be delivered personally or by certified U.S. mail, and that request shall be carried out by the other party. AFA LongGen Page 8 of 17 Rev. 12/10/2021 TxDOT: Federal Highway Administration: CSJ# 0916-35-243,0916-35-247,0916-35-248 CFDA No. 20.205 District# CRP-16 AFA ID I Z00002116 CFDA Title Highway Planning and Construction Code Chart 64# 09800 Project CSNuecesSouthPortAvefrTarltonAvetoSarita; Name CSNuecesTexanTrlfrSStapleSttoSwanterDr; AFA Not Used For Research &Development CSN uecesTexanTrlfrBuccaneerDrtoSwanterDr; 17. Legal Construction If one or more of the provisions contained in this Agreement shall for any reason be held invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provisions and this Agreement shall be construed as if it did not contain the invalid, illegal, or unenforceable provision. 18. Responsibilities of the Parties The State and the Local Government agree that neither party is an agent, servant, or employee of the other party, and each party agrees it is responsible for its individual acts and deeds as well as the acts and deeds of its contractors, employees, representatives, and agents. 19. Ownership of Documents Upon completion or termination of this Agreement, all documents prepared by the State shall remain the property of the State. All data and information prepared under this Agreement shall be made available to the State without restriction or limitation on their further use. All documents produced or approved or otherwise created by the Local Government shall be transmitted to the State, in the format directed by the State, on a monthly basis or as required by the State. The originals shall remain the property of the Local Government. . 20. Compliance with Laws The parties to this Agreement shall comply with all federal, state, and local laws, statutes, ordinances, rules and regulations, and the orders and decrees of any courts or administrative bodies or tribunals in any manner affecting the performance of this Agreement. When required, the Local Government shall furnish the State with satisfactory proof of this compliance. 21. Sole Agreement This Agreement constitutes the sole and only agreement between the parties and supersedes any prior understandings or written or oral agreements respecting the Agreement's subject matter. 22. Cost Principles In order to be reimbursed with federal funds, the parties shall comply with the cost principles established in 2 CFR 200 that specify that all reimbursed costs are allowable, reasonable, and allocable to the Project. 23. Procurement and Property Management Standards The parties to this Agreement shall adhere to the procurement and property management standards established in 2 CFR 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, and to the Texas Uniform Grant Management Standards. The State must pre-approve the Local Government's procurement procedures for purchases to be eligible for state or federal funds. AFA LongGen Page 9 of 17 Rev. 12/10/2021 TxDOT: Federal Highway Administration: CSJ# 0916-35-243,0916-35-247,0916-35-248 CFDA No. 20.205 District# CRP-16 AFA ID I Z00002116 CFDA Title Highway Planning and Construction Code Chart 64# 09800 Project CSNuecesSouthPortAvefrTarltonAvetoSarita; Name CSNuecesTexanTrlfrSStapleSttoSwanterDr; AFA Not Used For Research &Development CSN uecesTexanTrlfrBuccaneerDrtoSwanterDr; 24. Inspection of Books and Records The parties to this Agreement shall maintain all books, documents, papers, accounting records, and other documentation relating to costs incurred under this Agreement and shall make such materials available to the State, the Local Government, and, if federally funded, the FHWA and the U.S. Office of the Inspector General or their duly authorized representatives for review and inspection at its office during the Agreement period and for seven (7) years from the date of final reimbursement by FHWA under this Agreement or until any impending litigation or claims are resolved. Additionally, the State, the Local Government, and the FHWA and their duly authorized representatives shall have access to all the governmental records that are directly applicable to this Agreement for the purpose of making audits, examinations, excerpts, and transcriptions. 25. Civil Rights Compliance The parties to this Agreement are responsible for the following: A. Compliance with Regulations: Both parties will comply with the Acts and the Regulations relative to Nondiscrimination in Federally-assisted programs of the U.S. Department of Transportation (USDOT), the Federal Highway Administration (FHWA), as they may be amended from time to time, which are herein incorporated by reference and made part of this Agreement. B. Nondiscrimination: The Local Government, with regard to the work performed by it during the Agreement, will not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurement of materials and leases of equipment. The Local Government will not participate directly or indirectly in the discrimination prohibited by the Acts and the Regulations, including employment practices when the Agreement covers any activity, project, or program set forth in Appendix B of 49 CFR Part 21. C. Solicitations for Subcontracts, Including Procurement of Materials and Equipment: In all solicitations either by competitive bidding or negotiation made by the Local Government for work to be performed under a subcontract, including procurement of materials or leases of equipment, each potential subcontractor or supplier will be notified by the Local Government of the Local Government's obligations under this Agreement and the Acts and Regulations relative to Nondiscrimination on the grounds of race, color, or national origin. D. Information and Reports: The Local Government will provide all information and reports required by the Acts, the Regulations, and directives issued pursuant thereto, and will permit access to its books, records, accounts, other sources of information, and facilities as may be determined by the State or the FHWA to be pertinent to ascertain compliance with such Acts, Regulations or directives. Where any information required of the Local Government is in the exclusive possession of another who fails or refuses to furnish this information, the Local Government will so certify to the State or the FHWA, as appropriate, and will set forth what efforts it has made to obtain the information. AFA LongGen Page 10 of 17 Rev. 12/10/2021 TxDOT: Federal Highway Administration: CSJ# 0916-35-243,0916-35-247,0916-35-248 CFDA No. 20.205 District# CRP-16 AFA ID I Z00002116 CFDA Title Highway Planning and Construction Code Chart 64# 09800 Project CSNuecesSouthPortAvefrTarltonAvetoSarita; Name CSNuecesTexanTrlfrSStapleSttoSwanterDr; AFA Not Used For Research &Development CSN uecesTexanTrlfrBuccaneerDrtoSwanterDr; E. Sanctions for Noncompliance: In the event of the Local Government's noncompliance with the Nondiscrimination provisions of this Agreement, the State will impose such contract sanctions as it or the FHWA may determine to be appropriate, including, but not limited to: 1. withholding of payments to the Local Government under the Agreement until the Local Government complies and/or 2. cancelling, terminating, or suspending of the Agreement, in whole or in part. F. Incorporation of Provisions: The Local Government will include the provisions of paragraphs (A) through (F) in every subcontract, including procurement of materials and leases of equipment, unless exempt by the Acts, the Regulations and directives issued pursuant thereto. The Local Government will take such action with respect to any subcontract or procurement as the State or the FHWA may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, that if the Local Government becomes involved in, or is threatened with, litigation with a subcontractor or supplier because of such direction, the Local Government may request the State to enter into such litigation to protect the interests of the State. In addition, the Local Government may request the United States to enter into such litigation to protect the interests of the United States. 26. Pertinent Non-Discrimination Authorities During the performance of this Agreement, each party, for itself, its assignees, and successors in interest agree to comply with the following nondiscrimination statutes and authorities; including but not limited to: A. Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), (pro-hibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21. B. The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of federal or federal-aid programs and projects). C. Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), as amended, (prohibits discrimination on the basis of sex). D. Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.) as amended, (prohibits discrimination on the basis of disability); and 49 CFR Part 27. E. The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), (prohibits discrimination on the basis of age). F. Airport and Airway Improvement Act of 1982, (49 U.S.C. Chapter 471, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex). G. The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms "programs or activities" to include all of the AFA LongGen Page 11 of 17 Rev. 12/10/2021 TxDOT: Federal Highway Administration: CSJ# 0916-35-243,0916-35-247,0916-35-248 CFDA No. 20.205 District# CRP-16 AFA ID I Z00002116 CFDA Title Highway Planning and Construction Code Chart 64# 09800 Project CSNuecesSouthPortAvefrTarltonAvetoSarita; Name CSNuecesTexanTrlfrSStapleSttoSwanterDr; AFA Not Used For Research &Development CSN uecesTexanTrlfrBuccaneerDrtoSwanterDr; programs or activities of the federal-aid recipients, subrecipients and contractors, whether such programs or activities are federally funded or not). H. Titles II and III of the Americans with Disabilities Act, which prohibits discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131-12189) as implemented by Department of Transportation regulations at 49 C.F.R. parts 37 and 38. I. The Federal Aviation Administration's Nondiscrimination statute (49 U.S.C. § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex). J. Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations, which ensures nondiscrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations. K. Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of limited English proficiency (LEP). To ensure compliance with Title VI, the parties must take reasonable steps to ensure that LEP persons have meaningful access to the programs (70 Fed. Reg. at 74087 to 74100). L. Title IX of the Education Amendments of 1972, as amended, which prohibits the parties from discriminating because of sex in education programs or activities (20 U.S.C. 1681 et seq.). 27. Disadvantaged Business Enterprise (DBE) Program Requirements If federal funds are used: A. The parties shall comply with the Disadvantaged Business Enterprise Program requirements established in 49 CFR Part 26. B. The Local Government shall adopt, in its totality, the State's federally approved DBE program. C. The Local Government shall incorporate into its contracts with subproviders an appropriate DBE goal consistent with the State's DBE guidelines and in consideration of the local market, project size, and nature of the goods or services to be acquired. The Local Government shall submit its proposed scope of services and quantity estimates to the State to allow the State to establish a DBE goal for each Local Government contract with a subprovider. The Local Government shall be responsible for documenting its actions. D. The Local Government shall follow all other parts of the State's DBE program referenced in TxDOT Form 2395, Memorandum of Understanding Regarding the Adoption of the Texas Department of Transportation's Federally-Approved Disadvantaged Business Enterprise by Entity, and attachments found at web address http://ftp.dot.state.tx.us/pub/txdot- info/bop/dbe/mou/mou attachments.pdf. AFA LongGen Page 12 of 17 Rev. 12/10/2021 TxDOT: Federal Highway Administration: CSJ# 0916-35-243,0916-35-247,0916-35-248 CFDA No. 20.205 District# CRP-16 AFA ID I Z00002116 CFDA Title Highway Planning and Construction Code Chart 64# 09800 Project CSNuecesSouthPortAvefrTarltonAvetoSarita; Name CSNuecesTexanTrlfrSStapleSttoSwanterDr; AFA Not Used For Research &Development CSN uecesTexanTrlfrBuccaneerDrtoSwanterDr; E. The Local Government shall not discriminate on the basis of race, color, national origin, or sex in the award and performance of any U.S. Department of Transportation (DOT)-assisted contract or in the administration of its DBE program or the requirements of 49 CFR Part 26. The Local Government shall take all necessary and reasonable steps under 49 CFR Part 26 to ensure non- discrimination in award and administration of DOT-assisted contracts. The State's DBE program, as required by 49 CFR Part 26 and as approved by DOT, is incorporated by reference in this Agreement. Implementation of this program is a legal obligation and failure to carry out its terms shall be treated as a violation of this Agreement. Upon notification to the Local Government of its failure to carry out its approved program, the State may impose sanctions as provided for under 49 CFR Part 26 and may, in appropriate cases, refer the matter for enforcement under 18 U.S.C. 1001 and the Program Fraud Civil Remedies Act of 1986 (31 U.S.C. 3801 et seq.). F. Each contract the Local Government signs with a contractor (and each subcontract the prime contractor signs with a sub-contractor) must include the following assurance: The contractor, sub-recipient, or sub-contractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. The contractor shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of DOT-assisted contracts. Failure by the contractor to carry out these requirements is a material breach of this Agreement, which may result in the termination of this Agreement or such other remedy as the recipient deems appropriate. 28. Debarment Certifications If federal funds are used, the parties are prohibited from making any award at any tier to any party that is debarred or suspended or otherwise excluded from or ineligible for participation in Federal Assistance Programs under Executive Order 12549, "Debarment and Suspension." By executing this Agreement, the Local Government certifies that it and its principals are not currently debarred, suspended, or otherwise excluded from or ineligible for participation in Federal Assistance Programs under Executive Order 12549 and further certifies that it will not do business with any party, to include principals, that is currently debarred, suspended, or otherwise excluded from or ineligible for participation in Federal Assistance Programs under Executive Order 12549. The parties to this Agreement shall require any party to a subcontract or purchase order awarded under this Agreement to certify its eligibility to receive federal funds and, when requested by the State, to furnish a copy of the certification. If state funds are used, the parties are prohibited from making any award to any party that is debarred under the Texas Administrative Code, Title 34, Part 1, Chapter 20, Subchapter G, Rule §20.585 and the Texas Administrative Code, Title 43, Part 1, Chapter 9, Subchapter G. AFA LongGen Page 13 of 17 Rev. 12/10/2021 TxDOT: Federal Highway Administration: CSJ# 0916-35-243,0916-35-247,0916-35-248 CFDA No. 20.205 District# CRP-16 AFA ID I Z00002116 CFDA Title Highway Planning and Construction Code Chart 64# 09800 Project CSNuecesSouthPortAvefrTarltonAvetoSarita; Name CSNuecesTexanTrlfrSStapleSttoSwanterDr; AFA Not Used For Research &Development CSN uecesTexanTrlfrBuccaneerDrtoSwanterDr; 29. Lobbying Certification If federal funds are used, in executing this Agreement, each signatory certifies to the best of that signatory's knowledge and belief, that: A. No federal appropriated funds have been paid or will be paid by or on behalf of the parties to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. B. If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with federal contracts, grants, loans, or cooperative agreements, the signatory for the Local Government shall complete and submit the Federal Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. C. The parties shall require that the language of this certification shall be included in the award documents for all sub-awards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and all sub-recipients shall certify and disclose accordingly. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Title 31 U.S.C. §1352. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. 30. Federal Funding Accountability and Transparency Act Requirements If federal funds are used, the following requirements apply: A. Any recipient of funds under this Agreement agrees to comply with the Federal Funding Accountability and Transparency Act (FFATA) and implementing regulations at 2 CFR Part 170, including Appendix A. This Agreement is subject to the following award terms: http://www.clo.gov/fdsys/pkq/FR-2010-09- 14/pdf/2010-22705.pdf and http://www.cipo.c B. The Local Government agrees that it shall: 1. Obtain and provide to the State a System for Award Management (SAM) number (Federal Acquisition Regulation, Part 4, Sub-part 4.11) if this award provides more than $25,000 in federal funding. The SAM number may be obtained by visiting the SAM website whose address is: https://www.sam.gov/portal/public/SAM/ 2. Obtain and provide to the State a Data Universal Numbering System (DUNS) number, a unique nine-character number that allows federal government to track the distribution of federal money. The DUNS may be requested free of charge for all businesses and entities required to do so by visiting the Dun & AFA LongGen Page 14 of 17 Rev. 12/10/2021 TxDOT: Federal Highway Administration: CSJ# 0916-35-243,0916-35-247,0916-35-248 CFDA No. 20.205 District# CRP-16 AFA ID I Z00002116 CFDA Title Highway Planning and Construction Code Chart 64# 09800 Project CSNuecesSouthPortAvefrTarltonAvetoSarita; Name CSNuecesTexanTrlfrSStapleSttoSwanterDr; AFA Not Used For Research &Development CSN uecesTexanTrlfrBuccaneerDrtoSwanterDr; Bradstreet (D&B) on-line registration website http://fedgov.dnb.com/webform; and 3. Report the total compensation and names of its top five executives to the State if: i. More than 80% of annual gross revenues are from the federal government, and those revenues are greater than $25,000,000; and ii. The compensation information is not already available through reporting to the U.S. Securities and Exchange Commission. 31. Single Audit Report If federal funds are used: A. The parties shall comply with the single audit report requirements stipulated in 2 CFR 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. B. If threshold expenditures of$750,000 or more are met during the fiscal year, the Local Government must submit a Single Audit Report and Management Letter (if applicable) to TxDOT's Compliance Division, 125 East 11th Street, Austin, TX 78701 or contact TxDOT's Compliance Division by email at singleaudits(a)txdot.gov. C. If expenditures are less than the threshold during the Local Government's fiscal year, the Local Government must submit a statement to TxDOT's Compliance Division as follows: "We did not meet the $ expenditure threshold and therefore, are not required to have a single audit performed for FY " D. For each year the Project remains open for federal funding expenditures, the Local Government will be responsible for filing a report or statement as described above. The required annual filing shall extend throughout the life of the Agreement, unless otherwise amended or the Project has been formally closed out and no charges have been incurred within the current fiscal year. AFA LongGen Page 15 of 17 Rev. 12/10/2021 TxDOT: Federal Highway Administration: CSJ# 0916-35-243,0916-35-247,0916-35-248 CFDA No. 20.205 District# CRP-16 AFA ID I Z00002116 CFDA Title Highway Planning and Construction Code Chart 64# 09800 Project CSNuecesSouthPortAvefrTarltonAvetoSarita; Name CSNuecesTexanTrlfrSStapleSttoSwanterDr; AFA Not Used For Research &Development CSN uecesTexanTrlfrBuccaneerDrtoSwanterDr; 32. Signatory Warranty Each signatory warrants that the signatory has necessary authority to execute this Agreement on behalf of the entity represented. Each party is signing this Agreement on the date stated under that party's signature. THE STATE OF TEXAS THE LOCAL GOVERNMENT Signature Signature Kenneth Stewart Jeffery Edmonds, P.E. Typed or Printed Name Typed or Printed Name Director of Contract Services Director of Engineering Services Typed or Printed Title Typed or Printed Title Date Date AFA LongGen Page 16 of 17 Rev. 12/10/2021 TxDOT: Federal Highway Administration: CSJ# 0916-35-243,0916-35-247,0916-35-248 CFDA No. 20.205 District# CRP 16 AFA ID I Z00002116 CFDA Title Highway Planning and Construction Code Chart 64# 09800 Project CSNuecesSouthPortAvefrTarltonAvetoSarita; Name CSNuecesTexanTrlfrSStapleSttoSwanterDr; AFA Not Used For Research &Development CSN uecesTexanTrlfrBuccaneerDrtoSwanterDr ATTACHMENT A LOCATION MAP SHOWING PROJECT 3 CSJ:0916-35-243 on South Port Ave From Tarlton Ave to Sarita St 0 ry a �V f *. Page 1 of 3 AFA LongGen Attachment A TxDOT: Federal Highway Administration: CSJ# 0916-35-243,0916-35-247,0916-35-248 CFDA No. 20.205 District# CRP 16 AFA ID I Z00002116 CFDA Title Highway Planning and Construction Code Chart 64# 09800 Project CSNuecesSouthPortAvefrTarltonAvetoSarita; Name CSNuecesTexanTrlfrSStapleSttoSwanterDr; AFA Not Used For Research &Development CSN uecesTexanTrlfrBuccaneerDrtoSwanterDr ATTACHMENT A LOCATION MAP SHOWING PROJECT P 1 , • � etaA o ��r ' 9 Page 2 of 3 AFA LongGen Attachment A TxDOT: Federal Highway Administration: CSJ# 0916-35-243,0916-35-247,0916-35-248 CFDA No. 20.205 District# CRP 16 AFA ID I Z00002116 CFDA Title Highway Planning and Construction Code Chart 64# 09800 Project CSNuecesSouthPortAvefrTarltonAvetoSarita; Name CSNuecesTexanTrlfrSStapleSttoSwanterDr; AFA Not Used For Research &Development CSN uecesTexanTrlfrBuccaneerDrtoSwanterDr ATTACHMENT A LOCATION MAP SHOWING PROJECT 01 N­ CS�fl xa"�5 s�a�Lne #�� �� \�• ` Y *S �S r Page 3 of 3 AFA LongGen Attachment A TxDOT: Federal Highway Administration: CSJ# 0916-35-243,0916-35-247,0916-35-248 CFDA No. 20.205 District# CRP 16 AFA ID I Z00002116 CFDA Title Highway Planning and Construction Code Chart 64# 09800 Project CSNuecesSouthPortAvefrTarltonAvetoSarita; Name CSNuecesTexanTrlfrSStapleSttoSwanterDr; AFA Not Used For Research &Development CSN uecesTexanTrlfrBuccaneerDrtoSwanterDr ATTACHMENT B PROJECT BUDGET Costs will be allocated based on Federal funding and Local Government funding until the federal funding reaches the maximum obligated amount. The Local Government will then be responsible for 100% of the costs. Description Total Federal State Local Estimated Participation Participation Participation Cost % lCost % Cost % Cost Engineering (by $8,400.00 0% $0 0% $0 100%8,400.00 Local Government Construction $37,481 .00 90% $33,732.90 0% $0 10% $3,748.10 (State) CSJ 0916-35-243 Construction (by $23,127.00 100%$23,127.00 0% $0 0% $0 State) CSJ 0916-35-247 Construction (by $23,127.00 100%$23,127.00 0% $0 0% $0 State) CSJ 0916-35-248 Subtotal $92,135.00 $79,986.90 $0 $12,148.10 Environmental $840.00 0% $0 0% $0 100%$840.00 Direct State Costs Right of Way $840.00 0% $0 0% $0 100%$840.00 Direct State Costs Engineering Direct $2,880.00 0% $0 0% $0 100%$2,880.00 State Costs Utility Direct State $840.00 0% $0 0% $0 100%$840.00 Costs Construction $8,400.00 0% $0 0% $0 100%$8,400.00 Direct State Costs Indirect State $5,053.10 0% $0 100%$5,053.10 0% $0 Costs TOTAL $110,988.10 $79,986.90 $5,053.10 1$25,948.10 Page 1 of 2 AFA LongGen Attachment B TxDOT: Federal Highway Administration: CSJ# 0916-35-243,0916-35-247,0916-35-248 CFDA No. 20.205 District# CRP 16 AFA ID I Z00002116 CFDA Title Highway Planning and Construction Code Chart 64# 09800 Project CSNuecesSouthPortAvefrTarltonAvetoSarita; Name CSNuecesTexanTrlfrSStapleSttoSwanterDr; AFA Not Used For Research &Development CSN uecesTexanTrlfrBuccaneerDrtoSwanterDr I I ]ILL ATTACHMENT B PROJECT BUDGET (continued) Initial payment by the Local Government to the State: $5,400.00 Payment by the Local Government to the State before construction: $12,148.10 Estimated total payment by the Local Government to the State $17,548.10. This is an estimate. The final amount of Local Government participation will be based on actual costs. Page 2 of 2 AFA LongGen Attachment B TxDOT: Federal Highway Administration: CSJ# 0916-35-243,0916-35-247,0916-35-248 CFDA No. 20.205 District# CRP 16 AFA ID I Z00002116 CFDA Title Highway Planning and Construction Code Chart 64# 09800 Project Name CSNuecesSouthPortAvefrTarltonAveto AFA Not Used For Research &Development Sarita ATTACHMENT C RESOLUTION, ORDINACE, OR COMMISSIONERS COURT ORDER Page 1 of 1 AFA LongGen Attachment C Corpus Chr s[i Engineering Advance Funding Agreement 2022 TxDOT Highway Safety Improvement Program Council Presentation April 26, 2022 Project Location N SCAUE.NTS CHRIST SO.T I BETWEEN �c T=X��.V TIinIL - =EPFEE`,7 LE"T F F P.f:. ,.X f CORPUS CHRISP BAT 8' FL I FLUFF� g, U um MABRE 2 Pro'ect Scope Carpus Chr sti Engineering In May 2021, City received the TxDOT 2022 HSIP grant for three intersection projects: • South Port Avenue from Tarlton Street to Sarita Street, • Texan Trail from Staples Street to Buccaneer Drive, • Texan Trail from Buccaneer Drive to Swantner Drive The scope of work is to install advanced warning signals, signs, raised median, and school zone improvements. The total estimated cost for the projects is $110,988.10 of which TxDOT is responsible for the project construction total up to a maximum $85,040 and City is responsible for the design which is estimated to be $17,548.10. .¢yUs cry, O r U NORPti PAt Ea 1852 AGENDA MEMORANDUM Action Item for the City Council Meeting of April 26, 2022 DATE: April 18, 2022 TO: Peter Zanoni, City Manager FROM: Jeff H. Edmonds, P. E., Director of Engineering Services 6effreyea-cctexas.com (361) 826-3851 Gabriel Ramirez, Interim Director of Water Utilities gabrielra-cctexas.com (361) 826-1202 Heather Hurlbert, Director of Finance & Procurement heatherh3a-cctexas.com (361) 826-3227 Professional Services Contract SH 286 Water Line Relocation CAPTION: Motion authorizing a professional services contract with Urban Engineering, Corpus Christ, TX, to provide design, bid, and construction phase services for SH 286 Water Line Relocation in an amount not to exceed $447,643.00, located outside City limits, with FY 2022 funding available from Water Capital Fund. SUMMARY: This motion authorizes approval to a professional services contract for design, bid, and construction phase services for the SH 286 Water Line Replacement project. BACKGROUND AND PURPOSE: The SH 286 Water Line Relocation requires the relocation of the existing water line between FM43 (Weber Rd) and FM2444 (Staples St.) to meet the construction needs of TxDOT's SH 286 extension. This project is in coordination with TxDOT widening of the street. This relocation will consist of 2.5 miles of 2.5-inch and 3-inch water line with a new 16-inch transmission main and an additional 1.83 miles of 16-inch water transmission main along FM 43 and FM2444. Urban Engineering will prepare a preliminary engineering report and then plans and specifications for design, bidding, and construction phase for the proposed water line improvements. PROJECT TIMELINE: 2022 - 2023 1 2023 - 2024 April - July A s O November - July Design Bid/Award Construction Projected schedule reflects City Council award of design services in April 2022 with anticipated construction completion in July 2024. COMPETITIVE SOLICITATION PROCESS: Urban Engineering was selected in April 2020 under RFQ 2667 for SH 286 Water Line Replacement project, which was one of three projects announced under the Water CIP Projects category of the RFQ. Five firms submitted for the SH 286 Water Line Replacement project. The selection committee was comprised of representatives from the Water Utilities Department and Engineering Services Department. The final evaluation ranked Urban Engineering as the highest ranked firm based on five factors: 1) firm's experience and qualifications, 2) experience and qualifications of the project manager and key staff, 3) project approach and management plan, 4) capacity to meet the project requirements and timelines, and 5) past performance. Urban Engineering has over 55 years of experience in water and wastewater planning, preliminary, and detailed design services. Urban Engineering have provided professional services for several City projects. Some of the projects are Greenwood WWTP Headworks & Grit Removal Rehabilitation, Water IDIQ, Packery Channel Water Line Crossing, and Allison WWTP Lift Station & Plant Improvements. ALTERNATIVES: Not awarding the contract for professional services to Urban Engineering will delay necessary improvements to SH 286 Waterline Replacement project and will delay TxDOT's SH 286 extension project. FISCAL IMPACT: The fiscal impact FY 2022 is an amount of$447,643.00 with funding available through the Water Capital Fund. FUNDING DETAIL: Fund: Water 2022 CIP (Fund 4484) Mission Elem: LINDistrWtr (041) Project: SH 286 Waterline Replacement (Project No. 20101) Account: Outside Consultants (550950) Activity: 20101-4484-EXP Amount: $447,643.00 RECOMMENDATION: Staff recommends approval of the professional services contract with Urban Engineering in the amount of $447,643.00 for SH 286 Water Line Relocation project. The design phase will begin in April 2022 with design completion planned in July 2023. Construction is anticipated to begin in November 2023 with anticipated completion in July of 2024. LIST OF SUPPORTING DOCUMENTS: Location & Vicinity Maps Evaluation Matrix CIP Page Contract Presentation Capital Improvement Flan 2022 thru 2024 City of Corpus Christi, Texas Project# 20101 Project Name SH286 Water Line Replacement Type Improvement/Additions Department Water Department Useful Life 40 years Contact Director of Water Utilities Category Water Distribution Priority 2 Critical-Asset Condition v._ Status Active ._ Description This project is required to relocate the existing water line between FM43(Weber Rd)and FM2444(Staples St.)to meet the construction needs of TxDOT's SH286 extension. The new line will adhere to the adopted Master Plan for this area. Due to lack of spacing within TxDOT's right-of- way this project will require land acquisition. Justification This project is required to relocate the existing water line between FM43(Weber Rd)and FM2444(Staples St.)to meet the construction needs of TxDOT's SH286 extension.If this project is not completed the TxDOT's SH286 extension project will be delayed. Expenditures Prior Years 2022 2023 2024 Total Construction/Rehab 2,800,000 2,800,000 Design 495,000 950,000 1,445,000 Contingency 100,000 100,000 Eng,Admin Reimbursements 54,000 319,000 373,000 Total 549,000 4,169,000 4,718,000 Funding Sources Prior Years 2022 2023 2024 Total Revenue Bonds 549,000 4,169,000 4,718,000 Total 549,000 4,169,000 4,718,000 Budget Impact/Other 771 There is no projected operational impact with this project at this time. A reassessment will be done upon completion of project to determine on- going or maintenance costs. 314 RFQ 2667 Professional Engineering Services - SH 286 Waterline Replacement Procurement Officer:Clarissa Johnson Hanson Lockwood Proposal Evaluation J Schwarz s Pape Dawson Urban p Professional Associates Andrews s Engineers Engineering Services Newnam Minimum Qualifications Pass/Fail No outstanding regulatory issues References provided for firm PASS PASS PASS PASS PASS Required forms provided:Disclosure of Interest Form,Business Designation and Ethical Behavior Form Technical Proposal Technical Proposal(100 points) Firm's Experience and Qualifications of Firm(20 Points) Experience and Qualifications of the Project Manager and Key Staff(20 Points) Project Approach/Management Plan(20 Points) Respondent Capacity(20 Points) Respondent Past Performance(20 Points) Total Points 80.3 86.0 87.7 75.7 93.7 q 286 .®.. �. MpRGPN 00 b �O Vn I I SCALE: N.T.S. PROJECT LOCATION IV CINITY MAP NOT TO SCALE � R O :as$ O�� U� OC �� 35 a� q CABAN ISS � 69 FIELD � Qv WEBE C9 43 43 PROJECT LOCATION 286 OS STAPLES 2444 43 LOCATION MAP NOT TO SCALE PROJECT NUMBER: 20101A CITY COUNCIL EXHIBIT SH 286 WATERLINE REPLACEMENT CITY OF CORPUS CHRISTI,TEXAS VONI DEPARTMENT OF ENGINEERING SERVICES W N SCALE: N.T.S. e I 43 WEBER RD. 43 e PROJECT L C A T I N � OO I jam- 14 Ewalt 404 '7 SII�� k �P 2444 STAPLES ST. 43 AERIAL MAP NOT TO SCALE PIN PROJECT NUMBER: 20101A CITY COUNCIL EXHIBIT SH 286 WATERLINE REPLACEMENT CITY OF CORPUS CHRISTI,TEXAS VONI DEPARTMENT OF ENGINEERING SERVICES DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 .gyus e� w 0 H SERVICE AGREEMENT NO. 3046 U �N�ORPnPPS EQ. CONTRACT FOR PROFESSIONAL SERVICES 1852 FOR PROJECT 20101 — SH 286 Waterline Replacement The City of Corpus Christi, a Texas home rule municipal corporation, P.O. Box 9277, Corpus Christi, Nueces County, Texas 78469-9277 (City) acting through its duly authorized City Manager or Designee (Director) and URBAN ENGINEERING, INC., 2725 Swantner, Corpus Christi, Texas 78404 (Consultant), hereby agree as follows: TABLE OF CONTENTS ARTICLE NO. TITLE PAGE ARTICLE I SCOPE OF SERVICES ...................................................................2 ARTICLE II QUALITY CONTROL.......................................................................3 ARTICLE III COMPENSATION............................................................................3 ARTICLE IV TIME AND PERIOD OF SERVICE ..................................................5 ARTICLE V OPINIONS OF COST ......................................................................5 ARTICLE VI INSURANCE REQUIREMENTS......................................................5 ARTICLE VII INDEMNIFICATION .........................................................................5 ARTICLE VIII TERMINATION OF AGREEMENT ..................................................6 ARTICLE IX RIGHT OF REVIEW AND AUDIT ....................................................7 ARTICLE X OWNER REMEDIES .......................................................................7 ARTICLE XI CONSULTANT REMEDIES.............................................................8 ARTICLE XII CLAIMS AND DISPUTE RESOLUTION ..........................................8 ARTICLE XIII MISCELLANEOUS PROVISIONS .................................................10 EXHIBITS Contract for Professional Services Page 1 of 12 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 ARTICLE I —SCOPE OF SERVICES 1.1 City and Consultant agree that the services provided are properly described in the Scope of Services, which is incorporated herein and attached to this Agreement as Exhibit A. The Scope of Services shall include all associated services required for Consultant to provide such Services, pursuant to this Agreement, and any and all Services that would normally be required by law or common due diligence in accordance with the standard of care defined in Article XIII of this Agreement. The approved Scope of Services defines the services to be performed by Consultant under this Agreement. Consultant will perform the Services in accordance with Exhibit A and with Consultant's response to the Request for Qualifications related to this project, which response is incorporated by reference into this Agreement as if set out here in its entirety. 1.2 Consultant shall follow City Codes and Standards effective at the time of the execution of the contract. At review milestones, the Consultant and City will review the progress of the plans to ensure that City Codes and Standards are followed unless specifically and explicitly excluded from doing so in the approved Scope of Services attached as Exhibit A. A request made by either party to deviate from City standards after the contract is executed must be in writing. 1.3 Consultant shall provide labor, equipment and transportation necessary to complete all services agreed to hereunder in a timely manner throughout the term of the Agreement. Persons retained by Consultant to perform work pursuant to this Agreement shall be employees or subconsultants of Consultant. Upon request, Consultant must provide City with a list of all subconsultants that includes the services performed by subconsultant and the % of work performed by subconsultant (in dollars). Changes in Consultant's proposed team as specified in the SOQ or Scope of Services must be agreed to by the City in writing. 1.4 Consultant shall not begin work on any phase/task authorized under this Agreement until they are briefed on the scope of the Project and are notified in writing to proceed. If the scope of the Project changes, either Consultant or City may request a review of the changes with an appropriate adjustment in compensation. 1.5 Consultant will provide monthly status updates (project progress or delays) in the format requested by the City with each monthly invoice. 1.6 For design services, Consultant agrees to render the professional services necessary for the advancement of the Project through Final Completion of the Construction Contract. Consultant acknowledges and accepts its responsibilities, as defined and described in City's General Conditions for Construction Contracts, excerpt attached as Exhibit D. 1.6.1 The Consultant agrees to serve as the City's Designer as defined in the General Conditions and will consult and advise the City on matters related to the Consultant's Scope of Services during the performance of the Consultant's services. 1.6.2 The Consultant agrees to prepare plans, specification, bid and contract documents and to analyze bids and evaluate the documents submitted by bidders. 1.6.3 The Consultant agrees to assist the City in evaluating the qualifications of the prospective contractors, subcontractors and suppliers. 1.7 For projects that require subsurface utility investigation: 1.7.1 The Consultant agrees to prepare and submit to the City prior to the 60% submittal a signed and sealed report identifying all utilities within the project area at the Quality Level specified in Exhibits A and A-1. It is assumed that all utilities will be identified using Quality Level A exploratory excavation unless stated otherwise. Contract for Professional Services Page 2 of 12 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 1.7.2 Utilities that should be identified include but are not limited to utilities owned by the City, local franchises, electric companies, communication companies, private pipeline companies and 3rd party owners/operators. 1.8 For project with potential utility conflicts: 1.8.1 The Consultant agrees to coordinate the verification and resolution of all potential utility conflicts. 1.8.2 The Consultant agrees to prepare and submit a monthly Utility Coordination Matrix to the City. 1.9 The Consultant agrees to complete the Scope of Services in accordance with the approved project schedule and budget as defined in Exhibit A, including completing the work in phases defined therein. 1.10 The Consultant agrees to conduct all communication through and perform all project-related functions utilizing the City's project management system known as e-Builder. This includes all correspondence, submittals, payment requests and processing, contract amendments and construction phase activities. ARTICLE II —QUALITY CONTROL 2.1 The Consultant agrees to perform quality assurance-quality control/constructability reviews (QCP Review). The City reserves the right to retain a separate consultant to perform additional QCP services for the City. 2.2 The Consultant will perform QCP Reviews at intervals during the Project to ensure deliverables satisfy applicable industry quality standards and meet the requirements of the Project scope. Based on the findings of the QCP Review, the Consultant must reconcile the Project Scope and the Opinion of Probable Cost (OPC), as needed. 2.3 Final construction documents that do not meet City standards in effect at the time of the execution of this Agreement may be rejected. If final construction documents are found not to be in compliance with this Agreement, Consultant will not be compensated for having to resubmit documents. ARTICLE III — COMPENSATION 3.1 The Compensation for all services (Basic and Additional) included in this Agreement and in the Scope of Services for this Agreement shall not exceed $447,643.00. 3.2 The Consultant's fee will be on a lump sum or time and materials (T&M) basis as detailed in Exhibit A and will be full and total compensation for all services and for all expenses incurred in performing these services. Consultant shall submit a Rate Schedule with their proposal. 3.3 The Consultant agrees to complete the Scope of Services in accordance with the approved project schedule and budget as defined in Exhibit A, including completing the work in phases defined therein. 3.4 The Director of Engineering Services may request the Consultant to undertake additional services or tasks provided that no increase in fee is required. Services or tasks requiring an increase of fee will be mutually agreed and evidenced in writing as an amendment to this contract. Consultant shall notify the City within three (3) days of notice if tasks requested requires an additional fee. 3.5 Monthly invoices will be submitted in accordance with the Payment Request as shown in Exhibit B. Each invoice will include the Consultant's estimate of the proportion of the contracted services completed at the time Contract for Professional Services Page 3 of 12 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 of billing. For work performed on a T&M Basis, the invoice shall include documentation that shows who worked on the Project, the number of hours that each individual worked, the applicable rates from the Rate Schedule and any reimbursable expenses associated with the work. City will make prompt monthly payments in response to Consultant's monthly invoices in compliance with the Texas Prompt Payment Act. 3.6 Principals may only bill at the agreed hourly rate for Principals (as defined in the Rate Schedule) when acting in that capacity. Principals acting in the capacity of staff must bill at applicable staff rates. 3.7 Consultant certifies that title to all services covered by a Payment Request shall pass to City no later than the time of payment. Consultant further certifies that, upon submittal of a Payment Request, all services for which Payment Requests have been previously issued and payments received from City shall, to the best of Consultant's knowledge, information and belief, be free and clear of liens, claims, security interests or encumbrances in favor of Consultant or other persons or entities making a claim by reason of having provided labor or services relating to this Agreement. Consultant shall indemnify and hold City harmless from any liens, claims, security interests or encumbrances filed by anyone claiming by, through or under the items covered by payments made by City to Consultant. 3.8 The final payment due hereunder shall not be paid until all reports, data and documents have been submitted, received, accepted and approved by City. Final billing shall indicate "Final Bill — no additional compensation is due to Consultant." 3.9 City may withhold compensation to such extent as may be necessary, in City's opinion, to protect City from damage or loss for which Consultant is responsible, because of: 3.9.1 delays in the performance of Consultant's work; 3.9.2 failure of Consultant to make payments to subconsultants or vendors for labor, materials or equipment; 3.9.3 damage to City; or 3.9.4 persistent failure by Consultant to carry out the performance of its services in accordance with this Agreement. 3.10 When the above reasons for withholding are removed or remedied by Consultant, compensation of the amount withheld shall be made within 30 days. City shall not be deemed in default by reason of withholding compensation as provided under this Agreement. 3.11 In the event of any dispute(s) between the Parties regarding the amount properly compensable for any phase or as final compensation or regarding any amount that may be withheld by City, Consultant shall be required to make a claim pursuant to and in accordance with the terms of this Agreement and follow the procedures provided herein for the resolution of such dispute. In the event Consultant does not initiate and follow the claims procedures as required by the terms of this Agreement, any such claim shall be waived. 3.12 Request of final compensation by Consultant shall constitute a waiver of claims except those previously made in writing and identified by Consultant as unsettled at the time of final Payment Request. 3.13 All funding obligations of the City under this Agreement are subject to the appropriation of funds in its annual budget. The City may direct the Consultant to suspend work pending receipt and appropriation of funds. The right to suspend work under this provision does not relieve the City of its obligation to make payments in accordance with section 3.5 above for services provided up to the date of suspension. Contract for Professional Services Page 4 of 12 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 ARTICLE IV—TIME AND PERIOD OF SERVICE 4.1 This Agreement shall be effective upon the signature of the City Manager or designee (Effective Date). 4.2 The Consultant agrees to begin work on those authorized Services for this contract upon receipt of the Notice to Proceed from the Procurement Division. Work will not begin on any phase or any Additional Services until requested in writing by the Consultant and written authorization is provided by the Director of Engineering Services. 4.3 Time is of the essence for this Agreement. Consultant shall perform and complete its obligations under this Agreement in a prompt and continuous manner so as to not delay the Work for the Project, in accordance with the schedules approved by City. The Consultant and City are aware that many factors may affect the Consultant's ability to complete the services to be provided under this agreement. The Consultant must notify the City within ten business days of becoming aware of a factor that may affect the Consultant's ability to complete the services hereunder. 4.4 City shall perform its obligations of review and approval in a prompt and continuous manner so as to not delay the project. 4.5 This Agreement shall remain in force for a period which may reasonably be required for completion of the Project, including any extra work and any required extensions thereto, unless terminated as provided for in this Agreement. For construction design services, "completion of the Project" refers to acceptance by the City of the construction phase of the Project, i.e., Final Completion. ARTICLE V—OPINIONS OF COST 5.1 The Opinion of Probable Cost (OPC) is computed by the Consultant and includes the total cost for construction of the Project. 5.2 The OPC does not include the cost of the land, rights-of-way or other costs which are the responsibility of the City. 5.3 Since Consultant has no control over a construction contractor's cost of labor, materials or equipment, or over the contractor's methods of determining prices, or over competitive bidding or market conditions, Consultant's opinions of probable Project Cost or Construction Cost provided herein are to be made on the basis of Consultant's experience and qualifications and represent Consultant's best judgment as a design professional familiar with the construction industry, but Consultant cannot and does not guarantee proposals, bids or the construction cost shall not vary from the OPC prepared by Consultant. ARTICLE VI — INSURANCE REQUIREMENTS 6.1 Consultant must not commence work under this Agreement until all insurance required has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 6.2 Insurance Requirements are shown in EXHIBIT C. ARTICLE VII — INDEMNIFICATION Consultant shall fully indemnify and hold harmless the City of Corpus Christi and its officials, Contract for Professional Services Page 5 of 12 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 officers, agents, employees, excluding the engineer or architect or that person's agent, employee or subconsultant, over which the City exercises control ("Indemnitee") from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs, to the extent that the damage is caused by or results from an act of negligence, intentional tort, intellectual property infringement or failure to pay a subcontractor or supplier committed by Consultant or its agent, Consultant under contract or another entity over which Consultant exercises control while in the exercise of rights or performance of the duties under this agreement. This indemnification does not apply to any liability resulting from the negligent acts or omissions of the City or its employees, to the extent of such negligence. Consultant shall defend Indemnitee, with counsel satisfactory to the City Attorney, from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs, if the claim is not based wholly or partly on the negligence of, fault of or breach of contract by Indemnitee. If a claim is based wholly or partly on the negligence of, fault of or breach of contract by Indemnitee, the Consultant shall reimburse the City's reasonable attorney's fees in proportion to the Consultant's liability. Consultant must advise City in writing within 24 hours of any claim or demand against City or Consultant known to Consultant related to or arising out of Consultant's activities under this Agreement. ARTICLE VIII —TERMINATION OF AGREEMENT 8.1 By Consultant: 8.1.1 The City reserves the right to suspend this Agreement at the end of any phase for the convenience of the City by issuing a written and signed Notice of Suspension. The Consultant may terminate this Agreement for convenience in the event such suspension extends for a period beyond 120 calendar days by delivering a Notice of Termination to the City. 8.1.2 The Consultant must follow the Termination Procedure outlined in this Agreement. 8.2 By City: 8.2.1 The City may terminate this agreement for convenience upon seven days written notice to the Consultant at the address of record. 8.2.2 The City may terminate this agreement for cause upon ten days written notice to the Consultant. If Consultant begins, within three days of receipt of such notice, to correct its failure and proceeds to diligently cure such failure within the ten days, the agreement will not terminate. If the Consultant again fails to perform under this agreement, the City may terminate the agreement for cause upon seven days written notice to the Consultant with no additional cure period. If the City terminates for cause, the City may reject any and all proposals submitted by Consultant for up to two years. 8.3 Termination Procedure 8.3.1 Upon receipt of a Notice of Termination and prior to the effective date of termination, unless the notice otherwise directs or Consultant takes action to cure a failure to perform under the cure period, Consultant shall immediately begin the phase-out and discontinuance of all services in connection with the performance of this Agreement. Within 30 calendar days after receipt of the Notice of Termination, unless Consultant has successfully cured a failure to perform, Consultant shall submit a statement Contract for Professional Services Page 6 of 12 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 showing in detail the services performed under this Agreement prior to the effective date of termination. City retains the option to grant an extension to the time period for submittal of such statement. 8.3.2 Consultant shall submit all completed and/or partially completed work under this Agreement, including but not limited to specifications, designs, plans and exhibits. 8.3.3 Upon receipt of documents described in the Termination Procedure and absent any reason why City may be compelled to withhold fees, Consultant will be compensated for its services based upon a Time & Materials calculation or Consultant and City's estimate of the proportion of the total services actually completed at the time of termination. There will be no compensation for anticipated profits on services not completed. 8.3.4 Consultant acknowledges that City is a public entity and has a duty to document the expenditure of public funds. The failure of Consultant to comply with the submittal of the statement and documents, as required above, shall constitute a waiver by Consultant of any and all rights or claims to payment for services performed under this Agreement. ARTICLE IX— RIGHT OF REVIEW AND AUDIT 9.1 Consultant grants City, or its designees, the right to audit, examine or inspect, at City's election, all of Consultant's records relating to the performance of the Work under this Agreement, during the term of this Agreement and retention period herein. The audit, examination or inspection may be performed by a City designee, which may include its internal auditors or an outside representative engaged by City. Consultant agrees to retain its records for a minimum of four years following termination of the Agreement, unless there is an ongoing dispute under this Agreement, then such retention period shall extend until final resolution of the dispute. 9.2 Consultant's records include any and all information, materials and data of every kind and character generated as a result of and relevant to the Work under this Agreement (Consultant's Records). Examples include billings, books, general ledger, cost ledgers, invoices, production sheets, documents, correspondence, meeting notes, subscriptions, agreements, purchase orders, leases, contracts, commitments, arrangements, notes, daily diaries, reports, drawings, receipts, vouchers, memoranda, time sheets, payroll records, policies, procedures, and any and all other agreements, sources of information and matters that may, in City's and Consultant's reasonable judgment, have any bearing on or pertain to any matters, rights, duties or obligations under or covered by any Agreement Documents. 9.3 City agrees that it shall exercise the right to audit, examine or inspect Consultant's Records only during Consultant's regular business hours. Consultant agrees to allow City's designee access to all of Consultant's Records, Consultant's facilities and Consultant's current employees, deemed necessary by City or its designee(s), to perform such audit, inspection or examination. Consultant also agrees to provide adequate and appropriate work space necessary to City or its designees to conduct such audits, inspections or examinations. 9.4 Consultant shall include this audit clause in any subcontractor, supplier or vendor contract. ARTICLE X—OWNER REMEDIES 10.1 The City and Consultant agree that in the event the City suffers actual damages, the City may elect to pursue its actual damages and any other remedy allowed by law. This includes but is not limited to: 10.1.1 Failure of the Consultant to make adequate progress and endanger timely and successful completion of the Project, which includes failure of subconsultants to meet contractual obligations; Contract for Professional Services Page 7 of 12 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 10.1.2 Failure of the Consultant to design in compliance with the laws of the City, State and/or federal governments, such that subsequent compliance costs exceed expenditures that would have been involved had services been properly executed by the Consultant. 10.1.3 Losses are incurred because of errors and/or omissions in the design, working drawings, specifications or other documents prepared by the Consultant to the extent that the financial losses are greater than the City would have originally paid had there not been errors and/or omissions in the documents. 10.2 When the City incurs non-value added work costs for change orders due to design errors and/or omissions, the City will send the Consultant a letter that includes: (1) Summary of facts with supporting documentation; (2) Instructions for Consultant to revise design documents, if appropriate, at Consultant's expense; (3) Calculation of non-value added work costs incurred by the City; and (4) Deadline for Consultant's response. 10.3 The Consultant may be required to revise bid documents and re-advertise the Project at the Consultant's sole cost if, in the City's judgment, the Consultant generates excessive addenda, either in terms of the nature of the revision or the actual number of changes due to the Consultant's errors or omissions. 10.4 The City may withhold or nullify the whole or part of any payment as detailed in Article III. ARTICLE XI — CONSULTANT REMEDIES 11.1 If Consultant is delayed due to uncontrollable circumstances, such as strikes, riots, acts of God, national emergency, epidemics, acts of the public enemy, governmental restrictions, laws or regulations or any other causes beyond Consultant's and City's reasonable control, an extension of the Project schedule in an amount equal to the time lost due to such delay shall be Consultant's sole and exclusive remedy. The revised schedule should be approved in writing with a documented reason for granting the extension. 11.2 The City agrees that the Consultant is not responsible for damages arising from any cause beyond Consultant's reasonable control. 11.3 If Consultant requests a remedy for a condition not specified above, Consultant must file a Claim as provided in this Agreement. ARTICLE XII — CLAIMS AND DISPUTE RESOLUTION 12.1 Filing of Claims 12.1.1 Claims arising from the circumstances identified in this Agreement or other occurrences or events, shall be made by Written Notice delivered by the party making the Claim to the other party within 21 calendar days after the start of the occurrence or event giving rise to the Claim and stating the general nature of the Claim. 12.1.2 Every Claim of Consultant, whether for additional compensation, additional time or other relief, shall be signed and sworn to by a person authorized to bind the Consultant by his/her signature, verifying the truth and accuracy of the Claim. 12.1.3 The responsibility to substantiate a claim rests with the party making the Claim. Contract for Professional Services Page 8 of 12 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 12.1.4 Within 30 calendar days of receipt of notice and supporting documentation, City will meet to discuss the request, after which an offer of settlement or a notification of no settlement offer will be sent to Consultant. If Consultant is not satisfied with the proposal presented, Consultant will have 30 calendar days in which to (i) submit additional supporting data requested by the City, (ii) modify the initial request for remedy or (iii) request Mediation. 12.1.5 Pending final resolution of a claim, except as otherwise agreed in writing, Consultant shall proceed diligently with performance of the Agreement, and City shall continue to make payments in accordance with this Agreement. 12.2 Mediation 12.2.1 All negotiations pursuant to this clause are confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence. 12.2.2 Before invoking mediation, the Parties agree that they shall first try to resolve any dispute arising out of or related to this Agreement through discussions directly between those senior management representatives within their respective organizations who have overall managerial responsibility for similar projects. This step shall be a condition precedent to the use of mediation. If the parties' senior management representatives cannot resolve the dispute within 30 calendar days after a Party delivers a written notice of such dispute,then the Parties shall proceed with the mediation process contained herein. 12.2.2.1 In the event that City or Consultant shall contend that the other has committed a material breach of this Agreement, the Party alleging such breach shall, as a condition precedent to filing any lawsuit, request mediation of the dispute. 12.2.2.2 Request for mediation shall be in writing, and shall request that the mediation commence no less than 30 or more than 90 calendar days following the date of the request, except upon agreement of both parties. 12.2.2.3 In the event City and Consultant are unable to agree to a date for the mediation or to the identity of the mediator or mediators within 30 calendar days of the request for mediation, all conditions precedent in this Article shall be deemed to have occurred. 12.2.2.4 The parties shall share the mediator's fee. Venue for mediation shall be Nueces County, Texas. Any agreement reached in mediation shall be enforceable as a settlement agreement in any court having jurisdiction thereof. No provision of this Agreement shall waive any immunity or defense. No provision of this Agreement is a consent to suit. 12.3 In calculating the amount of any Claim or any measure of damages for breach of contract, the following standards shall apply both to claims by Consultant and to claims by City: 12.3.1 In no event shall either Party be liable, whether in contract or tort or otherwise, to the other Party for loss of profits, delay damages or for any special incidental or consequential loss or damage of any nature arising at any time or from any cause whatsoever; 12.3.2 Damages are limited to extra costs specifically shown to have been directly caused by a proven wrong for which the other Party is claimed to be responsible. 12.4 In case of litigation between the parties, Consultant and City agree that neither party shall be responsible for payment of attorney's fees pursuant to any law or other provision for payment of attorneys' fees. Both Parties expressly waive any claim to attorney's fees should litigation result from any dispute between the parties to this Contract for Professional Services Page 9 of 12 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 Agreement. 12.5 In case of litigation between the parties, Consultant and City agree that they have knowingly waived and do hereby waive the right to trial by jury and have instead agreed, in the event of any litigation arising out of or connected to this Agreement, to proceed with a trial before the court, unless both parties subsequently agree otherwise in writing. 12.6 No Waiver of Governmental Immunity. This Agreement is to perform a governmental function solely for the public benefit. Nothing in this Agreement shall be construed to waive City's governmental immunity from lawsuit, which immunity is expressly retained to the extent it is not clearly and unambiguously waived by state law. ARTICLE XIII — MISCELLANEOUS PROVISIONS 13.1 Assignability. Neither party will assign, transfer or delegate any of its obligations or duties under this Agreement contract to any other person and/or party without the prior written consent of the other party, except for routine duties delegated to personnel of the Consultant staff. This includes subcontracts entered into for services under this Agreement. If the Consultant is a partnership or joint venture, then in the event of the termination of the partnership or joint venture, this contract will inure to the individual benefit of such partner or partners as the City may designate. No part of the Consultant fee may be assigned in advance of receipt by the Consultant without written consent of the City. The City will not pay the fees of expert or technical assistance and consultants unless such employment, including the rate of compensation, has been approved in writing by the City. 13.2 Provisions Required by Law. Each applicable provision and clause required by law to be inserted into the Agreement shall be deemed to be enacted herein, and the Agreement shall be read and enforced as though each were physically included herein. 13.3 Public Information. The requirements of Subchapter J, Chapter 552, Government Code, may apply to this contract and the Consultant agrees that the contract can be terminated if the Consultant knowingly or intentionally fails to comply with a requirement of that subchapter. 13.4 Standard of Care. Services provided by Consultant under this Agreement shall be performed with the professional skill and care ordinarily provided by competent licensed professionals practicing under the same or similar circumstances and professional license; and performed as expeditiously as is prudent considering the ordinary professional skill and care of a competent engineer or architect. 13.5 Licensing. Consultant shall be represented by personnel with appropriate licensure, registration and/or certification(s) at meetings of any official nature concerning the Project, including scope meetings, review meetings, pre-bid meetings and preconstruction meetings. 13.6 Independent Contractor. The relationship between the City and Consultant under this Agreement shall be that of independent contractor. City may explain to Consultant the City's goals and objectives in regard to the services to be performed by Consultant, but the City shall not direct Consultant on how or in what manner these goals and objectives are to be met. 13.7 Entire Agreement. This Agreement represents the entire and integrated Agreement between City and Consultant and supersedes all prior negotiations, representations or agreements, either oral or written. This Agreement may be amended only by written instrument signed by both the City and Consultant. Contract for Professional Services Page 10 of 12 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 13.8 No Third Party Beneficiaries. Nothing in this Agreement can be construed to create rights in any entity other than the City and Consultant. Neither the City nor Consultant intends to create third party beneficiaries by entering into this Agreement. 13.9 Disclosure of Interest. Consultant agrees to comply with City of Corpus Christi Ordinance No. 17112 and complete the Disclosure of Interests form. 13.10 Certificate of Interested Parties. For contracts greater than $50,000, Consultant agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 Certificate of Interested Parties as part of this agreement. Form 1295 must be electronically filed with the Texas Ethics Commission at https://www.ethics.state.tx.us/whatsnew/elf_info_form1295.htm. The form must then be printed, signed and filed with the City. For more information, please review the Texas Ethics Commission Rules at https://www.ethics.state.tx.us/legal/ch46.html. 13.11 Conflict of Interest. Consultant agrees, in compliance with Chapter 176 of the Texas Local Government Code, to complete and file Form CIQ with the City Secretary's Office. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at http://www.cctexas.com/government/city-secretary/conflict-disclosure/index. 13.11 Title VI Assurance. The Consultant shall prohibit discrimination in employment based upon race, color, religion, national origin, gender, disability or age. 13.12 Controlling Law. This Agreement is governed by the laws of the State of Texas without regard to its conflicts of laws. Venue for legal proceedings lies exclusively in Nueces County, Texas. Cases must be filed and tried in Nueces County and cannot be removed from Nueces County. 13.13 Severability. If, for any reason, any one or more Articles and/or paragraphs of this Agreement are held invalid or unenforceable, such invalidity or unenforceability shall not affect, impair or invalidate the remaining Articles and/or paragraphs of this Agreement but shall be confined in its effect to the specific Article, sentences, clauses or parts of this Agreement held invalid or unenforceable, and the invalidity or unenforceability of any Article, sentence, clause or parts of this Agreement, in any one or more instance, shall not affect or prejudice in any way the validity of this Agreement in any other instance. 13.14 Conflict Resolution Between Documents. Consultant hereby agrees and acknowledges if anything contained in the Consultant-prepared Exhibit A, Consultant's Scope of Services, the Consultant's response to the Request for Qualifications related to this project, or in any other document prepared by Consultant and included herein, is in conflict with Articles I-XIII of this Agreement (Articles), the Articles shall take precedence and control to resolve said conflict. [Signature Page Follows] Contract for Professional Services Page 11 of 12 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 CITY OF CORPUS CHRISTI URBAN ENGINEERING, INC. DocuSigned by: �llM UVhAIn 4/8/2022 Jeff Edmonds, P.E. Date James l rbah Date Director of Engineering Services Principal-in-Charge 2725 Swantner Corpus Christi, Texas 78404 (361) 339-2090 Office jimu@urbaneng.com APPROVED AS TO LEGAL FORM: Assistant City Attorney Date Authorized By Council ATTEST City Secretary Date Contract for Professional Services Page 12 of 12 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 URBAN ENGINEERING Job No.: 33760.00.00 March 29, 2022 TRANSMITTED VIA EMAIL Jeff Edmonds, P.E. Director of Engineer Services City of Corpus Christi P. O. Box 9277 Corpus Christi, Texas 78469 Subject: SH 286 Waterline Replacement (20101 A) Dear Jeff, We are pleased to submit to your attention, our fee proposal for the above subject City project. The fee proposal is for professional services to design, bid and administer the construction of the replacement of 2.5 miles of 2.5-inch and 3-inch water line with a new 16-inch transmission main, from FM 43 to FM 2444 in the State Highway 286 right-of-way and an additional 1.83 miles of 16-inch water transmission main along FM 43 and FM 2444. We propose the following scope of services to prepare a preliminary engineering report and then contract documents (plans and specifications) for design, bidding and construction administration of the proposed water line improvements. I. SCOPE OF SERVICES: BASIC SERVICES Preliminary Phase a. Attend (1) one kickoff meeting. b. AE will review background information including, City GIS/Block Maps, existing record drawings, masterplans applicable water modelling assessments and inspections (if available). c. AE will conduct a site visit with the Utility Operating Department and the Engineering Services PM to observe the existing conditions. d. AE will assess alternate design/construction technique like trenchless installations e. AE will prepare cost estimate for alternatives assessed f. AE will determine if the following regulatory approval or coordination is required i. U.S. Army Corps of Engineers (USACE) ii. General Land Office (GLO) iii. TxDOT iv. TCEQ g. AE will assess the need for topographical and boundary surveying (361)854-3101 2725 SWANTNER DRIVE CORPUS CHRISTI,TEXAS 78404 FAX(361)854-6001 www.mbanens.com TBPE Firm 4145 TBPLS Firm 410032400 EXHIBIT A Page 1 of 5 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 h. AE will assess the need for geotechnical engineering and sub surface utility engineering i. AE will provide a summary of the preliminary phase tasks in a Preliminary Engineering Report or Engineering Letter Report in the City's standard format as follows: i. Project description and location ii. Discussion of existing conditions, alternatives, distribution system looping, regulatory requirements and construction techniques assessed iii. Exhibits showing project vicinity, location and schematics of alternatives and proposed improvements iv. Cost Estimates V. Recommendations COCC will Provide the Following: a. Access to the project site b. Record drawing and master planning information c. Water modelling assessments d. Waterline inspection reports e. WTP studies and reports (as applicable) f. Budget and funding information Design Phase Services a. Provide Project Management services to ensure that the project deliverables that are provided meet the stake holder's requirements. b. Review, study, and verify all applicable comments and recommendations from the Engineering Letter Report, prepared during the preliminary design phase and incorporate into the new water line project contract documents. c. Prepare construction contract documents (plans and specifications) for the new water line. These plans and specifications will follow the City of Corpus Christi format as follows: Prepare one (1) set of 60%, and one (1) set of 100% Contract and Bid Documents in City format (using City Standards as applicable), including Contract agreement forms, general conditions and supplemental conditions, notice to bidders, instruction to bidders, insurance, bond requirements, and preparation of other contract and bid related items; specifications and drawings to fix and describe, for bidding, the size and character of the entire project; description of materials to be utilized; and such other essentials as may be necessary for construction and cost analysis. Bid packages will also be provided electronically in PDF and CAD formats. Said bid documents henceforth become the sole property and ownership of the City of Corpus Christi. d. Prepare a 60%, and 100% Opinion of Probable Construction Cost Estimate (OPCC) e. Following the City's review of the 60% submittal package, the A/E will assimilate all review comments and make the appropriate modifications and additions/deletions to the 100% submittal package. Following the City's review of the 100% submittal package, the A/E will assimilate all review comments and make the appropriate modifications and additions/deletions to the final submittal package. The City agrees that any modifications of the submitted final plans (for other uses by the City) will be evidenced on the plans and be signed and sealed by a professional engineer prior to re-use of modified plans. f. Attend one (1) 60% complete design meeting to review the contract and bidding documents. Attend one (1) 100% complete design meeting to review the contract and bidding documents. Page 2 of 5 EXHIBIT A Page 2 of 5 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 g. Prepare a storm water pollution prevention plan (SWPPP) for the project and include it in the bid package. h. Provide Quality Assurance/Quality Control (QA/QC) measures to ensure that submittal of the 60%, and 100% complete plans, specifications and bid documents accurately reflect the percent completion designated and do not necessitate an excessive amount of revision and correction by City staff. Bid Phase Services The A/E will provide the following bid phase services: a. Attend a Pre-Bid Meeting b. Review and prepare responses to requests for information (RFI's) during the bid phase c. Prepare addenda as needed for the project execution d. Attend the Bid Opening e. Prepare a bid evaluation and provide a written recommendation to the City f. Post bid coordination and Preparation of Conformance Plans Construction Phase Services The A/E will perform contract administration to include the following: a. Participate in a pre-construction meeting conference and provide a recommended agenda for critical construction activities and elements that impact the project. b. Review shop and working drawings, materials and other submittals for conformance to contract documents. c. Review field and laboratory tests. d. Provide interpretations and clarifications of the contract documents for the contractor and authorize required changes, which do not affect the contractor's price and are not contrary to the general interest of the City under the contract. e. Make visits to the site of the Project to confer with the City project inspector and contractor to observe the general progress and quality of work, and to determine, in general, if the work is being done in accordance with the contract documents. This will not be confused with the project representative observation or continuous monitoring of the progress of construction. f. Make final inspection with City staff g. Develop punch list items and provide the City with a Certificate of Completion for the project. h. Prepare Record Drawings i Provide QA/QC of project closeout j. Final submission of project deliverables to the City. ADDITIONAL SERVICES Texas DOT Permit A/E will coordinate with the TxDOT to determine if the agency will allow the City to install the new waterline in their right of way and which side of the right-of way will be the best location for the new waterline. Once the design is at 100% A/E will prepare permit application package for Page 3 of 5 EXHIBIT A Page 3 of 5 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 the new water line within and across the TxDOT right-of-way. The information will be submitted to TxDOT via their UIR system by the City's project manager. Topographic Survey AE will undertake a design level topographic survey along the proposed horizontal alignment to establish horizontal and/or vertical control for the design and construction of the proposed water line. The survey will start in the vicinity of the CR 43 right-of-way at the location of the City's 48-inch water transmission main. The survey will extend along the south side of FM 43 to SH 286. At SH 286 the survey will continue from the edge of pavement on southwest or southeast corner of the intersection of SH 286 and FM 43 and extend south along the west side or east side of SH 286 to the northwest or east corner of FM 2444 (Staples Street). The side of the right-of way surveyed depends on which side is selected in the preliminary phase of the project. The survey will include the area from the edge of pavement to the right-of-way along the west side or east of the SH 286 right-of-way. In general, the topographic shots will be at a 100-ft spacing along SH 286, picking up the edge of pavement, shoulder, top of bank, flow line, fence line and grade changes. The AE will also, pick up the power poles, signs, driveways, mailboxes curb & gutter and other street appurtenances. Establishing the location of the existing City and private utilities will be key in locating the new waterline alignment. It appears that the corridor contains, City water, private gas lines, TxDOT storm water structures, overhead power and other lines on poles. This information will also be obtained and shown on the topographic survey. The AE will also pick up survey monuments to locate the SH 286 right-of-way with a degree of accuracy for design. The survey deliverable will be an electronic ACAD file for use in preparing the design and construction documents. Traffic Control Plans AE will provide typical traffic control plans and standard traffic control measures for the various construction applications that can be reasonably anticipated. Including bid items for signage, illumination, markings and striping, and signalization, as applicable. The City Traffic Engineering Department will have final authority on the appropriate traffic control set- ups. Coordination with City for Geotechnical Study (T & M) A/E will coordinate with the City to facilitate a contract between the City and a Professional Geotechnical Engineer to provide geotechnical engineering services. Coordination with City's Designated SUE Contractor (T & M) A/E will coordinate with the City's designated SUE contractor to facilitate the subsurface utility engineering services if required. Warranty Phase (T & M) A/E will provide a warranty inspection of the project site toward the end of the 12-month warranty period and generate a warranty items punch list. Page 4 of 5 EXHIBIT A Page 4 of 5 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 II. SCHEDULE: The proposed schedule for the SH 286 Waterline Replacement Project Design, Bidding and Construction Phase services is attached to this proposal. It will be updated as required once the Preliminary Engineering Report has been completed. III. FEE: For services authorized by the Director of Engineering Services, the City will pay the A/E a not- to-exceed fee as per the following table: Summary of Fees BASIC SERVICES Total Contract 1. Preliminary Design Phase $39,628 2. Design Phase $290,670 3. Bid Phase $9,810 4. Construction Phase $47,600 Subtotal Basic Services Fees $387,708 ADDITIONAL SERVICES (As Authorized) 1. TxDOT Permit $8,260 2. Topographic Survey $39,510 3. Traffic Control Plan $7,795 4. Coordinate with COCC for Geotechnical Study (T&M) $1,430 5. Coordinate with SUE Contractor (T&M) $1,430 6. Warranty Phase (T&M) $1,510 Sub-Total Additional Services Fees $59,935 TOTAL $447,643 If the fee proposal is acceptable, please prepare an AE Contract for signatures. Should you have any questions please let me know. Sincerely, URBAN ENGINEERING J. Douglas McMullan, P.E. JDM/ Enclosures xc: Sandra Gomez, P.E. — Engineer IV, Engineering Services w/encl. via email Page 5 of 5 EXHIBIT A Page 5 of 5 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 0 0 0 0 0 0 0 0 0 0 0 0 �, rte+ 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 o M o 0 o m m m U) M LO o Q 0 0 0 0 0Lf) 0 0 ~ ~ ~ O O O M i O L() co N CO N s c o E 0 o U a� LU -0 >I. Q a� Q � 0 0 00 0 0 0 o 0 00 0 00 0 J E a D) O O O O O o 0 o m m m o 0 0 o a U) M a) 0 0 0 0 0 0 0 r-- F- F- � 0 � c V 64 O Lf) O L() O N N Lf) It O) Lf) r-- Lf) r-- Lf) CO N ti N O) O E (a M L() � � � Lf) O) U <C Gl E!} E!} E!} E!} E!} E!} E!} E!} E!} E!} O � m � W O O 00 O o 0 o 0 00 0 00 O 0 0 0 0 0 0 0 o pp pp pp O 0 0 0 J V O O 00 O 0 0 0 I- I- I- 0 00 O O00 O H} H} O O H} H} O O O 0L'i L'i Ln Ln Ln Ln0 H > N CV 6e), cM 07 E!} E!} H} E!} V Z O O 00 O o 0 o 0 00 0 00 O W N O O 99 O O O O m m m 0 00 O 3 0 0 00 0 0 0 0 ♦- ♦- ♦- 0 00 O Z O_ .O 00 O H} H} O H} H} H} H} O H} O O > > - 07 � a a = 6q V� V� V� W O O 00 O o 0 o 0 00 0 0 0 0 -� 0 0 0 0 0 00 o m m m o 0 0 0 U 00000 0001- I- I- O 000 06 W i 56e.� 06e.� 6e.� 0 OV� V� O 0 O O W z LO H Iq N U M r O O O O O O O O Q Q Q O O O O W cm O +r O O O O O O O O m m m 0 O O O Z a r 0 0 0 0 0 O O ti F- F- F- ti O ti ti Q O O O O L O O 0 O 0 O N N Iq LO Iq M y OS W Z Z O 0 0 I'- W) N O � Co I,- N I- O W M H O M M O N O N U W 0 V 0 V t�} f{} Ef} Ef} Ef} EA EA EA Ef} EA F- O O vi J O > V N 0 0 00 0 0 0 o 0 0 0 0 O O O Z a a - O 9 0 0 0 0 0 0 o m m m o 0 0 0 m > 0 0 0 0 0 0 0 0 r` F- F- F- r` 0 r` 1-- c Zv� v� LO O Ln 07 07 N N L() N r� J N a O — N O N CO CO N CO 00 Q U Va 601 w T- 0 0 0 0 0 0 0 o 0 0 0 0 O O O W y M O O O O O O o 0 m m m 0 O O O W L t 000000 0001- I- I- O 000 0 � � � Z vfl O v} v} O H} N H} N O N N O O O r r O r r V O V U Q O O 00 O o 0 o 0 0 0 0 00 O Co O O ca ++ O O O O O O O O m m m 0 O O O 0 0 0 0 0 O O O ♦- ♦- ♦- O O O O CO Zt 0 0 0 0 0 0 60 60 0 0 0 0 = W .i U Q� E o Q w 0 0 m a i cn 0 NIz U Z U cn N LN J c t U U! U) Na)lWW ,u) + O N O V C N N Z N y N m tU- U O 0 t d U 0 N > N LL NW a > O N a > N .� d CO-Fu p c o 0) � Q F O U 0 � 0 .c � Q 0 E ° � � a d N _ U a= G> > J N R N 70 O m N U m 3 O O a c�II m d Q m U U) Q a a 0 c) c) cn m Q H Z Q = = Exhibit B Page 1 of 1 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 EXHIBIT C Insurance Requirements Pre-Design, Design and General Consulting Contracts 1.1 Consultant must not commence work under this agreement until all required insurance has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 1 .2 Consultant must furnish to the Director of Engineering Services with the signed agreement a copy of Certificates of Insurance (COI) with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. A waiver of subrogation is required on all applicable policies. Endorsements must be provided with COI. Project name and or number must be listed in Description Box of COI. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-written day notice of cancellation, Bodily Injury and Property Damage required on all certificates or by Per occurrence - aggregate applicable policy endorsements PROFESSIONAL LIABILITY $1 ,000,000 Per Claim (Errors and Omissions) If claims made policy, retro date must be prior to inception of agreement, have 3-year reporting period provisions or be maintained for 3 years after project completion. 1 .3 In the event of accidents of any kind related to this agreement, Consultant must furnish the City with copies of all reports of any accidents within 10 days of the accident. 1 .4 Consultant shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Consultant's sole expense, insurance coverage written on an occurrence basis, with the exception of professional liability, which may be on a per claims made basis, by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A- VII. Consultant is required to provide City with renewal Certificates. 1 Rev 12/20 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 1 .5 Consultant is required to submit a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Consultant shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Engineering Services P.O. Box 9277 Corpus Christi, TX 78469-9277 1 .6 Consultant agrees that with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: 1 .6.1 Provide thirty (30) calendar days advance written notice directly to City of any suspension, cancellation or non-renewal of coverage, and not less than ten (10) calendar days advance written notice for nonpayment of premium. 1 .7 Within five (5) calendar days of a suspension, cancellation or non-renewal of coverage, Consultant shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Consultant's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. 1 .8 In addition to any other remedies the City may have upon Consultant's failure to provide and maintain any insurance or policy endorsements to the extent and within the time herein required, the City shall have the right to order Consultant to remove the exhibit hereunder, and/or withhold any payment(s) if any, which become due to Consultant hereunder until Consultant demonstrates compliance with the requirements hereof. 1 .9 Nothing herein contained shall be construed as limiting in any way the extent to which Consultant may be held responsible for payments of damages to persons or property resulting from Consultant's or its subcontractor's performance of the work covered under this agreement. 1 .10 It is agreed that Consultant's insurance shall be deemed primary and non- contributory with respect to any insurance or self-insurance carried by the City of Corpus Christi for liability arising out of operations under this agreement. 1 .11 It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. 2 Rev 12/20 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 Excerpt from FORM 00 72 00 GENERAL CONDITIONS for Construction Projects related to design services Table of Contents Page Article 1—Definitions and Terminology .......................................................................................................2 Article2—Preliminary Matters.....................................................................................................................8 Article 3—Contract Documents: Intent, Requirements, Reuse...................................................................8 Article 4—Commencement and Progress of the Work................................................................................9 Article 5—Availability of Lands; Subsurface, Physical and Hazardous Environmental Conditions ..............9 Article 6—Bonds and Insurance .................................................................................................................10 Article 7—Contractor's Responsibilities.....................................................................................................10 Article 8—Other Work at the Site...............................................................................................................10 Article 9—Owner's and OPT's Responsibilities...........................................................................................10 Article 10—OAR's and Designer's Status During Construction ..................................................................11 Article 11—Amending the Contract Documents; Changes in the Work....................................................13 Article 12—Change Management ..............................................................................................................13 Article13—Claims.......................................................................................................................................14 Article 14—Prevailing Wage Rate Requirements.......................................................................................16 Article 15—Cost of the Work; Allowances; Unit Price Work......................................................................16 Article 16—Tests and Inspections; Correction, Removal, or Acceptance of Defective Work....................16 Article 17—Payments to Contractor; Set-Offs; Completion; Correction Period........................................16 Article 18—Suspension of Work and Termination.....................................................................................16 Article 19—Project Management...............................................................................................................16 Article 20—Project Coordination................................................................................................................16 Article 21—Quality Management...............................................................................................................17 Article 22— Final Resolution of Disputes....................................................................................................17 Article 23—Minority/MBE/DBE Participation Policy..................................................................................17 Article 24—Document Management..........................................................................................................17 Article25—Shop Drawings.........................................................................................................................17 Article26— Record Data.............................................................................................................................20 Article 27—Construction Progress Schedule..............................................................................................21 Article 28—Video and Photographic documentation ................................................................................21 Article 29— Execution and Closeout...........................................................................................................21 Article30—Miscellaneous..........................................................................................................................22 Excerpt from FORM 00 72 00 GENERAL CONDITIONS for Construction Projects related to design services EXHIBIT D Page 1 of 22 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 ARTICLE 1—DEFINITIONS AND TERMINOLOGY 1.01 Defined Terms A. Terms with initial capital letters, including the term's singular and plural forms, have the meanings indicated in this paragraph wherever used in the Bidding Requirements or Contract Documents. In addition to the terms specifically defined, terms with initial capital letters in the Contract Documents may include references to identified articles and paragraphs, and the titles of other documents or forms. 1. Addenda - Documents issued prior to the receipt of Bids which clarify or modify the Bidding Requirements or the proposed Contract Documents. 2. Agreement - The document executed between Owner and Contractor covering the Work. 3. Alternative Dispute Resolution -The process by which a disputed Claim may be settled as an alternative to litigation, if Owner and Contractor cannot reach an agreement between themselves. 4. Application for Payment - The forms used by Contractor to request payments from Owner and the supporting documentation required by the Contract Documents. 5. Award Date—The date the City Council of the City of Corpus Christi (City)authorizes the City Manager or designee to execute the Contract on behalf of the City. 6. Bid-The documents submitted by a Bidder to establish the proposed Contract Price and Contract Times and provide other information and certifications as required by the Bidding Requirements. 7. Bidding Documents - The Bidding Requirements, the proposed Contract Documents, and Addenda. 8. Bidder-An individual or entity that submits a Bid to Owner. 9. Bidding Requirements -The Invitation for Bids, Instructions to Bidders, Bid Security, Bid Form and attachments, and required certifications. 10. Bid Security-The financial security in the form of a bid bond provided by Bidder at the time the Bid is submitted and held by Owner until the Agreement is executed and the evidence of insurance and Bonds required by the Contract Documents are provided. A cashier's check, certified check, money order or bank draft from any State or National Bank will also be acceptable. 11. Bonds - Performance Bond, Payment Bond, Maintenance Bond, and other Surety instruments executed by Surety. When in singular form, refers to individual instrument. 12. Change Order - A document issued on or after the Effective Date of the Contract and signed by Owner and Contractor which modifies the Work, Contract Price, Contract Times, or terms and conditions of the Contract. 13. Change Proposal - A document submitted by Contractor in accordance with the requirements of the Contract Documents: a. Requesting an adjustment in Contract Price or Contract Times; Excerpt from FORM 00 72 00 GENERAL CONDITIONS for Construction Projects related to design services EXHIBIT D Page 2 of 22 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 b. Contesting an initial decision concerning the requirements of the Contract Documents or the acceptability of Work under the Contract Documents; c. Challenging a set-off against payment due; or d. Seeking a Modification with respect to the terms of the Contract. 14. City Engineer-The Corpus Christi City Engineer and/or his designated representative as identified at the preconstruction conference or in the Notice to Proceed. 15. Claim - A demand or assertion by Owner or Contractor submitted in accordance with the requirements of the Contract Documents. A demand for money or services by an entity other than the Owner or Contractor is not a Claim. 16. Constituent of Concern - Asbestos, petroleum, radioactive materials, polychlorinated biphenyls (PCBs), hazardous wastes, and substances, products, wastes, or other materials that are or become listed, regulated, or addressed pursuant to: a. The Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. §§9601 et seq. ("CERCLA"); b. The Hazardous Materials Transportation Act, 49 U.S.C. §§5101 et seq.; c. The Resource Conservation and Recovery Act, 42 U.S.C. §§6901 et seq. ("RCRA"); d. The Toxic Substances Control Act, 15 U.S.C. §§2601 et seq.; e. The Clean Water Act, 33 U.S.C. §§1251 et seq.; f. The Clean Air Act,42 U.S.C. §§7401 et seq.; or g. Any other Laws or Regulations regulating, relating to, or imposing liability or standards of conduct concerning hazardous,toxic, or dangerous waste, substance, or material. 17. Contract -The entire integrated set of documents concerning the Work and describing the relationship between the Owner and Contractor. 18. Contract Amendment-A document issued on or after the Effective Date of the Contract and signed by Owner and Contractor which: a. Authorizes new phases of the Work and establishes the Contract Price, Contract Times, or terms and conditions of the Contract for the new phase of Work; or b. Modifies the terms and conditions of the Contract, but does not make changes in the Work. 19. Contract Documents - Those items designated as Contract Documents in the Agreement. 20. Contract Price - The monetary amount stated in the Agreement and as adjusted by Modifications,and increases or decreases in unit price quantities, if any,that Owner has agreed to pay Contractor for completion of the Work in accordance with the Contract Documents. 21. Contract Times-The number of days or the dates by which Contractor must: a. Achieve specified Milestones; Excerpt from FORM 00 72 00 GENERAL CONDITIONS for Construction Projects related to design services EXHIBIT D Page 3 of 22 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 b. Achieve Substantial Completion; and c. Complete the Work. 22. Contractor-The individual or entity with which Owner has contracted for performance of the Work. 23. Contractor's Team - Contractor and Subcontractors, Suppliers, individuals, or entities directly or indirectly employed or retained by them to perform part of the Work or anyone for whose acts they may be liable. 24. Cost of the Work - The sum of costs incurred for the proper performance of the Work as allowed by Article 15. 25. Defective - When applied to Work, refers to Work that is unsatisfactory, faulty, or deficient in that it: a. Does not conform to the Contract Documents; b. Does not meet the requirements of applicable inspections, reference standards, tests, or approvals referred to in the Contract Documents; or C. Has been damaged or stolen prior to OAR's recommendation of final payment unless responsibility for the protection of the Work has been assumed by Owner at Substantial Completion in accordance with Paragraphs 17.12 or 17.13. 26. Designer - The individuals or entity named as Designer in the Agreement and the subconsultants, individuals, or entities directly or indirectly employed or retained by Designer to provide design or other technical services to the Owner. Designer has responsibility for engineering or architectural design and technical issues related to the Contract Documents. Designers are Licensed Professional Engineers, Registered Architects or Registered Landscape Architects qualified to practice their profession in the State of Texas. 27. Drawings - The part of the Contract that graphically shows the scope, extent, and character of the Work. Shop Drawings and other Contractor documents are not Drawings. 28. Effective Date of the Contract -The date indicated in the Agreement on which the City Manager or designee has signed the Contract. 29. Field Order-A document issued by OAR or Designer requiring changes in the Work that do not change the Contract Price or the Contract Times. 30. Hazardous Environmental Condition - The presence of Constituents of Concern at the Site in quantities or circumstances that may present a danger to persons or property exposed to Constituents of Concern. The presence of Constituents of Concern at the Site necessary for the execution of the Work or to be incorporated in the Work is not a Hazardous Environmental Condition provided these Constituents of Concern are controlled and contained pursuant to industry practices, Laws and Regulations, and the requirements of the Contract. 31. Indemnified Costs-All costs, losses,damages,and legal or other dispute resolution costs resulting from claims or demands against Owner's Indemnitees. These costs include fees for engineers, architects, attorneys, and other professionals. Excerpt from FORM 00 72 00 GENERAL CONDITIONS for Construction Projects related to design services EXHIBIT D Page 4 of 22 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 32. Laws and Regulations; Laws or Regulations-Applicable laws,statutes, rules, regulations, ordinances,codes,and orders of governmental bodies, agencies,authorities,and courts having jurisdiction over the Project. 33. Liens - Charges, security interests, or encumbrances upon Contract related funds, real property, or personal property. 34. Milestone-A principal event in the performance of the Work that Contractor is required by Contract to complete by a specified date or within a specified period of time. 35. Modification - Change made to the Contract Documents by one of the following methods: a. Contract Amendment; b. Change Order; C. Field Order; or d. Work Change Directive. 36. Notice of Award-The notice of Owner's intent to enter into a contract with the Selected Bidder. 37. Notice to Proceed - A notice to Contractor of the Contract Times and the date Work is to begin. 38. Owner-The City of Corpus Christi (City), a Texas home-rule municipal corporation and political subdivision organized under the laws of the State of Texas, acting by and through its duly authorized City Manager and his designee, the City Engineer (the Director of Engineering Services), and the City's officers, employees, agents, or representatives, authorized to administer design and construction of the Project. 39. Owner's Authorized Representative or OAR - The individual or entity named as OAR in the Agreement and the consultants, subconsultants, individuals, or entities directly or indirectly employed or retained by them to provide construction management services to the Owner. The OAR may be an employee of the Owner. 40. Owner's Indemnitees - Each member of the OPT and their officers, directors, members, partners, employees, agents, consultants, and subcontractors. 41. Owner's Project Team or OPT - The Owner, Owner's Authorized Representative, Resident Project Representative, Designer, and the consultants, subconsultants, individuals, or entities directly or indirectly employed or retained by them to provide services to the Owner. 42. Partial Occupancy or Use - Use by Owner of a substantially completed part of the Work for the purpose for which it is intended (or a related purpose) prior to Substantial Completion of all the Work. 43. Progress Schedule -A schedule prepared and maintained by Contractor, describing the sequence and duration of the activities comprising the Contractor's plan to accomplish the Work within the Contract Times. The Progress Schedule must be a Critical Path Method (CPM) Schedule. 44. Project - The total undertaking to be accomplished for Owner under the Contract Documents. Excerpt from FORM 00 72 00 GENERAL CONDITIONS for Construction Projects related to design services EXHIBIT D Page 5 of 22 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 45. Resident Project Representative or RPR-The authorized representative of OPT assigned to assist OAR at the Site. As used herein, the term Resident Project Representative includes assistants and field staff of the OAR. 46. Samples - Physical examples of materials, equipment, or workmanship representing some portion of the Work that are used to establish the standards for that portion of the Work. 47. Schedule of Documents-A schedule of required documents, prepared, and maintained by Contractor. 48. Schedule of Values - A schedule, prepared and maintained by Contractor, allocating portions of the Contract Price to various portions of the Work and used as the basis for Contractor's Applications for Payment. 49. Selected Bidder-The Bidder to which Owner intends to award the Contract. 50. Shop Drawings - All drawings, diagrams, illustrations, schedules, and other data or information that are specifically prepared or assembled and submitted by Contractor to illustrate some portion of the Work. Shop Drawings, whether approved or not, are not Drawings and are not Contract Documents. 51. Site - Lands or areas indicated in the Contract Documents as being furnished by Owner upon which the Work is to be performed. The Site includes rights-of-way, easements, and other lands furnished by Owner which are designated for use by the Contractor. 52. Specifications -The part of the Contract that describes the requirements for materials, equipment, systems, standards, and workmanship as applied to the Work, and certain administrative requirements and procedural matters applicable to the Work. 53. Subcontractor -An individual or entity having a direct contract with Contractor or with other Subcontractors or Suppliers for the performance of a part of the Work. 54. Substantial Completion - The point where the Work or a specified part of the Work is sufficiently complete to be used for its intended purpose in accordance with the Contract Documents. 55. Supplementary Conditions - The part of the Contract that amends or supplements the General Conditions. 56. Supplier - A manufacturer, fabricator, supplier, distributor, materialman, or vendor having a direct contract with Contractor or with Subcontractors or other Suppliers to furnish materials or equipment to be incorporated in the Work. 57. Technical Data-Those items expressly identified as Technical Data in the Supplementary Conditions with respect to either: a. Subsurface conditions at the Site; b. Physical conditions relating to existing surface or subsurface structures at the Site, except Underground Facilities; or C. Hazardous Environmental Conditions at the Site. 58. Underground Facilities - All underground pipelines, conduits, ducts, cables, wires, manholes, vaults, tanks, tunnels, other similar facilities or appurtenances, and encasements containing these facilities which are used to convey electricity, gases, Excerpt from FORM 00 72 00 GENERAL CONDITIONS for Construction Projects related to design services EXHIBIT D Page 6 of 22 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 steam, liquid petroleum products, telephone or other communications, fiber optic transmissions, cable television, water, wastewater, storm water, other liquids or chemicals, or traffic or other control systems. 59. Unit Price Work-Work to be paid for on the basis of unit prices. 60. Work - The construction of the Project or its component parts as required by the Contract Documents. 61. Work Change Directive -A directive issued to Contractor on or after the Effective Date of the Contract ordering an addition, deletion, or revision in the Work. The Work Change Directive serves as a memorandum of understanding regarding the directive until a Change Order can be issued. 1.02 Terminology A. The words and terms discussed in this Paragraph 1.02 are not defined, but when used in the Bidding Requirements or Contract Documents, have the indicated meaning. B. It is understood that the cost for performing Work is included in the Contract Price and no additional compensation is to be paid by Owner unless specifically stated otherwise in the Contract Documents. Expressions including or similar to "at no additional cost to Owner," "at Contractor's expense,"or similar words mean that the Contractor is to perform or provide specified operation of Work without an increase in the Contract Price. C. The terms"day"or"calendar day' mean a calendar day of 24 hours measured from midnight to the next midnight. D. The meaning and intent of certain terms or adjectives are described as follows: 1. The terms "as allowed," "as approved," "as ordered," "as directed," or similar terms in the Contract Documents indicate an exercise of professional judgment by the OPT. 2. Adjectives including or similar to "reasonable," "suitable," "acceptable," "proper," "satisfactory," or similar adjectives are used to describe a determination of OPT regarding the Work. 3. Any exercise of professional judgment by the OPT will be made solely to evaluate the Work for general compliance with the Contract Documents unless there is a specific statement in the Contract Documents indicating otherwise. 4. The use of these or similar terms or adjectives does not assign a duty or give OPT authority to supervise or direct the performance of the Work, or assign a duty or give authority to the OPT to undertake responsibilities contrary to the provisions of Articles 9 or 10 or other provisions of the Contract Documents. E. The use of the words "furnish," "install," "perform," and "provide" have the following meanings when used in connection with services, materials, or equipment: 1. Furnish means to supply and deliver the specified services, materials, or equipment to the Site or other specified location ready for use or installation. 2. Install means to complete construction or assembly of the specified services, materials, or equipment so they are ready for their intended use. Excerpt from FORM 00 72 00 GENERAL CONDITIONS for Construction Projects related to design services EXHIBIT D Page 7 of 22 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 3. Perform or provide means to furnish and install specified services, materials, or equipment, complete and ready for their intended use. 4. Perform or provide the specified services, materials, or equipment complete and ready for intended use if the Contract Documents require specific services, materials, or equipment, but do not expressly use the words "furnish," "install," "perform," or "provide." F. Contract Documents are written in modified brief style: 1. Requirements apply to all Work of the same kind, class, and type even though the word "all" is not stated. 2. Simple imperative sentence structure is used which places a verb as the first word in the sentence. It is understood that the words "furnish," "install," "perform," "provide," or similar words include the meaning of the phrase "The Contractor shall..." before these words. 3. Unless specifically stated that action is to be taken by the OPT or others, it is understood that the action described is a requirement of the Contractor. G. Words or phrases that have a well-known technical or construction industry or trade meaning are used in the Contract Documents in accordance with this recognized meaning unless stated otherwise in the Contract Documents. H. Written documents are required where reference is made to notices, reports, approvals, consents, documents, statements, instructions, opinions or other types of communications required by the Contract Documents. Approval and consent documents must be received by Contractor prior to the action or decision for which approval or consent is given. These may be made in printed or electronic format through the OPT's project management information system or other electronic media as required by the Contract Documents or approved by the OAR. I. Giving notice as required by the Contract Documents may be by printed or electronic media using a method that requires acknowledgment of the receipt of that notice. ARTICLE 2—PRELIMINARY MATTERS ARTICLE 3—CONTRACT DOCUMENTS: INTENT, REQUIREMENTS, REUSE 3.01 Intent B. Provide equipment that is functionally complete as described in the Contract Documents. The Drawings and Specifications do not indicate or describe all of the Work required to complete the installation of products purchased by the Owner or Contractor. Additional details required for the correct installation of selected products are to be provided by the Contractor and coordinated with the Designer through the OAR. 3.02 Reference Standards Comply with applicable construction industry standards, whether referenced or not. 1. Standards referenced in the Contract Documents govern over standards not referenced but recognized as applicable in the construction industry. Excerpt from FORM 00 72 00 GENERAL CONDITIONS for Construction Projects related to design services EXHIBIT D Page 8 of 22 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 2. Comply with the requirements of the Contract Documents if they produce a higher quality of Work than the applicable construction industry standards. 3. Designer determines whether a code or standard is applicable, which of several are applicable, or if the Contract Documents produce a higher quality of Work. 3.03 Reporting and Resolving Discrepancies 3.04 Interpretation of the Contract Documents Submit questions regarding the design of the Project described in the Contract Documents to the OAR immediately after those questions arise. OAR is to request an interpretation of the Contract Documents from the Designer. Designer is to respond to these questions by providing an interpretation of the Contract Documents. OAR will coordinate the response of the OPT to Contractor. C. OPT may initiate a Modification to the Contract Documents through the OAR if a response to the question indicates that a change in the Contract Documents is required. Contractor may appeal Designer's or OAR's interpretation by submitting a Change Proposal. ARTICLE 4—COMMENCEMENT AND PROGRESS OF THE WORK ARTICLE 5—AVAILABILITY OF LANDS; SUBSURFACE AND PHYSICAL CONDITIONS; HAZARDOUS ENVIRONMENTAL CONDITIONS 5.01 Availability of Lands 5.02 Use of Site and Other Areas 5.03 Subsurface and Physical Conditions 5.04 Differing Subsurface or Physical Conditions OAR is to notify the OPT after receiving notice of a differing subsurface or physical condition from the Contractor. Designer is to: 1. Promptly review the subsurface or physical condition; 2. Determine the necessity of OPT's obtaining additional exploration or tests with respect the subsurface or physical condition; 3. Determine if the subsurface or physical condition falls within one or more of the differing Site condition categories in Paragraph 5.04.A; 4. Prepare recommendations to OPT regarding the Contractor's resumption of Work in connection with the subsurface or physical condition in question; 5. Determine the need for changes in the Drawings or Specifications; and 6. Advise OPT of Designer's findings, conclusions, and recommendations. C. OAR is to issue a statement to Contractor regarding the subsurface or physical condition in question and recommend action as appropriate after review of Designer's findings, conclusions, and recommendations. Excerpt from FORM 00 72 00 GENERAL CONDITIONS for Construction Projects related to design services EXHIBIT D Page 9 of 22 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 5.05 Underground Facilities The Designer is to take the following action after receiving notice from the OAR: 1. Promptly review the Underground Facility and conclude whether the Underground Facility was not shown or indicated in the Contract Documents, or was not shown or indicated with reasonable accuracy; 2. Prepare recommendations to OPT regarding the Contractor's resumption of Work in connection with this Underground Facility; 3. Determine the extent to which a change is required in the Drawings or Specifications to document the consequences of the existence or location of the Underground Facility; and 4. Advise OAR of Designer's findings, conclusions, and recommendations and provide revised Drawings and Specifications if required. D. OAR is to issue a statement to Contractor regarding the Underground Facility in question and recommend action as appropriate after review of Designer's findings, conclusions, and recommendations. ARTICLE 6—BONDS AND INSURANCE ARTICLE 7—CONTRACTOR'S RESPONSIBILITIES ARTICLE 8—OTHER WORK AT THE SITE ARTICLE 9—OWNER'S AND OPT'S RESPONSIBILITIES 9.01 Communications to Contractor A. OPT issues communications to Contractor through OAR except as otherwise provided in the Contract Documents. 9.02 Replacement of Owner's Project Team Members A. Owner may replace members of the OPT at its discretion. 9.03 Furnish Data A. OPT is to furnish the data required of OPT under the Contract Documents. 9.04 Pay When Due 9.05 Lands and Easements; Reports and Tests A. Owner's duties with respect to providing lands and easements are described in Paragraph 5.01. OPT will make copies of reports of explorations and tests of subsurface conditions and drawings of physical conditions relating to existing surface or subsurface structures at the Site available to Contractor in accordance with Paragraph 5.03. Excerpt from FORM 00 72 00 GENERAL CONDITIONS for Construction Projects related to design services EXHIBIT D Page 10 of 22 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 9.06 Insurance 9.07 Modifications 9.08 Inspections,Tests, and Approvals A. OPT's responsibility with respect to certain inspections,tests, and approvals are described in Paragraph 16.02. 9.09 Limitations on OPT's Responsibilities A. The OPT does not supervise, direct, or have control or authority over, and is not responsible for Contractor's means, methods, techniques, sequences, or procedures of construction, or related safety precautions and programs, or for failure of Contractor to comply with Laws and Regulations applicable to the performance of the Work. OPT is not responsible for Contractor's failure to perform the Work in accordance with the Contract Documents. 9.10 Undisclosed Hazardous Environmental Condition A. OPT's responsibility for undisclosed Hazardous Environmental Conditions is described in Paragraph 5.06. 9.11 Compliance with Safety Program A. Contractor is to inform the OPT of its safety programs and OPT is to comply with the specific applicable requirements of this program. ARTICLE 10—OAR'S AND DESIGNER'S STATUS DURING CONSTRUCTION 10.01 Owner's Representative A. OAR is Owner's representative. The duties and responsibilities and the limitations of authority of OAR as Owner's representative are described in the Contract Documents. 10.02 Visits to Site A. Designer is to make periodic visits to the Site to observe the progress and quality of the Work. Designer is to determine, in general, if the Work is proceeding in accordance with the Contract Documents based on observations made during these visits. Designer is not required to make exhaustive or continuous inspections to check the quality or quantity of the Work. Designer is to inform the OPT of issues or concerns and OAR is to work with Contractor to address these issues or concerns. Designer's visits and observations are subject to the limitations on Designer's authority and responsibility described in Paragraphs 9.09 and 10.07. B. OAR is to observe the Work to check the quality and quantity of Work, implement Owner's quality assurance program, and administer the Contract as Owner's representative as described in the Contract Documents. OAR's visits and observations are subject to the limitations on OAR's authority and responsibility described in Paragraphs 9.09 and 10.07. Excerpt from FORM 00 72 00 GENERAL CONDITIONS for Construction Projects related to design services EXHIBIT D Page 11 of 22 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 10.03 Resident Project Representatives A. Resident Project Representatives assist OAR in observing the progress and quality of the Work at the Site. The limitations on Resident Project Representatives' authority and responsibility are described in Paragraphs 9.09 and 10.07. 10.04 Rejecting Defective Work A. OPT has the authority to reject Work in accordance with Article 16. OAR is to issue a Defective Work Notice to Contractor and document when Defective Work has been corrected or accepted in accordance with Article 16. 10.05 Shop Drawings, Modifications and Payments A. Designer's authority related to Shop Drawings and Samples are described in the Contract Documents. B. Designer's authority related to design calculations and design drawings submitted in response to a delegation of professional design services are described in Paragraph 7.15. C. OAR and Designer's authority related to Modifications is described in Article 11. D. OAR's authority related to Applications for Payment is described in Articles 15 and 17. 10.06 Decisions on Requirements of Contract Documents and Acceptability of Work A. OAR is to render decisions regarding non-technical or contractual / administrative requirements of the Contract Documents and will coordinate the response of the OPT to Contractor. B. Designer is to render decisions regarding the conformance of the Work to the requirements of the Contract Documents. Designer will render a decision to either correct the Defective Work,or accept the Work under the provisions of Paragraph 16.04, if Work does not conform to the Contract Documents. OAR will coordinate the response of the OPT to Contractor. C. OAR will issue a Request for a Change Proposal if a Modification is required. OAR will provide documentation for changes related to the non-technical or contractual / administrative requirements of the Contract Documents. Designer will provide documentation if design related changes are required. D. Contractor may appeal Designer's decision by submitting a Change Proposal if Contractor does not agree with the Designer's decision. 10.07 Limitations on OAR's and Designer's Authority and Responsibilities A. OPT is not responsible for the acts or omissions of Contractor's Team. No actions or failure to act, or decisions made in good faith to exercise or not exercise the authority or responsibility available under the Contract Documents creates a duty in contract, tort, or otherwise of the OPT to the Contractor or members of the Contractor's Team. Excerpt from FORM 00 72 00 GENERAL CONDITIONS for Construction Projects related to design services EXHIBIT D Page 12 of 22 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 ARTICLE 11—AMENDING THE CONTRACT DOCUMENTS; CHANGES IN THE WORK ARTICLE 12—CHANGE MANAGEMENT 12.01 Requests for Change Proposal A. Designer will initiate Modifications by issuing a Request for a Change Proposal (RCP). 1. Designer will prepare a description of proposed Modifications. 2. Designer will issue the Request for a Change Proposal form to Contractor. A number will be assigned to the Request for a Change Proposal when issued. 3. Return a Change Proposal in accordance with Paragraph 12.02 to the Designer for evaluation by the OPT. 12.02 Change Proposals A. Submit a Change Proposal (CP) to the Designer for Contractor initiated changes in the Contract Documents or in response to a Request for Change Proposal. 1. Use the Change Proposal form provided. 2. Assign a number to the Change Proposal when issued. 3. Include with the Change Proposal: a. A complete description of the proposed Modification if Contractor initiated or proposed changes to the OPT's description of the proposed Modification. b. The reason the Modification is requested, if not in response to a Request for a Change Proposal. c. A detailed breakdown of the cost of the change if the Modification requires a change in Contract Price. The itemized breakdown is to include: 1) List of materials and equipment to be installed; 2) Man hours for labor by classification; 3) Equipment used in construction; 4) Consumable supplies, fuels, and materials; 5) Royalties and patent fees; 6) Bonds and insurance; 7) Overhead and profit; 8) Field office costs; 9) Home office cost; and 10) Other items of cost. d. Provide the level of detail outlined in the paragraph above for each Subcontractor or Supplier actually performing the Work if Work is to be provided by a Subcontractor or Supplier. Indicate appropriate Contractor mark-ups for Work Excerpt from FORM 00 72 00 GENERAL CONDITIONS for Construction Projects related to design services EXHIBIT D Page 13 of 22 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 provided through Subcontractors and Suppliers. Provide the level of detail outline in the paragraph above for self-performed Work. e. Submit Change Proposals that comply with Article 15 for Cost of Work. f. Provide a revised schedule. Show the effect of the change on the Project Schedule and the Contract Times. B. Submit a Change Proposal to the Designer to request a Field Order. C. A Change Proposal is required for all substitutions or deviations from the Contract Documents. D. Request changes to products in accordance with Article 25. 12.03 Designer Will Evaluate Request for Modification A. Designer will issue a Modification per Article 11 if the Change Proposal is acceptable to the Owner. Designer will issue a Change Order or Contract Amendment for any changes in Contract Price or Contract Times. 1. Change Orders and Contract Amendments will be sent to the Contractor for execution with a copy to the Owner recommending approval. A Work Change Directive may be issued if Work needs to progress before the Change Order or Contract Amendment can be authorized by the Owner. 2. Work Change Directives, Change Orders, and Contract Amendments can only be approved by the Owner. a. Work performed on the Change Proposal prior to receiving a Work Change Directive or approval of the Change Order or Contract Amendment is performed at the Contractor's risk. b. No payment will be made for Work on Change Orders or Contract Amendments until approved by the Owner. B. The Contractor may be informed that the Request for a Change Proposal is not approved and construction is to proceed in accordance with the Contract Documents. ARTICLE 13—CLAIMS 13.01 Claims 13.02 Claims Process A. Claims must be initiated by written notice. Notice must conspicuously state that it is a notice of a Claim in the subject line or first sentence. Notice must also list the date of first occurrence of the claimed event. B. Claims by Contractor must be in writing and delivered to the Owner, Designer and the OAR within 7 days: 1. After the start of the event giving rise to the Claim; or 2. After a final decision on a Change Proposal has been made. Excerpt from FORM 00 72 00 GENERAL CONDITIONS for Construction Projects related to design services EXHIBIT D Page 14 of 22 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 C. Claims by Contractor that are not received within the time period provided by section 13.02(8) are waived. Owner may choose to deny such Claims without a formal review. Any Claims by Contractor that are not brought within 90 days following the termination of the Contract are waived and shall be automatically deemed denied. D. Claims by Owner must be submitted by written notice to Contractor. E. The responsibility to substantiate a Claim rests with the entity making the Claim. Claims must contain sufficient detail to allow the other party to fully review the Claim. 1. Claims seeking an adjustment of Contract Price must include the Contractor's job cost report. Provide additional documentation as requested by OAR. 2. Claims seeking an adjustment of Contract Time must include native schedule files in Primavera or MS Project digital format. Provide additional documentation as requested by OAR. F. Contractor must certify that the Claim is made in good faith, that the supporting data is accurate and complete, and that to the best of Contractor's knowledge and belief, the relief requested accurately reflects the full compensation to which Contractor is entitled. G. Claims by Contractor against Owner and Claims by Owner against Contractor, including those alleging an error or omission by Designer but excluding those arising under Section 7.12,shall be referred initially to Designer for consideration and recommendation to Owner. H. Designer may review a Claim by Contractor within 30 days of receipt of the Claim and take one or more of the following actions: 1. Request additional supporting data from the party who made the Claim; 2. Issue a recommendation; 3. Suggest a compromise; or 4. Advise the parties that Designer is not able to make a recommendation due to insufficient information or a conflict of interest. I. If the Designer does not take any action, the claim shall be deemed denied. J. The Contractor and the Owner shall seek to resolve the Claim through the exchange of information and direct negotiations. If no agreement is reached within 90 days, the Claim shall be deemed denied. The Owner and Contractor may extend the time for resolving the Claim by mutual agreement. Notify OAR of any actions taken on a Claim. K. Owner and Contractor may mutually agree to mediate the underlying dispute at any time after a recommendation is issued by the Designer. Excerpt from FORM 00 72 00 GENERAL CONDITIONS for Construction Projects related to design services EXHIBIT D Page 15 of 22 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 ARTICLE 14—PREVAILING WAGE RATE REQUIREMENTS ARTICLE 15—COST OF THE WORK;ALLOWANCES; UNIT PRICE WORK ARTICLE 16—TESTS AND INSPECTIONS;CORRECTION, REMOVAL,OR ACCEPTANCE OF DEFECTIVE WORK ARTICLE 17—PAYMENTS TO CONTRACTOR; SET-OFFS; COMPLETION; CORRECTION PERIOD ARTICLE 18—SUSPENSION OF WORK AND TERMINATION ARTICLE 19— PROJECT MANAGEMENT ARTICLE 20—PROJECT COORDINATION 20.01 Work Included 20.02 Document Submittal 20.03 Communication During Project A. The OAR is to be the first point of contact for all parties on matters concerning this Project. B. The Designer will coordinate correspondence concerning: 1. Documents, including Applications for Payment. 2. Clarification and interpretation of the Contract Documents. 3. Contract Modifications. 4. Observation of Work and testing. 5. Claims. 20.04 Requests for Information A. Submit Request for Information (RFI) to the Designer to obtain additional information or clarification of the Contract Documents. 1. Submit a separate RFI for each item on the form provided. 2. Attach adequate information to permit a written response without further clarification. Designer will return requests that do not have adequate information to the Contractor for additional information. Contractor is responsible for all delays resulting from multiple document submittals due to inadequate information. 3. A response will be made when adequate information is provided. Response will be made on the RFI form or in attached information. B. Response to an RFI is given to provide additional information, interpretation, or clarification of the requirements of the Contract Documents, and does not modify the Contract Documents. C. Designer will initiate a Request for a Change Proposal (RCP) per Article 12 if the RFI indicates that a Contract Modification is required. Excerpt from FORM 00 72 00 GENERAL CONDITIONS for Construction Projects related to design services EXHIBIT D Page 16 of 22 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 ARTICLE 21—QUALITY MANAGEMENT ARTICLE 22—FINAL RESOLUTION OF DISPUTES ARTICLE 23—MINORITY/MBE/DBE PARTICIPATION POLICY ARTICLE 24—DOCUMENT MANAGEMENT ARTICLE 25—SHOP DRAWINGS 25.01 Work Included A. Shop Drawings are required for those products that cannot adequately be described in the Contract Documents to allow fabrication, erection, or installation of the product without additional detailed information from the Supplier. B. Submit Shop Drawings as required by the Contract Documents and as reasonably requested by the OPT to: 1. Record the products incorporated into the Project for the Owner; 2. Provide detailed information for the products proposed for the Project regarding their fabrication, installation, commissioning, and testing; and 3. Allow the Designer to advise the Owner if products proposed for the Project by the Contractor conform, in general, to the design concepts of the Contract Documents. 25.02 Quality Assurance 25.03 Contractor's Responsibilities 25.04 Shop Drawing Requirements A. Provide adequate information in Shop Drawings and Samples so Designer can: 1. Assist the Owner in selecting colors, textures, or other aesthetic features. 2. Compare the proposed features of the product with the specified features and advise Owner that the product does, in general, conform to the Contract Documents. 3. Compare the performance features of the proposed product with those specified and advise the Owner that the product does, in general,conform to the performance criteria specified in the Contract Documents. 4. Review required certifications, guarantees, warranties, and service agreements for compliance with the Contract Documents. Excerpt from FORM 00 72 00 GENERAL CONDITIONS for Construction Projects related to design services EXHIBIT D Page 17 of 22 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 25.05 Special Certifications and Reports 25.06 Warranties and Guarantees 25.07 Shop Drawing Submittal Procedures 25.08 Sample and Mockup Submittal Procedures 25.09 Requests for Deviation 25.10 Designer Responsibilities A. Shop Drawings will be received by the Designer. Designer will log the documents and review per this Article for general conformance with the Contract Documents. 1. Designer's review and approval will be only to determine if the products described in the Shop Drawing or Sample will, after installation or incorporation into the Work, conform to the information given in the Contract Documents and be compatible with the design concept of the completed Project as a functioning whole as indicated by the Contract Documents. 2. Designer's review and approval will not extend to means, methods, techniques, sequences, or procedures of construction or to safety precautions or programs incident thereto. 3. Designer's review and approval of a separate item as such will not indicate approval of the assembly in which the item functions. B. Comments will be made on items called to the attention of the Designer for review and comment. Any marks made by the Designer do not constitute a blanket review of the document submittal or relieve the Contractor from responsibility for errors or deviations from the Contract requirements. 1. Designer will respond to Contractor's markups by either making markups directly in the Shop Drawings file using the color green or by attaching a Document Review Comments form with review comments. 2. Shop Drawings that are reviewed will be returned with one or more of the following status designations: a. Approved: Shop Drawing is found to be acceptable as submitted. b. Approved as Noted: Shop Drawing is Approved so long as corrections or notations made by Designer are incorporated into the Show Drawing. C. Not Approved: Shop Drawing or products described are not acceptable. 3. Shop Drawing will also be designated for one of the following actions: a. Final distribution: Shop Drawing is acceptable without further action and has been filed as a record document. b. Shop Drawing not required: A Shop Drawing was not required by the Contract Documents. Resubmit the document per Article 26. Excerpt from FORM 00 72 00 GENERAL CONDITIONS for Construction Projects related to design services EXHIBIT D Page 18 of 22 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 c. Cancelled: This action indicates that for some reason, the Shop Drawing is to be removed from consideration and all efforts regarding the processing of that document are to cease. d. Revise and resubmit: Shop Drawing has deviations from the Contract Documents, significant errors, or is inadequate and must be revised and resubmitted for subsequent review. e. Resubmit with corrections made: Shop Drawing is "Approved as Noted," but has significant markups. Make correction and notations to provide a revised document with markup incorporated into the original document so that no markups are required. f. Returned without review due to excessive deficiencies: Document does not meet the requirement of the Specifications for presentation or content to the point where continuing to review the document would be counterproductive to the review process or clearly does not meet the requirements of the Contract Documents. Revise the Shop Drawing to comply with the requirements of this Section and resubmit. g. Actions a through c will close out the Shop Drawing review process and no further action is required as a Shop Drawing. Actions d through f require follow up action to close out the review process. 4. Drawings with a significant or substantial number of markings by the Contractor may be marked "Approved as Noted" and "Resubmit with corrections made." These drawings are to be revised to provide a clean record of the Shop Drawing. Proceed with ordering products as the documents are revised. 5. Dimensions or other data that does not appear to conform to the Contract Documents will be marked as "At Variance With" (AVW) the Contract Documents or other information provided. The Contractor is to make revisions as appropriate to comply with the Contract Documents. C. Bring deviations to the Shop Drawings to the attention of the Designer for approval by using the Shop Drawing Deviation Request form. Use a single line for each requested deviation so the Status and Action for each deviation can be determined for that requested deviation. If approval or rejection of a requested deviation will impact other requested deviations, then all related deviations should be included in that requested deviation line so the status and action can be determined on the requested deviation as a whole. D. Requested deviations will be reviewed as possible Modification to the Contract Documents. 1. A Requested deviation will be rejected as "Not Approved" if the requested deviation is unacceptable. Contractor is to revise and resubmit the Shop Drawing with corrections for approval. 2. A Field Order will be issued by the Designer for deviations approved by the Designer if the requested deviation is acceptable and if the requested deviation will not result in a change in Contract Price or Contract Times. Requested deviations from the Contract Documents may only be approved by Field Order. 3. A requested deviation will be rejected if the requested deviation is acceptable but the requested deviation will or should result in a change in Contract Price or Contract Times. Excerpt from FORM 00 72 00 GENERAL CONDITIONS for Construction Projects related to design services EXHIBIT D Page 19 of 22 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 Submit any requested deviation that requires a change in Contract Price or Contract Times as a Change Proposal for approval prior to resubmitting the Shop Drawing. E. Contractor is to resubmit the Shop Drawing until it is acceptable and marked Approved or Approved as Noted and is assigned an action per Paragraph 25.10.13 that indicates that the Shop Drawing process is closed. F. Information that is submitted as a Shop Drawings that should be submitted as Record Data or other type of document, or is not required may be returned without review, or may be deleted. No further action is required and the Shop Drawing process for this document will be closed. ARTICLE 26—RECORD DATA 26.01 Work Included 26.02 Quality Assurance 26.03 Contractor's Responsibilities 26.04 Record Data Requirements 26.05 Special Certifications and Reports 26.06 Warranties and Guarantees 26.07 Record Data Submittal Procedures 26.08 Designer's Responsibilities A. Record Data will be received by the Designer, logged, and provided to Owner as the Project record. 1. Record Data may be reviewed to see that the information provided is adequate for the purpose intended. Record Data not meeting the requirements of Paragraph 26.02 may be rejected as unacceptable. 2. Record Data is not reviewed for compliance with the Contract Documents. Comments may be returned if deviations from the Contract Documents are noted during the cursory review performed to see that the information is adequate. 3. Contractor's responsibility for full compliance with the Contract Documents is not relieved by the review of Record Data. Contract modifications can only be approved by a Modification. B. Designer may take the following action in processing Record Data: 1. File Record Data as received if the cursory review indicates that the document meets the requirements of Paragraph 26.02. Document will be given the status of "Filed as Received" and no further action is required on that Record Data. 2. Reject the Record Data for one of the following reasons: a. The document submittal requirements of the Contract Documents indicate that the document submitted as Record Data should have been submitted as a Shop Excerpt from FORM 00 72 00 GENERAL CONDITIONS for Construction Projects related to design services EXHIBIT D Page 20 of 22 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 Drawing. The Record Data will be marked "Rejected" and "Submit Shop Drawing." No further action is required on this document as Record Data and the Record Data process will be closed. Resubmit the document as a Shop Drawing per Article 25. b. The cursory review indicates that the document does not meet the requirements of Paragraph 26.02. The Record Data will be marked "Rejected" and "Revise and Resubmit." Contractor is to resubmit the Record Data until it is acceptable and marked "Filed as Received." When Record Data is filed, no further action is required and the Record Data process will be closed. c. The Record Data is not required by the Contract Documents nor is the Record Data applicable to the Project. The Record Data will be marked "Rejected" and "Cancel - Not Required." No further action is required and the Record Data process will be closed. C. Contractor is to resubmit the Record Data until it is acceptable and marked "Filed as Received." ARTICLE 27—CONSTRUCTION PROGRESS SCHEDULE ARTICLE 28—VIDEO AND PHOTOGRAPHIC DOCUMENTATION ARTICLE 29—EXECUTION AND CLOSEOUT 29.01 Substantial Completion A. Notify the Designer that the Work or a designated portion of the Work is substantially complete per the General Conditions. Include a list of the items remaining to be completed or corrected before the Project will be considered to be complete. B. OPT will visit the Site to observe the Work within a reasonable time after notification is received to determine the status of the Project. C. Designer will notify the Contractor that the Work is either substantially complete or that additional Work must be performed before the Project will be considered substantially complete. 1. Designer will notify the Contractor of items that must be completed before the Project will be considered substantially complete. 2. Correct the noted deficiencies in the Work. 3. Notify the Designer when the items of Work in the Designer's notice have been completed. 4. OPT will revisit the Site and repeat the process. 5. Designer will issue a Certificate of Substantial Completion to the Contractor when the OPT considers the Project to be substantially complete. The Certificate will include a tentative list of items to be corrected before Final Payment will be recommended. 6. Review the list and notify the Designer of any objections to items on the list within 10 days after receiving the Certificate of Substantial Completion. Excerpt from FORM 00 72 00 GENERAL CONDITIONS for Construction Projects related to design services EXHIBIT D Page 21 of 22 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 29.02 Final Inspections A. Notify the Designer when: 1. Work has been completed in compliance with the Contract Documents; 2. Equipment and systems have been tested per Contract Documents and are fully operational; 3. Final Operations and Maintenance Manuals have been provided to the Owner and all operator training has been completed; 4. Specified spare parts and special tools have been provided; and 5. Work is complete and ready for final inspection. B. OPT will visit the Site to determine if the Project is complete and ready for Final Payment within a reasonable time after the notice is received. C. Designer will notify the Contractor that the Project is complete or will notify the Contractor that Work is Defective. D. Take immediate steps to correct Defective Work. Notify the Designer when Defective Work has corrected. OPT will visit the Site to determine if the Project is complete and the Work is acceptable. Designer will notify the Contractor that the Project is complete or will notify the Contractor that Work is Defective. E. Submit the Request for Final Payment with the closeout documents described in Paragraph 29.06 if notified that the Project is complete and the Work is acceptable. ARTICLE 30—MISCELLANEOUS END OF SECTION Excerpt from FORM 00 72 00 GENERAL CONDITIONS for Construction Projects related to design services EXHIBIT D Page 22 of 22 DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 SUPPLIER NUMBER TO BE ASSIGNED BY CITY � =_ PURCHASING DIVISION `~`yo City of CITY OF CORPUS CHRISTI Corpus DISCLOSURE OF INTEREST Christi City of Corpus Christi Ordinance 17112,as amended,requires all persons or firms seeking to do business with the Ctty to provide the following information. Every question must be answered. if the question is not applicable, answer with "NA". See reverse side for Filing Requirements, Certifications and definitions. COMPANY NAME: Urban En ineerin P.O.BOX: STREET ADDRESS: 2725 Swantner CITY: Corpus Christi ZIP: 78404 FIRM IS: 1. Corporation ❑ 2. Partnership ® 3. Sole Owner E]4. Association 5. Other DISCLOSURE QUESTIONS If additional space is necessary,please use the reverse side of this page or attach separate sheet. 1. State the names of each 'employee" of the City of Corpus Christi having an "ownership interest" constituting 3%or more of the ownership in the above named"firm." Name NA Job Title and City Department(if known) 2. State the names of each "official' of the City of Corpus Christi having an "ownership interest" constituting 3%or more of the ownership in the above named"firm." Name Title NIA 3. State the names of each"board member" of the City of Corpus Christi having an "ownership interest" constituting 3%or more of the ownership in the above named"firm." Name Board,Commission or Committee NIA 4. State the names of each employee or officer of a "consultant' for the City of Corpus Christi who worked on any matter related to the subject of this contract and has an "ownership interest" constituting 3%or more of the ownership in the above named"firm." Name Consultant NIA DocuSign Envelope ID: D870FB7B-583C-4244-ACB3-4EB6A4765393 FILING REQUIREMENTS If a person who requests official action on a matter knows that the requested action will confer an economic benefit on any City official or employee that is distinguishable from the effect that the action will have on members of the public in general or a substantial segment thereof,you shall disclose that fact in a signed writing to the City official, employee or body that has been requested to act in the matter, unless the interest of the City official or employee in the matter is apparent. The disclosure shall also be made in a signed writing filed with the City Secretary. [Ethics Ordinance Section 2-349(d)] CERTIFICATION I certify that all information provided is true and correct as of the date of this statement,that I have not knowingly withheld disclosure of any information requested; and that supplemental statements will be promptly submitted to the City of Corpus Christi,Texas as changes occur. Certifying Person: 'R1{ObeS UCtysk iJ Title: "PLk-%13 C%t' (Type or Print) Signature of Certifying Date: $ P2` rI OryL2 Person: L -- DEFINITIONS a. "Board member." A member of any board, commission, or committee appointed by the City Council of the City of Corpus Christi,Texas. b. "Economic benefit". An action that is likely to affect an economic interest if it is likely to have an effect on that interest that is distinguishable from its effect on members of the public in general or a substantial segment thereof. c. "Employee." Any person employed by the City of Corpus Christi, Texas either on a full or part- time basis,but not as an independent contractor. d. "Firm." Any entity operated for economic gain, whether professional, industrial or commercial, and whether established to produce or deal with a product or service, including but not limited to, entities operated in the form of sole proprietorship, as self-employed person, partnership, corporation,joint stock company, joint venture, receivership or trust, and entities which for purposes of taxation are treated as non-profit organizations. c. "Official." The Mayor, members of the City Council, City Manager, Deputy City Manager, Assistant City Managers, Department and Division Heads, and Municipal Court Judges of the City of Corpus Christi,Texas. f. "Ownership Interest." Legal or equitable interest, whether actually or constructively held, in a firm, including when such interest is held through an agent, trust, estate, or holding entity. "Constructively held" refers to holdings or control established through voting trusts, proxies, or special terms of venture or partnership agreements." g. "Consultant."Any person or firm, such as engineers and architects, hired by the City of Corpus Christi for the purpose of professional consultation and recommendation. Corpus Chr s[i Engineering SH 286 Waterline Replacement Council Presentation April 26, 2022 Project Location r�Eos er SCALE:N.T.S. xu vut t 3 ;�q� anws cxwm ear PROJECT LOCATION Project Scope Carpus Chr sti Engineering A brief summary of proposed improvements is as follows: • Waterline replacement requires the relocation of the existing water line between FM43 (Weber Rd) and FM2444 (Staples St.) to meet the construction needs of TxDOT's SH 286 expansion. • This will replace 4.33 miles of 2.5-inch and 3-inch water line with a new 16-inch transmission main. The new line will adhere to the adopted Master Plan for this area. Project Vicinity Corpus Chr sti Engineering N WEBER RD. sw:n.Ts. 4a PROJECT LOCATION 266 2444 STAPLES ST. Project Schedule Carpus Chr sti Engineering 2022 - 2023 2023 2023 - 2024 April - July A S 1 O November - July Design Bid/Award Construction Project schedule reflects City Council award in April 2022 with anticipated construction completion in July 2024. so �o p A v WoRPORPg4 1852 AGENDA MEMORANDUM Action Item for the City Council Meeting April 26, 2022 DATE: April 26, 2022 TO: Peter Zanoni, City Manager FROM: Jeff H. Edmonds, P. E., Director of Engineering Services jeffreye@cctexas.com (361) 826-3851 Mike Markle, Chief of Police mikema(a)-cctexas.com 361-886-2601 Amendment to the Interlocal Cooperation Agreement with Del Mar College District for Lease of Property for the Police Training Academy CAPTION: Resolution authorizing an amendment to the Interlocal Cooperation Agreement with Del Mar College District for a 50-year lease for the location of the City's new Police Training Academy in an annual amount of $10.00 and increasing the lease space from five to nine acres of property located at or near Rodd Field Road and Yorktown Boulevard for appropriate spacing for a 1/4 mile running track. SUMMARY: On November 10, 2020, City Council approved the Interlocal Cooperation Agreement with Del Mar College District for the lease of five acres of property located at the Del Mar southside campus at the corner of Rodd Field Road and Yorktown Boulevard to serve as the new location for the City's Police Training Academy. This resolution authorizes an amendment to the Interlocal Cooperation Agreement with Del Mar College District to increase the lease area form five acres to nine acres of property. The lease agreement terms and conditions will remain the same as per the agreement. BACKGROUND AND FINDINGS: On November 3, 2020, voters approved the City of Corpus Christi's Bond 2020 Program for a total of$75 million with 42 infrastructure projects. One of the 42 projects approved included the full design of a new Police Training Academy. On November 10, 2020, City Council approved the Interlocal Cooperation Agreement with Del Mar College District for the lease of five acres of property located at the Del Mar southside campus at the corner of Rodd Field Road and Yorktown Boulevard to serve as the new location for the City's Police Training Academy. The subject property that is currently leased is five acres and located at the new Del Mar College southside campus on Yorktown. The property is being leased for a 50-year term with an option to renew for an additional 50 years with an annual payment of $10. The lease will be deemed revocable if construction is not commenced within 10 years. The property is to be used only for the Policy Training Academy. On March 23, 2021, City Council approved the professional services agreement for the design of the Police Training Academy. The facility is proposed to be a two-story building with approximately 36,500 square feet. The Police Training Academy will include an auditorium, multipurpose training classrooms, administrative offices, resource room, breakroom, driving simulator room, crime scene training room, weapons simulator room, armory, physical fitness room, defensive tactics room and locker rooms, showers, running track and associated fencing and lighting. The new facility is being designed to maintain the current Phase 1A campus aesthetics for a unified and cohesive campus. The facility will be capable of meeting the requirements of training of cadets but also as a Regional Police Training Academy. Currently, the Police Training Academy project is 90% design complete. During the design, only an oval shaped 200m running track could fit within the leased 5 acres. The Police Department identified the need of an oval shaped 400m running track for the cadets. The 400m oval shaped running track is a preferred industry standard and the middle green space can be used for other sporting and exercise activities for the cadets. The running track is necessary for the cadets to maintain fitness during and after the program. Additional lease area of four acres is required form the Del Mar College District to construct the 400m track. A request to amend the existing lease area from five acres to nine acres was presented top Del Mar College District for consideration. The request was approved by Del Mar College District on April 12, 2022. The additional acreage will facilitate the inclusion of the 400m oval shaped running track in the project. An amendment to the professional services contract for the design of the 400m track will be presented to Council for consideration in May. ALTERNATIVES: The alternative is to reject this amendment and not design and construct the running track for the Police Training Academy. FISCAL IMPACT: There is no fiscal impact proposed with this item. Funding Detail: N/A RECOMMENDATION: Staff recommends approval of this amendment. This will provide additional land that is needed for a new police training academy and the running track. LIST OF SUPPORTING DOCUMENTS: Resolution Draft Lease Resolution authorizing an amendment to the Interlocal Cooperation Agreement with Del Mar College District for a 50-year lease for the location of the City's new Police Training Academy in an annual amount of $10.00 and increasing the lease space from five to nine acres of property located at or near Rodd Field Road and Yorktown Boulevard for appropriate spacing for a 1/4 mile running track. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The City Manager or designee is authorized to execute an Amendment to the Interlocal Cooperation Agreement with the Del Mar College District for a 50-year lease in an amount of $10.00 and increasing the lease space from five to nine acres located at or near Rodd Field Road and Yorktown Blvd to serve as the location for the City's new Police Training Academy. SECTION 2. This Resolution is effective immediately upon passage. PASSED AND APPROVED on the day of , 2022: 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 t -:27a PROJECT LOCATION N SCALE: N.T.S. a LYJM LOCATION MAP TEXAS A&M NOT TO SCALE UNIVERSITYCORPUS CHRISTI M�gRo< 2Z F � 358 - OSO BAY CORPUS CHRISTI �� a NAVAL AIR STATION Qv O 619 0o FL UR BLUFF Qo O� 358 � z U v X0.4 w yoR P o PROJECT LOCATION LAGUNA MADRE VICINITY MAP NOT TO SCALE PROJECT NUMBER: 21086 CITY COUNCIL EXHIBIT Police Training Academy CITY OF CORPUS CHRISTI,TEXAS VAI DEPARTMENT OF ENGINEERING SERVICES 4 N SCALE: N.T.S. r. PROJECT LOCATION r O R e J . t o° AERIAL M OT TO SCALE PROJECT NUMBER: 21086 CITY COUNCIL EXHIBIT Police Training Academy CITY OF CORPUS CHRISTI,TEXAS VAI DEPARTMENT OF ENGINEERING SERVICES AMENDED INTERLOCAL CONTRACT BETWEEN DEL MAR COLLEGE DISTRICT AND CITY OF CORPUS CHRISTI TO LEASE PROPERTY FOR CITY POLICE TRAINING ACADEMY WHEREAS, in the spirit of cooperation, enhancing services, and maximizing tax dollars, the Del Mar College District (College) and City of Corpus Christi (City) desire City to locate the City's Police Training Academy on College property; WHEREAS, the City's Police Training Academy is a governmental function that does not interfere with the property's use for College purposes and is consistent with and complementary of the mission of College; and WHEREAS, this Interlocal supersedes the previous interlocal contract between Del Mar College District and City of Corpus Christi to lease property for City Police Training Academy executed April 5, 2021. This Lease is hereby entered into between Del Mar College District ("College"), a Texas Junior College District and Institution of Higher Education, and City of Corpus Christi ("City"), a Texas Home Rule Municipal Corporation. ARTICLE 1. DEMISE OF LEASED PREMISES In consideration of the mutual covenants and agreements of this lease, and other good and valuable consideration, College demises and leases to City, and City leases from College, 9 acres situated on Yorktown Blvd, in Corpus Christi, Nueces County, Texas, as shown in Exhibit A attached to this lease, and made a part of this lease for all purposes (collectively referred to as "the premises" or"the leased premises" in this lease). The area leased to the City may be increased with College's written consent to account for additional amenities or change in design layout. An agreed to increase in area leased to be described and attached to this agreement as Exhibit B. City is to have and to hold the premises, together with all rights, privileges, easements, appurtenances, and immunities belonging to or in any way appertaining to them, including but not limited to any easements, rights, title, and privileges of College, existing now or at any time during the lease term, in, to, or under adjacent streets, sidewalks, alleys, party walls, and property contiguous to the premises and reversions that may later accrue to College as owner of the premises by reason of the closing of any street, sidewalk, or alley. ARTICLE 2. LEASE TERM §2.01. Fixed Beginning, Termination Date and Consideration For and in consideration of ten dollars ($10.00) a year, receipt of which is hereby acknowledged, College hereby leases to City, for a term of 50 years, subject to the other terms and conditions of this Agreement (Leased Premises as described Exhibit A, attached hereto) together with the right of ingress and egress thereto, unless terminating sooner as provided in this lease. 1 The Agreement's considerations to College and/or City include, but are not limited to: -enhancement of safety and security on campus with the regular, conspicuous presence of law enforcement; -fostering of "goodwill" between governmental entities, contributing to public confidence; -creation of potential educational partnerships between College and City; -opening potential opportunity for College and City to utilize "shared space" consistent with respective missions; and, -maximizing use of public resources and improving delivery of services to the public. §2.02. Right to Extend City may extend this lease for 50 additional years by giving College written notice of City's intention to do so within the last two years before the lease term expires but no later than six months before it expires, under all the terms of this lease. §2.03. Termination This lease will terminate without further notice when the term specified in §2.01 expires, and any holding over by City after that term expires, other than as provided in §2.02, will not constitute a renewal of the lease or give City any rights under the lease in or to the premises. §2.04. Revocable This lease is revocable if the City does not initiate construction of the Police Training Academy within 10 years from final execution of this lease. After construction of the Police Training Academy, this lease is revocable if the City vacates the leased premises for a period longer than five years. §2.05 Irrevocable This lease is irrevocable upon initiation of construction of the Police Training Academy as agreed to, except if the City vacates the leased premise after constructing the Police Training Academy for a period longer than five years. ARTICLE 3. USE OF PREMISES §3.01. Permitted and Prohibited Use of Premises City may use the premises to develop, construct, and to operate a Police Training Academy, and for no other purpose without the written consent of College. The Police Training Academy may consist of single or multiple buildings, including a parking lot and running track. 2 §3.02. Use Not Permitted City may not use all or any part of the premises or any building situated on them for a firing range or driving track. ARTICLE 4. INTERLOCAL CONTRACTS §4.01. Lease This lease constitutes an Interlocal Contract pursuant to Texas Government Code Chapter 791 and is dually authorized by the respective governing bodies. §4.02. Contracts The College and City contemplate entering into additional Interlocal Contracts to address design, construction, and operation of the Police Training Academy and additional use of the premises. ARTICLE 5. CONSTRUCTION BY CITY §5.01. General Conditions City may, at any time and from time to time during the lease term, erect, maintain, alter, remodel, reconstruct, rebuild, replace, and remove buildings and other improvements on the premises, and correct and change the contour of the premises, subject to the following: a. City bears the cost of any such work. b. The premises must at all times be kept free of mechanics' and materialmen's liens. c. College must be notified of the time for beginning and the general nature of any such work, other than routine maintenance of existing buildings or improvements, at the time the work begins. d. The conditions of § 5.03 concerning College's approving plans must be followed. §5.02. Easements, Dedications, Zoning, and Restrictions College must cooperate with City concerning easements, dedications, and restrictions of the premises as follows: a. Easements and Dedications. To provide for the more orderly development of the premises, it may be necessary, desirable, or required that street, water, sewer, drainage, gas, power lines, and other easements and dedications and similar rights be granted or dedicated over or within portions of the premises. College must, on City's request, join with City in executing and delivering the documents, from time to time, and throughout the lease term, as may be appropriate, necessary, or required by the several governmental agencies, public utilities, and companies for the purpose of granting the easements and dedications. 3 b. Zoning. If City considers it necessary or appropriate to obtain use, zoning, or subdivision and precise plan approval and permits for the premises or any part of them, College will execute the documents, petitions, applications, and authorizations as are appropriate or required to submit the premises, or any part of them, for the purposes of obtaining conditional use permits, zoning and rezoning, tentative and final tract approval, precise plan approval, and further, for the purposes of annexation to or the creation of districts and governmental subdivisions. College will execute these documents from time to time as requested by City. c. Restrictions. At City's request, College will, from time to time, execute and deliver or join in the execution and delivery of the documents that are appropriate, necessary, or required to impose on the premises covenants, conditions, and restrictions providing for the granting of exclusive uses of the premises, or any part of them; the establishment of common and parking areas; the establishment of party walls; provisions for enlarging the common and parking areas by establishing mutual and reciprocal parking rights and the rights of ingress and egress; and other like matters, all of which are for the purpose of orderly development of the premises as a commercial unit. d. Expenses. City exclusively bears the cost and expense of any action required of College under subparagraphs a through c, above. e. City as College's Agent. College appoints City as its attorney in fact and agent (to be irrevocable so long as this lease remains in full force, which is deemed to be a power coupled with an interest) to execute and deliver and to record any documents that may be appropriate, necessary, or required under subparagraphs a through c above, in College's name, and any third person may rely on such execution, delivery, and recordation. §5.03. College's Approval of Plans The following rules govern College's approving construction, additions, and alterations of buildings or other improvements on the premises: a. Written Approval Required. No building or other improvement may be constructed on the premises unless the plans, specifications, and proposed location of the building or other improvement has received College's written approval and the building or other improvement complies with the approved plans, specifications, and proposed location. No material addition to or alteration of any building or structure erected on the premises may be begun until plans and specifications covering the exterior of the proposed addition or alteration have been first submitted to and approved by College. b. Submission of Plans. City must, at its own expense, engage a licensed architect or engineer to prepare plans and specifications for constructing a building or improvements or additions or alterations to any buildings or improvements that require College's approval under subparagraph a above. City must submit copies of detailed working drawings, plans, and specifications for constructing a building or improvements or additions or alterations for College's approval. If City wishes to construct any other buildings or improvements or make any additions or alterations to buildings or 4 improvements for which College's approval is required under Subsection (a) above, City must submit copies of detailed working drawings, plans, and specifications for any such projects for College's approval before the project begins. c. College's Approval. College will promptly review and approve all plans, meeting external architectural consistency with the remainder of the college campus, submitted under subparagraph b above or note in writing any required changes or corrections that must be made to the plans. Any required changes or corrections must be made, and the plans resubmitted to College, within 60 days after the corrections or changes have been noted. College's failure to object to the resubmitted plans and specifications within 30 days constitutes its approval of the changes. Approval by College shall not be unreasonably withheld, and any disapproval will be in writing with reasons, therefore. Minor changes in work or materials not affecting the general character of the building project may be made at any time without College's approval, but a copy of the altered plans and specifications must be furnished to College. d. Exception to College's Approval. The following items do not require submission to, and approval by, College: i. Minor repairs and alterations necessary to maintain existing structures and improvements in a useful state of repair and operation. ii. Changes and alterations required by an authorized public official with authority or jurisdiction over the buildings or improvements, to comply with legal requirements. e. Effect of Approval. College's approval of any plans and specifications applies only to the conformity of the plans and specifications to the general architectural plan for the premises, and College may not unreasonably withhold approval. College's approval does not constitute approval of the architectural or engineering design, and College, by approving the plans and specifications, assumes no liability or responsibility for the architectural or engineering design or for any defect in any building or improvement constructed from the plans or specifications. §5.04. Ownership of Buildings, Improvements, and Fixtures Any buildings, improvements, additions, alterations, and fixtures constructed, placed, or maintained on any part of the leased premises during the lease term are property of the City. Upon expiration or termination of the lease, all permanent buildings, improvements, additions, alterations, and fixtures become the property of the College, unless College elects not to retain said property, in which case, City will remove any or all of said property within 12 months after the date of expiration or termination of this Lease Agreement. §5.05. Right to Remove Improvements City may, at any time while it occupies the premises, or within a reasonable time thereafter, remove any furniture, machinery, equipment, or other trade fixtures owned or 5 placed by City, its subtenants or licensees, in, under, or on the premises, or acquired by City, whether before or during the lease term. ARTICLE 6. NOTICE Notice may be given by hand delivery or certified mail, postage prepaid, and received on the day hand-delivered or on the third day after deposit if sent certified mail. Notice will be sent as follows: IF TO CITY: IF TO COLLEGE: City of Corpus Christi Del Mar College Attention: City Manager Attention: President P. 0. Box 9277 101 Baldwin Blvd. Corpus Christi, TX 78469-9277 Corpus Christi, TX 78404 ARTICLE 7. UTILITIES City will pay or cause to be paid all charges for water, wastewater, electricity, gas, and all other utilities used on the premises throughout the lease term, including any connection fees. ARTICLE 8. REPAIRS AND MAINTENANCE, At all times during the lease term, City will keep and maintain, or cause to be kept and maintained, all buildings and improvements erected on the premises in a good state of appearance and repair (except for reasonable wear and tear) at City's own expense. ARTICLE 9. VOLUNTARY CONVEYANCE If College, during the lease term, desires to sell all or any portion of the Leased Premises and/or areas of ingress/egress, City will have the right of first refusal to meet any bona fide offer of sale on the same terms of the offer. ARTICLE 10. COLLEGE'S WARRANTIES AND COVENANTS § 10.01 . Warranty of Title College warrants that it is the owner in fee simple absolute of the premises. § 10.02. Warranty of Quiet Enjoyment College covenants that as long as City pays the rent and other charges under this lease and observes the covenants and terms of this lease, City will lawfully and quietly hold, occupy, and enjoy the premises during the lease term without being disturbed by College or any person claiming under College, except for any portion of the premises that is taken under the power of eminent domain. 6 ARTICLE 11. GENERAL PROVISIONS § 11 .01 . No Partnership or Joint Venture The relationship between College and City is at all times solely that of College and City and may not be deemed a partnership or a joint venture. § 11 .02. Force Majeure If constructing the building as provided in §2.04 or curing any default or performing any other covenant or term is delayed by reason of war, civil commotion, act of God, governmental restrictions, regulations, or interference, fire or other casualty, or any other circumstances beyond City's control or that of the party obligated or permitted under this lease to do or perform the term or covenant, regardless of whether the circumstance is similar to any of those enumerated or not, each party so delayed is excused from performance during the delay period. § 11 .03. No Waiver No waiver by either party of any default or breach of any covenant or term of this lease may be treated as a waiver of any subsequent default or breach of the same or any other covenant or term of this lease. § 11 .04. Severability If any covenant, condition, or provision in this Agreement is held to be invalid by any court of competent jurisdiction, the invalidity of such covenant, condition, or provision in no way affects any other covenant, condition, or provision herein contained. § 11 .05. Interpretation The Parties acknowledge that each of them has been actively involved in negotiating this Agreement. Accordingly, the rule of construction that any ambiguities are to be resolved against the drafting Party will not apply to interpreting this Agreement. In the event of any dispute over the meaning or application of any provision of this Agreement, the provision will be interpreted fairly and reasonably and neither more strongly for or against any Party, regardless of which Party originally drafted the provision. § 11 .06. Effective Date of Agreement This Agreement will begin upon approval by the City Council and District Board of Regents and last signature of their authorized representative. Remainder of page intentionally left blank; signature page to follow. 7 CITY OF CORPUS CHRISTI DEL MAR COLLEGE DISTRICT Peter Zanoni (Date) Mark Escamilla, Ph. D. (Date)) City Manager President/CEO ATTEST: Rebecca Huerta (Date) City Secretary APPROVED AS TO LEGAL FORM: Buck Brice (Date) Assistant City Attorney For City Attorney 8 EXHIBIT A Lat a 35.152 Acres TOTAL PROPERTY 9 ACRES N 1,5J 1,212af N 614' ^ F- - - 3.5 1 N ADDITIONAL PROPERTY 2.5 ACRES lv J.E.��.S. 639' eas Lot 2 6.509 Acres 263.534af I F N5p�3"W- _ .W Fhase 1 r96�ss" - EXISING SITE 6.5 ACRES – - - - - - - - - - - - - - — — — — — ��- - - '..E 614 pp' E Nf,V1MVW 1439.64 25.40• N61.19 66 1439.62 Yorktown Boulevard — — — — — — — — — 9 O�QUS cy'Pi C W trm Council Presentation Background • On November 3, 2020, voters approved the City of Corpus Christi's Bond 2020 Program for a total of $75 million with 42 infrastructure projects. One of the 42 projects approved included the full design of a new Police Training Academy. • On November 10, 20201 City Council approved the Interlocal Cooperation Agreement with Del Mar College District (5 acres, 50 years term for an annual payment of $10) • On March 23, 20211 City Council approved the professional services agreement for the design of the Police Training Academy. The facility is proposed to be a two-story building with approximately 36,500 square feet with a running track • Currently, the Police Training Academy project is at 90% design complete. Site Layout . , T. - PHASE 1 r}µ�1�'i'.iHT* iIIGO > UUIMCAMPUS _., .4TH'IktFC- I .- f 1.�_:"�. l} �,♦'`4fli I III'o,4 ------ 1 ���{n�I��{� II'�}`I'I������kr ----- TOTALPROPERTYLEASED 11 1 11141 LT�I�IT-4J+l fHTfTllTf'l iYT7L a.aoncrzes I � � "I�1MXCi'4114i1"11 rMINF[I II III IEAmo{ mmoLls YORKTOWN BLVD. so �o o� A v µoRPORPg4 AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting of April 26, 2022 DATE: April 15, 2022 TO: Peter Zanoni, City Manager THRU: Andrea Gardner, Assistant City Manager and reaga(a)cctexas.com (361) 826-3506 FROM: Tracey K. Cantu, Interim Director Neighborhood Services Department traceyc(a)cctexas.com (361) 826-3021 Motion Approving a Service Agreement with the Nueces Center for Mental Health and Intellectual Disabilities for $64,000 CAPTION: Motion authorizing a service agreement with Nueces Center for Mental Health and Intellectual Disabilities in the amount of$64,000.00 to provide comprehensive psychiatric evaluations and medication management. SUMMARY: The Motion approves a $64,000 service agreement with the Nueces Center for Mental Health and Intellectual Disabilities (MHID) psychiatric and medication programs. The funds will help MHID provide services when a psychiatric evaluation is indicated for the purpose of establishing an initial diagnosis and the in-depth management of medication. BACKGROUND AND FINDINGS: On September 7, 2021 , City Council approved $64,000 in the Fiscal Year 2021-2022 Operating Budget for a service agreement with MHID. MHID is the local mental health and developmental and disabilities authority for Nueces County. The organization is a quasi-governmental agency. The City has provided funds to MHID for over 10 years. Funds have been used to match grants received by MHID to aid homeless persons and crime victims, support Community Health Workers and provide skills training. This service agreement will provide funds for comprehensive psychiatric evaluations and medication management by one doctor. The City is contributing $64,000 to the $291 ,000 cost of the services. It is estimated that 600 services will be provided by this doctor. As people enter MHID's services a psychiatric evaluation is indicated for the purpose of establishing the initial diagnosis for the client with a history of suspected or previously diagnosed mental illness. This assessment will be performed at least once every 12 months, regardless of the number of times a client has been readmitted. The evaluation must include assessment of the client's history, mental status, and disposition in relation to a specific presenting problem or referral question. The examination may include communication with family or other sources, ordering and medical interpretation of lab results, tests and other medical diagnostic studies as appropriate. The primary purpose of the assessment is to formulate a comprehensive plan, including medication, for the individual. The evaluation includes a discussion with the individual and/or his/her legally authorized representative for the purpose of making a diagnosis and recommending treatment. Medication education that includes the risks, benefits and side effects of each recommended medication must be explained and written consent must be obtained for each medication from the individual or legally authorized representative. The assessment includes documentation of all findings in a manner consistent with the standards of MHID and the Joint Commission (TJC). Medication management is also provided and focuses on the use of medication and the in-depth management of psychopharmacological agents to treat a client's signs and symptoms of mental illness. ALTERNATIVES: The alternative is to not provide the funding to MHID. FISCAL IMPACT: City Council approved $64,000 for the program as part of the Fiscal Year 2021-2022 Operating Budget. Funding Detail: Fund: 1020 Organization/Activity: 12720 Mission Element: 102 Project # (CIP Only): NA Account: 530000 RECOMMENDATION: City staff recommends approval of the agreement with MHID. LIST OF SUPPORTING DOCUMENTS: Service Agreement Scope of Work Insurance Requirements se Go AGREEMENT FOR COMPREHENSIVE PSYCHIATRIC EVALUATION AND MEDICATION MANAGEMENT SERVICES ,NOp POR Ff� xs52 NUECES CENTER FOR MENTAL HEALTH AND INTELLECTUAL DISABILITIES This Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home-rule municipal corporation ("City") and the Nueces Center for Mental Health and Intellectual Disabilities, a unit of local government in the State ("MHID"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, on September 7, 2021 , the City Council approved $64,000 in funding for the Nueces Center for Mental Health and Intellectual Disabilities in the City's Fiscal Year 2021-2022 Operating Budget; WHEREAS, MHID operates in Corpus Christi, Nueces County, Texas and one of its goals is to provide people with mental illnesses with psychiatric services, medications, and wellness services. NOW, THEREFORE, City and MHID agree as follows: 1. Scope. MHID will provide Comprehensive Psychiatric Evaluation and Medication Management in Corpus Christi, Texas ("Services") during FY 2021-2022 in accordance with the Scope of Work attached hereto and incorporated herein as Exhibit A. 2. Term. The term of this Agreement shall begin October 1 , 2021 and end on September 30, 2022. 3. Compensation and Payment. This Agreement is for an amount not to exceed $64,000.00. Payment will be made for Services performed and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. Invoices must be mailed to the following address with a copy provided to the Contract Administrator: City of Corpus Christi Attn: Neighborhood Services Department P.O. Box 9277 Corpus Christi, Texas 78469-9277 Service Agreement MHID Page 1 of 6 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: Jennifer Buxton, Assistant Director Neighborhood Services Department 1201 Leopard Street, 2nd Floor Corpus Christi, Texas 78401 (361 ) 826-3976 Jenniferb9@cctexas.com 5. Insurance. Before performance can begin under this Agreement, MHID 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 Contract Administrator's written request. Insurance requirements are as stated in Exhibit B attached hereto and incorporated herein by reference. MHID may provide a letter of self-insurance, as an alternative to a Certificate of Insurance, if said letter of self-insurance is approved by the City's Risk Manager. 6. 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. 7. Independent Contractor. MHID 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. 8. Amendments. This Agreement may be amended or modified only in writing executed by authorized representatives of both parties. 9. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 10. Taxes. MHID covenants to pay all payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other applicable taxes for its employees. Upon Service Agreement MHID Page 2 of 6 request, the Contract Administrator shall be provided proof of payment of these taxes within 15 days of such request. 11. 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 Neighborhood Services Department 1201 Leopard Street, 2nd Floor Corpus Christi, Texas 78401 (361 ) 826-3976 (office) IF TO CONTRACTOR: Nueces Center for Mental Health & Intellectual Disabilities 1630 S. Brownlee Blvd. Corpus Christi, Texas 78404 (361 ) 886-6900 (office) 12. MHID 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 MHID OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE MHID OR ITS EMPLOYEES OR AGENTS. MHID 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 MHID UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. Service Agreement MHID Page 3 of 6 13. Termination. (A) The City may terminate this Agreement for MHID's failure to comply with any of the terms of this Agreement. The City must give MHID written notice of the breach and set out a reasonable opportunity to cure. If MHID 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 MHID. The City may also terminate this Agreement upon 24 hours written notice to MHID for failure to pay or provide proof of payment of taxes as set out in this Agreement. 14. 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. 15. Assignment. No assignment of this Agreement by MHID or of any right or interest contained herein, is effective unless the City Manager or his designee first gives written consent to such assignment. The performance of Services described in this Agreement by MHID 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. 16. 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. 17. 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 and exhibits; 18. Certificate of Interested Parties. MHID 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. Service Agreement MHID Page 4 of 6 19. Governing Law. MHID 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. 20. 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 MHID Page 5 of 6 NUECES CENTER FOR MENTAL HEALTH AND INTELLECTUAL DISABILITIES Signature: Printed Name: Title: Date: ATTEST: CITY OF CORPUS CHRISTI Rebecca Huerta, City Secretary Tracey Cantu, Interim Director Department of Neighborhood Services Date: Approved as to Form: Kent McIlyar, Assistant City Attorney Attached and Incorporated by Reference: Exhibit A: Scope of Work Exhibit B: Insurance Requirements Service Agreement MHID Page 6 of 6 EXHIBIT A SCOPE OF WORK Scope of Services Provided: Comprehensive Psychiatric Evaluation and Medication Management: A psychiatric evaluation is indicated for the purpose of establishing the initial diagnosis for the client with a history of suspected or previously diagnosed mental illness. This assessment will be performed at least once every 12 months, regardless of the number of times a client has been readmitted. The Evaluation must include assessment of the client's history, mental status, and disposition in relation to a specific presenting problem or referral question. The examination may include communication with family or other sources, ordering and medical interpretation of lab results, tests and other medical diagnostic studies as appropriate. The primary purpose of the assessment is to formulate a comprehensive plan, including medication, for the individual. The evaluation includes a discussion with the individual and/or his/her legally authorized representative for the purpose of making a diagnosis and recommending treatment. Medication education that includes the risks, benefits and side effects of each recommended medication must be explained and written consent must be obtained for each medication from the individual or legally authorized representative. The assessment includes documentation of all findings in a manner consistent with the standards of MHID and the Joint Commission (TJC). The initial evaluation will be billed as E & M codes 90791 or 90792. Pharmacological Management. A service provided by a physician or other prescribing professional which focuses on the use of medication and the in-depth management of psychopharmacological agents to treat a client's signs and symptoms of mental illness. 2.0 Prescribes psychotropic medication; 2.2 Monitors the therapeutic effects and side effects of psychotropic medication previously prescribed; 2.3 Provides medication education; 2.4 Provides minimal psychotherapy; 2.5 Monitors the individual's overall medical status; 2.6 Monitors other events in the individual's life; and 2.7 Reevaluates the individual's diagnosis and treatment plan goals. This is a Reimbursement Agreement. Once MHID has provided services to those in need, MHID may submit an Invoice or Request for Reimbursement to the Contract Administrator for this Agreement. The invoice or request for reimbursement should include documentation of the services provided and the expenses incurred by MHID. The invoice or request for reimbursement should also include a summary of the services provided the number of people served. MHID should also include demographic information including but not limited to: age, gender, race, and ethnicity. No information covered by HIPPA is requested. Reimbursement requests can be sent via email to the City Contract Administrator at: jenniferb9@cctexas.com. EXHIBIT B INSURANCE REQUIREMENTS I. CONTRACTOR'S LIABILITY INSURANCE A. Contractor must not commence work under this contract until all insurance required has been obtained and such insurance has been approved by the City. Contractor must not allow any subcontractor, to commence work until all similar insurance required of any subcontractor has been obtained. B. Contractor must furnish to the City's Risk Manager and Contract Administer 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. CRIME/EMPLOYEE DISHONESTY $100,000 Per Claims Made Contractor shall name the City of Corpus Christi, Texas as Loss Payee C. In the event of accidents of any kind related to this contract, Contractor must furnish the Risk Manager with copies of all reports of any accidents within 10 days of the accident. II. ADDITIONAL REQUIREMENTS A. Applicable for paid employees, Contractor must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in statutory amounts according to the Texas Department of Insurance, Division of Workers' Compensation. An All States Endorsement shall be required if Contractor is not domiciled in the State of Texas. B. Contractor shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Contractor's sole expense, insurance coverage written on an occurrence basis by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A- VII. C. Contractor shall be required to submit renewal certificates of insurance throughout the term of this contract and any extensions within 10 days of the policy expiration dates. All notices under this Exhibit shall be given to City at the following address: City of Corpus Christi Attn: Risk Manager P.O. Box 9277 Corpus Christi, TX 78469-9277 D. Contractor agrees that, with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: • List the City and its officers, officials, employees, and volunteers, as additional insureds by endorsement with regard to operations, completed operations, and activities of or on behalf of the named insured performed under contract with the City, with the exception of the workers' compensation policy; • Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; • Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and • Provide thirty(30)calendar days advance written notice directly to City of any, cancellation,non-renewal, material change or termination in coverage and not less than ten(10)calendar days advance written notice for nonpayment of premium. E. Within five (5) calendar days of a cancellation, non-renewal, material change or termination of coverage, Contractor shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Contractor's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. F. In addition to any other remedies the City may have upon Contractor's failure to provide and maintain any insurance or policy endorsements to the extent and within the time herein required,the City shall have the right to order Contractor to stop work hereunder, and/or withhold any payment(s) which become due to Contractor hereunder until Contractor demonstrates compliance with the requirements hereof. G. Nothing herein contained shall be construed as limiting in any way the extent to which Contractor may be held responsible for payments of damages to persons or property resulting from Contractor's or its subcontractor's performance of the work covered under this contract. H. It is agreed that Contractor's insurance shall be deemed primary and non-contributory with respect to any insurance or self insurance carried by the City of Corpus Christi for liability arising out of operations under this contract. I. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this contract. 2021 Insurance Requirements Ins. Req. Exhibit Professional Services— Crime-Employee Dishonesty 10/26/2021 Risk Management—Legal Dept. i ee CORPUS CHRISTI NEIGHBORHOOD SERVICES Service Agreement with Nueces Center for Mental Health and Intellectual Disabilities • City Council April 26, 2022 Service Agreement -: / CORY OS cHRI5T5 • Service agreement with Nueces Center for Mental Health and Intellectual Disabilities (MHID) • $64,000 over one-year • Partially fund one doctor for psychiatric evaluations and medication management MHID / CORY OS cHRI5T5 • Serves over 10,000 people per year • Over 30 programs that provide emotional, psychiatric and social well-being • Offer case management, skills training, psychiatric evaluation and medication management • 24-hour Crisis Hotline is (888) 767-4493 se F U NOORPOHPI E� AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting of April 26, 2022 DATE: April 26, 2022 TO: Peter Zanoni, City Manager FROM: Dante Gonzalez, Interim Director of Parks and Recreation Department DanteG�cctexas.com (361) 826-3133 Interlocal Agreement with Nueces County for Gulf Beach Lifeguard Services CAPTION: Resolution authorizing the Interlocal Agreement with Nueces County for City Lifeguard Services. The City will provide lifeguard personnel for the public beach within Nueces County Padre Balli Park with Nueces County reimbursing the City for lifeguard services provided from March 12 — 28, 2022 and from May 27 — September 6, 2022, for an estimated total cost of$57,068. SUMMARY: This resolution authorizes City employed personnel to provide Gulf Beach lifeguard services to Nueces County Beach located between Access Roads 5 and 6. The City will provide lifeguards and necessary supplies to render services; in exchange, Nueces County will reimburse the City a flat rate fee of$3,500 for services performed from March 12 — 28, 2022 (Spring Break) and an estimated $53,568 for services rendered from May 27 — September 6, 2022 (Summer). BACKGROUND AND FINDINGS: Padre Balli Park and Bob Hall Pier are located on the Nueces County Beach between Access Road 5 and Access Road 6. This stretch of beach is known to be one of the most dangerous areas for rip current and drownings within our Gulf Beaches. Historically, Nueces County has not provided lifeguard services at this location. In August of 2019, Nueces County requested the City of Corpus Christi provide lifeguard services at this location, which the City agreed. Due to the success of the partnership, the City and County agreed to develop an on-going partnership. In 2021 , City Council approved the resolution wherein the City agreed to provide Nueces County with City lifeguard services for the public beach within Nueces County Padre Balli Park. The City and County wish to continue this partnership as it provides safety benefits to visitors of the public beach at Padre Balli Park. The City of Corpus Christi has agreed to provide the following services between Access Roads 5 and 6 of Nueces County Beach: • Two Gulf Beach lifeguards to patrol Nueces County Beach, via mobile unit, from March 12 — 28, 2022. Nueces County has been invoiced for services provided. • Three Gulf Beach lifeguards and one backup lifeguard at the public beach within Padre Bali Park from May 27 — September 6, 2022. • The City shall provide lifeguard services and necessary supplies as per the agreement. • The City is responsible for install, repair, and maintenance of beach lifeguard stands. City Gulf Beach lifeguards will be under the sole direction and supervision of the City Director of Parks and Recreation or designee. This agreement may be terminated by either party upon 30 days of written notice. In addition, this agreement will be renewed on an annual basis. ALTERNATIVES: The alternative would be for the City to not provide lifeguard services for Nueces County between Access Roads 5 and 6 of Nueces County Beaches. However, this would result in significantly reduced safety for all visitors of the public beach at Padre Balli Park. FISCAL IMPACT: All expenses incurred by the City to provide lifeguard services between Access Roads 5 and 6 of Nueces County Beach will be reimbursed by Nueces County. FUNDING DETAIL: Fund: 1020 General Fund Organization/Activity: 12070 Lifeguard/First Response Mission Element: 888 Revenue Project # (CIP Only): N/A Account: 303032 Nueces County P&R Reimbursement RECOMMENDATION: Staff recommends approval of this resolution authorizing the Interlocal Agreement with Nueces County for City lifeguard services. LIST OF SUPPORTING DOCUMENTS: Resolution Interlocal Agreement Resolution authorizing the Interlocal Agreement with Nueces County for City Lifeguard Services. The City will provide lifeguard personnel for the public beach within Nueces County Padre Balli Park with Nueces County reimbursing the City for lifeguard services provided from March 12—28, 2022 and from May 27—September 6, 2022, for an estimated total cost of $57,068. 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 the Interlocal Agreement with Nueces County for City lifeguard services. The City will provide 4 lifeguards at the public beach within Nueces County Padre Balli Park and 2 lifeguard stands dispersed between Access Roads 5 and 6 during summer 2022 (from May 27 — September 6, 2021). The County will reimburse the City for the costs of lifeguard services and supplies for services already provided from March 12 — 28, 2022 (Spring Break) and for services to be provided during the summer (May 27 — September 6, 2022). PASSED AND APPROVED on the day of , 2022: 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 3(�3 INTERLOCAL COOPERATION AGREEMENT FOR NUECES COUNTY BEACH LIFEGUARD SERVICES THE STATE OF TEXAS KNOWN ALL MEN BY THESE PRESENTS: COUNTY OF NUECES This agreement is made and entered into as of the date of last signature by and between the City of Corpus Christi, Texas, hereinafter referred to as "City", and Nueces County, Texas, hereinafter referred to as "County", Witnessed: WHEREAS, Chapter 791 of the Texas Government Code as amended authorizes contracts between local governments to perform governmental functions; WHEREAS, the County in paying for the performance of governmental functions hereunder shall make those payments from current revenues; and WHEREAS, each governing body finds that performance of this Agreement is in the best interests of both parties, that the undertaking will benefit the public, and that the contractual payment fairly compensates the performing party for the services or functions under this Agreement; and WHEREAS, the County believes it to be in its best interest to utilize trained personnel provided by the City and allocate funds for this purpose. NOW, THEREFORE, in consideration of the mutual covenants and undertaking herein contained, the parties hereto agree as follows: ARTICLE I. Purpose 1.01 The purpose of this agreement is for the City to provide Gulf Beach Lifeguard services to the County-controlled Gulf of Mexico beaches as further described herein. For purposes of this Agreement, the term "Gulf Beach Lifeguard" means a City employee employed as a Gulf Beach Lifeguard who meets all City requirements for such position. "Lifeguard services" refers to the same services provided by the lifeguards on the City- managed Gulf of Mexico beaches. ARTICLE II. TERM 2.0 The term of this Agreement covers Spring Break 2022 from March 7 through March 22, 2022. 20220130-3/2 2.1 The term of this Agreement resumes in Summer 2022 from May 22, 2022 through September 7, 2022. 2.2 This Agreement may be terminated by either party upon 30 days written notice. ARTICLE III. CITY RESPONSIBILITIES 3.0 During Spring Break 2022 (March 7-March 22),the City shall provide two Gulf Beach Lifeguards to patrol the County beach via mobile unit for purposes of providing lifeguard services between Access Road 5 and Access Road 6. 3.1 During Summer 2022 (May 22 through September 7, 2022) the City shall provide three (3) City of Corpus Christi Gulf Beach Lifeguards and one back-up lifeguard to provide lifeguard services at the public beach within Nueces County Padre Balli Park from 3 lifeguard stands dispersed between Access Road 5 and Access Road 6 . Mobile unit from Access Road 4 to Access Road 5 3.2 The City shall provide the County a summary of the hours worked by each Gulf Beach Lifeguard and supervisor under this Agreement at the end of each City two-week payroll schedule. 3.3 The City Director of Parks and Recreation or designee shall coordinate with the County Director of Beach Operations to define hours of operation. 3.4 All services provided by the City Gulf Beach Lifeguards under this agreement shall be under the sole direction and supervision of the City Director of Parks and Recreation or designee. 3.5 If properly trained staff is not reasonably available to the City,from time to time,the City Director of Parks and Recreation shall provide the Nueces County Director of Coastal Parks adequate advance notice to this effect to the extent possible. 3.6 The City shall send the County a monthly itemized invoice for services provided in accordance with this Agreement. The invoice shall be submitted to the attention of the Nueces County Director of Coastal Parks. 3.7 The City shall provide equipment and materials necessary to provide the lifeguard services described herein. All property and materials used in the Padre Balli Park for the lifeguard staff(rescue boards, and other associated items) shall be provided by the City under this agreement and shall remain the property of the City.3.8 The City shall install, repair and maintain the lifeguard stands provided by the City for use by the Gulf Beach Lifeguards as described herein. 3.9 The City Gulf Beach Lifeguards will coordinate with the County staff regarding placement of the beach condition warning flags within Nueces County Padre Balli Park. IV. COUNTY RESPONSIBILITIES 4.0 The County shall promptly notify the City Director of Parks and Recreation and the Gulf Beach Lifeguards of any known hazards or hazardous conditions in the Nueces County beaches described herein. 4.1 Upon receipt of City invoice for services provided under this Agreement,the County will issue payment to the City within 30 days of receipt. 4.2 The County employees will coordinate with the City Gulf Beach Lifeguards regarding placement of the beach condition warning flags at Padre Balli Park. ARTICLE V. COSTS OF SERVICE 5.0 The cost of services to be paid to the City by the County for the Gulf Beach Lifeguard services provided during Spring Break 2022 is flat fee of$3,500.00. 5.1 The cost of services to be paid by the County to the City during Summer 2022 under this Agreement are the amount to reimburse the City 100% of all of the City's costs to pay and provide City benefits to the Gulf Beach Lifeguards. An estimate is provided on Exhibit A. The current hourly rates are identified on Exhibit B. 5.2 The costs for services to be paid by the County to the City during Summer 2022 under this Agreement will include the amount to reimburse the City 100%of all of the City's costs to purchase and provide equipment and supplies necessary to provide services under this Agreement. VI. MISCELLANEOUS PROVISIONS 6.0 Audit. County reserves the right to audit any of the City's records related to this Agreement. City will permit County(and its agents) to inspect any and all pertinent records, file, information, and other written materials pertaining to this Agreement. Records shall be available upon County's request. 6.1 Immunity. Neither party waives immunities or defenses available to such party under Texas law. Nothing in this agreement shall be construed to create or grant any rights, contractual or otherwise, in or to any third persons or entities. 6.2 City Employees.The Parties agree that the Gulf Beach Lifeguards described herein while under the sole direction of the City Director of Parks and Recreation are employees of the City.. This paragraph shall survive termination of this agreement. 6.3 Notice. Notice shall be delivered to the address of record for the party notified: NUECES COUNTY: CITY OF CORPUS CHRISTI: Nueces County Judge City Manager 901 Leopard, Room 303 1201 Leopard Street Corpus Christi,Texas 78401 Corpus Christi,Texas 78401 6.4 Annual Appropriations.The parties mutually agree and understand that funding under this agreement is subject to annual appropriations by the County and that each fiscal year's funding must be included in the budget for that year and is not effective until approved by the County Commissioners Court. 6.5 Current Revenues. The County in paying for the performance of governmental functions hereunder, shall make those payments from current revenues. 6.6 Fair Compensation. Each governing body finds that performance of this Agreement is in the best interests of both parties,that the undertaking will benefit the public,and that the contractual payment fairly compensates the performing party for the services or functions under this Agreement. 6.7 Compliance with Laws.All parties agree to comply with all applicable city, state, and federal laws, regulations, and rules that may pertain to each party's performance under this Agreement. This Agreement expresses the entire agreement between the parties.Any modification, amendment, or addition to this agreement shall not be binding upon the parties unless reduced to writing and signed by the persons authorized to make such agreements on behalf of the respective party.This Agreement supersedes any previous agreements entered into between the County and City for the services described herein.This agreement is expressly subject to and contingent upon formal approval by Nueces County Commissioners Court and by resolution of the City Council. IN WITNESS WHEREOF this Agreement has been executed on behalf of the County of Nueces and the City of Corpus Christi in the manner provided by law. THE CITY OF CORPUS CHRISTI By: Peter Zanoni City Manager Date: ATTEST: By: Rebecca Huerta, City Secretary APPROVED AS TO FORM: By: Aimee Alcorn-Reed,Assistant City Attorney For the City Attorney NUECES COUNTY By: C` Barbara Canales County Judge Date: kAayc l�b� At es c: 7 Kara ands NusGe, County Clerk EXHIBIT"A" Costs 2022 Nueces County Projected figures Surf Rescue/Beach Lifeguards Spring Break**: March 12, 2022 to March 28,2022 Lifeguards $ 3,500 flat fee Summer**: May 27, 2022 —September 6,2022 3 Guards $37,632 (estimate$14 for 896 hrs. X 3) 1 Senior Guard $14,336 (estimate$16 for 896 hrs.) Supplies $1,600 (estimate) Total $53,563 (estimate) so �o o� A v µoRPORPg4 AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting of April 26, 2022 DATE: April 26, 2022 TO: Peter Zanoni, City Manager FROM: Dante Gonzalez, Interim Director of Parks and Recreation Department DanteG(a-)-cctexas.com (361) 826-5728 FY 2021-2022 HOT Fund Agreements CAPTION: Motion authorizing agreements between the City of Corpus Christi and South Texas Institute for the Arts, Inc., The Botanical and Nature Center of South Texas, Inc., and Texas State Aquarium Association from October 1, 2021 through September 30, 2022 wherein the City shall provide funding on a reimbursement basis through the FY21-22 Hotel Occupancy Tax Fund in a total amount not to exceed $350,000.00 to South Texas Institute for the Arts, Inc., $65,000 to The Botanical and Nature Center of South Texas, Inc., and $300,000.00 to Texas State Aquarium Association. SUMMARY: The proposed agreements between the City of Corpus Christi and South Texas Institute for the Arts, Inc., The Botanical and Nature Center of South Texas, Inc., and Texas State Aquarium Association will provide funding through the Hotel Occupancy Tax Fund for the purpose of aiding in the continued operation of facilities which provide education and awareness of South Texas art and wildlife in the Gulf of Mexico and Caribbean Sea. BACKGROUND AND FINDINGS: The South Texas Institute for the Arts operates educational facilities and art museums throughout South Texas to advance the awareness, knowledge, appreciation, and enjoyment of the visual arts for residents and visitors of South Texas. This is accomplished through various classes, lectures, films, performances, and other activities offered at the Art Museum of South Texas, the Antonio E. Garcia Arts and Education Center, and other outreach venues. The Art Museum of South Texas was founded in 1945 and is currently the only major fine arts museum within a 150- mile radius of Corpus Christi. They also provide programs through the Antonio E. Garcia Arts Education Center. The Botanical and Nature Institute of South Texas, Inc. began as the Corpus Christi Botanical Society in 1983 and opened a preliminary Corpus Christi botanical Gardens in 1987. The one- acre "cottage garden" eventually became the 182-acre City parkland located at 8545 S. Staples in 1996 and was renamed the Corpus Christi Botanical Gardens & Nature Center, which ultimately became the South Texas Botanical Gardens & Nature Center. The center has had a significant impact on the community and has provided education, raised awareness, and increased appreciation for plant life, the environment, and the flora and fauna of South Texas through its many exhibits, including floral gardens, natural wetlands, a native habitat, an exotic parrot collection, and resident reptiles. The Texas State Aquarium Association strives to educate, foster support, and stand as an environmental steward for animals, wildlife, and the conservation of the Gulf of Mexico and Caribbean Sea. The exhibits in the Texas State Aquarium are host to a variety of sea and land creatures which serve to educate and inspire attendees about the importance of wildlife conservation. The Texas State Aquarium Association opened the Gulf of Mexico Exhibit Building in 1990 and the Caribbean Journey in 2017. They have continued to grow and expand while raising further awareness and interest in sea and wildlife engagement and conservation. Historically, Parks and Recreation has provided funding to the South Texas Institute for the Arts, Inc., The Botanical and Nature Center of South Texas, Inc., and Texas State Aquarium Association through the Hotel Occupancy Tax Revenue. These non-profit, community-oriented organizations have produced several programs and activities which promote the arts. In turn, the programs and activities created by these organizations have caused a direct increase in tourism and the convention and hotel industry in the City of Corpus Christi. The Parks and Recreation Department fully supports continuation of the agreements between the City and South Texas Institute for the Arts, Inc., The Botanical and Nature Center of South Texas, Inc., and Texas State Aquarium Association. ALTERNATIVES: The alternative would be to discontinue the agreements. However, these long-standing recurring agreements between the City and South Texas Institute for the Arts, Inc., The Botanical and Nature Center of South Texas, Inc., and Texas State Aquarium Association have led to significant increases in tourism and the convention and hotel industry in the City of Corpus Christi. Discontinuation of these agreements could potentially lead to reduced tourism and reduced income for the convention and hotel industry. FISCAL IMPACT: The fiscal impact in FY22 for the Parks and Recreation Department is an amount not to exceed $715,000 through the Hotel Occupancy Tax Fund. FUNDING DETAIL: Fund: 1030 Hotel Occupancy Tax Organization/Activity: 13492 Art Museum of South TX 13812 Texas State Aquarium 13495 Botanical Gardens Mission Element: 734 Tourism Project # (CIP Only): N/A Account: 530000 RECOMMENDATION: Staff recommends approval of this resolution authorizing agreements between the City of Corpus Christi and South Texas Institute for the Arts, Inc. and Texas State Aquarium Association. LIST OF SUPPORTING DOCUMENTS: Agreement —South Texas Institute for the Arts, Inc. Agreement —Texas State Aquarium Association Agreement — Botanical and Nature Center of South Texas, Inc. HOTEL, OCCUPANCY TAX REVENUE RECIPIENT AGREEMENT SOUTH TEXAS INSTITUTE FOR THE ARTS This Hotel Occupancy Tax Revenue Recipient Agreement ("Agreement") is made by and between the City of Corpus Christi, a Texas home-rule municipal corporation ("City"), acting through its duly authorized City Manager or his designee ("City Manager"), and South Texas Institute for the Arts, Inc. ("Recipient"), a Texas non-profit corporation, qualified as a 501(c)(3) organization under 26 U.S.C. Section 501(c)(3). Whereas, City desires to encourage and fund activities that promote the arts and in doing so serve to promote tourism and the convention and hotel industry within the City of Corpus Christi, in accordance with Chapter 351 of the Texas Tax Code; and Whereas, Recipient desires to provide those activities that promote the arts, and in doing so serve to promote tourism and the convention and hotel industry within the City of Corpus Christi; Now, therefore, City and Recipient agree as follows: I. Purpose. The City desires to expend funds from the City's Hotel Occupancy Tax Revenue to fund activities produced by non-profit, community-oriented organizations, specifically those programs that promote the arts and in doing so also promote tourism and the convention and hotel industry within the City of Corpus Christi. II. Term. This Agreement commences on October 1, 2021, and terminates on September 30, 2022. III. City's Duties. City agrees to pay Recipient $350,000.00, on a reimbursement basis„ out of FY 2021-2022 revenue from the City's Hotel Occupancy Tax fund for use in accordance with Section IV below (the "Grant Funds"). In no event will the City be liable for an amount in excess of this Grant Funds amount. IV. Recipient's Duties; Eligible Activities. Use of Grant Funds by Recipient is limited to those activities that, without exception, meet all three of the following requirements, herein referred to as the "activities": (A) the activities are described in the attached and incorporated Exhibit "A"; (B) the activities are in the categories of art that are eligible for funding as described in Sections 351.101(a)(3) and (4)and Section 351.101(b)of the Texas Tax Code, copy attached as Exhibit "B"; and (C) the activities promote both tourism and the convention and hotel industry within the City of Corpus Christi. V. Promotion of Tourism and the Convention and Hotel Industry. Recipient must actively promote tourism to the City and the City's hotel and convention industry as a goal of Recipient's Activities. This may be accomplished by working to increase the number of out-of-town program attendees through targeted promotions and by working with the local hotel-motel and condominium associations. VI. Completion Report. Recipient must submit to the City's Director of Management and Budget ("Director") a completion report ("Report"), no later than thirty (30) days following the termination of this Agreement. The Director, or his designee, shall review this Report to verify whether the Grant Funds provided to Recipient was spent in accordance with the requirements in this Agreement. The Page 1 of 9 Report must include the following criteria: (A) Written assurance to City that all Activities funded by the City served to promote the arts in the community. This shall be evidenced by providing the City with a written description of Recipient's marketing or advertising strategy. (B) For all Activities funded by the City, Recipient must submit to the City a written estimate of the number of Recipient's Arts program attendees that reside outside the territorial limits of the City of Corpus Christi. This may be accomplished by the use of a visitor log, by tallying the number of out-of-town billings or by listing the out-of-town mailing addresses gathered through the ticket sales process. (C) An estimate of the total Arts Program attendance. (D) A statement of Recipient's Arts Program revenues and expenditures. ( E) Number of attendees that reside outside the City limits that attended the events described on Exhibit A. VII. Records Retention. Recipient must at all times during the term of this Agreement, and for five years following the expiration of the Agreement, keep true, accurate, complete, and auditable records. Recipient agrees to: (A) at least annually make periodic reports to the City of its expenditures from the Grant Funds provided under this Agreement; and (B) make records of these expenditures available for review to the City. VIII. Disbursement of Funds. Funds are disbursed by City on reimbursement basis. Recipient is responsible to send written request for reimbursement including supporting documentation to City Budget Director. Recipient understands and agrees that payment by the City of Grant Funds under this Agreement is contingent upon Recipient's full compliance with the requirements of this Agreement. Should Director determine within five years from effective date of this Agreement that Recipient has failed to comply with the requirements contained in this Agreement, the Agreement is subject to termination in accordance with Section listed below, and all Grant Funds must be repaid to the City. IX. Unexpended funds. Upon termination of this Agreement, Recipient must submit all requests for reimbursement within 30 days from termination. X. Advertising. Recipient must recognize the City of Corpus Christi as a contributor on all advertisements and publications regarding Recipient's Arts Program. Recipient must provide Director with a copy of all Recipient-sponsored advertising and promotion materials regarding its Activities. XI. Modifications and Waivers. No provision of this Agreement maybe altered, changed, modified, or waived. XII. Relationship between Parties. Nothing in this Agreement shall constitute a partnership, joint venture, or principal-agent relationship between the parties. XIII. Compliance with Laws. Recipient shall observe and obey all applicable laws, ordinances, regulations and rules of the Federal, State, Country and City governments, in particle Chapter 351 of the Texas Tax. Code. This Agreement is subject to applicable provisions of the City Charter and the City Code of Ordinances. Page 2 of 9 XIV. Non-discrimination. Recipient shall not discriminate nor permit discrimination against any person or group of persons, as to employment or in the provision of services, activities, and programs. Discrimination as it pertains to this section includes discrimination on the basis of race, religion, national origin, sex, disability, or age, or in any other manner that is prohibited by the laws of the United States or the State of Texas. Director retains the right to take action deemed necessary by Director to enforce this non-discrimination covenant. Violation of this provision will result in the immediate termination of this Agreement. XV. Indemnity. Recipient fully agrees to indemnify and hold harmless the City of Corpus Christi, its officers, employees, representatives, and agents ("Indemnitees") against any and all liability, damage, loss, claims, demands, and actions of any nature due to personal injuries including, but not limited to, workers' compensation and death claims, or to any property loss or damage of any kind that arises out of or is in any manner connected with, caused by, either proximately or remotely, wholly or in part, or claimed to have arisen out of, been connected with, or have been caused by any act or omission, negligence, or misconduct on the part of Indemnitees or Recipient, or Recipient's agents, servants, employees, guests, contractors, patrons, licensees, or invitees participating in or observing Recipient's activities. Recipient further agrees to indemnify and hold harmless Indemnitees in any situation in which injury or damage results from a violation by the Indemnitees or Recipient, or Recipient's agents, servants, employees, guests, contractors, patrons, licensees, or invitees, of any law, statute, ordinance, or government order of any kind. Further, Recipient shall indemnify and hold harmless Indemnitees where injury or damage results or arises out of the exercise, rights, or performance of obligations created by this Agreement These terms of indemnification are effective regardless of whether said injuries or damages result from the sole negligence, contributory negligence, or concurrent negligence of Indemnitees. Recipient must, at its own expense, investigate all claims and demands, attend to their final resolution either by settlement or otherwise, defend all actions with counsel satisfactory to Indemnitees, and pay all costs and expenses related to such actions on account of liability, damage, loss, claims, demands, or actions, including attorney fees. XVI. Termination. (A) The City may terminate this Agreement for any of the following reasons: (1) The City may immediately terminate the Agreement due to any violation by Recipient of section XI II or XIV of this Agreement. (2) The City may terminate the Agreement upon 14 days' advance written notice, specifying that the Director has determined that Grant Funds were used for purposes other than those allowed under Section 351.101(a) of the Tax Code, and require Recipient to reimburse the City all Grant Funds award. (3) The City may terminate this Agreement due to Recipient's use of Grant Funds to pay for activities other than those qualifying as Eligible Activities under section IV of this Agreement. Director has the sole discretion to make the determination that Grant Funds were used for activities other than those qualifying as Eligible Activities. The City may terminate the Agreement upon 14 days' advancewritten notice and require Recipient to reimburse the City all Grant Funds awarded. Page 3 of 9 (B) Recipient may terminate this Agreement without cause upon thirty(30)days written notice to City. If Recipient chooses to terminate the Agreement, Recipient must repay all Grant Funds awarded, whether those funds were expended on Eligible Activities or not. XVII. Severability. If any term or provision of this Agreement or its application to a person or circumstance is determined to be illegal, unenforceable or invalid, the remainder of this Agreement will not be affected by that illegality, unenforceability, or invalidity. To the extent possible, similar legal, valid, and enforceable terms will automatically be substituted for those that are found to be illegal, invalid, and unenforceable. XVIII. Notices. All notices provided for or permitted under this Agreement by either party must be in writing and must be delivered by one of the following methods: (1) personal delivery or (2) deposit with the United States Postal Service (USPS) via certified mail, return receipt requested, postage prepaid. Notice deposited with the USPS in the manner described above will be deemed effective two business days after deposit with the USPS with proof of mailing. All notices must be made to: If to City: City of Corpus Christi If to Recipient: South Texas Institute for the Arts Director, Parks & Recreation Attn: Executive Director P.O. Box 9277 1901 N. Shoreline Corpus Christi, TX 78469-9277 Corpus Christi, TX 78401 Either party may change the address to which notice is sent by providing notice as described above. Recipient must notify City of an address change within 10 days after Recipient's address has changed. XIX. Waivers. 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 as enumerated in this Agreement. XX. Entirety. This Agreement and all exhibits attached constitute the entire understanding and agreement between the parties regarding the subject matter described in this Agreement. No other written documents or oral representations have any force or effect on the subject matter of this Agreement. XXI. Captions. The captions contained in this Agreement are not a part of this Agreement and do not in any way affect or alter the terms of this Agreement. XXI1. Assignment. This Agreement may not be, in whole or in part, assigned or transferred directly or indirectly by the Recipient without prior written consent of the City Manager. XXIII. Disclosure of Interests. Recipient agrees to comply with City Ordinance No. 17112 and complete the Disclosure of Interests form as part of this Agreement. Recipient agrees to comply with Texas Government Code Section 2252.908 and complete Form 1295 Certificate of Interested Parties form as part of this Agreement, if applicable. For more information, please review the information on the Texas Ethics Commission's website at https://www.ethics.state.tx.us. Recipient agrees to comply with Chapter 176 of the Texas Local Government Code and file Form CIQ with the City Secretary's Office, if required. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at: http://www.cetexas.com/government/citV- secretaryfconflict-d isclosurelindex. Page 4of9 This Agreement takes effect upon the date of the last signature. CITY OF CORPUS CHRISTI ATTEST: Peter Zanoni, City Manager Date: Approved as to legal form: Assistant City Attorney for the City Attorney SOUTH TEXAS I STITUTE FOR THE ARTS, INC. Signature Name: Title: �� ; r 4 c -f or Date: Fr b cu or-j 22 Page 5 of 9 EXHIBIT A Description of Recipient's Activities SOUTH TEXAS INSTITUTE FOR THE ARTS, INC. dba ART MUSEUM OF SOUTH TEXAS MISSION AND ORGANIZATION Mission. The Mission of the South Texas Institute for the Arts (the Institute), doing business as the Art Museum of South Texas, is to operate educational facilities and an art museum which advance the awareness, knowledge,appreciation and enjoyment of the visual arts for residents and visitors of South Texas. To meet its educational mission,the Institute will present a variety of programs which include classes, lectures, films, and performances and other activities which inspire community interest in the visual arts. These programs will be offered at the Art Museum of South Texas,the Antonio E. Garcia Arts and Education Center, and other outreach venues that serve the Institute's mission. In operating an art museum, the Institute will actively collect, conserve, exhibit, research and interpret outstanding works of visual art with particular interest in art of the Americas and of the region. Operating Principles.The Institute shall operate in accordance with the following principles: Place education in its broadest sense at the center of its public service role; Seek the highest quality within all program offerings to serve the diverse audiences living in the South Texas region; Reflect the diversity of our society by establishing and maintaining a broad constituency of leadership, patronage and public programming; Assure the interpretive process manifests a variety in cultural and intellectual perspectives and reflects the diversity of the Institute's public; Engage in active, ongoing collaborative efforts with a wide spectrum of the Institute's public dimension; Maintain diversity among trustees, staff and volunteers to assure a breadth of perspective throughout the organization; and Commit leadership and financial resources to maintain annual operating needs. The Art Museum of South Texas is the only major fine arts museum within 150 mile radius of Corpus Christi. Founded in 1945,the Art Museum of South Texas moved from South Bluff Park to the Philip Johnson designed building on the Corpus Christi bay front in 1972. In 1995 the Museum merged with the Creative Arts Center and the Center for Hispanic Arts, creating the South Texas Institute for the Arts. In 2006 the Legorreta wind was completed bringing the museum to a total of 60,000 square feet of gallery space, a restaurant, gift shop, offices, the digital class room and additional storage. Additionally, the Museum provides programs at the Antonio E.Garcia Arts Education Center on Agnes Street.The Art Museum of South Texas receives over 85,000 visitors annually.The Museum's focus on art education for children and adults as well as making available for view important and inspirational works of art, makes the Art Museum of South Texas a destination for both local families and visitors to the South Texas region. The Permanent Collection is the Institute's most significant asset. The collection is comprised of over 1,500 works of art including painting, sculpture, drawing, photography, printmaking, ceramics,fabric,and fine craft. IN 1994, the Museum Board revised its mission to place an emphasis on deveioping a comprehensive collection of works by artists associated with the state of Texas and art of the Americas. Museum staff aggressively seeks art created in the region. Page 6 of 9 The Permanent Collection increases by approximately 50 works per year. In 2001,the Collection doubled with the addition of 900 paintings, prints, drawings, and collages from the estate of recognized Texas artist, the late Dorothy Hood. The Art Museum presents 12 to 15 exhibitions per year. The annual exhibit calendar regularly parrs contemporary presentations with more conventional exhibits of traditional images such as Western and/or wildlife art. The Museum typically presents art of regional, state, national and international interest, looking for a balance of artistic media by presenting painting and sculpture, craft, printmaking, and photography, drawings, and installation art. Other exhibits are co- organized with Texas A&M University-- Corpus Christi faculty, sharing gallery space. Page 7 of 9 EXHIBIT B Texas Tax Code, as amended § 351.101. USE OF TAX REVENUE. a) Revenue from the municipal hotel occupancy tax may be used only to promote tourism and the convention and hotel industry, and that use is limited to the following: (1) the acquisition of sites for and the construction, improvement, enlarging, equipping, repairing, operation, and maintenance of convention center facilities or visitor information centers, or both; (2) the furnishing of facilities, personnel, and materials for the registration of convention delegates or registrants; (3) advertising and conducting solicitations and promotional programs to attract tourists and convention delegates or registrants to the municipality or its vicinity; (4) the encouragement, promotion, improvement, and application of the arts, including instrumental and vocal music, dance, drama, folk art, creative writing, architecture, design and allied fields, painting, sculpture, photography, graphic and craft arts, motion pictures, radio, television, tape and sound recording, and other arts related to the presentation, performance, execution, and exhibition of these major art forms; (5) historical restoration and preservation projects or activities or advertising and conducting solicitations and promotional programs to encourage tourists and convention delegates to visit preserved historic sites or museums: (A) at or in the immediate vicinity of convention center facilities or visitor information centers; or (B) located elsewhere in the municipality or its vicinity that would be frequented by tourists and convention delegates; (6) for a municipality located in a county with a population of one million or less, expenses, including promotion expenses, directly related to a sporting event in which the majority of participants are tourists who substantially increase economic activity at hotels and motels within the municipality or its vicinity; and (b) Revenue derived from the tax authorized by this chapter shall be expended in a manner directly enhancing and promoting tourism and the convention and hotel industry as permitted by Subsection (a). That revenue may not be used for the general revenue purposes or general governmental operations of a municipality. (c) The governing body of a municipality by contract may delegate to a person, including another governmental entity or a private organization, the management or supervision of programs and activities funded with revenue from the tax authorized by this chapter. The governing body in writing shall approve in advance the annual budget of the person to which it delegates those functions and shall require the person to make periodic reports to the governing body at least quarterly listing the expenditures made by the person with revenue from the tax authorized by this chapter. The person must maintain revenue provided from the tax authorized by this chapter in a separate account established for that purpose and may not commingle that revenue with any other money. The municipality may not delegate to any person the management or supervision of its convention and visitors' programs and activities funded with revenue from the tax authorized by this chapter other than by contract as provided by this subsection. The approval by the governing body of the municipality of the annual budget of the person to whom the governing body delegates those functions creates a fiduciary Y dut in the person with respect to the revenue provided by the tax authorized by this chapter. (d) A person with whom a municipality contracts under this section to conduct an activity authorized Page 8 of 9 by this section shall maintain complete and accurate financial records of each expenditure of hotel occupancy tax revenue made by the person and, on request of the governing body of the municipality or other person, shall make the records available for inspection and review to the governing body or other person. (e) Hotel occupancy tax revenue spent for a purpose authorized by this section maybe spent for day- to-day operations, supplies, salaries, office rental, travel expenses, and other administrative costs only if those administrative costs are incurred directly in the promotion and servicing expenditures authorized under Section 351.101(a). If a municipal or other public or private entity that conducts an activity authorized under this section conducts other activities that are not authorized under this section, the portion of the total administrative costs of the entity for which hotel occupancy tax revenue may be used may not exceed the portion of those administrative costs actually incurred in conducting the authorized activities. (f) Municipal hotel occupancy tax revenue may not be spent for travel for a person to attend an event or conduct an activity the primary purpose of which is not directly related to the promotion of tourism and the convention and hotel industry or the performance of the person's job in an efficient and professional manner. (g) Nothing in this section shall prohibit any private entity, person, or organization from making subgrants by contract to any other person, entity, or private organization for expenditures under Section 351.101(a)(4). A subgrantee shall: (1) at least annually make periodic reports to the governing body of its expenditures from the tax authorized by this chapter; and (2) make records of these expenditures available for review to the governing body or other person. Page 9 of 9 HOTEL OCCUPANCY TAX REVENUE RECIPIENT AGREEMENT TEXAS STATE AQUARIUM ASSOCIATION This Hotel Occupancy Tax Revenue Recipient Agreement ("Agreement") is made by and between the City of Corpus Christi, a Texas home-rule municipal corporation ("City"), acting through its duly authorized City Manager or his designee ("City Manager"), and Texas State Aquarium Association ("Recipient"), a Texas non-profit corporation, qualified as a 501(c)(3) organization under 26 U.S.C. Section 501(c)(3). Whereas, City desires to encourage and fund activities that promote tourism to and the convention and hotel industry within the City of Corpus Christi, in accordance with Chapter 351 of the Texas Tax Code; and Whereas, Recipient desires to provide those activities that promote tourism to and the convention and hotel industry within the City of Corpus Christi; Now, therefore, City and Recipient agree as follows: I. Purpose. The City desires to expend funds from the City's Hotel Occupancy Tax Revenue to fund activities produced by non-profit, community-oriented organizations, specifically those programs that promote the arts and in doing so also promote tourism to and the convention and hotel industry within the City of Corpus Christi. II. Term. This Agreement commences on October 1, 2021, and terminates on September 30, 2022. III. City's Duties. City agrees to pay Recipient $300,000.00, on a reimbursement basis, out of FY 2021-2022 revenue from the City's Hotel Occupancy Tax fund for use in accordance with Section IV below (the"Grant Funds"). In no event will the City be liable for an amount in excess of this Grant Funds amount. IV. Recipient's Duties; Eligible Activities. Use of Grant Funds by Recipient is limited to those activities that, without exception, meet all three of the following requirements, herein referred to as the"Activities': (A) advertising and conducting solicitations and promotional programs to attract tourists and convention delegates or registrants to the municipality or its vicinity; (B) the Activities are in the categories of art that are eligible for funding as described in Sections 351.101(a)(3)and (4)and Section 351.101(b) of the Texas Tax Code, copy attached as Exhibit"A'; and (C)the Activities promote both tourism to and the convention and hotel industry within the City of Corpus Christi. V. Promotion of Tourism and the Convention and Hotel Industry. Recipient must actively promote tourism to the City and the City's hotel and convention industry as a goal of Recipient's Activities. This may be accomplished by working to increase the number of out-of-town program attendees through targeted promotions and by working with the local hotel-motel and condominium associations. VI. Completion Report. Recipient must submit to the City's Director of Management and Budget ("Director") a completion report ("Report"), no later than thirty (30) days following the termination of Page 1 of 7 this Agreement. The Director, or his designee, shall review this Report to verify whether the Grant Funds provided to Recipient was spent in accordance with the requirements in this Agreement. The Report must include the following criteria: (A) Written assurance to City that all Activities funded by the City served to promote tourism to the City. This shall be evidenced by providing the City with a written description of Recipient's marketing or advertising strategy. (B) For all Activities funded by the City, Recipient must submit to the City a written estimate of the number of Recipient's Arts program attendees that reside outside the territorial limits of the City of Corpus Christi. This may be accomplished by the use of a visitor log,by tallying the number of out-of-town billings or by listing the out-of-town mailing addresses gathered through the ticket sales process. (C) An estimate of the total Activities' attendance. (D) A statement of Recipient's Activities' revenues and expenditures. ( E) Number of attendees that reside outside the City limits that visited the Texas State Aquarium. VII. Records Retention. Recipient must at all times during the term of this Agreement, and for five years following the expiration of the Agreement, keep true, accurate, complete, and auditable records. Recipient agrees to: (A) at least annually make periodic reports to the City of its expenditures from the Grant Funds provided under this Agreement; and (B) make records of these expenditures available for review to the City. VIII. Disbursement of Funds. Funds are disbursed by City on reimbursement basis. Recipient is responsible to send written request for reimbursement including supporting documentation to City Budget Director. Recipient understands and agrees that payment by the City of Grant Funds under this Agreement is contingent upon Recipient's full compliance with the requirements of this Agreement. Should Director determine within five years from effective date of this Agreement that Recipient has failed to comply with the requirements contained in this Agreement, the Agreement is subject to termination in accordance with Section listed below, and all Grant Funds must be repaid to the City. IX. Unexpended funds. Upon termination of this Agreement, Recipient must submit all requests for reimbursement within 30 days from termination. X. Advertising. Recipient must recognize the City of Corpus Christi as a contributor on all advertisements and publications regarding Recipient's Activities. Recipient must provide Director with a copy of all Recipient-sponsored advertising and promotion materials regarding its Activities. Xl. Modifications and Waivers. No provision of this Agreement maybe altered, changed, modified, or waived. XII. Relationship between Parties. Nothing in this Agreement shall constitute a partnership, joint venture, or principal-agent relationship between the parties. XIII. Compliance with Laws. Recipient shall observe and obey all applicable laws, ordinances, regulations and rules of the Federal, State, Country and City governments, in particle Chapter 351 of the Texas Tax Code. This Agreement is subject to applicable provisions of the City Charter and the City Code of Ordinances. Page 2 of 7 XIV. Non-discrimination. Recipient shall not discriminate nor permit discrimination against any person or group of persons, as to employment or in the provision of services, activities, and programs. Discrimination as it pertains to this section includes discrimination on the basis of race, religion, national origin, sex, disability, or age, or in any other manner that is prohibited by the laws of the United States or the State of Texas. Director retains the right to take action deemed necessary by Director to enforce this non-discrimination covenant. Violation of this provision will result in the immediate termination of this Agreement. XV. Indemnity. Recipient fully agrees to indemnify and hold harmless the City of Corpus Christi, its officers, employees, representatives, and agents (`Indemnitees'q against any and all liability, damage, loss, claims, demands, and actions of any nature due to personal injuries including, but not limited to, workers' compensation and death claims, or to any property loss or damage of any kind that arises out of or is in any manner connected with, caused by, either proximately or remotely, wholly or in part, or claimed to have arisen out of, been connected with, or have been caused by any act or omission, negligence, or misconduct on the part of Indemnitees or Recipient, or Recipient's agents, servants, employees, guests, contractors, patrons, licensees, or invitees participating in or observing Recipient's activities. Recipient further agrees to indemnify and hold harmless Indemnitees in any situation in which injury or damage results from a violation by the Indemnitees or Recipient, or Recipient's agents, servants, employees, guests, contractors, patrons, licensees, or invitees, of any law, statute, ordinance, or government order of any kind. Further, Recipient shall indemnify and hold harmless Indemnitees where injury or damage results or arises out of the exercise, rights, or performance of obligations created by this Agreement. These terms of indemnification are effective regardless of whether said injuries or damages result from the sole negligence, contributory negligence, or concurrent negligence of Indemnitees. Recipient must, at its own expense, investigate all claims and demands, attend to their final resolution either by settlement or otherwise, defend all actions with counsel satisfactory to indemnitees, and pay all costs and expenses related to such actions on account of liability, damage, loss, claims, demands, or actions, including attorney fees. XVI. Termination. (A) The City may terminate this Agreement for any of the following reasons: (1) The City may immediately terminate the Agreement due to any violation by Recipient of section XIII or XIV of this Agreement. (2) The City may terminate the Agreement upon 14 days' advance written notice, specifying that the Director has determined that Grant Funds were used for purposes other than those allowed under Section 351.101(a) of the Tax Code, and require Recipient to reimburse the City all Grant Funds award. (3) The City may terminate this Agreement due to Recipient's use of Grant Funds to pay for activities other than those qualifying as Eligible Activities under section IV of this Agreement. Director has the sole discretion to make the determination that Grant Funds were used for activities other than those qualifying as Eligible Activities. The City may terminate the Agreement upon 14 days' advancewritten notice and require Recipient to reimburse the City all Grant Funds awarded. Page 3 of 7 (B) Recipient may terminate this Agreement without cause upon thirty(30) days written notice to City. If Recipient chooses to terminate the Agreement, Recipient must repay all Grant Funds awarded,whether those funds were expended on Eligible Activities or not. XVII. Severability. If any term or provision of this Agreement or its application to a person or circumstance is determined to be illegal, unenforceable or invalid, the remainder of this Agreement will not be affected by that illegality, unenforceability, or invalidity.To the extent possible,similar legal, valid, and enforceable terms will automatically be substituted for those that are found to be illegal, invalid, and unenforceable. XVIII, Notices. All notices provided for or permitted under this Agreement by either party must be in writing and must be delivered by one of the following methods: (1) personal delivery or(2) deposit with the United States Postal Service (USPS) via certified mail, return receipt requested, postage prepaid. Notice deposited with the USPS in the manner described above will be deemed effective two business days after deposit with the USPS with proof of mailing. All notices must be made to: If to City: City of Corpus Christi If to Recipient: Texas State Aquarium Assn. Director, Parks & Recreation Attn: Executive Director P.O. Box 9277 2710 N. Shoreline Blvd. Corpus Christi, TX 78469-9277 Corpus Christi, TX 78402 Either party may change the address to which notice is sent by providing notice as described above. Recipient must notify City of an address change within 10 days after Recipient's address has changed. XIX. Waivers. 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 as enumerated in this Agreement. XX. Entirety. This Agreement and all exhibits attached constitute the entire understanding and agreement between the parties regarding the subject matter described in this Agreement. No other written documents or oral representations have any force or effect on the subject matter of this Agreement. XXI. Captions. The captions contained in this Agreement are not a part of this Agreement and do not in any way affect or alter the terms of this Agreement. XXII. Assignment. This Agreement may not be, in whole or in part, assigned or transferred directly or indirectly by the Recipient without prior written consent of the City Manager. XXIII. Disclosure of Interests. Recipient agrees to comply with City Ordinance No. 17112 and complete the Disclosure of Interests form as part of this Agreement. Recipient agrees to comply with Texas Government Code Section 2252.908 and complete Form 1295 Certificate of Interested Parties form as part of this Agreement, if applicable. For more information, please review the information on the Texas Ethics Commission's website at https://www.ethics.state.tx.us. Recipient agrees to comply with Chapter 176 of the Texas Local Government Code and file Form CIQ with the City Secretary's Office, if required. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at: http://www.cctexas.com/governmenVcity- secretary/conflict-disclosure/index. Page 4 of 7 This Agreement takes effect upon the date of the last signature. CITY OF CORPUS CHRISTI ATTEST: Peter Zanoni, City Manager Date: Approved as to legal form- Assistant City Attorney for the City Attorney TEXAS STATE AQUARIUM ASSOCIATION QOJZ�� S nature Name: Jul(o (2 S Title: ��� tie e� Date: Page 5 of 7 EXHIBIT A Texas Tax Code, as amended § 351.101. USE OF TAX REVENUE. a) Revenue from the municipal hotel occupancy tax may be used only to promote tourism and the convention and hotel industry, and that use is limited to the following: (1) the acquisition of sites for and the construction, improvement, enlarging, equipping, repairing, operation, and maintenance of convention center facilities or visitor information centers, or both; (2) the furnishing of facilities, personnel, and materials for the registration of convention delegates or registrants; (3) advertising and conducting solicitations and promotional programs to attract tourists and convention delegates or registrants to the municipality or its vicinity; (4) the encouragement, promotion, improvement, and application of the arts, including instrumental and vocal music, dance, drama,folk art, creative writing, architecture, design and allied fields, painting, sculpture, photography, graphic and craft arts, motion pictures, radio, television, tape and sound recording, and other arts related to the presentation, performance, execution, and exhibition of these major art forms; (5) historical restoration and preservation projects or activities or advertising and conducting solicitations and promotional programs to encourage tourists and convention delegates to visit preserved historic sites or museums: (A) at or in the immediate vicinity of convention center facilities or visitor information centers; or (B) located elsewhere in the municipality or its vicinity that would be frequented by tourists and convention delegates; (6) for a municipality located in a county with a population of one million or less, expenses, including promotion expenses, directly related to a sporting event in which the majority of participants are tourists who substantially increase economic activity at hotels and motels within the municipality or its vicinity; and (b) Revenue derived from the tax authorized by this chapter shall be expended in a manner directly enhancing and promoting tourism and the convention and hotel industry as permitted by Subsection (a). That revenue may not be used for the general revenue purposes or general governmental operations of a municipality. (c) The governing body of a municipality by contract may delegate to a person, including another governmental entity or a private organization, the management or supervision of programs and activities funded with revenue from the tax authorized by this chapter. The governing body in writing shall approve in advance the annual budget of the person to which it delegates those functions and shall require the person to make periodic reports to the governing body at least quarterly listing the expenditures made by the person with revenue from the tax authorized by this chapter. The person must maintain revenue provided from the tax authorized by this chapter in a separate account established for that purpose and may not commingle that revenue with any other money. The municipality may not delegate to any person the management or supervision of its convention and visitors'programs and activities funded with revenue from the tax authorized by this chapter other than by contract as provided by this subsection. The approval by the governing body of the municipality of the annual budget of the person to whom the governing body delegates those functions creates a fiduciary duty in the person with respect to the revenue provided by the tax authorized by this chapter. Page 6 of 7 (d) A person with whom a municipality contracts under this section to conduct an activity authorized by this section shall maintain complete and accurate financial records of each expenditure of hotel occupancy tax revenue made by the person and, on request of the governing body of the municipality or other person, shall make the records available for inspection and review to the governing body or other person. (e) Hotel occupancy tax revenue spent for a purpose authorized by this section maybe spent for day- to-day operations, supplies, salaries, office rental, travel expenses, and other administrative costs only if those administrative costs are incurred directly in the promotion and servicing expenditures authorized under Section 351.101(a). If a municipal or other public or private entity that conducts an activity authorized under this section conducts other activities that are not authorized under this section,the portion of the total administrative costs of the entity forwhich hotel occupancy tax revenue may be used may not exceed the portion of those administrative costs actually incurred in conducting the authorized activities. (f) Municipal hotel occupancy tax revenue may not be spent for travel for a person to attend an event or conduct an activity the primary purpose of which is not directly related to the promotion of tourism and the convention and hotel industry or the performance of the person's job in an efficient and professional manner. (g) Nothing in this section shall prohibit any private entity, person, or organization from making subgrants by contract to any other person, entity, or private organization for expenditures under Section 351.101(a)(4). A subgrantee shall: (1) at least annually make periodic reports to the governing body of its expenditures from the tax authorized by this chapter; and (2) make records of these expenditures available for review to the governing body or other person. Page 7 of 7 HOTEL OCCUPANCY TAX REVENUE RECIPIENT AGREEMENT THE BOTANICAL AND NATURE INSTITUTE OF SOUTH TEXAS, INC. This Hotel Occupancy Tax Revenue Recipient Agreement ("Agreement") is made by and between the City of Corpus Christi, a Texas home-rule municipal corporation ("City"), acting through its duly authorized City Manager or his designee ("City Manager"), and The Botanical and Nature Institute of South Texas, Inc. ("Recipient"), a Texas non-profit corporation, qualified as a 501(c)(3) organization under 26 U.S.C. Section 501(c)(3). Whereas, City desires to encourage and fund activities that promote the arts and in doing so serve to promote tourism to and the convention and hotel industry within the City of Corpus Christi, in accordance with Chapter 351 of the Texas Tax Code; and Whereas, Recipient desires to provide those activities that promote the arts, and in doing so serve to promote tourism to and the convention and hotel industry within the City of Corpus Christi; Now, therefore, City and Recipient agree as follows: I. Purpose. The City desires to expend funds from the City's Hotel Occupancy Tax Revenue to fund activities produced by non-profit, community-oriented organizations, specifically those programs that promote the arts and in doing so also promote tourism to and the convention and hotel industry within the City of Corpus Christi. II. Term. This Agreement commences on October 1, 2021, and terminates on September 30, 2022. III. City's Duties. City agrees to pay Recipient $65,000.00, on a reimbursement basis, out of FY 2021-2022 revenue from the City's Hotel Occupancy Tax fund for use in accordance with Section IV below (the "Grant Funds"). In no event will the City be liable for an amount in excess of this Grant Funds amount. IV. Recipient's Duties; Eligible Activities. Use of Grant Funds by Recipient is limited to those activities that, without exception, meet all three of the following requirements, herein referred to as the "Activities": (A) advertising and conducting solicitations and promotional programs to attract tourists and convention delegates or registrants to the municipality or its vicinity; (B) the Activities are in the categories of art that are eligible for funding as described in Sections 351.101(a)(3) and (4) and Section 351.101(b) of the Texas Tax Code, copy attached as Exhibit "A"; and (C) the Activities promote both tourism to and the convention and hotel industry within the City of Corpus Christi. V. Promotion of Tourism and the Convention and Hotel Industry. Recipient must actively promote tourism to the City and the City's hotel and convention industry as a goal of Recipient's Activities. This may be accomplished by working to increase the number of out-of-town program attendees through targeted promotions and by working with the local hotel-motel and condominium associations. Page 1 of 7 VI. Completion Report. Recipient must submit to the City's Director of Management and Budget ("Director") a completion report ("Report"), no later than thirty (30) days following the termination of this Agreement. The Director, or his designee, shall review this Report to verify whether the Grant Funds provided to Recipient was spent in accordance with the requirements in this Agreement. The Report must include the following criteria: (A) Written assurance to City that all Activities funded by the City served to promote tourism to the City. This shall be evidenced by providing the City with a written description of Recipient's marketing or advertising strategy. (B) For all Activities funded by the City, Recipient must submit to the City a written estimate of the number of Recipient's Activities' attendees that reside outside the territorial limits of the City of Corpus Christi. This may be accomplished by the use of a visitor log, by tallying the number of out-of-town billings or by listing the out-of-town mailing addresses gathered through the ticket sales process. (C) An estimate of the total Activities' attendance. (D) A statement of Recipient's Activities' revenues and expenditures. ( E) Number of attendees that reside outside the City limits that attended the events described on Exhibit A. VII. Records Retention. Recipient must at all times during the term of this Agreement, and for five years following the expiration of the Agreement, keep true, accurate, complete, and auditable records. Recipient agrees to: (A) at least annually make periodic reports to the City of its expenditures from the Grant Funds provided under this Agreement; and (B) make records of these expenditures available for review to the City. VIII. Disbursement of Funds. Funds are disbursed by City on reimbursement basis. Recipient is responsible to send written request for reimbursement including supporting documentation to City Budget Director. Recipient understands and agrees that payment by the City of Grant Funds under this Agreement is contingent upon Recipient's full compliance with the requirements of this Agreement. Should Director determine within five years from effective date of this Agreement that Recipient has failed to comply with the requirements contained in this Agreement, the Agreement is subject to termination in accordance with Section listed below, and all Grant Funds must be repaid to the City. IX. Unexpended funds. Upon termination of this Agreement, Recipient must submit all requests for reimbursement within 30 days from termination. X. Advertising. Recipient must recognize the City of Corpus Christi as a contributor on all advertisements and publications regarding Recipient's Activities. Recipient must provide Director with a copy of all Recipient-sponsored advertising and promotion materials regarding its Activities. XI. Modifications and Waivers. No provision of this Agreement may be altered, changed, modified, or waived. XII. Relationship between Parties. Nothing in this Agreement shall constitute a partnership, joint venture, or principal-agent relationship between the parties. XIII. Compliance with Laws. Recipient shall observe and obey all applicable laws, ordinances, regulations and rules of the Federal, State, Country and City governments, in particle Chapter 351 of Page 2 of 7 the Texas Tax Code. This Agreement is subject to applicable provisions of the City Charter and the City Code of Ordinances. XIV. Non-discrimination. Recipient shall not discriminate nor permit discrimination against any person or group of persons, as to employment or in the provision of services, activities, and programs. Discrimination as it pertains to this section includes discrimination on the basis of race, religion, national origin, sex, disability, or age, or in any other manner that is prohibited by the laws of the United States or the State of Texas. Director retains the right to take action deemed necessary by Director to enforce this non-discrimination covenant. Violation of this provision will result in the immediate termination of this Agreement. XV. Indemnity. Recipient fully agrees to indemnify and hold harmless the City of Corpus Christi, its officers, employees, representatives, and agents ("Indemnitees") against any and all liability, damage, loss, claims, demands, and actions of any nature due to personal injuries including, but not limited to, workers' compensation and death claims, or to any property loss or damage of any kind that arises out of or is in any manner connected with, caused by, either proximately or remotely, wholly or in part, or claimed to have arisen out of, been connected with, or have been caused by any act or omission, negligence, or misconduct on the part of Indemnitees or Recipient, or Recipient's agents, servants, employees, guests, contractors, patrons, licensees, or invitees participating in or observing Recipient's activities. Recipient further agrees to indemnify and hold harmless Indemnitees in any situation in which injury or damage results from a violation by the Indemnitees or Recipient, or Recipient's agents, servants, employees, guests, contractors, patrons, licensees, or invitees, of any law, statute, ordinance, or government order of any kind. Further, Recipient shall indemnify and hold harmless Indemnitees where injury or damage results or arises out of the exercise, rights, or performance of obligations created by this Agreement. These terms of indemnification are effective regardless of whether said injuries or damages result from the sole negligence, contributory negligence, or concurrent negligence of Indemnitees. Recipient must, at its own expense, investigate all claims and demands, attend to their final resolution either by settlement or otherwise, defend all actions with counsel satisfactory to Indemnitees, and pay all costs and expenses related to such actions on account of liability, damage, loss, claims, demands, or actions, including attorney fees. XVI. Termination. (A) The City may terminate this Agreement for any of the following reasons: (1) The City may immediately terminate the Agreement due to any violation by Recipient of section XIII or XIV of this Agreement. (2) The City may terminate the Agreement upon 14 days' advance written notice, specifying that the Director has determined that Grant Funds were used for purposes other than those allowed under Section 351.101(a) of the Tax Code, and require Recipient to reimburse the City all Grant Funds award. (3) The City may terminate this Agreement due to Recipient's use of Grant Funds to pay for activities other than those qualifying as Eligible Activities under section IV of this Agreement. Director has the sole discretion to make the determination that Grant Page 3 of 7 Funds were used for activities other than those qualifying as Eligible Activities. The City may terminate the Agreement upon 14 days' advancewritten notice and require Recipient to reimburse the City all Grant Funds awarded. (B) Recipient may terminate this Agreement without cause upon thirty(30) days written notice to City. If Recipient chooses to terminate the Agreement, Recipient must repay all Grant Funds awarded, whether those funds were expended on Eligible Activities or not. XVII. Severability. If any term or provision of this Agreement or its application to a person or circumstance is determined to be illegal, unenforceable or invalid, the remainder of this Agreement will not be affected by that illegality, unenforceability, or invalidity. To the extent possible, similar legal, valid, and enforceable terms will automatically be substituted for those that are found to be illegal, invalid, and unenforceable. XVIII. Notices. All notices provided for or permitted under this Agreement by either party must be in writing and must be delivered by one of the following methods: (1) personal delivery or (2) deposit with the United States Postal Service (USPS) via certified mail, return receipt requested, postage prepaid. Notice deposited with the USPS in the manner described above will be deemed effective two business days after deposit with the USPS with proof of mailing. All notices must be made to: If to City: City of Corpus Christi If to Recipient: The Botanical and Nature Director, Parks & Recreation Institute of South Texas, Inc. P.O. Box 9277 Attn: Executive Director Corpus Christi, TX 78469-9277 8545 S. Staples St. Corpus Christi, TX 78413 Either party may change the address to which notice is sent by providing notice as described above. Recipient must notify City of an address change within 10 days after Recipient's address has changed. XIX. Waivers. 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 as enumerated in this Agreement. XX. Entirety. This Agreement and all exhibits attached constitute the entire understanding and agreement between the parties regarding the subject matter described in this Agreement. No other written documents or oral representations have any force or effect on the subject matter of this Agreement. XXI. Captions. The captions contained in this Agreement are not a part of this Agreement and do not in any way affect or alter the terms of this Agreement. XXII. Assignment. This Agreement may not be, in whole or in part, assigned or transferred directly or indirectly by the Recipient without prior written consent of the City Manager. XXIII. Disclosure of Interests. Recipient agrees to comply with City Ordinance No. 17112 and complete the Disclosure of Interests form as part of this Agreement. Recipient agrees to comply with Texas Government Code Section 2252.908 and complete Form 1295 Certificate of Interested Parties form as part of this Agreement, if applicable. For more information, please review the information on the Texas Ethics Commission's website at https://www.ethics.state.tx.us. Recipient agrees to comply with Chapter 176 of the Texas Local Government Code and file Form CIQ with the City Secretary's Office, if required. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at: http://www.cctexas.com/government/city- secretary/conflict-disclosure/index. Page 4 of 7 This Agreement takes effect upon the date of the last signature. CITY OF CORPUS CHRISTI ATTEST: Peter Zanoni, City Manager Date: Approved as to legal form: Assistant City Attorney for the City Attorney THE BOTANICAL AND NATURE INSTITUTE OF SOUTH TEXAS, INC. Signature Name: Title: Date: Page 5 of 7 EXHIBIT A Texas Tax Code, as amended § 351.101. USE OF TAX REVENUE. a) Revenue from the municipal hotel occupancy tax may be used only to promote tourism and the convention and hotel industry, and that use is limited to the following: (1) the acquisition of sites for and the construction, improvement, enlarging, equipping, repairing, operation, and maintenance of convention center facilities or visitor information centers, or both; (2) the furnishing of facilities, personnel, and materials for the registration of convention delegates or registrants; (3) advertising and conducting solicitations and promotional programs to attract tourists and convention delegates or registrants to the municipality or its vicinity; (4) the encouragement, promotion, improvement, and application of the arts, including instrumental and vocal music, dance, drama, folk art, creative writing, architecture, design and allied fields, painting, sculpture, photography, graphic and craft arts, motion pictures, radio, television, tape and sound recording, and other arts related to the presentation, performance, execution, and exhibition of these major art forms; (5) historical restoration and preservation projects or activities or advertising and conducting solicitations and promotional programs to encourage tourists and convention delegates to visit preserved historic sites or museums: (A) at or in the immediate vicinity of convention center facilities or visitor information centers; or (B) located elsewhere in the municipality or its vicinity that would be frequented by tourists and convention delegates; (6) for a municipality located in a county with a population of one million or less, expenses, including promotion expenses, directly related to a sporting event in which the majority of participants are tourists who substantially increase economic activity at hotels and motels within the municipality or its vicinity; and (b) Revenue derived from the tax authorized by this chapter shall be expended in a manner directly enhancing and promoting tourism and the convention and hotel industry as permitted by Subsection (a). That revenue may not be used for the general revenue purposes or general governmental operations of a municipality. (c) The governing body of a municipality by contract may delegate to a person, including another governmental entity or a private organization, the management or supervision of programs and activities funded with revenue from the tax authorized by this chapter. The governing body in writing shall approve in advance the annual budget of the person to which it delegates those functions and shall require the person to make periodic reports to the governing body at least quarterly listing the expenditures made by the person with revenue from the tax authorized by this chapter. The person must maintain revenue provided from thetax authorized by this chapter in a separate account established for that purpose and may not commingle that revenue with any other money. The municipality may not delegate to any person the management or supervision of its convention and visitors' programs and activities funded with revenue from the tax authorized by this chapter other than by contract as provided by this subsection. The approval by the governing body of the municipality of the annual budget of the person to whom the governing body delegates those functions creates a fiduciary duty in the person with respect to the revenue provided by the tax authorized by this chapter. Page 6 of 7 (d) A person with whom a municipality contracts under this section to conduct an activity authorized by this section shall maintain complete and accurate financial records of each expenditure of hotel occupancy tax revenue made by the person and, on request of the governing body of the municipality or other person, shall make the records available for inspection and review to the governing body or other person. (e) Hotel occupancy tax revenue spent for a purpose authorized by this section maybe spent for day- to-day operations, supplies, salaries, office rental, travel expenses, and other administrative costs only if those administrative costs are incurred directly in the promotion and servicing expenditures authorized under Section 351.101(a). If a municipal or other public or private entity that conducts an activity authorized under this section conducts other activities that are not authorized under this section, the portion of the total administrative costs of the entity for which hotel occupancy tax revenue may be used may not exceed the portion of those administrative costs actually incurred in conducting the authorized activities. (f) Municipal hotel occupancy tax revenue may not be spent for travel for a person to attend an event or conduct an activity the primary purpose of which is not directly related to the promotion of tourism and the convention and hotel industry or the performance of the person's job in an efficient and professional manner. (g) Nothing in this section shall prohibit any private entity, person, or organization from making subgrants by contract to any other person, entity, or private organization for expenditures under Section 351.101(a)(4). A subgrantee shall: (1) at least annually make periodic reports to the governing body of its expenditures from the tax authorized by this chapter; and (2) make records of these expenditures available for review to the governing body or other person. Page 7 of 7 SC 00 � 0 � o NCORPOR 1'0 AGENDA MEMORANDUM zss2 Action Item for the City Council Meeting April 26, 2022 DATE: April 13, 2022 TO: Peter Zanoni, City Manager FROM: Andrea Gardner, Assistant City Manager and reaga(a)cctexas.com (361) 826-3506 Resolution to Accept a Public Improvement District (PID) Petition for the Proposed Whitecap Preserve Development CAPTION: Resolution by the City Council of the City of Corpus Christi to accept a Petition by Diamond Beach Holdings, LLC to create the Whitecap Preserve Public Improvement District (PID)for the proposed Whitecap Preserve Development and set a public hearing for May 17, 2022 under Section 372.009 of the Texas Local Government Code to consider feasibility and advisability of establishing the district, authorizing, and directing the publication, mailing of notices of the public hearing, providing for a severability clause, and providing an effective date. SUMMARY: Resolution to accept the Petition for the Creation of a Public Improvement District (PID) within the corporate limits of the City of Corpus Christi, Texas and to call for a public hearing. BACKGROUND: In March 2020, the City Council adopted a Public Improvement District (PID) policy to guide the creation of City PIDs. On September 22, 2021 , a PID application was received for the proposed Whitecap Preserve Development. On February 9, 2022, the City received a PID petition from Ashlar Development for the proposed PID that was followed by a revised petition received on April 8, 2022. On March 29, 2022, City staff, bond counsel, Norton Rose Fulbright, and the contract PID Administrator, P3 Works, provided a briefing to City Council on the concepts of PIDs, an overview of Texas Local Government Code Chapter 372 and included a comparison to other economic development tools. On April 12, 2022, Ashlar Development introduced the Whitecap Preserve Development. The development is proposed to consist of 242 total acres, of which 50-acres is currently anticipated to be commercial development and the balance will be residential, hotel, marina, mixed-use and a nature preserve. The first phase of the project is anticipated to break ground in late spring or early summer of 2022. The last phase is scheduled to reach full buildout in seven to ten years. Texas Local Government Code (LGC) 372.005 requires the PID petition to state (1) the general nature of the proposed improvement; (2) the estimated cost of the improvement; (3) the boundaries of the proposed assessment district; (4) the proposed method of assessment, which may specify included or excluded classes of assessable property; (5)the proposed apportionment of cost between the public improvement district and the municipality or county as a whole; (6) whether the management of the district is to be by the municipality or county, the private sector, or a partnership between the municipality or county and the private sector; (7) that the persons signing the petition request or concur with the establishment of the district; and (8) that an advisory body may be established to develop and recommend an improvement plan to the governing body of the municipality or county. Texas LGC 372.009 requires a public hearing before a public improvement district may be established and improvements provided by the district may be financed. City staff is proposing the public hearing to be held on Tuesday, May 17, 2022 at 11:30 a.m. held in City Hall Council Chambers at 1201 Leopard, Corpus Christi, TX 78401 . Notice of the hearing must be given in a newspaper of general circulation in the municipality. The final publication of notice must be made before the 15th day before the date of the hearing. Publication will be placed in the Corpus Christi Caller-Times on May 1St, 2022. A written notice containing the required information outlined in Sec. 372.009 (c) must be mailed before the 15th day before the date of the hearing. The notice must be addressed to "Property Owner" and mailed to the current address of the owner, as reflected on tax rolls, of property subject to assessment under the proposed public improvement district. City staff will be mailing the notices by no later than Friday, April 29, 2022. Texas LGC 372.007 authorizes the City to utilize the services of a consultant to prepare a report to determine whether an improvement should be made as proposed by the filed petition or whether the improvement should be made in combination with other improvements authorized by Tx LGC 372. The City entered a contract with P3 Works to complete a feasibility report and include estimates of the cost of the improvement or combination of improvements made. For purposes of determining the feasibility and desirability of an improvement district, the governing body may take other preliminary steps before the hearing and before establishing a public improvement district or before entering into a contract to consider the following items: (1) the advisability of the improvement; (2) the nature of the improvement; (3) the estimated cost of the improvement; (4) the boundaries of the public improvement district; (5) the method of assessment; and (6) the apportionment of costs between the district and the municipality. PROCUREMENT DETAIL: N/A ALTERNATIVES: After the public hearing, the City Council could decide to delay action to approve the PID petition submitted by Ashlar Development. FISCAL IMPACT: The fiscal impact to the City of Corpus Christi is expected to be an $800 million development that includes 242-acres and is planned for full buildout in 7 to 10 years. FUNDING DETAIL: N/A RECOMMENDATION: Staff recommends City Council approve the resolution to accept a Public Improvement District (PID) Petition by Diamond Beach Holdings, LLC for the proposed Whitecap Preserve Development and to set the date for the required public hearing as May 17, 2022, at 11 :30 a.m. held in City Hall Council Chambers at 1201 Leopard, Corpus Christi, TX 78401 . A recommended motion is attached in Exhibit B, enclosed in the Letter from Norton Rose Fulbright, "I move that City Council adopt a resolution accepting the petition, authorizing a public hearing and publication and mailing of notices." LIST OF SUPPORTING DOCUMENTS: Resolution Revised PID Petition by Diamond Beach Holdings, LLC PID Application by Diamond Beach Holdings, LLC Letter from Norton Rose Fulbright — Resolution Accepting Petition Presentation CITY OF CORPUS CHRISTI, TEXAS RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS, ACCEPTING A PETITION TO CREATE THE WHITECAP PRESERVE PUBLIC IMPROVEMENT DISTRICT; CALLING FOR A PUBLIC HEARING UNDER SECTION 372.009 OF THE TEXAS LOCAL GOVERNMENT CODE FOR THE CREATION OF THE WHITECAP PRESERVE PUBLIC IMPROVEMENT DISTRICT WITHIN THE CORPORATE LIMITS OF THE CITY OF CORPUS CHRISTI, TEXAS; TO CONSIDER THE FEASIBILITY AND ADVISABILITY OF ESTABLISHING THE DISTRICT; AUTHORIZING AND DIRECTING THE PUBLICATION AND MAILING OF NOTICES OF THE PUBLIC HEARING; PROVIDING FOR A SEVERABILITY CLAUSE; AND PROVIDING AN EFFECTIVE DATE. WHEREAS,Chapter 372 of the Texas Local Government Code(the"Act") authorizes the creation of public improvement districts; and WHEREAS, on April 7, 2022, the owners of real property delivered to the City of Corpus Christi, Texas(the"City")a petition for the property described in Exhibit A thereto(the"Petition", which is attached as Exhibit A and incorporated herein for all purposes)meeting the requirements of the Act and indicating: (i) the owners of more than fifty percent (50%) of the appraised value of the taxable real property liable for assessment, and (ii) the owners of more than fifty percent (50%)of the area of all taxable real property liable for assessment within the District have executed the Petition requesting that the City Council create the Whitecap Preserve Public Improvement District(the"District"); and WHEREAS,the Act states that the Petition is sufficient if signed by owners of more than fifty percent (50%) of the taxable real property, according to appraised value, and either of the following: more than fifty percent (50%) of the area of all taxable real property liable for assessment under the proposal, or more than fifty percent (50%) of all record owners of property liable for assessment; and WHEREAS, the Act further requires that prior to the adoption of the resolution creating the District, the City Council must hold a public hearing on the advisability of the improvements, the nature of the improvements contemplated, the estimated costs of the improvements, the boundaries of the District, the method of assessment, and the apportionment, if any, of the costs between the District and the City. 1156.01 1\102838.5 NOW,THEREFORE,BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: Section 1. The findings set forth in the recitals of this Resolution are found to be true and correct and are hereby approved and incorporated by reference as though fully set forth herein. Section 2. City staff reviewed the Petition and determined that same complied with the requirements of the Act and the City Council accepts the Petition. The Petition is filed with the office of the City Secretary and is available for public inspection. Section 3. The City Council calls a public hearing to be scheduled at or after 11:30 a.m. on May 17, 2022, to be held at the regular meeting place of the City Council of the City at City Hall located at 1201 Leopard Street, Corpus Christi, Texas on the advisability of the improvements, the nature of the improvements contemplated, the estimated costs of the improvements,the boundaries of the District, the method of assessment, and the apportionment, if any, of the costs between the District and the City. Attached hereto as Exhibit B is a form of the Notice of Public Hearing, the form and substance of which is hereby adopted and approved. All residents and property owners within the District, and all other persons, are hereby invited to appear in person, or by their attorney, and speak on the creation of the District. Section 4. The City Council hereby authorizes and directs the City Secretary, on or before May 1, 2022, in accordance with the Act, to: (a) publish notice of the public hearing in a newspaper of general circulation in the City and in the part of the City's extraterritorial jurisdiction in which the proposed District is to be located or in which the improvements are to be undertaken; and (b) mail notice of the public hearing to the owners of property located in the proposed District as reflected on the tax rolls. Section 5. If any portion of this Resolution shall, for any reason, be declared invalid by any court of competent jurisdiction, such invalidity shall not affect the remaining provisions hereof and the City Council hereby determines that it would have adopted this Resolution without the invalid provision. Section 6. This Resolution shall be in full force and effect from and after the date of its passage, and it is accordingly so resolved. 1156.01 1\102838.5 PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS THIS THE 26th DAY OF APRIL, 2022. CITY OF CORPUS CHRISTI, TEXAS PAULETTE M. GUAJARDO, MAYOR ATTEST: Rebecca L. Huerta, CITY SECRETARY APPROVED THIS 26th DAY OF APRIL, 2022 Miles Risley, City Atttorney Execution Page S-1 1156.011\102838.5 THE STATE OF TEXAS § COUNTY OF N UECES § I, the undersigned, City Secretary of the City of Corpus Christi, Texas, do hereby certify that the above and foregoing is a true, full and correct copy of a Resolution passed by the City Council of the City of Corpus Christi, Texas (and of the minutes pertaining thereto) on the 26' day of April, 2022, relating to City's acceptance of a petition to create a public improvement district and calling a public hearing relating thereto, which Resolution is duly of record in the minutes of said City Council, and said meeting was open to the public, and public notice of the time, place and purpose of said meeting was given, all as required by Texas Government Code, Chapter 551. EXECUTED UNDER MY HAND AND SEAL of said City, this the day of , 2022. City Secretary (CITY SEAL) Execution Page S-2 1156.011\102838.5 PASSED AND APPROVED on the 26th DAY OF APRIL, 2022: 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 Execution Page S-3 1156.011\102838.5 EXHIBIT A PETITION FOR CREATION PETITION FOR THE CREATION OF A PUBLIC IMPROVEMENT DISTRICT WITHIN THE CORPORATE LIMITS OF CORPUS CHRISTI,TEXAS This petition(the"Petition") is submitted and filed with the City Secretary of the City of Corpus Christi, Texas (the " it '), by Diamond Beach Holdings, LLC (the "Owner"), acting pursuant to the provisions of Chapter 372,Texas Local Government Code,as amended(the"Act"), requesting that the City create a public improvement district (the "Dis ict') to include property located within the corporate limits of the City (the "Prom%PAX"), more particularly described in Exhibit A and depicted in Exhibit B' Owner hereby represents that: (1) Owner represents more than fifty percent(50%)of the appraised value of taxable real property liable for assessment in the proposed District, as determined by the current roll of the appraisal district in which the Property is located; and (2) Owner is the record owner of real property liable for assessment under the proposed District who: (A)constitutes more than fifty percent (50%) of all record owners of property that is liable for assessment under the proposed District; and (B) owns taxable real property that constitutes more than fifty percent(50%)of the area of all taxable real property that is liable for assessment under the proposed District. In support of this Petition,the Owner presents the following: Section 1. General Nature of the Authorized Improvements. The purposes of the District include the design, acquisition, construction, and improvement of public improvement projects authorized by§372.003(b)of the Act that arc necessary for the development of the Property,which public improvements may include,but not be limited to:(1)design,construction and other allowed costs related to street and roadway improvements, including related earthwork, sidewalks, drainage, utility relocation, signalization, landscaping, lighting, signage, and rights-of-way; (2) design,construction and other allowed costs related to storm drainage improvements; (3)design, construction and other allowed costs related to water, wastewater and drainage (including detention)improvements and facilities;(4)design,construction and other allowed costs related to erection of fountains, distinctive lighting and signs, and acquisition and installation of pieces of art;(5)design,construction and other allowed costs related to parks,open space,and recreational improvements,including trails,landscaping,and irrigation related thereto;(6)design,construction and other allowed costs related to off-street parking facilities, including related sidewalks, drainage, utility relocation, signalization, landscaping, lighting, signage and rights-of-way; (7) design,construction and other allowed costs related to projects similar to those listed in subsections (1) - (6) above authorized by the Act, including similar off-site projects that provide a benefit to the Property within the District;(8)costs related to special supplemental services for improvement and promotion of the District, including services related to advertising, promotion, health and sanitation, water and wastewater, public safety, security, business recruitment, development, recreation, and cultural enhancement; (9) payment of expenses incurred in the establishment, administration and operation of the District; and (10) payment of expenses associated with financing such public improvement projects, which may include but are not limited to, costs associated with issuance and sale of revenue bonds secured by assessments levied against the Property (collectively, the "Authorized Improvements"). These Authorized Improvements shall promote the interests of the City and confer a special benefit on the Property. Section 2. Estimated Cost of the Authorized Improvements.The Owner estimates that the total cost of the Authorized Improvements is$I 00,WO,OW. 11%.0 1 I A02937.5 Exhibit A—Page 1 1156.011\102838.5 Section 3. Boundaries or the Pro pgscd District. The District is propo-~ ,[ it) Include the Property. Scchon4. .SM 7. Wiftn the District to pay the oosz of II,,' in ii mtimer that rusults ill i.III P0S:.'!'.L:LILJ'LLI I'll 1-117011CVIV N1331ilariy I)CIlel-i(cil. F"ich aswsnlelli T11:1% 1�1;lid itl t'LI.11 0T III 1101 I IIW[Uding jccruxk; ;III(] il%IL7VSt) W!11'111,11 1�L-11;j[[V at any 1IrTl C L)1, 111 11:11if ill aillwal lliswlhnclwti:'.:1LM,1111L- u111.1 c1uhl l 11' pz'sid in annual ,uL:h installillerl" 'lc :-., 10 lll;.Ct -irival otisi� fi,ir the 'W',111.111/12J [mprovk:i1w-.ils LA11111.111.4C 1'01' 1 JN:EWJ 4) '111Y indebtedacss incor-r"', to p;-N the costs of the ltriit 1 Ized Improvements. S cul'I L)Ti _P wgt[ti .Appurtionmcni 'L}' ('01! 1WIV-L-L-11 ilic District and the City, The City SIU111 1101 hla Okligi,[L'd '.1.1 provide awry funds to liii4ln�x tht- Aullwrized Improvements. The cost of zht.! \uihori,-.�J i-[-Ti-o%LLvic'ms will WNW N1111 lhe and from otbeTwurm Offurids, III "IL. Owner. ti'ctid ll _11L the s ti I be man ged (J. �I-I: ().-AN."' "N`!'Ojh)­�-'� 0-.it Di-t c a Ilk 111C ( i1s, .4itli L'Jk i'' :1 WII:Sttkan Mlo 1'-orl I.. ., !o lime. advise the City rt-P LTC 1:71 curuu n L,pera i i u ns o the 1)1 L�t h L71. S ct I t 5n 7- 0' %I ic z, R�u Estahl i,,I iment p f IIIc I)L s I.r.L:I. I I1 L' pc rso,v, L,Ign L rig this Petition ruqLLLLs! C�!1.I[,jI,;llMWj Of thi: D!.Q-m!I. 1'hi.s p(AiL11111 lll{lv '-x, ILI'ricc; In r11tI_1--,Ij1lC oounteTaTtS whi0i. whol -A :i-, -,hall 66 -,]L:U I I-I c,J one k,I L gi nal. .',)cL:1 iou 8, Advim,i%- Board, The pmposcs thiii I I ic DL�i k:,;1xi1,-.,Aed and X'Vithout the Lxcii-.iawn of an advisory bMy. I'lli, Ild, hcen signed by (1 ) flit:onvriers Of 11L';U11:0 1C;11 1110111.:IIN: FL:111FUSCinting More I 11 JJl ._'1k7C flit 111 L: .;1)11 F;L I*�Ck VLIIUc of taxMfl-., real 1110;1T11tt"F a.s"scssinent under the l_11:tCI_I11IIICd by the current roll of the d',1[1U1iSiL1 Ill kk'"'LJI 111C [WOPCTty iflo,2'Ht4dL, J:)d Q'i FC,klld 11%411CN01 Teal properly liah1Cf0jLaL1'SL`1'1l[.l2l11 A11Lk_!r-hv prispo,.d v'tho: (A)constitulie 1111.11-V '11.!I1 �'l Of 111 Tcckird mk iim of pi-ipeTty I, :,!,J)k! h)r am.�esirnent under the 111 okk real 11:orlo'l� 111011 .;,All �o percent o!"ilic ama ofall ILLA.LL!IX 1,%11 1`L'IIUFLY 11KL Ls lHibIL: Corlissesm,:w II did the prupo,5a1. I ill, f'k:I;I__0TJ is hereby filed with the City Secretary of il;e City in supporl 411 flic ,11 1.114 111C 01% C touricil as herein pro -'Id d. The uiii:,L!niLriL!Ll 7 IjI.JL Illk- s-,r:,ri: ii, c;m.mmk ;L,, ahWlt: �t;J(t:.kj I HE REMAIN'D1,R OF TI 11S PA61- IS IN_1+A'_F1U\AfT1' 13I,A1.K Exhibit A-Page 2 1156.011\102838.5 RESPECTFULLY SUBMITTED THIS 7th DAY OF APRIL, 2022. DIAMOND BEACH HOLDINGS, ITC' a Texas limi i'shility campany By: Name: . Title: Exhibit A—Page 3 1156.011\102838.5 EXHIBIT A Metes and Bounds Description of the Property (approximately 242.011 scresl 247.011 acrd.; dcing 311 of a 3'a.892 acre tact referoncod and &v:ribcd by niE+o,, x bunch in Substitute Trustee's Dced, Doc. No 2017050832. Official Records. Nue.es Coy qty Texas, said 39 B92 acre tact ber^)g out of Tract 27C and 27C of the Padre Island — Comu= Chrls'i la.-�d Fa1;way Estates. Hereafter referied to as P.1.C.C.I.F.E., Lots 27C ano 27D a rrao of:•,rhlwh z5 (,;Car47a' l in V)I 6'). �g ;`70 Map Records, NUCCes COL,inry, Texas;and 202 3'9:3cfo-• r oto;roncod n Garrectcq 0:arrar} Deed, Doc. No 20180155.12, Official Recc,ds, N;;e = Crr�jnty. Tvxas,, and dc,cribed by r Imte> & bOUnds of a 26.6291acre tract Jract 1,,. a :r 2 3I acre r3c iTrac1 2i a 74.440 acre tract ;-ract 3:) and a 3D.684 acre t-a,-I ,Trac, 4). ;a re &except 3-745 acres, said 3.749 a rc{ bring d p4 t cn of a 60-fool wide strcot 'm0, also kric"wn as 'Aquarius Starck Rc- Aliprormr:-)t , recorded in Doc. No. 2011039226, Official Records Nueaes COILvv, T?vas s2 :d 202 319 acres incl-iding portions of Trait 27C and 27D of PIC C LF E , ots 27C and 27D, a !nap of whic-i s recd-did in Vol 67 Pg 779, Map Reoords, NLICCC-5 Coal y Taxxas a portion of P I C C 1 F F , Blc,c.ks 45 & 46, � ma p of which is recorded in 'v-.1 �: =_� ; �­- l`.' ip Records Nuccc!L Courcy, Te)ca5 a Dor'ien of 0.G,C-C,I.F.E-, Block 3,a map of%0if;I r. ,-rdz�n in Vo I.40, Pg 145-1 C,. flap Record;. County, Texas: all of P.I,C C i - I:1. c?�� 38, 39, and 4C 3 rm n)f which is recorded in Vol 41,Pg. 128,Map Records, hdu}.o°s 4 ur_.} T�',=as; 3 portion of P. .G.0 r_ = Rlac ks 24-33, a ma p of vA7ich is recorded in VoI 77v I v 1 e 1,1a p Records. Nueces C.W iir-',v. -d: ,:i . a portion of PI C C_I.F.E.. Blocks 43 44. a 'T 1,; f .:'II is rccordec in P 1.. Va R cord N.I^r_e ' Vol. 42, g �- . . p e� 1, _-- s County. ,r_)eas. ,nC portiGr~�, :, u F ` Iocks 34,35.a n c :, 3 nu,c of which is recorded, in Vc 40 Pg 183-184.Map �'Sr.t dam, `Borers Co:antV. Texas, said r31or 13- 35. 38 43. 44.and 3 portion of Block 34 now nlat rocordcd in Vol. 67, Pg 683. %;li-) Records. Nuecez r:ount�, Toxas 115h.0I I�10293 7.5 Exhibit A—Page 4 1156.011\102838.5 EXIIIB17'B Depiction of the Property XtL n TRACT 3 •� oeNc.r TRACT 3 l DOC4uoKR[! :s.0..CECW�t /,, O MCT TRACT w\ TRACT 4 ]O.MIA- C '_ ooc.No sorsa 1� ONNDT. TRACT 1 OOC.NO.mtsorw} ORMCT 39.7 ACRE TRACT DOC "A'10{061} OPNCI ; LJ� ..°.. Diamond Beach Holdings '.."°'°" WHITECAP PRESERVE IJ�ENOINEEPoNO PUBLIC IMPROVEMENT DISTRICT(PID)BOUNDARY DEPICTION 242.011 ACRES 1156.011`.102917.5 Exhibit A—Page 1 1156.011\102838.5 EXHIBIT B CITY OF CORPUS CHRISTI,TEXAS NOTICE OF PUBLIC HEARING REGARDING THE CREATION OF A PUBLIC IMPROVEMENT DISTRICT Pursuant to Section 372.009(c) and (d) of the Texas Local Government Code, as amended, notice is hereby given that the City Council of the City of Corpus Christi, Texas ("City"), will hold a public hearing to accept public comments and discuss the petition (the "Petition"), filed by Diamond Beach Holdings, LLC, a Texas Limited Liability Company (the "Petitioner"), requesting that the City create the Whitecap Preserve Public Improvement District (the "District") to include property owned by the Petitioner. Time and Place of the Hearing. The public hearing will start at or after 11:30 a.m.on May 17,2022 at the regular meeting place of the City Council of the City at City Hall located at 1201 Leopard Street, Corpus Christi, Texas. General Nature of the Proposed Authorized Improvements. The purposes of the District include the design, acquisition, construction, and improvement of public improvement projects authorized by the Public Improvement District Assessment Act, codified as Chapter 372, Texas Local Government Code, as amended (the "Act"), that are necessary for the development of the property within the District, which public improvements may include, but not be limited to: (1) design, construction and other allowed costs related to street and roadway improvements, including related earthwork, sidewalks, drainage, utility relocation, signalization, landscaping, lighting, signage, and rights-of-way; (2) design, construction and other allowed costs related to storm drainage improvements; (3) design, construction and other allowed costs related to water, wastewater and drainage (including detention) improvements and facilities; (4) design, construction and other allowed costs related to erection of fountains, distinctive lighting and signs, and acquisition and installation of pieces of art; (5) design, construction and other allowed costs related to parks, open space, and recreational improvements, including trails, landscaping, and irrigation related thereto; (6) design, construction and other allowed costs related to off-street parking facilities, including related sidewalks, drainage, utility relocation, signalization, landscaping, lighting, signage and rights-of- way;(7)design,construction and other allowed costs related to projects similarto those listed in subsections (1)-(6)above authorized by the Act,including similar off-site projects that provide a benefitto the Property within the District; (8)design,construction and other allowed costs related to special supplemental services for improvement and promotion of the District,including services related to advertising,promotion,health and sanitation,water and wastewater,public safety,security,business recruitment,development,recreation, and cultural enhancement; (9) payment of expenses incurred in the establishment, administration and operation of the District;and(10) payment of expenses associated with financing such public improvement projects,which may include but are not limited to,costs associated with issuance and sale of revenue bonds secured by assessments levied against the Property (collectively,the "Authorized Improvements"). These Authorized Improvements shall promote the interests of the City and confer a special benefit on the Property. Estimated Cost of the Authorized Improvements. The estimated cost to design, acquire and construct the Authorized Improvements, including eligible costs related to the establishment, administration and operation of the District and expenses associated with financing Authorized Improvements is$100,000,000. Proposed District Boundaries. The District is proposed to include approximately 242.011 acres of land generally located 0.1 miles west of the intersection of Park Road 22 and Highway 361 along Commodores Drive; and as more particularly described by a metes and bounds description available from the City Secretary's Office at City Hall located at 1201 Leopard Street, Corpus Christi, Texas and available for public inspection during regular business hours. Exhibit B—Page 1 1156.011\102838.5 Proposed Method of Assessment. City shall levy assessments on each parcel within the District in a manner that results in imposing equal shares of the costs on property similarly benefited. Each assessment may be paid in full at any time (including accrued and unpaid interest), and certain assessments may be paid in annual installments (including interest and debt). If an assessment is allowed to be paid in installments, then the installments must be paid in amounts necessary to meet annual costs for those Authorized Improvements financed by the assessments and must continue for a period necessary to retire the indebtedness issued to finance or refinance those Authorized Improvements (including interest). Proposed Apportionment of Cost between the District and City. City will not be obligated to provide any funds to finance the Authorized Improvements, other than from assessments levied on the District property.No municipal property in the District shall be assessed. The Petitioner may also pay certain costs of the improvements from other funds available to it as developer of the District. Exhibit B—Page 2 1156.011\102838.5 -- FEB 0 0 2022 PETITION FOR THE CREATION OF A PUBLIC IMPROVEMENT DISTRICT WITHIN THE Icily ETAW's OfficEl CORPORATE LIMITS OF CORPUS CHRISTI, TEXAS This petition (the "Petition") is submitted and filed with the City Secretary of the City of Corpus Christi, Texas (the "City"), by Diamond Beach Holdings, LLC (the "Owner"), acting pursuant to the provisions of Chapter 372,Texas Local Government Code,as amended(the"Act"), requesting that the City create a public improvement district (the "District") to include property owned by the Owner and located within the corporate limits of the City (the "Property"), more particularly described in Exhibit A and depicted in Exhibit B. In support of this Petition, the Owner presents the following: Section 1. General Nature of the Authorized Improvements. The purposes of the District include the design, acquisition, construction, and improvement of public improvement projects authorized by§372.003(b)of the Act that are necessary for the development of the Property,which public improvements may include,but not be limited to: (1)design, construction and other allowed costs related to street and roadway improvements, including related earthwork, sidewalks, drainage, utility relocation, signalization, landscaping, lighting, signage, and rights-of-way; (2) design, construction and other allowed costs related to storm drainage improvements; (3) design, construction and other allowed costs related to water, wastewater and drainage (including detention) improvements and facilities; (4) design, construction and other allowed costs related to erection of fountains, distinctive lighting and signs, and acquisition and installation of pieces of art; (5) design, construction and other allowed costs related to parks, open space, and recreational improvements,including trails,landscaping,and irrigation related thereto; (6)design, construction and other allowed costs related to off-street parking facilities, including related sidewalks, drainage, utility relocation, signalization, landscaping, lighting, signage and rights-of-way; (7) design,construction and other allowed costs related to projects similar to those listed in subsections (1) - (6) above authorized by the Act, including similar off-site projects that provide a benefit to the Property within the District; (8)costs related to special supplemental services for improvement and promotion of the District, including services related to advertising, promotion, health and sanitation, water and wastewater, public safety, security, business recruitment, development, recreation, and cultural enhancement; (9) payment of expenses incurred in the establishment, administration and operation of the District; and (10) payment of expenses associated with financing such public improvement projects, which may include but are not limited to, costs associated with issuance and sale of revenue bonds secured by assessments levied against the Property (collectively, the "Authorized Improvements"). These Authorized Improvements shall promote the interests of the City and confer a special benefit on the Property. Section 2. Estimated Cost of the Authorized Improvements. The Owner estimates that the total cost of the Authorized Improvements is $100,000,000. Section 3. Boundaries of the Proposed District. The District is proposed to include the Property. Section 4. Proposed Method of Assessment. The City shall levy an assessment on each lot within the District to pay the cost of the Authorized Improvements in a manner that results in imposing equal shares of the cost on property similarly benefited. Each assessment may be paid in 1156.011\102837.4 full or in part (including accrued and unpaid interest) without penalty at any time or may be paid in annual installments (including interest and debt). If paid in annual installments, such installments must be paid in amounts necessary to meet annual costs for the Authorized Improvements and must continue for a period necessary to retire any indebtedness incurred to pay the costs of the Authorized Improvements. Section 5. Proposed Apportionment of Cost between the District and the City. The City shall not be obligated to provide any funds to finance the Authorized Improvements. The cost of the Authorized Improvements will be paid from the assessments and from other sources of funds, if any, available to the Owner. Section 6. Management of the District. The Owner proposes that the District be managed by the City, with the assistance of a consultant, who shall, from time to time, advise the City regarding certain operations of the District. Section 7. Owner Requests Establishment of the District.The persons signing this Petition request the establishment of the District. This petition may be signed in multiple counterparts which, when taken together, shall be deemed one original. Section 8. Advisory Board. The Owner proposes that the District be established and managed without the creation of an advisory body. This Petition has been signed by(1)the owners of taxable real property representing more than 50 percent of the appraised value of taxable real property liable for assessment under the proposal,as determined by the current roll of the appraisal district in which the property is located; and(2)record owners of real property liable for assessment under the proposal who: (A) constitute more than 50 percent of all record owners of property that is liable for assessment under the proposal; or (B) own taxable real property that constitutes more than 50 percent of the area of all taxable real property that is liable for assessment under the proposal. This Petition is hereby filed with the City Secretary oft e City in support of the creation of the District by the City Council as herein provided. The undersigned requests that the City Council grant its consent as above stated. THE REMAINDER OF THIS PAGE IS INTENTIONALLY BLANK 1156.011\102837.4 RESPECTFULLY SUBMITTED THIS '! DAY OF FEBRUARY 2022. DIAMOND BEACH HOLDINGS, LLC a Tq1imi liability company By Na �i17�, l�'1, Z, Title: V, Cc 1156.011\102837.4 EXHIBIT A Metes and Bounds Description of the Property (approximately 206.01 acres) LNV engineers architects contractors Solutions Today with a en 9 i Vision for Tomorrow 30.68 ACRE TRACT Field Notes Description SHOWING THE BOUNDARY OF A 30.68-ACRE TRACT OF LAND HEREIN DESCRIBED AS"TRACT 4", COMPRISED OF A PORTION OF LOT 27C OF THE PADRE ISLAND-CORPUS CHRISTI ISLAND FAIRWAY ESTATES,HEREAFTER REFERRED TO AS P.1.C.C.I.F.E,A MAP OF WHICH IS RECORDED IN VOLUME 67, PAGE 779, MAP RECORDS, NUECES COUNTY, TEXAS, A PORTION OF BLOCK 26 OF THE P.I.C.C.I.F.E., BLOCKS 24-33, A MAP OF WHICH IS RECORDED IN VOLUME 40, PAGE 154, MAP RECORDS,NUECES COUNTY,TEXAS A PORTION OF THE P.I.C.C.I.F.E.,BLOCKS 43-44,A MAP OF WHICH IS RECORDED IN VOLUME 42,PAGE 10, MAP RECORDS,NUECES COUNTY,TEXAS,AND PORTIONS OF BLOCKS,34,35,AND 36 OF THE P.I.C.C.I.F.E,BLOCKS 34,35,AND 36,A MAP OF WHICH IS RECORDED IN VOLUME 40,PAGE 183,MAP RECORDS,NUECES COUNTY,TEXAS,SAID BLOCKS 26, 35,36,43,44,AND A PORTION OF BLOCK 34 NOW VACATED AS PER PLAT RECORDED IN VOLUME 67, PAGE 688,MAP RECORDS,NUECES COUNTY,TEXAS,SAID 30.68-ACRE TRACT BEING MORE FULLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS; BEGINNING: AT A 5/8 INCH IRON ROD(Y=17,115,595.64,X=1,396,489.86)FOUND ON THE SOUTH RIGHT-OF-WAY LINE OF ESTRADA DRIVE(60' R.O.W.), SAME BEING ON THE SOUTH LINE OF A CALLED 3.766-ACRE TRACT KNOWN AS A"RIGHT-OF-WAY EASEMENT FOR THE AQUARIUS STREET RE-ALIGNMENT" DESCRIBED IN A DEED TO THE CITY OF CORPUS CHRISTI AS RECORDED IN DOCUMENT NO. 2011039226, OFFICIAL RECORDS, NUECES COUNTY, TEXAS, FOR THE UPPER NORTHWEST CORNER OF LOT 21,SAID BLOCK 34,FOR AN EXTERIOR CORNER OF SAID LOT 27C, AND FOR A CORNER HEREOF; THENCE: S 02°16'21"E,ALONG THE WEST LINTE OF SAID LOT 21,BLOCK 34,A DISTANCE OF 47.77 FEET TO A 5/8 INCH IRON ROD FOUND,FOR A CORNER HEREOF; THENCE: S 44°49'36" E, A DISTANCE OF 280.79 FEET TO A 5/8 INCH IRON ROD FOUND FOR A COMMON CORNER OF LOTS 21 AND 22,SAID BLOCK 34,AND FOR A CORNER HEREOF; THENCE: N 37°25'07"E,ALONG THE COMMON LINE OF SAID LOTS 21 AND 22,A DISTANCE OF 283.16 FEET TO A 5/8 INCH IRON ROD FOUND ON THE SOUTH RIGHT-OF-WAY LINE OF COMMODORE'S DRIVE(120'R.O.W.)LOCATED ON A NON-TANGENT CURVE TO THE LEFT,WITH A RADIUS OF 562.31 FEET,A CHORD BEARING OF S 62°06'30"E AND A CHORD LENGTH OF 109.26 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE LEFT,AN ARC LENGTH OF 109.43 FEET TO A 5/8 INCH IRON ROD FOUND,FOR A COMMON CORNER OF LOTS 22 AND 23,SAID BLOCK 34,FOR A CORNER HEREOF; THENCE: S 28°44'12"W,ALONG THE COMMON LINE OF SAID LOTS 22 AND 23,A DISTANCE OF 200.97 FEET TO A 5/8 INCH IRON ROD FOUND,FOR A CORNER HEREOF; THENCE: S 09°54'41"W,A DISTANCE OF 275.84 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 13°36'58"E,A DISTANCE OF 55.06 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 05°18'06"E,A DISTANCE OF 181.88 FEET TO A POINT LOCATED ON A CURVE TO THE RIGHT,WITH A RADIUS OF 91.11 FEET,A CHORD BEARING OF S 05°22'28"W AND A CHORD LENGTH OF 33.76 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE RIGHT,AN ARC LENGTH OF 33.95 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 19°49'40"W,A DISTANCE OF 126.03 FEET TO A POINT LOCATED ON A CURVE TO THE LEFT,WITH A RADIUS OF 133.47 FEET,A CHORD BEARING OF S 10°19'44"W AND A CHORD LENGTH OF 98.40 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TOTHE HE LEFT,AN ARC LENGTH OF 100.78 FEET,TO A POINT,FOR A CORNER HEREOF; THENCE: S 10°15'25"E,A DISTANCE OF 115.67 FEET TO A POINT LOCATED ON A CURVE TO THE LEFT,WITH A RADIUS OF 142.77 FEET,A CHORD BEARING OF S 24°43'36"E AND A CHORD LENGTH OF 66.19 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE LEFT,AN ARC LENGTH OF 66.80 FEET,TO A POINT,FOR A CORNER HEREOF; THENCE: S 06°16'08"E,A DISTANCE OF 4.08 FEET TO A POINT,FOR A CORNER HEREOF; it 1156.01 1\102837.4 EXHIBIT A Metes and Bounds Description of the Property (approximately 206.01 acres) THENCE: S 38'10'10"E,A DISTANCE OF 46.88 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 67°58'17"E,A DISTANCE OF 4.21 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 41'14'16"E,A DISTANCE OF 78.54 FEET TO A POINT LOCATED ON A CURVE TO THE LEFT, WITH A RADIUS OF 348.61 FEET,A CHORD BEARING OF S 52-26-15"E AND A CHORD LENGTH OF 112.41 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE LEFT, AN ARC LENGTH OF 112.91 FEET TO A POINT LOCATED ON A REVERSE CURVE TO THE RIGHT,WITH A RADIUS OF 35.56 FEET,A CHORD BEARING OF S 27°53'47"E AND A CHORD LENGTH OF 48.08 FEET,FOR A CORNER HEREOF; THENCE: CONTINUING ALONG SAID REVERSE CURVE TO THE RIGHT,AN ARC LENGTH OF 52.79 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 05°5522" W,A DISTANCE OF 96.67 FEET TO A POINT LOCATED ON A CURVE TO THE LEFT,WITH A RADIUS OF 638.87 FEET,A CHORD BEARING OF S 03°07'54"W AND A CHORD LENGTH OF 76.16 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE LEFT,AN ARC LENGTH OF 76.21 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 00117'08"E,A DISTANCE OF 77.05 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 00'18'00"E,A DISTANCE OF 84.81 FEET TO A POINT LOCATED ON A CURVE TO THE LEFT, WITH A RADIUS OF 1638.83 FEET,A CHORD BEARING OF S 07°33'45"E AND A CHORD LENGTH OF 112.26 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE LEFT, AN ARC LENGTH OF 112.28 FEET TO A POINT LOCATED ON A REVERSE CURVE TO THE RIGHT WITH A RADIUS OF 388.61 FEET,A CHORD BEARING OF S 02°34'53"E AND A CHORD LENGTH OF 93.96 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID REVERSE CURVE TO THE RIGHT, AN ARC LENGTH OF 94.20 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 04°21'45"W,A DISTANCE OF 63.40 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 07°06'04"W,A DISTANCE OF 83.11 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 08°21'00"W,A DISTANCE OF 169.70 FEET TO A POINT LOCATED ON A CURVE TO THE LEFT,WITH A RADIUS OF 86.27 FEET,A CHORD BEARING OF S 08°46'50"E AND A CHORD LENGTH OF 58.39 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE LEFT,AN ARC LENGTH OF 59.57 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 28°33'42"E,A DISTANCE OF 53.03 FEET TO A POINT,FOR THE SOUTHEAST CORNER HEREOF; THENCE: N 88°39'54"W,A DISTANCE OF 56.61 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 07°04'31"W,A DISTANCE OF 12.21 FEET TO A POINT,FOR THE SOUTHWEST CORNER HEREOF; THENCE: N 12°03'35"W,A DISTANCE OF 797.57 FEET TO A POINT,FOR A COMMON CORNER OF SAID LOTS 27C AND 27D,AND FOR A CORNER HEREOF; THENCE: N 75°55'16"W,ALONG THE COMMON LINE OF SAID LOTS 27C AND 27D,A DISTANCE OF 532.65 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 04°16'50"E,CONTINUING ALONG THE COMMON LINE OF SAID LOTS 27C AND 27D,A DISTANCE OF 200.23 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 29°26'35"W,CONTINUING ALONG THE COMMON LINE OF SAID LOTS 27C AND 27D,A DISTANCE OF 1,206.29 FEET TO A POINT ON THE NORTH LINE OF SAID R.O.W.EASEMENT,FOR THE NORTHWEST CORNER HEREOF; THENCE: N 68°44'59"E,ALONG THE NORTH LINE OF SAID R.O.W.EASEMENT,A DISTANCE OF 697.30 FEET TO A POINT LOCATED ON A CURVE TO THE RIGHT,WITH A RADIUS OF 410.00 FEET,A CHORD BEARING OF N 78°00'59"E AND A CHORD LENGTH OF 132.04 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE RIGHT,AN ARC LENGTH OF 132.62 FEET TO A POINT,FOR A CORNER HEREOF; 1156.011\102837.4 EXHIBIT A Metes and Bounds Description of the Property (approximately 206.01 acres) THENCE: N 87°1657"E,A DISTANCE OF 152.58 FEET TO A POINT LOCATED ON A CURVE TO THE LEFT,WITH A RADIUS OF 139.50 FEET,A CHORD BEARING OF N 71°21'24"E AND A CHORD LENGTH OF 76.56 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE LEFT,AN ARC LENGTH OF 77.55 FEET TO A POINT LOCATED ON A COMPOUND CURVE TO THE LEFT,WITH A RADIUS OF 20.52 FEET,A CHORD BEARING OF N 12°59'47"E AND A CHORD LENGTH OF 27.39 FEET,FOR A CORNER HEREOF; THENCE: CONTINUING ALONG SAID COMPOUND CURVE TO THE LEFT,AN ARC LENGTH OF 29.99 FEET TO A 5/8 INCH IRON ROD FOUND ON THE SOUTH RIGHT-OF-WAY LINE OF SAID COMMODORE'S DRIVE LOCATED ON A NON-TANGENT CURVE TO THE LEFT,WITH A RADIUS OF 492.33 FEET,A CHORD BEARING OF S 36°01'52"E AND A CHORD LENGTH OF 109.12 FEET,FOR THE NORTHEAST CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE LEFT,AN ARC LENGTH OF 109.34 FEET TO A 5/8 INCH IRON ROD FOUND AT THE INTERSECTION OF COMMODORE'S DRIVE AND ESTRADA DRIVE LOCATED ON A NON-TANGENT CURVE TO THE LEFT,WITH A RADIUS OF 10.00 FEET,A CHORD BEARING OF N 84°42'48"W AND A CHORD LENGTH OF 13.58 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE LEFT,AN ARC LENGTH OF 14.93 FEET TO A 5/8 INCH IRON ROD FOUND LOCATED ON A REVERSE CURVE TO THE RIGHT,WITH A RADIUS OF 219.50 FEET,A CHORD BEARING OF S 69°55'45"W AND A CHORD LENGTH OF 131.43 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID REVERSE CURVE TO THE RIGHT,AN ARC LENGTH OF 133.48 FEET TO A 5/8 INCH IRON ROD FOUND,FOR A CORNER HEREOF; THENCE: S 87°21'27"W,CONTINUING ALONG THE SOUTH LINE OF SAID R.O.W.EASEMENT,SAME BEING THE SOUTH LINE OF SAID ESTRADA DRIVE R.O.W.,A DISTANCE OF 153.91 FEET TO THE POINT OF BEGINNING,CONTAINING WITHIN THESE METES AND BOUNDS A 30.68-ACRE TRACT,SAVE AND EXCEPT 0.38-ACRES WITHIN THE PLATTED PUBLIC RIGHT-OF-WAY,WITH A NET ACREAGE OF 30.30 ACRES,MORE OR LESS; NOTE: AN EXHIBIT REPRESENTING A GRAPHIC IMAGE OF THIS DESCRIPTION STYLED AS "SHEET 4 OF 5—30.68-ACRE TRACT"ACCOMPANIES THIS DOCUMENT.THE BASIS OF BEARING IS TEXAS STATE PLANE COORDINATE SYSTEM NAD 83,SOUTH ZONE. September 28,2018 1 .,.�.F,.,6 Job No. 170146 ��'to15TfgF r9 C2:P .oaN..0 I.Rodarte �... .... ........ w ROBEii K VIES* yy / ...................78 ... .,a. `9'•'•'�FEss+ot=fie �' 2B � i 3Pa�e 1156.011\102837.4 EXHIBIT A Metes and Bounds Description of the Property (approximately 206.01 acres) L%1v engineers architects contractors Solutions Today with a 9 � ( Vision for Tomorrow 74.39 ACRE TRACT Field Notes Description SHOWING THE BOUNDARY OF A 74.39-ACRE TRACT OF LAND HEREIN DESCRIBED AS"TRACT 3", COMPRISED OF A PORTION OF THE PADRE ISLAND-CORPUS CHRISTI ISLAND FAIRWAY ESTATES, HEREAFTER REFERRED TO AS P.I.C.C.I.F.E.,LOTS 27C AND 27D,A MAP OF WHICH IS RECORDED IN VOLUME 67,PAGE 779,MAP RECORDS,NUECES COUNTY,TEXAS,A PORTION OF THE P.I.C.C.I.F.E., BLOCKS 24-33,A MAP OF WHICH IS RECORDED IN VOLUME 40,PAGE 154,MAP RECORDS,NUECES COUNTY, TEXAS, AND A PORTION OF THE P.I.C.C.I.F.E., BLOCKS 43414, A MAP OF WHICH IS RECORDED IN VOLUME 42,PAGE 10,MAP RECORDS,NUECES COUNTY,TEXAS,SAID BLOCKS 26,43, AND 44 NOW VACATED AS PER PLAT RECORDED IN VOLUME 67,PAGE 688,MAP RECORDS,NUECES COUNTY,TEXAS,SAID 74.39-ACRE TRACT BEING MORE FULLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS; BEGINNING: AT A 5/8 INCH IRON ROD(Y= 17,111,051.66,X= 1,395,199.05)FOUND ON THE EAST RIGHT-OF-WAY LINE OF DASMAR NAS DRIVE(60'R.O.W.),FOR A CORNER OF SAID LOT 27D,FOR THE SOUTHWEST CORNER OF SAID BLOCK 33,AND FOR THE SOUTHWEST CORNER HEREOF; THENCE: N 00°45'30"E,ALONG THE EAST RIGHT-OF-WAY OF DASMARINAS DRIVE AT 322.94 FEET PASS A 5/8 INCH IRON ROD FOUND,FOR THE NORTHWEST CORNER OF SAID BLOCK 33,IN ALL A DISTANCE OF 362.60 FEET TO A 5/8 INCH IRON ROD FOUND,FOR THE SOUTHWEST CORNER OF BLOCK 32 OF SAID P.I.C.C.I.F.E.,AND FOR A CORNER HEREOF; THENCE: N 81"19 28"E,ALONG THE SOUTH LINE OF SAID BLOCK 32,A DISTANCE OF 101.69 FEET TO A 5/8 INCH IRON ROD FOUND,FOR A CORNER HEREOF; THENCE: S 89°05'55"E,CONTINUING ALONG THE SOUTH LINE OF SAID BLOCK 32,A DISTANCE OF 74.31 FEET TO A 5/8 INCH IRON ROD FOUND,FOR A CORNER HEREOF; THENCE: S 74'13'03"E,A DISTANCE OF 74.31 FEET TO A 5/8 INCH IRON ROD FOUND LOCATED ON A CURVE TO THE LEFT WITH A RADIUS OF 169.95 FEET,A CHORD BEARING OF N 00°46'04"E,AND A CHORD LENGTH OF 328.39 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE LEFT,AN ARC LENGTH OF 622.59 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 75°49'07"W,ALONG THE NORTH LINE OF SAID BLOCK 32,A DISTANCE OF 74.25 FEET TO A 5/8 INCH IRON ROD FOUND,FOR A CORNER HEREOF; THENCE: N 89°11'10" W, A DISTANCE OF 73.86 FEET TO A 5/8 INCH IRON ROD FOUND,FOR A CORNER HEREOF; THENCE: N 79152111"W,CONTINUING ALONG THE NORTH LINE OF SAID BLOCK 32,A DISTANCE OF 101.66 FEET TO A 5/8 INCH IRON ROD FOUND ON THE EAST RIGHT-OF-WAY LINE OF DASMARWAS DRIVE,FOR THE NORTHWEST CORNER OF SAID BLOCK 32,AND FOR A CORNER HEREOF; THENCE: N 00°43'06"E,ALONG THE EAST RIGHT-OF-WAY LINE OF SAID BLOCK 32,A DISTANCE OF 55.99 FEET TO A 5/8 INCH IRON ROD FOUND,FOR THE SOUTHWEST CORNER OF BLOCK 31 OF SAID P.I.C.C.I.F.E.,AND FOR A CORNER HEREOF; THENCE: N 81'30'14"E,ALONG THE SOUTH LINE OF SAID BLOCK 31,A DISTANCE OF 121.50 FEET TO A 5/8 INCH IRON ROD FOUND,FOR THE SOUTHEAST CORNER OF SAID BLOCK 31,AND FOR A CORNER HEREOF; THENCE: N 00°56'05"E,ALONG THE EAST LINE OF SAID BLOCK 31,A DISTANCE OF 159.98 FEET TO A 5/8 INCH IRON ROD FOUND LOCATED ON A CURVE TO THE RIGHT WITH A RADIUS OF 1698.20 FEET, A CHORD BEARING OF N 13'06'15"E,AND A CHORD LENGTH OF 738.26 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE RIGHT,AN ARC LENGTH OF 744.20 FEET TO A 5/8 INCH IRON ROD FOUND LOCATED ON A COMPOUND CURVE TO THE RIGHT WITH A RADIUS OF 1430.48 FEET,A CHORD BEARING OF N 33°06'58"E,AND A CHORD LENGTH OF 378.06 FEET,FOR A CORNER HEREOF; THENCE: CONTINUING ALONG SAID COMPOUND CURVE TO THE RIGHT,AN ARC LENGTH OF 379.17 FEET TO A 5/8 INCH IRON ROD FOUND,FOR A CORNER HEREOF; THENCE: N 40°34'27"E,CONTINUING ALONG THE EAST LINE OF SAID BLOCK 31,A DISTANCE OF 57.24 FEET TO A 5/8 INCH IRON ROD FOUND ON THE SOUTH RIGHT-OF-WAY LINE OF CROWN ROYAL DRIVE(R.O.W.VARIES)OF THE P.I.C.C.I.F.E.,BLOCK 30,A MAP OF WHICH IS RECORDED IN VOLUME 1156.011\102837.4 EXHIBIT A Metes and Bounds Description of the Property (approximately 206.01 acres) 40,PAGE 181,MAP RECORDS,NUECES COUNTY,TEXAS,FOR THE NORTHEAST CORNER OF SAID BLOCK 3l,AND FOR A CORNER HEREOF; THENCE: S 52°52'51" E,ALONG THE SOUTH RIGHT-OF-WAY LINE OF CROWN ROYAL DRIVE,A DISTANCE OF 293.20 FEET TO A 5/8 INCH IRON ROD FOUND,FOR THE NORTHWEST CORNER OF LOT 1,BLOCK 30,OF SAID P.I.C.C.ISLAND FAIRWAY ESTATES,AND FOR A CORNER HEREOF; THENCE: S 37°05'42"W,ALONG THE WEST LINE OF SAID BLOCK 30,A DISTANCE OF 73.43 FEET TO A 5/8 INCH IRON ROD FOUND,FOR A CORNER HEREOF; THENCE: S 15°34'24"W,CONTINUING ALONG THE WEST LINE OF SAID BLOCK 30,A DISTANCE OF 649.08 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 30°05'45" E, A DISTANCE OF 400.73 FEET TO A 5/8 INCH IRON ROD FOUND, FOR A CORNER HEREOF; THENCE: N 84°46'44" E, A DISTANCE OF 135.17 FEET TO A 5/8 INCH IRON ROD FOUND,FOR A CORNER HEREOF; THENCE: N 53°19'48" E,A DISTANCE OF 190.19 FEET TO A 5/8 INCH IRON ROD FOUND,FOR A CORNER HEREOF; THENCE: N 03°59'08"E,ALONG THE EAST LINE OF SAID BLOCK 30,A DISTANCE OF 220.23 FEET TO A 5/8 INCH IRON ROD FOUND,FOR A CORNER HEREOF; THENCE: N 30°4948"E,CONTINUING ALONG THE EAST LINE OF SAID BLOCK 30,A DISTANCE OF 459.93 FEET TO A 5/8 INCH IRON ROD FOUND,FOR A CORNER HEREOF; THENCE: N 40°01'58"W,A DISTANCE OF 115.07 FEET TO A 5/8 INCH IRON ROD FOUND,FOR THE NORTHWEST CORNER OF LOT 23,BLOCK 30,LOCATED ON A NON-TANGENT CURVE TO THE LEFT WITH A RADIUS OF 104.62 FEET,A CHORD BEARING OF N 31°30'06"E,AND A CHORD LENGTH OF 61.36 FEET,FOR A CORNER HEREOF; THENCE: ALONG CURVE TO THE LEFT,AN ARC LENGTH OF 62.27 FEET TO A 5/8 INCH IRON ROD FOUND,FOR THE SOUTHWEST CORNER OF LOT 24,BLOCK 30,AND FOR A CORNER HEREOF; THENCE: S 76103'33"E,ALONG THE SOUTH LINE OF SAID LOT 24,A DISTANCE OF 112.87 FEET TO A 5/8 INCH IRON ROD FOUND,FOR A CORNER HEREOF; THENCE: N 30°50'45"E,CONTINUING ALONG THE EAST LINE OF SAID BLOCK 30,A DISTANCE OF 235.05 FEET TO A 5/8 INCH IRON ROD FOUND,FOR A CORNER HEREOF; THENCE: N 23°48'25" W,A DISTANCE OF 259.46 FEET TO A 5/8 INCH IRON ROD FOUND,FOR A CORNER HEREOF; THENCE: N 39°34'30" E,A DISTANCE OF 224.73 FEET TO A 5/8 INCH IRON ROD FOUND, FOR A CORNER HEREOF; THENCE: N 16°54'25" W,A DISTANCE OF 220.32 FEET TO A 5/8 INCH IRON ROD FOUND, FOR A CORNER HEREOF; THENCE: N 39°02'15" W, A DISTANCE OF 180.41 FEET TO A 5/8 INCH IRON ROD FOUND,FOR A CORNER HEREOF; THENCE: N 87°28'42"W,A DISTANCE OF 120.19 FEET TO A 5/8 INCH IRON ROD FOUND,FOR A CORNER HEREOF; THENCE: S 51°27'50"W,ALONG THE WEST LINE OF SAID BLOCK 30,A DISTANCE OF 135.13 FEET TO A 5/8 INCH IRON ROD FOUND,FOR A CORNER HEREOF; THENCE: S 30°31'04"W,CONTINUING ALONG THE WEST LINE OF SAID BLOCK 30,A DISTANCE OF 270.15 FEET TO A 5/8 INCH IRON ROD FOUND,FOR A CORNER HEREOF; THENCE: S 24°02'41" W,A DISTANCE OF 249.57 FEET TO A 5/8 INCH IRON ROD FOUND,FOR A CORNER HEREOF; THENCE: S 36°5746" W,A DISTANCE OF 160.17 FEET TO A 5/8 INCH IRON ROD FOUND ON THE NORTH RIGHT-OF-WAY LINE OF CROWN ROYAL DRIVE,FOR THE SOUTHWEST CORNER OF LOT 45, BLOCK 30,AND FOR A CORNER HEREOF; THENCE: N 52°53'11"W,ALONG THE NORTH RIGHT-OF-WAY LINE OF CROWN ROYAL DRIVE,A DISTANCE OF 229.48 FEET TO A 5/8 INCH IRON ROD SET,FOR THE SOUTHEAST CORNER OF LOT 8, BLOCK 29, OF SAID P.I.C.C.I.F.E., LOCATED ON A NON-TANGENT CURVE TO THE LEFT WITH A RADIUS OF 1718.10 FEET,A CHORD BEARING OF N 30°32'33"E,AND A CHORD LENGTH OF 300.88 FEET, FOR A CORNER HEREOF; 21 1156.011\102837.4 EXHIBIT A Metes and Bounds Description of the Property (approximately 206.01 acres) THENCE: ALONG SAID CURVE TO THE LEFT,AN ARC LENGTH OF 301.26 FEET TO A 5/8 INCH IRON ROD FOUND LOCATED ON A COMPOUND CURVE TO THE LEFT WITH A RADIUS OF 1056.90 FEET,A CHORD BEARING OF N 14°46'46"E,AND A CHORD LENGTH OF 385.35 FEET,FOR A CORNER HEREOF; THENCE: CONTINUING ALONG SAID COMPOUND CURVE TO THE LEFT,AN ARC LENGTH OF 387.52 FEET TO A 5/8 INCH IRON ROD FOUND,FOR THE NORTHEAST CORNER OF LOT 1,BLOCK 29,AND FOR A CORNER HEREOF; THENCE: N 86°0041"W,ALONG THE NORTH LINE OF SAID LOT 1,BLOCK 29,A DISTANCE OF 119.90 FEET TO A 5/8 INCH IRON ROD FOUND ON THE EAST RIGHT-OF-WAY LINE OF DASMARINAS DRIVE LOCATED ON A CURVE TO TIIE LEFT WITH A RADIUS OF 940.79 FEET,A CHORD BEARING OF N 10°33'02"W,AND A CHORD LENGTH OF 457.23 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE LEFT,AN ARC LENGTH OF 461.85 FEET TO A 5/8 INCH IRON ROD FOUND LOCATED ON A COMPOUND CURVE TO THE LEFT WITH A RADIUS OF 617.98 FEET,A CHORD BEARING OF N 44°45'25"W,AND A CHORD LENGTH OF 417.23 FEET,FOR A CORNER HEREOF; THENCE: CONTINUING ALONG SAID COMPOUND CURVE TO THE LEFT,AN ARC LENGTH OF 425.59 FEET TO A 5/8 INCH IRON ROD SET,FOR A CORNER HEREOF; THENCE: N 64°29'59" W, ALONG THE NORTH RIGHT-OF-WAY LINE OF DASMARINAS DRIVE, A DISTANCE OF 530.24 FEET TO A 5/8 INCH IRON ROD FOUND LOCATED ON A CURVE TO THE RIGHT WITH A RADIUS OF 10.13 FEET,A CHORD BEARING OF N 19°22'18"W,AND A CHORD LENGTH OF 14.26 FEET,FOR A CORNER HEREOF; THENCE: ALONG CURVE TO THE RIGHT,AN ARC LENGTH OF 15.82 FEET TO A 5/8 INCH IRON ROD FOUND ON THE EAST RIGHT-OF-WAY LINE OF AQUARIUS STREET(60' R.O.W.),FOR A CORNER HEREOF; THENCE: N 64°29'20"W,ACROSS SAID RIGHT-OF-WAY AT RIGHT ANGLES,AT 60.00 FEET PASS A 5/8 INCH IRON ROD FOUND ON THE WEST RIGHT-OF-WAY LINE OF SAID AQUARIUS STREET,IN ALL A DISTANCE OF 70.00 FEET TO A POINT ON THE WEST LINE OF A CALLED 3.766-ACRE TRACT KNOWN AS A"RIGHT-OF-WAY EASEMENT FOR THE AQUARIUS STREET RE-ALIGNMENT'DESCRIBED IN A DEED TO THE CITY OF CORPUS CHRISTI AS RECORDED IN DOCUMENT NO.2011039226,OFFICIAL RECORDS,NUECES COUNTY,TEXAS,SAID POINT ALSO LOCATED WITHIN LOT 8,BLOCK 9 OF THE PADRE ISLAND - CORPUS CHRISTI COMMODORE'S COVE UNIT TWO, A MAP OF WHICH IS RECORDED IN VOLUME 38,PAGE 36,MAP RECORDS,NUECES COUNTY,TEXAS,AND FOR A CORNER HEREOF; THENCE: N 25127'57"E,ACROSS SAID BLOCK 9 AND ALONG THE WEST LINE OF SAID RIGHT-OF- WAY EASEMENT,A DISTANCE OF 294.57 FEET TO A POINT LOCATED ON A CURVE TO THE RIGHT WITH A RADIUS OF 410.00 FEET,A CHORD BEARING OF N 47°06'27"E,AND A CHORD LENGTH OF 302.42 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE RIGHT,AN ARC LENGTH OF 309.73 FEET TO A POINT ON THE NORTH LINE OF SAID R.O.W.EASEMENT,AND FOR A CORNER HEREOF; THENCE: N 68144'59"E,ALONG THE NORTH LINE OF SAID R.O.W.EASEMENT,ADISTANCE OF 374.14 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 29°26'35"E,ACROSS SAID R.O.W.EASEMENT AND ALONG THE UPPER WEST LINE OF SAID LOT 27C,A DISTANCE OF 1,206.29 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 04°16'50"W,ALONG THE COMMON LINE OF SAID LOTS 27C AND 27D,A DISTANCE OF 200.23 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 75°55'16"E,CONTINUING ALONG SAID COMMON LINE,A DISTANCE OF 532.65 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 12°03'35"E,A DISTANCE OF 797.57 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 07°04'31"W,A DISTANCE OF 134.93 FEET TO A POINT LOCATED ON A CURVE TO THE LEFT WITH A RADIUS OF 120.00 FEET,A CHORD BEARING OF S 12°10'01"E,AND A CHORD LENGTH OF 79.06 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE LEFT,AN ARC LENGTH OF 80.56 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 67°26'22"W,A DISTANCE OF 55.80 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 11°19'46"W,A DISTANCE OF 504.43 FEET TO A POINT LOCATED ON A CURVE TO THE LEFT WITH A RADIUS OF 53.05 FEET,A CHORD BEARING OF S 07°34'15"E,AND A CHORD LENGTH OF 43.11 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE LEFT,AN ARC LENGTH OF 44.39 FEET TO A POINT,FOR A CORNER HEREOF; 31 1156.011\102837.4 EXHIBIT A Metes and Bounds Description of the Property (approximately 206.01 acres) THENCE: S 31'32'32"E,A DISTANCE OF 197.16 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 49°18'42"W,A DISTANCE OF 193.33 FEET TO A POINT LOCATED ON A CURVE TO THE LEFT WITH A RADIUS OF 300.00 FEET,A CHORD BEARING OF S 41°09'30"W,AND A CHORD LENGTH OF 85.09 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE LEFT,AN ARC LENGTH OF 85.38 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 33°00'19"W,A DISTANCE OF 188.80 FEET TO A POINT LOCATED ON A CURVE TO THE RIGHT WITH A RADIUS OF 200.00 FEET,A CHORD BEARING OF S 40°17'23"W,AND A CHORD LENGTH OF 50.71 FEET,FOR A CORNER HEREOF; THENCE: ALONG CURVE TO THE RIGHT,AN ARC LENGTH OF 50.85 FEET TO A POINT LOCATED ON A REVERSE CURVE TO THE LEFT WITH A RADIUS OF 200.00 FEET,A CHORD BEARING OF S 34°48'24" W,AND A CHORD LENGTH OF 88.38 FEET,FOR A CORNER HEREOF; THENCE: CONTINUING ALONG SAID REVERSE CURVE TO THE LEFT,AN ARC LENGTH OF 89.12 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 17°55'32"E,A DISTANCE OF 128.44 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 15108'15"W,A DISTANCE OF 311.97 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 55°49'44"W,A DISTANCE OF 167.15 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 50°23'30"W,A DISTANCE OF 253.12 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 03°05'34"E,A DISTANCE OF 97.65 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 70°33'08"W,A DISTANCE OF 284.94 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 15°03'44"W,A DISTANCE OF 70.95 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 72°43'31"W,A DISTANCE OF 158.15 FEET TO A POINT ON THE EASTERN SIDE OF BLOCK 33 OF SAID P.I.C.C. ISLAND FAIRWAY ESTATES,LOCATED ON A NON-TANGENT CURVE TO THE RIGHT WITH A RADIUS OF 170.00 FEET,A CHORD BEARING OF S 65°47'32"W,AND A CHORD LENGTH OF 218.18 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE RIGHT,AN ARC LENGTH OF 236.89 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 74°1T18"W,ALONG THE SOUTH LINE OF SAID BLOCK 33,A DISTANCE OF 74.35 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 89°16'19"W,A DISTANCE OF 159.22 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 81°21'49"W,CONTINUING ALONG THE SOUTH LINE OF SAID BLOCK 33,A DISTANCE OF 101.31 FEET TO THE POINT OF BEGINNING,CONTAINING WITHIN THESE METES AND BOUNDS A 74.39-ACRE TRACT, SAVE AND EXCEPT 1.35-ACRES WITHIN THE PLATTED, UNOPENED PUBLIC RIGHT-OF-WAYS,WITH A NET ACREAGE OF 73.04 ACRES,MORE OR LESS; NOTE: AN EXHIBIT REPRESENTING A GRAPHIC IMAGE OF THIS DESCRIPTION STYLED AS "SHEET 3 OF 5-74.39 ACRE TRACT"ACCOMPANIES THIS DOCUMENT.THE BASIS OF BEARING IS TEXAS STATE PLANE COORDINATE SYSTEM NAD 83,SOUTH ZONE. September 28,2018 ,OF. E Job No. 170146 CPQ��5'fRs`o 9� I.Rodarte ROSERi td,VIERA. ,p .............................. `9.•oFESS,J���o ��B 41Paye 1156.011\102837.4 EXHIBIT A Metes and Bounds Description of the Property (approximately 206.01 acres) L%kv Solutions Today with a engineers I architects I contractors Vislon for Tomorrow 72.31 ACRE TRACT Field Notes Description SHOWING THE BOUNDARY OF A 72.31-ACRE TRACT OF LAND HEREIN DESCRIBED AS"TRACT 2" COMPRISED OF A PORTION OF THE PADRE ISLAND-CORPUS CHRISTI ISLAND FAIRWAY ESTATES, HEREAFTER REFERRED TO AS THE P.I.C.C.I.F.E.,LOTS 27C AND 27D,A MAP OF WHICH IS RECORDED IN VOLUME 67,PAGE 779,MAP RECORDS,NUECES COUNTY,TEXAS,A PORTION OF THE P.I.C.C.I.F.E., BLOCKS 45&46,A MAP OF WHICH IS RECORDED IN VOLUME 42,PAGE 153,MAP RECORDS,NUECES COUNTY,TEXAS,A PORTION OF THE P.I.C.C.I.F.E.,BLOCK 3,A MAP OF WHICH IS RECORDED IN VOLUME 40,PAGE 145,MAP RECORDS,NUECES COUNTY,TEXAS,AND P.I.C.C.I.F.E.,ALL OF BLOCKS 37,38,39,AND 40 A MAP OF WHICH IS RECORDED IN VOLUME 41,PAGE 128,MAP RECORDS,NUECES COUNTY,TEXAS,SAID 72.31-ACRE TRACT BEING MORE FULLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS; BEGINNING: AT A 5/8 INCH IRON ROD(Y=17,109,842.53,X=1,396,658.56)FOUND ON THE NORTH RIGHT-OF-WAY LINE OF WHITECAP BOULEVARD (100' R.O.W.), FOR THE SOUTHEAST CORNER HEREOF; THENCE: N 89'14'35"W,ALONG THE NORTH RIGHT-OF-WAY OF WHITECAP BOULEVARD,AT 964.99 FEET PASS A 5/8 INCH IRON ROD FOUND,FOR THE SOUTHWEST CORNER OF SAID LOT 27D,THE SOUTHEAST CORNER OF SAID BLOCK 37,IN ALL A DISTANCE OF 1,516.00 FEET TO A 5/8 INCH IRON ROD,FOUND FOR THE LOWER SOUTHWEST CORNER OF SAID BLOCK 40,LOCATED ON A CURVE TO THE RIGHT,WITH A RADIUS OF 9.98 FEET,A CHORD BEARING OF N 4340156"W AND A CHORD LENGTH OF 14.17 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE RIGHT,AN ARC LENGTH OF 15.76 FEET,TO A 5/8 INCH IRON ROD FOUND,FOR A POINT ON THE EAST RIGHT-OF-WAY LINE OF DASMARINAS DRIVE(60'R.O.W.), FOR A CORNER HEREOF; THENCE: N 00°48'13" E, ALONG THE EAST RIGHT-OF-WAY LINE OF DASMARINAS DRIVE, A DISTANCE OF 459.87 FEET,TO A 5/8 INCH IRON ROD FOUND ON A CURVE TO THE RIGHT,WITH A RADIUS OF 2652.84 FEET,A CHORD BEARING OF N 04°48'03"E AND A CHORD LENGTH OF 370.55 FEET, FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE RIGHT,AN ARC LENGTH OF 370.85 FEET,TO A 5/8 INCH IRON ROD FOUND ON A REVERSE CURVE TO THE LEFT,WITH A RADIUS OF 2559.67 FEET,A CHORD BEARING OF N 04°48'55"E AND A CHORD LENGTH OF 341.30 FEET,FOR A CORNER HEREOF; THENCE: CONTINUING ALONG SAID CURVE TO THE LEFT,AN ARC LENGTH OF 341.56 FEET,TO A 5/8 INCH IRON ROD FOUND,FOR THE NORTHWEST CORNER OF SAID BLOCK 37,FOR A CORNER HEREOF; THENCE: N 00°12'31"E,A DISTANCE OF 9.87 FEET,TO A 5/8 INCH IRON ROD FOUND,FOR THE SOUTHWEST CORNER OF BLOCK 33 OF THE P.I.C.C.I.F.E.,AM"OF WHICH IS RECORDED IN VOLUME 40,PAGE 154,MAP RECORDS,NUECES COUNTY,TEXAS,FOR THE MOST WESTERLY NORTHWEST CORNER HEREOF; THENCE: N 81°21'13"E,ALONG THE SOUTH LINE OF SAID BLOCK 33,A DISTANCE OF 101.32 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 89°16'19"E,A DISTANCE OF 159.22 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S74°17'18"E,ADISTANCE OF 74.35 FEETTO A POINTLOCATED ON ACURVE TO THE LEFT, WITH A RADIUS OF 169.97 FEET,A CHORD BEARING OF N 65°47'32"E AND A CHORD LENGTH OF 218.18 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE LEFT,AN ARC LENGTH OF 236.90 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 72143'31"E,A DISTANCE OF 158.15 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 15°03'44"E,A DISTANCE OF 70.95 FEET TO A POW,FOR A CORNER HEREOF; THENCE: N 70°33'08"E,A DISTANCE OF 284.94 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 03°05'34"W,A DISTANCE OF 97.65 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 50°23'30"E,A DISTANCE OF 253.12 FEET TO A POINT,FOR A CORNER HEREOF; 1156.011\102837.4 EXHIBIT A Metes and Bounds Description of the Property (approximately 206.01 acres) THENCE: S 55°4944"E,A DISTANCE OF 167.15 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 15°08'15"E,A DISTANCE OF 311.97 FEET TO A POINT LOCATED ON A CURVE TO THE RIGHT,WITH A RADIUS OF 145.00 FEET,A CHORD BEARING OF N 57-56-16"E AND A CHORD LENGTH OF 188.52 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE RIGHT,AN ARC LENGTH OF 205.23 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 81'30'53"E,A DISTANCE OF 207.33 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 27°00'39"E,A DISTANCE OF 55.67 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 64°59'16" E,A DISTANCE OF 92.26 FEET TO A POINT LOCATED ON A NON-TANGENT CURVE TO THE RIGHT,WITH A RADIUS OF 390.00 FEET,A CHORD BEARING OF N 25°53'11"E AND A CHORD LENGTH OF 53.01 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE RIGHT,AN ARC LENGTH OF 53.05 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 2947'00"E,A DISTANCE OF 362.15 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 60107'11"E,A DISTANCE OF 225.24 FEET TO A POINT ON THE NORTHWEST LINE OF SAID BLOCK 46,FOR A CORNER HEREOF; THENCE: S 29°52'06"W,ALONG THE NORTHWEST LINE OF SAID BLOCK 46,A DISTANCE OF 87.94 FEET,TO A 5/8 INCH IRON ROD SET,FOR THE SOUTHWEST CORNER OF LOT 12,SAME BEING THE NORTHWEST CORNER OF LOT 13,SAID BLOCK 46,AND FOR A CORNER HEREOF; THENCE: S 60'15'30"E,ALONG THE COMMON LINE OF LOTS 12 AND 13,A DISTANCE OF 380.10 FEET, TO A 5/8 INCH IRON ROD SET ON THE NORTHWEST RIGHT-OF-WAY LINE OF NEMO COURT(R.O.W. VARIES),FOR A CORNER HEREOF; THENCE: S 29°45'01" W, ALONG THE NORTHWEST RIGHT-OF-WAY LINE OF NEMO COURT, A DISTANCE OF 695.89 FEET TO A 5/8 INCH IRON ROD FOUND,FOR THE SOUTHEAST CORNER OF LOT 26,FOR A CORNER HEREOF; THENCE: S 76°11'24" W, A DISTANCE OF 27.65 FEET TO A 5/8 INCH IRON ROD FOUND, FOR A CORNER HEREOF; THENCE: S 29°47'04"W,A DISTANCE OF 100.29 FEET TO A 5/8 INCH IRON ROD FOUND,FOR THE SOUTHEAST CORNER OF LOT 28,BLOCK 46,FOR A CORNER HEREOF; THENCE: S 59°59'36"E,CONTINUING ALONG THE RIGHT-OF-WAY OF NEMO COURT,A DISTANCE OF 109.90 FEET TO A 5/8 INCH IRON ROD FOUND,FOR AN INTERIOR CORNER OF SAID LOT 15,BLOCK 45,FOR A CORNER HEREOF; THENCE: N 29°38'51" E, ALONG THE SOUTHEAST RIGHT-OF-WAY LINE OF NEMO COURT, A DISTANCE OF 45.99 FEET TO A 5/8 INCH IRON ROD FOUND,FOR THE UPPER NORTHWEST CORNER OF SAID LOT 15,THE SOUTHWEST CORNER OF LOT 16,FOR A CORNER HEREOF; THENCE: S 60°12'57"E,ALONG THE COMMON LINE OF LOTS 15 AND 16,A DISTANCE OF 120.20 FEET TO A 5/8 INCH IRON ROD FOUND,FOR A CORNER HEREOF; THENCE: S 32144'41"E,CONTINUING ALONG THE COMMON LINE OF LOTS 15 AND 16,A DISTANCE OF 165.63 FEET TO A 5/8 INCH IRON ROD FOUND,FOR A CORNER HEREOF; THENCE: S 00°41'24"W,A DISTANCE OF 70.34 FEET TO A 5/8 INCH IRON ROD FOUND ON THE NORTH RIGHT-OF-WAY LINE OF A NAVIGATION CHANNEL(R.O.W.VARIES),FOR A CORNER HEREOF; THENCE: N 89°17'24" W, ALONG THE NORTH RIGHT-OF-WAY LINE OF SAID NAVIGATION CHANNEL,A DISTANCE OF 437.46 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 02°01'48"W,A DISTANCE OF 44.63 FEET TO A DRILL HOLE IN CONCRETE FOUND,FOR A CORNER OF SAID LOT 4,BLOCK 3,LOCATED ON A NON-TANGENT CURVE TO THE LEFT,WITH A RADIUS OF 179.52 FEET,A CHORD BEARING OF S 59°36'20"W AND A CHORD LENGTH OF 159.13 FEET, FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE LEFT, THE NORTH RIGHT-OF-WAY LINE OF SAID NAVIGATION CHANNEL, AN ARC LENGTH OF 164.86 FEET TO A POINT, BEING THE MOST SOUTHERLY SOUTHEAST CORNER OF SAID LOT 4,BLOCK 3,FOR A CORNER HEREOF; 21 1156.011\102837.4 EXHIBIT A Metes and Bounds Description of the Property (approximately 206.01 acres) THENCE: N 66°26'56"W,ALONG THE MOST SOUTHERLY SOUTH LINE OF SAID LOT 4,BLOCK 3,A DISTANCE OF 333.35 FEET,TO A 5/8 INCH IRON ROD FOUND,FOR THE SOUTHWEST CORNER OF SAID LOT 4,BLOCK 3,ON THE EAST LINE OF SAID LOT 27D,LOCATED ON A NON-TANGENT CURVE TO THE LEFT,WITH A RADIUS OF 601.61 FEET,A CHORD BEARING OF S 15°04'01"W AND A CHORD LENGTH OF 291.34 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE LEFT,AN ARC LENGTH OF 294.26 FEET,TO A 5/8 INCH IRON ROD FOUND,FOR A CORNER HEREOF; THENCE: S 00°45'14"W,A DISTANCE OF 590.13 FEET,TO THE POINT OF BEGINNING,CONTAINING WITHIN THESE METES AND BOUNDS A 72.31 ACRE TRACT,SAVE AND EXCEPT 2.87-ACRES WITHIN THE PLATTED,UNOPENED PUBLIC RIGHT-OF-WAYS,WITH A NET ACREAGE OF 69.44 ACRES,MORE OR LESS; NOTE: AN EXHIBIT REPRESENTING A GRAPHIC IMAGE OF THIS DESCRIPTION STYLED AS "SHEET 2 OF 5—72.31 ACRE TRACT"ACCOMPANIES THIS DOCUMENT.THE BASIS OF BEARING IS TEXAS STATE PLANE COORDINATE SYSTEM NAD 83,SOUTH ZONE. September 28,2018 �Q��o�OsrigF Fq Job No. 170146 I.Rodarte ............................... .i R08ERT M.VIERA L` ::.q....6178 / /0 31Page 1156.011\102837.4 EXHIBIT A Metes and Bounds Description of the Property (approximately 206.01 acres) `NV engineers architects contractors Solutions Today with a g � � Vision for Tomorrow 28.63 ACRE TRACT Field Notes Description SHOWING THE BOUNDARY OF A 28.63-ACRE TRACT OF LAND HEREIN DESCRIBED AS'TRACT 1" OUT OF A PORTION OF LOT 27C OF THE PADRE ISLAND-CORPUS CHRISTI ISLAND FAIRWAY ESTATES, HEREAFTER REFERRED TO AS THE P.I.C.C.I.F.E., A MAP OF WHICH IS RECORDED IN VOLUME 67,PAGE 779,MAP RECORDS,NUECES COUNTY,TEXAS,SAID 28.63-ACRE TRACT BEING MORE FULLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS; BEGINNING: AT A 5/8 INCH IRON ROD(Y=17,115,342.99,X=1,397,090.68)FOUND ON AN INTERIOR LINE OF SAID LOT 27C,FOR AN INTERIOR CORNER HEREOF; THENCE: N 00°49'34"E,A DISTANCE OF 141.97 FEET TO A 5/8 INCH IRON ROD FOUND ON THE SOUTH RIGHT-OF-WAY LINE OF COMMODORE'S DRIVE(120'RO.W.),SAID IRON ROD LOCATED ON ANON- TANGENT CURVE TO THE LEFT,WITH A RADIUS OF 493.90 FEET,A CHORD BEARING OF S 86°16'00"E AND A CHORD LENGTH OF 56.52 FEET,FOR AN EXTERIOR CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE LEFT,AN ARC LENGTH OF 56.55 FEET TO A 5/8 INCH IRON ROD FOUND,FOR A CORNER HEREOF; THENCE: S 89°15'39" E, CONTINUING ALONG THE SOUTH RIGHT-OF-WAY OF COMMODORE'S DRIVE,A DISTANCE OF 310.86 FEET TO A 5/8 INCH IRON ROD SET,FOR A CORNER HEREOF; THENCE: S 89'15'33"E,A DISTANCE OF 196.76 FEET TO A POINT,SAID POINT LOCATED ON A CURVE TO THE RIGHT,WITH A RADIUS OF 10.00 FEET,A CHORD BEARING OF S 44°16150"E AND A CHORD LENGTH OF 14.14 FEET,FOR A CORNER HEREOF; THENCE: CONTINUING ALONG SAID CURVE TO THE RIGHT,AN ARC LENGTH OF 15.71 FEET TO A 5/8 INCH IRON ROD SET ON THE WEST RIGHT-OF-WAY LINE OF COMPASS STREET(60'RO.W.),FOR A CORNER HEREOF; THENCE: S 00°4249"W,ALONG THE WEST RIGHT-OF-WAY OF COMPASS STREET,A DISTANCE OF 99.93 FEET TO A 5/8 INCH IRON ROD SET,SAID IRON ROD LOCATED ON A CURVE TO THE LEFT,WITH A RADIUS OF 553.81 FEET,A CHORD BEARING OF S 04°55'45"E AND A CHORD LENGTH OF 104.90 FEET, FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE LEFT,AN ARC LENGTH OF 105.05 FEET TO A 5/8 INCH IRON ROD SET,FOR A CORNER HEREOF; THENCE: S 10°06'06" E, A DISTANCE OF 110.22 FEET TO A 5/8 INCH IRON ROD SET, FOR THE NORTHEAST CORNER OF LOT 11,BLOCK 41 OF THE P.I.C.C.I.F.E.,A MAP OF WHICH IS RECORDED IN VOLUME 42,PAGE 17,MAP RECORDS,NUECES COUNTY,TEXAS,FOR A CORNER HEREOF; THENCE: S 79138'09"W,ALONG THE COMMON LINE OF LOTS l I AND 12,A DISTANCE OF 155.16 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 80104116"W,A DISTANCE OF 54.93 FEET TO A POINT,FOR THE NORTHWEST CORNER OF SAID LOT 11,FOR A CORNER HEREOF; THENCE: S 09°5544"E,ALONG THE WEST LINE OF SAID LOT 11,A DISTANCE OF 119.53 FEET,TO A POINT FOR THE SOUTHWEST CORNER OF SAID LOT 11,FOR A CORNER HEREOF; THENCE: N 79137'29"E,ALONG THE COMMON LINE OF LOTS 10 AND 11,A DISTANCE OF 210.45 FEET TO A 5/8 INCH IRON ROD FOUND ON THE WEST RIGHT-OF-WAY OF COMPASS STREET,FOR A CORNER HEREOF; THENCE: S 0915942"E,ALONG THE WEST RIGHT-OF-WAY OF COMPASS STREET,A DISTANCE OF 133.72 FEET TO A 5/8 INCH IRON ROD SET ON A CURVE TO THE RIGHT,WITH A RADIUS OF 463.32 FEET,A CHORD BEARING OF S 04°41122"E AND A CHORD LENGTH OF 93.23 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE RIGHT,AN ARC LENGTH OF 93.38 FEET TO A 5/8 INCH IRON ROD FOUND,FOR A CORNER HEREOF; THENCE: S 00154141"W,CONTINUING ALONG THE WEST RIGHT-OF-WAY OF COMPASS STREET,A DISTANCE OF 135.04 FEET TO A 5/8 INCH IRON ROD FOUND,FOR THE SOUTHEAST CORNER OF LOT 8,BLOCK 41,FOR A CORNER HEREOF; 1156.011\102837.4 EXHIBIT A Metes and Bounds Description of the Property (approximately 206.01 acres) THENCE: N 89'09'11"W,ALONG THE COMMON LINE OF LOTS 7 AND 8,A DISTANCE OF 136.86 FEET TO A 5/8 INCH IRON ROD FOUND,FOR THE SOUTHWEST CORNER OF SAID LOT 8,FOR A CORNER HEREOF; THENCE: N 10°25'28"W,ACROSS LOTS 8 AND 9,A DISTANCE OF 168.01 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 79°53'54"W,CONTINUING ACROSS LOT 9,A DISTANCE OF 133.13 FEET,TO A POINT LOCATED ON A CURVE TO THE RIGHT WITH A RADIUS OF 78.00 FEET,A CHORD BEARING OF N 87°22'58"W,AND A CHORD LENGTH OF 34.36 FEET,FOR A CORNER HEREOF; THENCE: ALONG CURVE TO THE RIGHT,AN ARC LENGTH OF 34.64 FEET TO A POINT, FOR A CORNER HEREOF; THENCE: N 74°39'37"W,A DISTANCE OF 17.85 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 15°20'23"W,A DISTANCE OF 56.53 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 09109'05"E,A DISTANCE OF 319.29 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 32°38'10"W,A DISTANCE OF 161.42 FEET TO A POINT ON A NON-TANGENT CURVE TO THE RIGHT WITH A RADIUS OF 199.85 FEET,A CHORD BEARING OF S 23°11'33"E,AND A CHORD LENGTH OF 177.73 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE RIGHT, AN ARC LENGTH OF 184.18 FEET TO A POINT LOCATED ON A REVERSE CURVE TO THE LEFT WITH A RADIUS OF 354.88 FEET,A CHORD BEARING OF S 06°16'17"E,AND A CHORD LENGTH OF 141.95 FEET,FOR A CORNER HEREOF; THENCE: CONTINUING ALONG SAID REVERSE CURVE TO THE LEFT,AN ARC LENGTH OF 142.91 FEET TO A POINT LOCATED ON A REVERSE CURVE TO THE RIGHT WITH A RADIUS OF 75.93 FEET,A CHORD BEARING OF S 01*24'10"W,AND A CHORD LENGTH OF 39.88 FEET,FOR A CORNER HEREOF; THENCE: CONTINUING ALONG SAID REVERSE CURVE TO THE RIGHT,AN ARC LENGTH OF 40.35 FEET TO A POINT LOCATED ON A REVERSE CURVE TO THE LEFT WITH A RADIUS OF 252.95 FEET,A CHORD BEARING OF S 12°38'17"W,AND A CHORD LENGTH OF 35.18 FEET,FOR A CORNER HEREOF; THENCE: CONTINUING ALONG SAID REVERSE CURVE TO THE LEFT,AN ARC LENGTH OF 35.21 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 01'16'54"E,A DISTANCE OF 91.61 FEET TO A POINT LOCATED ON A CURVE TO THE RIGHT WITH A RADIUS OF 126.17 FEET,A CHORD BEARING OF S 20°16'09"W,AND A CHORD LENGTH OF 47.71 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE RIGHT, AN ARC LENGTH OF 48.00 FEET TO A POINT LOCATED ON A REVERSE CURVE TO THE LEFT WITH A RADIUS OF 54.40 FEET,A CHORD BEARING OF S 17°10'30"W,AND A CHORD LENGTH OF 29.00 FEET,FOR A CORNER HEREOF; THENCE: CONTINUING ALONG SAID REVERSE CURVE TO THE LEFT,AN ARC LENGTH OF 29.36 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 05°17'34"W,A DISTANCE OF 75.84 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 09°00'03"W,A DISTANCE OF 160.18 FEET TO A POINT LOCATED ON A CURVE TO THE LEFT WITH A RADIUS OF 224.76 FEET,A CHORD BEARING OF S 02°55'53"E,AND A CHORD LENGTH OF 64.38 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE LEFT,AN ARC LENGTH OF 64.60 FEET TO A POINT LOCATED ON A REVERSE CURVE TO THE RIGHT WITH A RADIUS OF 160.49 FEET,A CHORD BEARING OF S 03°59'21"W,AND A CHORD LENGTH OF 93.18 FEET,FOR A CORNER HEREOF; THENCE: CONTINUING ALONG SAID REVERSE CURVE TO THE RIGHT,AN ARC LENGTH OF 94.54 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 26°5249"W,A DISTANCE OF 43.58 FEET TO A POINT LOCATED ON A CURVE TO THE LEFT WITH A RADIUS OF 36.52 FEET,A CHORD BEARING OF S 17°51'57"E,AND A CHORD LENGTH OF 37.27 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE LEFT,AN ARC LENGTH OF 39.11 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 41°09'40"E,A DISTANCE OF 96.97 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: S 01'20'06"W,A DISTANCE OF 50.38 FEET TO A POINT,FOR A CORNER HEREOF; 21 . 1156.011\102837.4 EXHIBIT A Metes and Bounds Description of the Property (approximately 206.01 acres) THENCE: N 88°46'57"W,A DISTANCE OF 291.63 FEET TO A POINT LOCATED ON A CURVE TO THE RIGHT WITH A RADIUS OF 70.00 FEET,A CHORD BEARING OF N 51°36'31"W,AND A CHORD LENGTH OF 84.60 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE RIGHT,AN ARC LENGTH OF 90.84 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 88°39'54"W,A DISTANCE OF 31.58 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 28°3342"W,A DISTANCE OF 53.03 FEET TO A POINT LOCATED ON A CURVE TO THE RIGHT WITH A RADIUS OF 86.27 FEET,A CHORD BEARING OF N 08°46'50"W,AND A CHORD LENGTH OF 58.39 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE RIGHT,AN ARC LENGTH OF 59.57 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 08°21'00"E,A DISTANCE OF 169.70 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 07°06'04"E,A DISTANCE OF 83.I1 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 04'21'45"E,A DISTANCE OF 63.40 FEET TO A POINT LOCATED ON A CURVE TO THE LEFT WITH A RADIUS OF 388.61 FEET,A CHORD BEARING OF N 0294'53"W,AND A CHORD LENGTH OF 93.97 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE LEFT,AN ARC LENGTH OF 94.20 FEET TO A POINT LOCATED ON A REVERSE CURVE TO THE RIGHT WITH A RADIUS OF 1638.83 FEET,A CHORD BEARING OF N 07°33'45"W,AND A CHORD LENGTH OF 112.26 FEET,FOR A CORNER HEREOF; THENCE: CONTINUING ALONG SAID REVERSE CURVE TO THE RIGHT,AN ARC LENGTH OF 112.28 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 00'18'00"W,A DISTANCE OF 84.81 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 00'17'08"W,A DISTANCE OF 77.05 FEET TO A POINT LOCATED ON A CURVE TO THE RIGHT WITH A RADIUS OF 638.87 FEET,A CHORD BEARING OF N 03°07'54"E,AND A CHORD LENGTH OF 76.16 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE RIGHT,AN ARC LENGTH OF 76.21 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 05°55'22"E,A DISTANCE OF 96.67 FEET TO A POINT LOCATED ON A CURVE TO THE LEFT WITH A RADIUS OF 35.56 FEET,A CHORD BEARING OF N 2753'47"W,AND A CHORD LENGTH OF 48.08 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE LEFT,AN ARC LENGTH OF 52.79 FEET TO A POINT LOCATED ON A REVERSE CURVE TO THE RIGHT WITH A RADIUS OF 348.61 FEET,A CHORD BEARING OF N 52.26'I5"W,AND A CHORD LENGTH OF 112.41 FEET,FOR A CORNER HEREOF; THENCE: CONTINUING ALONG SAID REVERSE CURVE TO THE RIGHT,AN ARC LENGTH OF 112.91 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 41'14'16"W,A DISTANCE OF 78.54 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 67'58'17"W,A DISTANCE OF 4.21 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 38°10'10"W,A DISTANCE OF 46.88 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 06°16'08"W,A DISTANCE OF 4.08 FEET TO A POINT LOCATED ON A CURVE TO THE RIGHT WITH A RADIUS OF 142.77 FEET,A CHORD BEARING OF N 24°43'36"W,AND A CHORD LENGTH OF 66.19 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE RIGHT,AN ARC LENGTH OF 66.80 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 10°15'25"W,A DISTANCE OF 115.67 FEET TO A POINT LOCATED ON A CURVE TO THE RIGHT WITH A RADIUS OF 133.47 FEET,A CHORD BEARING OF N 10-19'44"E,AND A CHORD LENGTH OF 98.40 FEET,FOR A CORNER HEREOF; THENCE: ALONG SAID CURVE TO THE RIGHT,AN ARC LENGTH OF 100.78 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 19°49'40"E,A DISTANCE OF 126.03 FEET TO A POINT LOCATED ON A CURVE TO THE LEFT WITH A RADIUS OF 91.11 FEET,A CHORD BEARING OF N 05°22'28"E,AND A CHORD LENGTH OF 33.76 FEET,FOR A CORNER HEREOF; 31: 1156.011\102837.4 EXHIBIT A Metes and Bounds Description of the Property (approximately 206.01 acres) THENCE: ALONG SAID CURVE TO THE LEFT,AN ARC LENGTH OF 33.95 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 05°18106"W,A DISTANCE OF 181.88 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 13°36'58"W,A DISTANCE OF 55.06 FEET TO A POINT,FOR A CORNER HEREOF; THENCE: N 09°5441"E,A DISTANCE OF 275.84 FEET TO A 518 INCH IRON ROD FOUND,FOR AN INTERIOR CORNER OF SAID LOT 27C,AND FOR A CORNER HEREOF; THENCE: S 89°10'01" E, CONTINUING ALONG THE LOWER NORTH LINE OF SAID LOT 27C, A DISTANCE OF 229.01 FEET TO THE POINT OF BEGINNING,CONTAINING WITHIN THESE METES AND BOUNDS A 28.63-ACRE TRACT,MORE OR LESS; NOTE: AN EXHIBIT REPRESENTING A GRAPHIC IMAGE OF THIS DESCRIPTION STYLED AS "SHEET 1 OF 5—28.63-ACRE TRACT"ACCOMPANIES THIS DOCUMENT.THE BASIS OF BEARING IS TEXAS STATE PLANE COORDINATE SYSTEM NAD 83,SOUTH ZONE 4205. September 28,2018 Job No. 170146 co! I.Rodarte •�` R08ERT"�dviERA : ! -.o q Fess1Q:y0A ` / •�G 41. 1156.011\102837.4 _ yp a _ C j owe �u — of j°.. u �o at ao saaoaowwoo CL ED 0 UJ 16 I - E tp bp'wsbo\` y s4-- i� - I- fti --- 9b N bp -� 1 o 0 00 4tice+ ,0 Y w w 44 . -�—= a ana a — O o• a — ey NO - E _ I �-- -- ----------- - - -� - -� W f -- - 6 i 0A�8 dtlpiJlNM r - ( NORTON ROSE FULBRIGHT April 12, 2022 Norton Rose Fulbright US LLP BY EMAIL 98 San Jacinto Boulevard, Suite 1100 Austin, Texas 78701-4255 United States Ms. Andrea Gardner Stephanie Leibe Assistant City Manager Partner City of Corpus Christi, Texas Direct line+1 512 536 2420 1201 Leopard Street stephanie.leibe@nortonrosefulbright.com Corpus Christi, Texas 78401 Tel +1 512 474 5201 Fax+1 512 536 4598 nortonrosefulbright.com Re: City of Corpus Christi, Texas Whitecap Preserve Public Improvement District- Resolution Accepting Petition Dear Andrea: I enclose as Exhibit A to this letter the agenda item to be utilized in preparing the agenda for the April 26, 2022 regular meeting of the City Council. Thank you for coordinating with appropriate City staff to ensure that this agenda item is posted in accordance with the provisions of the Texas Open Meetings Act. I also enclose as Exhibit B the suggested motion for this item. I also enclose a draft copy of the Resolution for inclusion in the City Council's agenda packets. Please send any comments to this Resolution to me as soon as possible so that it may be finalized. Lastly, I enclose Exhibit A and Exhibit B in Word format for your convenience. Thank you, in advance, for your prompt attention to this matter. If I can provide any additional assistance concerning this matter, please do not hesitate to contact me. Very truly yours, Stephanie Leibe SVL/Ic Enclosures cc: BY EMAIL Miles Risley (City of Corpus Christi, Texas) Peter Zanoni (City of Corpus Christi, Texas) Constance Sanchez (City of Corpus Christi, Texas) Heather Hurlbert (City of Corpus Christi, Texas) Rebecca Huerta (City of Corpus Christi, Texas) Alma Casas (City of Corpus Christi, Texas) Norton Rose Fulbright US LLP is a limited liability partnership registered under the laws of Texas. 105641076.1 Norton Rose Fulbright US LLP, Norton Rose Fulbright LLP, Norton Rose Fulbright Australia, Norton Rose Fulbright Canada LLP and Norton Rose Fulbright South Africa Inc are separate legal entities and all of them are members of Norton Rose Fulbright Verein,a Swiss verein.Norton Rose Fulbright Verein helps coordinate the activities of the members but does not itself provide legal services to clients.Details of each entity,with certain regulatory information,are available at nortonrosefulbright.com. Ms. Andrea Gardner NORTON ROSE FULBRIGHT April 12, 2022 Page 2 Martha Messer (City of Corpus Christi, Texas) Eva Barton (City of Corpus Christi, Texas) Elizabeth Hundley (City of Corpus Christi, Texas) Ruth Bocchino (City of Corpus Christi, Texas) Aimee Alcorn-Reed (City of Corpus Christi, Texas) Gisell Orozco (City of Corpus Christi, Texas) Mary Petty (P3 Works) Noe Hinojosa (Estrada Hinojosa & Co., Inc.) Paul Jack (Estrada Hinojosa & Co., Inc.) Isaiah Huerta (Estrada Hinojosa & Co., Inc.) Sharon Ockletree (Estrada Hinojosa & Co., Inc.) Matthew A. Lee (Firm) Chris Guevara (Firm) 105641076.1 EXHIBIT A CONSIDERATION AND APPROVAL OF A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS, ACCEPTING A PETITION TO CREATE THE WHITECAP PRESERVE PUBLIC IMPROVEMENT DISTRICT; CALLING FOR A PUBLIC HEARING UNDER SECTION 372.009 OF THE TEXAS LOCAL GOVERNMENT CODE FOR THE CREATION OF THE WHITECAP PRESERVE PUBLIC IMPROVEMENT DISTRICT WITHIN THE CORPORATE LIMITS OF THE CITY OF CORPUS CHRISTI, TEXAS; TO CONSIDER THE FEASIBILITY AND ADVISABILITY OF ESTABLISHING THE DISTRICT; AUTHORIZING AND DIRECTING THE PUBLICATION AND MAILING OF NOTICES OF THE PUBLIC HEARING; PROVIDING FOR A SEVERABILITY CLAUSE; AND PROVIDING AN EFFECTIVE DATE. 105641076.1 A-1 EXHIBIT B I MOVE THAT THE CITY COUNCIL ADOPT A RESOLUTION ACCEPTING THE PETITION, AUTHORIZING A PUBLIC HEARING AND PUBLICATIONS AND MAILING OF NOTICES 105641076.1 B-1 �EEIVEt� APR 0 8 2022 PETITION FOR THE CREATION OF A PUBLIC IMPROVEMENT DISTRICT WITHIN THE CrrYSECFE ',SOF�ICE CORPORATE LIMITS OF CORPUS CHRISTI, TEXAS This petition (the "Petition") is submitted and filed with the City Secretary of the City of Corpus Christi, Texas (the "City"), by Diamond Beach Holdings, LLC (the "Owner"), acting pursuant to the provisions of Chapter 372,Texas Local Government Code,as amended(the"Act"), requesting that the City create a public improvement district (the "District") to include property located within the corporate limits of the City (the "Property"), more particularly described in Exhibit A and depicted in Exhibit B, Owner hereby represents that: (1) Owner represents more than fifty percent(50%) of the appraised value of taxable real property liable for assessment in the proposed District, as determined by the current roll of the appraisal district in which the Property is located; and (2) Owner is the record owner of real property liable for assessment under the proposed District who: (A) constitutes more than fifty percent (50%) of all record owners of property that is liable for assessment under the proposed District; and (B) owns taxable real property that constitutes more than fifty percent (50%) of the area of all taxable real property that is liable for assessment under the proposed District. In support of this Petition, the Owner presents the following: Section 1. General Nature of the Authorized Improvements. The purposes of the District include the design, acquisition, construction, and improvement of public improvement projects authorized by§372.003(b)of the Act that are necessary for the development of the Property,which public improvements may include,but not be limited to: (1)design,construction and other allowed costs related to street and roadway improvements, including related earthwork, sidewalks, drainage, utility relocation, signalization, landscaping, lighting, signage, and rights-of-way; (2) design, construction and other allowed costs related to storm drainage improvements; (3) design, construction and other allowed costs related to water, wastewater and drainage (including detention) improvements and facilities; (4) design, construction and other allowed costs related to erection of fountains, distinctive lighting and signs, and acquisition and installation of pieces of art; (5) design, construction and other allowed costs related to parks, open space, and recreational improvements,including trails,landscaping,and irrigation related thereto; (6)design, construction and other allowed costs related to off-street parking facilities, including related sidewalks, drainage, utility relocation, signalization, landscaping, lighting, signage and rights-of-way; (7) design, construction and other allowed costs related to projects similar to those listed in subsections (1) - (6) above authorized by the Act, including similar off-site projects that provide a benefit to the Property within the District; (8)costs related to special supplemental services for improvement and promotion of the District, including services related to advertising, promotion, health and sanitation, water and wastewater, public safety, security, business recruitment, development, recreation, and cultural enhancement; (9) payment of expenses incurred in the establishment, administration and operation of the District; and (10) payment of expenses associated with financing such public improvement projects, which may include but are not limited to, costs associated with issuance and sale of revenue bonds secured by assessments levied against the Property (collectively, the "Authorized Improvements"). These Authorized Improvements shall promote the interests of the City and confer a special benefit on the Property. Section 2. Estimated Cost of the Authorized Improvements. The Owner estimates that the total cost of the Authorized Improvements is $100,000,000. 1156.011\102837.5 Section 3. Boundaries of the Proposed District. The District is proposed to include the Property. Section 4. Proposed Method of Assessment. The City shall levy an assessment on each lot within the District to pay the cost of the Authorized Improvements in a manner that results in imposing equal shares of the cost on property similarly benefited. Each assessment may be paid in full or in part (including accrued and unpaid interest) without penalty at any time or may be paid in annual installments (including interest and debt). If paid in annual installments, such installments must be paid in amounts necessary to meet annual costs for the Authorized Improvements and must continue for a period necessary to retire any indebtedness incurred to pay the costs of the Authorized Improvements. Section 5. Proposed Apportionment of Cost between the District and the City. The City shall not be obligated to provide any funds to finance the Authorized Improvements. The cost of the Authorized Improvements will be paid from the assessments and from other sources of funds, if any, available to the Owner. Section 6. Management of the District. The Owner proposes that the District be managed by the City, with the assistance of a consultant, who shall, from time to time, advise the City regarding certain operations of the District. Section 7. Owner Requests Establishment of the District.The persons signing this Petition request the establishment of the District. This petition may be signed in multiple counterparts which, when taken together, shall be deemed one original. Section 8. Advisory Board. The Owner proposes that the District be established and managed without the creation of an advisory body. This Petition has been signed by(1)the owners of taxable real property representing more than 50 percent of the appraised value of taxable real property liable for assessment under the proposal, as determined by the current roll of the appraisal district in which the property is located; and(2)record owners of real property liable for assessment under the proposal who: (A) constitute more than 50 percent of all record owners of property that is liable for assessment under the proposal; or (B) own taxable real property that constitutes more than 50 percent of the area of all taxable real property that is liable for assessment under the proposal. This Petition is hereby filed with the City Secretary of the City in support of the creation of the District by the City Council as herein provided. The undersigned requests that the City Council grant its consent as above stated. THE REMAINDER OF THIS PAGE IS INTENTIONALLY BLANK 1156.011\102837.5 RESPECTFULLY SUBMITTED THIS 7th DAY OF APRIL, 2022. DIAMOND BEACH HOLDINGS, LLC a Texas lim# iability company By: Name: v I ic Title: v C� � ✓� -�lC-�-�-- 1156.01 1\102837.5 EXHIBIT A Metes and Bounds Description of the Property (approximately 242.011 acres) 242.011 acres being all of a 39.692 acre tract referenced and described by metes & bounds in Substitute Trustee's Deed, Doc. No. 2017050832, Official Records, Nueces County, Texas, said 39.692 acre tract being out of Tract 27C and 27D of the Padre Island - Corpus Christi Island Fairway Estates, hereafter referred to as P.I.C.C.I.F.E., Lots 27C and 27D, a map of which is recorded in Vol.67, Pg.779,Map Records, Nueces County,Texas;and 202.319 acres referenced in Correction Warranty Deed, Doc. No. 2018045542, Official Records, Nueces County, Texas, and described by metes & bounds of a 28.629 acre tract (Tract 1), a 72.316 acre tract (Tract 2), a 74.440 acre tract (Tract 3), and a 30.684 acre tract (Tract 4), save & except 3.749 acres, said 3.749 acres being a portion of a 60-foot wide street tract, also known as 'Aquarius Street Re- Alignment', recorded in Doc. No. 2011039226, Official Records, Nueces County, Texas; said 202.319 acres including portions of Tract 27C and 27D of P.I.C.C.I.F.E., Lots 27C and 27D, a map of which is recorded in Vol. 67, Pg. 779, Map Records, Nueces County, Texas; a portion of P.I.C.C.I.F.E., Blocks 45&46, a map of which is recorded in Vol. 42, Pg. 153-154, Map Records, Nueces County, Texas; a portion of P.I.C.C.I.F.E., Block 3, a map of which is recorded in Vol. 40, Pg. 145-146, Map Records, Nueces County, Texas; all of P.I.C.C.I.F.E., Blocks 37, 38, 39, and 40,a map of which is recorded in Vol.41, Pg. 128, Map Records, Nueces County,Texas;a portion of P.I.C.C.I.F.E., Blocks 24-33, a map of which is recorded in Vol. 40, Pg. 154-159, Map Records, Nueces County, Texas; a portion of P.I.C.C.I.F.E., Blocks 43 & 44, a map of which is recorded in Vol. 42, Pg. 10-11, Map Records, Nueces County, Texas; and portions of P.I.C.C.I.F.E., Blocks 34, 35,and 36, a map of which is recorded in Vol. 40, Pg. 183-184,Map Records, Nueces County, Texas, said Blocks 26, 35, 36, 43, 44,and a portion of Block 34 now vacated as per plat recorded in Vol. 67, Pg. 688, Map Records, Nueces County, Texas. 1156.011\102837.5 N A9 p SEM \ — to 00 w E $ Spy 1,6ro g2? O as saaoaowwae , OF 3• p.2 - -__ O V , N Z 04 z Ci 3Zrc Ov LU LU F+1 / \,' `\ \ h bJ.�j/=`_—` •�+Y \ \ i♦ W Li ILL♦ fj �M 4-4 CO zd of C W o uj A - LU0 Q. VONT.\\\\\` .� z0 _ N N , t U aVQNZ O , Jit Qtr OR' ff N Z U rc LN w e ' s c7 W' Wz aAIH dVJ311HM _... _... .. ?W' - ....T— t o� u p v O rp G C d n v fD P�� +�Y 1 L® v 7 u @ C atA n y. rp O 7 y L ° n 3 — o �, in v m h i i ZF 9 NICOLE LTR 1 OF 1 IBC KIRy HOUSTON 5615 KIRBY DR. �C HOUSTON TX 77005 C I SHIP TO: ATTN: CITY SECRETARY CITY OF COPPLIS CHRISTI 1201 LEOPARD.STREET CORPUS CHRISTI TX 78401-2120 � rn cn � Y.J•SA A 784 9,01 h 0 1 ` UPS NEXT DAY AIR 1 TRACKING #: 1Z A5V 054 019886 8712 oa• � 4' ' ilk BILLING:P/P � r ;i- a Reference#1:10 TM CS22.0.18. WNTNV5015.OA04/2022* Y '� If a C .. N .Ot p �0 I m DIAMOND BEACH HOLDINGS, LLC Subsidiary of IBC Bank 5615 Kirby Dr. Houston, TX 77005 Peter Zanoni City Manager City of Corpus Christi 1201 Leopard Street Corpus Christi, Texas 78401 September 22, 2021 Dear Peter: Please allow this letter to serve as the PID Petition Request for the Master Plan Community development of the property owned by Diamond Beach Holdings LLC on North Padre Island. Accompanied with this petition is a non-refundable $15,000 application fee along with petition requirement documentation. We request to begin the process of review regarding the PID petition, and we look forward to working with you as we go through this process. Let me know if you have any questions. Thank you, 944.*U� Yi& Jennifer Hoff Vice President Diamond Beach Holdings, LLC A Subsidiary of IBC Bank CC: Constance Sanchez Heather Hurlbert Daniel McGinn Amiee Alcorn-Reed Greg Smith PID Petition Requirements In accordance with section 372. 005(a)of the Code the petition must state: ® 1.the general nature of the proposed improvements. ® 2.the estimated cost of the improvements. ® 3.the boundaries of the proposed assessment district. ® 4.the proposed method of assessment, which may specify included or excluded classes of assessable property. ® 5.the proposed apportionment of costs between the proposed PID and the City as a whole. ® 6. whether the proposed PID will be managed by the City, by the private sector, or by a partnership of the two. ® 7.that the persons signing the petition request or concur with the establishment of the proposed PID. ® 8.that an advisory body may be established to develop and recommend an improvement plan to the City Council; and ® 9.that the petitioner has read and understands this Policy and will adhere to all language herein. Additional requirements include: ® 1. PID petitions shall include this additional note: "With respect to community property,the City may accept the signature of a spouse as a representation of both spouses that they support the creation or renewal of the PID, absent a separate property agreement. However, if City staff is made aware of any disagreement among owners of community property,those signatures will not be counted." ® 2. Signatures for PID petitions must be gathered not more than six months preceding submittal of the PID petition. For a PID to be established, a petition shall include the following: ® 1. Evidence that the petition's signatures meet the state law requirements, or the petition must be accompanied by a reasonable fee to cover the City's costs of the notary/signature verification. ® 2. Map of the area, metes and bounds with a survey(all signed by a licensed engineer), and a" commonly known"description of the area to be included in the PID. ® 3.Statement that the petitioners understand that the annual update, including any annual costs,for the PID is subject to review by City staff with final approval by the City Council. W . Public Improvement District (PID) Petition _ Table of Contents - Whitecap Reserve PID Petition Petition Summary&General Requirements Preliminary Site Map-PID Boundaries Preliminary Project Cost Summary Development Lot Assumptions Special Assessment Revenue Bond Estimates Summary of Development Assessment Public Financing Request Summary - Whitecap Reserve PID/TIRZ Diamond Beach Holdings LLC,the owner of the Whitecap Reserve property,is requesting approval from the City of Corpus Christi for public financing districts,including a PID and a TIRZ(city and/or county TIRZ)intended to reimburse the development and funding of master and intract infrastructure for the Whitecap Reserve project Whitecap Reserve consists of over 200 acres of developable land for single-family residential and commercial property in Corpus Christi Included herein are a site plan,preliminary development cost estimates(in draft form and subject to change),and estimated public financing bond capacity The proposed improvements include Intract Infrastructure and Master Infrastructure for the property as well as landscaping and amenities Based on preliminary estimates and bonding capacity,the project should to be able to support--$100MM in public financing bonds,including PID and TIRZ reimbursements -Diamond Beach Holdings LLC is viewing the$100MM in available capacity as a"not-to-exceed"number and only anticipates$75MM of available capacity to be utilized to reimburse eligible costs through a PID and TIRZ program -The numbers included in the analysis are not finalized and we expect will be vetted by the City,PID administrator,financing advisor and/or underwriter Diamond Beach Holdings LLC anticipates that the PID will be managed by a combination of City and a private sector administrator on behalf of the City.It is also understood that an advisory body may be established to develop and recommend an improvement plan to the City Council A Feasibility Report,which we understand will be required for this process,is currently being finalized by a market research consultant A formal survey,to replace the current boundary map of the property,will be conducted and provided to the City at a later date As this property is wholly owned by one entity,the need for secondary signatures/approvals is not necessary Diamond Beach Holdings LLC understands the PID Policy and will adhere to the language as stated in the Policy.It is also understood that an annual update and any annual costs for the PID annual update are subject to review by City staff with final approval by the City Council Preliminary Site Map - Whitecap Reserve PI® _. R10.0 r. - .. r ... 0.171 �' ,.�� � J h _ _ -� w� :!'e,, - '/ \ • fJ/Jff �•.� h t r 1 � ------------ JEFF-, 1E City of Corpus Christi,Texas Preliminary Summary of Costs (Corpus Christi Public Improvement District No.1) Phase 1 Phase 2 Phase 3 Phase 4 Taal Public Financina Intract Infrastructure Lots 217 178 134 72 601 Soft Costs(%Hard Cost) 18% 1,601 1,314 989 531 4,435 PID Hard Cost($per Lot) $41.0 8,897 7,298 5,494 2,952 24,641 PID Landscaping($per Lot) $2.5 543 445 335 180 1,503 PID Subtotal 11,041 9,057 6,818 3,663 30,579 Contingency 10% 1,104 906 682 366 3,058 PID Total lntractInfrastructure 12,145 9,963 7,500 4,029 33,637 PID Total Intract Infrastructure/Lot $56.0 $56.0 $56.0 $56.0 $56.0 Master Infrastructure Soft Costs(%Hard Cost) 10% 2,458 TIRZ Hard Costs Island Walk Excavation&Bulkhead 1,840 TIRZ Canal Excavation 4,400 TIRZ Phase 1 Bulkhead 4,800 TIRZ/PID Remaining Phases Bulkhead 9,000 TIRZ/PID Mobility Bridges 2,136 TIRZ Commodores Drive Bridge Structure 2,400 TIRZ Subtotal-Hard Costs 24,576 Master Landscaping 5% 1,229 TIRZ Contingency 10% 2,826 TIRZ/PID Total Master Infrastructure 31,089 TIRZ/PID EntU/Landscaping/Amenities Soft Costs(%Hard Cost) 10% 390 TIRZ Hard Costs Main Amenity Center 1,500 NA Communities Park Space Improvements 600 TIRZ Preserve Walking Trail 400 TIRZ Aquarius Pedestrian Path 198 TIRZ Preserve Pavillion 1,200 TIRZ Subtotal-Hard Costs 3,898 Entry/Landscaping/Amenities 5% 195 TIRZ Contingency 5% 224 TIRZ Total Entry/Landscaping/Amenities 4,707 TIRZ TOTAL PROJECT COSTS $69,432 Total Project Costs/Lot $115.5 Public Financing Breakdown* TIRZ 17,669 PID 33,637 TIRZ/PID 16,626 None 1,500 Total $69,432 *Public Financing Breakdown represents projects which may be reimbursable through these vehicles.Individual projects and%of costs which may be reimbursable through these districts to be finalized. *Example document only-subject to change Development Lot Matrix Development Assumptions (Corpus Christi Public Improvement District No.1) Total Number of Average Monthly Finished Home Equivalent Tax Overlapping Lot Type Units/Lots Absorption Finished Lot Value Value Rate Tax Rate 35' 132 5 $ 115,000 $ 575,000 $ 0.5000 $ 3.0000 45' 348 3 $ 200,000 $ 1,000,000 $ 0.5000 $ 3.0000 55' 72 2 $ 285,000 $ 1,425,000 $ 0.5000 $ 3.0000 65' 49 1 $ 370,000 $ 1,850,000 $ 0.5000 $ 3.0000 Total/Average 601 11 *Example document only-subject to change City of Corpus Christi,Texas Special Assessment Revenue Bands (Corpus Christi Public Improvement District No.1) SOURCES OF FUNDS Improvement Area#1-A Improvement Area#1-13 Improvement Area#2-A Improvement Area#2-13 Total Bond Par Amount $ 25,000,000.00 $ 9,000,000.00 $ 30,000,000.00 $ 11,000,000.00 $ 75,000,000.00 Total Sources of Funds $ 25,000,000.00 $ 9,000,000.00 $ 30,000,000.00 $ 11,000,000.00 $ 75,000,000.00 USES OF FUNDS Project Fund Deposit $ 19,000,000.00 $ 8,000,000.00 $ 24,000,000.00 $ 9,000,000.00 $ 60,000,000.00 Capitalized Interest 2,000,000.00 - 1,500,000.00 - $ 3,500,000.00 Debt Service Reserve Fund 1,750,000.00 300,000.00 2,000,000.00 800,000.00 $ 4,850,000.00 Cost of Issuance 1,500,000.00 400,000.00 1,750,000.00 700,000.00 $ 4,350,000.00 Underwriter's Discount 500,000.00 200,000.00 500,000.00 300,000.00 $ 1,500,000.00 Underwriter's Counsel Fee 200,000.00 100,000.00 200,000.00 200,000.00 $ 700,000.00 Administrative Fund 50,000.00 - 50,000.00 - $ 100,000.00 Total Sources of Funds $ 25,000,000.00 $ 9,000,000.00 $ 30,000,000.00 $ 11,000,000.00 $ 75,000,000.00 *Example document only-subject to change CityofC,Ws Chnsti,Taxes Summary of D¢valopm¢MAm¢mm¢0t (COrWa Chnsti Public Improvame.t Dis id No.1) ntallm- Annual m�M Es—' I Numbataf Lere Ile Lat EstlBUIItlWLValua Groin EquNaknt Maximum Pnnual Annuallmfallmant —T,Rata NMEqulvsl¢MTax IA#SA NNSA AmammaM LOLTAR Apprtls¢0 Pppek¢G BUIMgRVtlu¢ per LM Valu¢tO D¢n TptelAmmsm&rt Lots Valu¢ LptValu¢ Vtlu¢ PH He RtlR lasttllm¢M WtLM ORSM R. AR¢sTIRZ Ass¢mm¢M Assmsm¢M paT L@ 36' 132 $ $45�55''' 291 S $ 1 , 2 8 S 2 S 2600 $ 1 ,10,000 21.14 2 $ 1100'000 SS 00 00 $$ S 7 $ TS1$ $ 3 $ 2 $ $ $ 1 $ $ T $ 2 $ $ $ 2 $ $ $ s $ 2 $ 5 $ 172,222 $ $ $ 3 $ 10,000 $ 4 $ 2S 41154 $ 1 $ 2S $ 8 - S 17000 $ 6 $ 173,75 S 48,30 S 3100 S 8 S 23 ,7 S 7,& S o.32 S O50 S 4,800 S 5,0]D,OW 2.0:1 S 80001000 S 34,000,000 S 115,646 ESNmatM Estlma4N MRutl IretallmMt Numof 0¢�RIopM LM BullOout Valu¢ Gross EquNal¢nt Maximum Pnnual Annual lnstallm¢nt TRZ Tar Rat¢ N¢[EqulwlMtTax IA#2A NN28 Ass¢ssmMt LO[Tp¢ Appt&s¢0 Appals¢d BUIIUOut Vtlu¢ p¢t LOt ValuCt011¢n TWal Ass¢ssniMt Lps Value H P ,Valu¢ Vtlu¢ ¢xH— Tax R9R 1—mmp¢rLM -.tRak AWTIRZ --mAm¢mm¢M px LM 35' $ $ .3,500 $ $ 575,0. $ $ 2 $ $ $ 2 $ ` $ $ $ 1 $ ' $ $ $ $ 4 $ 1 $26 $ 2S S S 2 $ $ $ 3 $ 3 $ 122 72 $ $ S $ , $ 4,32 150 $ 2 $ 2 $ 21133 $ $ 2S $ 2 $ ,00 $ 3 $ 1�111 $ $ 33 $ 7 S16000 $ 470 $ 2S 35 $ X5 $ 2 $ $ $ 3 $ 4. $ 400 $ 225,000 3T S 1ESWS 3 S 3 790 03 549 20: 4L-1— S7- Example document only-subject to change rn -; , '.€� .t Oilm Xy 13 m dUm .�. w w ' C 4 L •'• �„ r w ' 2 Y r P.J _ A j p 0ic Q ic r ' + rn /V 0 m nQ --� 4 c Ul 07 C) 6 C� Public • • Petition for Whitecap Preserve Development • Public Hearing Presentation to City of Corpus Christi, Texas April 26, 2022 s Ks NORTON ROSE FULDRIGHT n Public Improvement District Petition Briefing • PID Policy was adopted on March 31, 2020 • Two PID applications have been submitted to the City of Corpus Christi • Whitecap PID application was submitted on September 22, 2021 - Petition submitted on February 9, 2022 - Revised Petition submitted on April 8, 2022 • City Council was briefed on the concepts of PIDs,Texas Local Government Code Chapter 372 and comparisons of economic development tools • Ashlar Development introduced the Whitecap Preserve Development on April 12, 2022 7 11 @ s NORTON ROSE FULDRIGHT Local Government Code Requirements • Texas LGC 372.005 requires the PID petition to state: (1) the general nature of the proposed improvement (2) the estimated cost of the improvement (3) the boundaries of the proposed assessment district (4) the proposed method of assessment, which may specify included or excluded classes of assessable property (5) the proposed apportionment of cost between the public improvement district and the municipality or county as a whole (6) whether the management of the district is to be by the municipality or county, the private sector, or a partnership between the municipality or county and the private sector (7) that the persons signing the petition request or concur with the establishment of the district; and (8) that an advisory body may be established to develop and recommend an improvement plan to the governing body of the municipality or county. �S NORTON ROSE FULBRIGHT Local Government Requirements • Texas LGC 372.009: requires a public hearing before a public improvement district may be established and improvements provided by the district may be financed. Notice of the hearing must be given in a newspaper of general circulation in the municipality. • The final publication of notice must be made before the 15th day before the date of the hearing. A written notice containing the required information outlined in Sec. 372.009 (c) must be mailed before the 15th day before the date of the hearing. The notice must be addressed to "Property Owner" and mailed to the current address of the owner, as reflected on tax rolls, of property subject to assessment under the proposed public improvement district. PKs NORTON ROSE FUL6RIGHT Staff Recommendation • City Council accept the PID Petition • Agree to set the date for the required public hearing on May 17, 2022 Ks NORTON ROSE FULBRIGHT Follow-Up • • ril 12, 2022 Council • • Item 1—Maintenance of the canals and bulkheads • Option 1—cover the maintenance through annual PID levy • Option 2—assess through a newly established HOA • Item 2—Special District compared to Special Taxing District • Special District does not have taxing authority under Texas Constitution (Ex. Public Improvement District) • Special Taxing District does have taxing authority under Texas Constitution (Ex. Municipal Utility District) • Item 3-PID Assessments • Only assessed on property that benefits • Public improvement assessments may be assessed annually,paid up front without penalty or payoff early(anytime) without penalty Ks NORTON ROSE FULBRIGHT Questions ? so �o p A v WoRPORPg4 AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting April 26, 2022 DATE: April 11, 2022 TO: Peter Zanoni, City Manager FROM: Tammy Embrey, Director Intergovernmental Relations tammye@cctexas.com 361-826-3622 Motion to Authorize Renewal of Agreement with the United Corpus Christi Chamber of Commerce to support the South Texas Military Task Force CAPTION: Motion to authorize renewal of an agreement with the United Corpus Christi Chamber of Commerce to support the operations and activities of the South Texas Military Task Force during Fiscal Year 2022 in the amount of $75,000. SUMMARY: The City of Corpus Christi contributes $75,000 per year to the United Corpus Christi Chamber of Commerce (Chamber) for the operations, activities and tasks of the South Texas Military Task Force (STMTF) to protect the Military missions based in Corpus Christi. BACKGROUND AND FINDINGS: The City of Corpus Christi contributes $75,000 per year to the United Corpus Christi Chamber of Commerce (Chamber) for the operations and activities of the South Texas Military Task Force (STMTF). The STMTF is a committee of the Chamber whose purpose is to advocate for and protect the military missions based in Corpus Christi including: Naval Air Station Corpus Christi (NASCC) Corpus Christi Army Depot (CCAD) Chief of Naval Air Training (CNATRA) Tenant commands at NASCC U.S. Coast Guard Sector at the Corpus Christi International Airport. The City and the Task Force adopted a formal agreement three years ago which established specific expectations and responsibilities for the Task Force and this agreement has been updated to reflect current needs of the City and our Military partners. In addition to basic operational responsibilities, the agreement requires the Task Force to provide semi-annual reports to the City detailing STMTF activities, achievements and an updated financial report for the Task Force. ALTERNATIVES: 1 . Amend the agreement. 2. Do not approve the agreement FISCAL IMPACT: This membership was included in the FY 2022 Intergovernmental Relations budget for Memberships, licenses, and dues. Funding Detail: Fund: 1020 General Fund Organization/Activity: 10250 Intergovernmental Relations Mission Element: 291 Project # (CIP Only): Account: 530250 Memberships, licenses & dues RECOMMENDATION: Staff recommends approval of the motion LIST OF SUPPORTING DOCUMENTS: STMTF Funding Agreement FY 2022 - 4/26/22 STMTF Semi Annual reports July 2021 and January 2022 MEMORANDUM OF UNDERSTANDING UNITED CORPUS CHRISTI CHAMBER OF COMMERCE AND THE CITY OF CORPUS CHRISTI This agreement entered into on the date of its execution as set forth below by and between the United Corpus Christi Chamber of Commerce ("UCCC") for the South Texas Military Task Force ("STMTF") and the City of Corpus Christi ("The City"). The UCCC is an organization founded for the promotion of businesses, creation and retention of jobs, and overall benefit of Corpus Christi, Texas, Nueces County and surrounding areas. The STMTF is a committee of the UCCC focused on preserving, expanding and supporting military activities in South Texas. The City seeks to stimulate business and commercial activities in Corpus Christi, Nueces County, and the area. The STMTF, a committee of the UCCC will: 1.) Stimulate, encourage, develop business location and commercial activity including preparation and implementation of strategic plans for maximum utility of area military facilities and other community assets for military activities; 2.)Promote and advertise the area by in person presentations locally and in other areas for the benefit of Corpus Christi, Nueces County and surrounding areas; 3.) Undertake robust advocacy activities to secure, protect, and expand local military bases and activities; 4.) Diligently utilize the resources of the STMTF to promote the cause of administration of the program above; and 5.) Submit reports semi-annually to The City detailing the activities of the STMTF in 1 performance of obligations pursuant to this agreement. UCCC shall include in its report a detailed accounting of expenditures of the funds of and any measurable results obtained. As payment for these services, for FISCAL YEAR 2022 (October 1. 2021_ through September 30. 2022). The City, subject to any additional conditions or requirements contained in Attachment A, agrees to provide $75,000. UCCC will cause this funding to be segregated from other funds used for the activities unrelated to STMTF activities and the purposes of this agreement. This agreement will continue in force and effect until September 30, 2 0 2 2 . In the event the UCCC terminates the program activities subject to this agreement prior to the expiration of this agreement, the balance of any remaining funds shall be returned to The City in the same proportion that The City funds bear to the total funds received or in possession of UCCC to conduct activities related to this agreement. WITNESS our hands on this day of April 26 2022 Peter Zanom John LaRue City Manager President and CEO City of Corpus Christi United Corpus Christi Chamber of Commerce 2 ATTACHMENT A 1. The South Texas Military Task Force will submit activity and financial reports to the City of Corpus Christi by July 30th for the period of January to June of each year and by January 30th for the period of July-December each year 2. The Mayor of the City of Corpus Christi will serve as a permanent member of the Executive Committee of the South Texas Military Task Force. The Mayor may designate a member of the staff of the City of Corpus Christi to represent the City, including casting the Mayor's vote, at all meetings of the Task Force. 3. The South Texas Military Task Force shall adopt an annual budget detailing revenues and expenditures in accordance with adopted operating policies and procedures. 4. Any changes to the adopted operating policies and procedures must be approved by the Executive Committee of the South Texas Military Task Force. 5. Policies adopted by the Task Force shall not conflict with policies, initiatives and other action adopted by the United Corpus Christi Chamber of Commerce or its member governmental units. V1 �,ry MILITARYTASK TORCI1: 27 August, 2021 The Honorable Paulette Guajardo Mayor of Corpus Christi P.O. Box 9277 Corpus Christi,Texas 78469 RE: 2020 South Texas Military Task Force Semi-Annual Report Mayor Guajardo, The South Texas Military Task Force and our area Military Installations thank you and the Corpus Christi City Council for your continued support. The attached Semi-annual report from the STMT outlines how we continue our work to promote, preserve, and protect our area's military operations. Also, per our agreement we have included the accounting of our expenditures for the past six months in the form of our latest budget. We are available to further discuss details of the items in this report and welcome your feedback anytime. Again,thank you for your support. The South Texas Military is stronger because of you. Very Respectfully, Alan Wilson, Chairman,South Texas Military Task force Kresten Cook, Executive Director,South Texas Military Task Force r MILITARYTASK TOR("E South Texas Military Task Force Activity Report January to July 2021 As member of the Texas Governor's Military Support Committee, responsible for submitting legislative agenda items on behalf of the Texas military community, finalized the Workforce Development section which calls for Increase Integration Between Texas Educational Providers and Military Installation/Industry Skill Requirements. Attended Corpus Christi Mayor's Interagency meetings Presented an STMTF update to the Nueces County Commissioner's Court. Received approval for 2021 contract. Sent correspondence to US Representative Cloud describing the importance of the Military and associated industry to the Corpus Christi area and respectfully requested information on why he did not Support the recent National Defense Authorization Act. Performed a year-end review of the STMTF budget and developed a Draft 2021 budget for STMTF Executive Committee Approval Forwarded information and provided TEA contact on Purple Star School designation process to Leanne Libby, CCISD. Purple Star Schools help manage the challenges military-connected children face when they move between schools with different cultures, curricula, standards, course offerings, schedules and graduation requirements. Reviewed REDC resolution on wind energy and prepared/provided a point paper on Wind Energy impact to the Military in Texas to John LaRue and Alan Wilson Submitted letter to SEN Cornyn thanking him for supporting the National Defense Authorization Act. Completed a compilation of large (over$7.5M) defense contracts awarded in 2020 related to the Corpus Christi area. Intent it to solicit STMTF sponsorships from these contacts. Sent letter of support for new TAMUCC Masters of Engineering programs to Dr. Kelly Miller, President/CEO, Texas A&M University—Corpus Christi Updated STMTF membership to Association of Defense Communities. Received news that NASCC and City of Corpus Christi were awarded a Defense Economic Adjustment Assistance Grant (DEAAG) for $900K to improve the natural gas system aboard NASCC. Set up and participated in conference call on 03 FEB with Mark Wagner, Deputy to the Commander CCAD and Larry Meyers/Tammy Embry to receive an update on CCAD's latest strategic priorities. Made presentation on STMTF to San Patricio Commissioner Court on 01 FEB with Alan Wilson. Participated in phone conservation with members of Powering Texas, an alliance of stakeholders advocating for wind power in Texas. Relayed concerns of military and provided resources to communicate wind power's effects on military air training. Participated in 4-day Strategic Planning sessions for CCISD as a Community/Military member. Continued work as a board member of USO South Texas. Met virtually with Abby McHan, Cong. Cloud's Military Legislative Assistant. Initiated discussions on how Cong Cloud could support military related legislation for our area's installations and recommendations for this year's NDAA. Met with Congressman Cloud in person Friday, 19 FEB, and communicated how he and his staff could better support our area's military installations. Reviewed and signed 2021 Contract for Meyers and Associates. Reached out to COL Parker, Mark Wagner, Ben Polak, and CAPT Jason to get details of their installation infrastructure needs/challenges and other areas the STMTF can support them in 2021. Working support for proposed bill from Senator Hinojosa and Representative Raymond to expand authority of local governments to enter into Inter governmental Support Agreements with DOD Installations. Continued to work as a board member of the USS Lexington Museum. Elected to Treasurer on Executive Board for 2021. Received information from Tammy Embrey (thanks Tammy!) on grant opportunity for programs that improve the quality of life for active duty, reserve, or National Guard and/or veterans and their families. website: https://fisherhouse.org/programs/newmans-own-grant/. Shared this information with Sara Banta at USO South Texas —she is working application now. Reviewed recently released (Feb 21) Executive Summary of the Economic Resilience Strategy& Diversification Study from the Texas General Land Office. Participated in tour of CCAD with Mayor Guajardo and her father Mr. Juan Rodriguez, a USAF veteran, and retired CCADer. (event photo attached) Attended Association of Defense Communities live national broadcast event which featured NAS Corpus Christi and its recent sea turtle rescue operations during the freeze event. Provided feedback to and requested additional information from Larry Meyers as he garners congressional support for depots and DOD Industrial Base activity in areas of 50/50 law, A-76 Competition, Core workload, and Technical Data/Commercial Property challenges. Attended virtually UCCCC Executive Committee meeting, to answer questions on military related legislative recommendation to the 87th Texas session now underway. Following up on information Larry Meyers received from DASN (IE&F) James Balocki, who reported concern about Corpus Christi Area Outlying Airfields, contacted NASCC Leadership (CAPT Jason, RDML Westerndorff, Commodore Rifas to on status report of outlying air fields Cabaniss and Waldron. Both fields were reported operational. Met with CAPT Chris Jason, CO, NAS Corpus Christi to discuss the installations construction and infrastructure needs, possible future Intergovernmental Support Agreement, the Admirals house situation, future military presentations to the Corpus Christi City Council, and an acceptable date for the Conquer the Coast bicycle ride. Met with Dick Messbarger and Sam Fugate, Mayor of Kingsville, to discuss how the STMTF can support NAS Kingsville and the current infrastructure priorities at NASK Working on moving forward with the Admirals house project. Currently the private housing provider, Landmark LLC, has reported the project is not financially feasible, even if a new house was 100%gifted to the Navy. Researched proposed Texas legislation that might impact funding of lobbyists and funding to UCCCC and STMTF. Contacted Jim Moore, Executive Director of the Corpus Christi Performing Arts Center (PAC) on the possibility of gifting their seating to NASCC Wings Auditorium when it is replaced in an upcoming PAC renovation. The PAC seating is still in good condition and significantly better than the current seating (1942 vintage) on NASCC. Updated and presented the STMTF Roadshow briefing, with Alan Wilson to the Corpus Christi Rotary Club on 1 April. Sent out to the STMTF Executive Committee a Legislative Update on military related bills currently being considered in the 87th Texas Legislature and the current National Security Strategy received from Garry Bradford. Signed a resolution in support of Congressional Community Project Funding approved by the STMTF Executive Committee. Contacted area military installation leaders and received confirmation that they all had significantly higher electric bills for FEB 21 compared to the previous months and year. For example, NASCC's bill for FEB 20 was $328,000 and their FEB 21 bill was more than $11,200,000. On behalf of Chairman Wilson, sent out to the STMTF Executive Committee a bio and nomination request for Mary Lupe Arana to be a new member of the Executive Committee. Met with Mark Wagner, deputy to the commander, CCAD and received information on CCAD's military construction plans. Forwarded this information, and similar information received from NASK to Larry Meyers. Participated with UCCCC staff in a short video recognizing CCAD's upcoming 60th birthday. Attended meeting with Alan Wilson, Eric Villereall, Johnny Philipello, President & CEO of Buccaneer Days. Discussed 2021 Buc days logistics including the Wings Over South Texas Air Show and how to support area military with the event. Prepared/delivered short personal video commemorating CCAD's upcoming 60th birthday. Send congratulations to RDML Westendorff, CAPT Jason, and CAPT Rifas for graduating the first class of naval aviators in Naval Aviation Training Next-Project Avenger at Training Air Wing 4, Naval Air Station (NAS) Corpus Christi. Continued to support Conquer the Coast bike ride Provided recommendations for ride logistics support. Working with CAPT Jason, CO NASCC on a date that would permit riders to pass through NASCC. Attended the Coastal Bend Economic Development Summit, 16 April representing the STMTF. Volunteered at the Wings Over South Texas Air Show in support of area military families and USO South Texas Met with Drew Scheberle, National Security Innovation Council, an Austin-based 501(c)(6) non- profit initiative to optimize the national security communities of practice across the state and make Texas the go-to region for solving national security problems. Looking at ways NSIC and STMTF can work together. Provided introduction of TAMUCC Lone Star UAS to the National Security Innovation Council Provided procurement sources for area military aircraft models to Mike Culbertson at the CCREDC. Coordinated invitations to STMTF members to meet/greet new commander of the 842nd Command hosted by the Port of Corpus Christi this Friday at the Port's administration building. Worked with Mayor to set up rotating monthly military update from area commanders at City Council meetings. Sent out the new Texas Military Values Report released this week from the Governor's office. Presented an overview of the STMTF to Corpus Christi City Council meeting on 18 May. Supported and participated in Celebrate the Progress of Corpus Christi event (and recognition of Peter Zanoni's first year as our City Manager) on 22 May. Received good news that SB 780 was signed by the Governor and is effective immediately. This bill provides authority for any local government entity in the State of Texas to enter into an Intergovernmental Support Agreement (IGSA) with military bases. Provided a quote from the STMTF to Judge Canales for the county's press release on this bill. Attended San Patricio Commissioners Court to request 2021 financial support to the STMTF. Sent follow up letter to Judge Krebs Receive good news from CAPT Jason that 18 September is a "Go" for Conquer the Coast Bike ride thru NASCC. Continued assistance to Conquer the Coast Committee. Sent letter to Ken Griffin and AEP requesting 2021 financial support to the STMTF. Participating on Naval Air Station Corpus Christi/ Nueces County working group to develop Intergovernmental Support Agreements which support NASCC with lower cost infrastructure improvement work resulting in savings to both the military and county taxpayers. Made a STMTF presentation to the Corpus Christi Southside Rotary, 09 June. Worked with Tammy Embrey on a city commendation for CAPT Ed Gaynor, Commander USCG Corpus Christi Sector who is changing command next week. Preparing talking points for presentation (via Google meet) on the STMTF for the National Security Innovation Council scheduled for Monday, 14 June from 1330— 1430 Supporters/Members Meeting, which will be held at the Army Futures Command Software Factory. Made a STMTF presentation with Alan Wilson to the National Security Innovation Council on 14 June. Attended the United States Coast Guard —Corpus Christi Sector Change of Command Ceremony on 18 June Met with Mark Wagner, Deputy to the Commander, CCAD. Mark has accepted a position at NATO Headquarters, Brussels, Belgium and will be leaving South Texas in a few months. Worked with Larry Meyers on possible earmarks for area military installations. Attended 4t" of July social gathering hosted by CAPT Chris Jason, CO NASCC. Working with Mayor's chief of Staff, Arlene Medrano to finalize presentation dates for area Senior Military Leader presentations to City Council r *+ MILITARYTASK FORCIl: 31 January, 2022 The Honorable Paulette Guajardo Mayor of Corpus Christi P.O. Box 9277 Corpus Christi,Texas 78469 RE: 2021 South Texas Military Task Force Semi-Annual Report Mayor Guajardo, Thank you and the Corpus Christi City Council for your continued support to our area military installations and the South Texas Military Task Force. This report highlights the work our area's Military Task Force,with the City's support,has accomplished in preserving, protecting, and expanding the value of military facilities in the Coastal Bend Region. Also, per our agreement we have included the accounting of our expenditures for this period in the form of our latest budget. I am available to answer any questions or further discuss details of the items in this report. Feedback is welcome anytime. Again,thank you for the continued support of the City of Corpus Christi. The South Texas military is stronger because of you. Very Respectfully, Kresten Cook, Executive Director,South Texas Military Task Force `1 Y Y' M tf� W HILITAII.Y TASK FORCE South Texas Military Task Force Activity Report to the City of Corpus Christi July to December 2021 Assisted in setting up Congressman Cuellar's tour of NASCC and CCAD on 17 DEC Continued coordination with Mayor's chief of Staff, Arlene Medrano to finalize presentation dates for area Senior Military Leader presentations to City Council Worked with CCNAS and Larry Meyers to see how future DEAAG projects can be expedited through the Navy gift acceptance process. Researched feasibility of applying for a Defense Critical Infrastructure Program (DCIP) grant to support area military. Met with Jonathan Huhn, South Central Regional Director, United States Senator John Cornyn, discussed how the senator can better support area military installations. Jonathan also offered to help with setting up appointments with key leaders for our upcoming CB to DC trip. Received request from Abby McHan, congressman Cloud's Military legislative Assistant on status of CCAD Dynamic Component Repair Facility. Provided her the latest information on the facility status Responded to a request from County Judge Canales on participating in a new Coastal Bend Strategic Partnership. Successfully processed the 2022 STMTF agreement with the Port of Corpus Christi. Participated as emcee at retirement event for Mr. Kevin Rees, Senior Army Aviation Engineer, at DEVCOM, Army Futures Command. Volunteered with USO South Texas to serve lunch USCG Sector Corpus Christi workforce on 6 July. Met with CAPT Hans Govertsen, new Commanding Officer,USCG Corpus Christi Sector. Hans presented to City Council, Tuesday, 20 July. Met with Tito Carrillo, MSgt, USAF, our new regional Air Force Reserve Recruiter. Sponsored table and attended State of the City event, 15 July Had discussions with CAPT Hans Govertsen, new Commanding Officer,USCG Corpus Christi Sector on how the STMTF can better support his 730 active duty and auxiliary Coast Guard personnel. Worked with Ken Griffin and successfully got AEP to reinstate financial support to STMTF. Met with Judge Canales and Steve Bonner on status of IGSA effort with NASCC and discussed several possibilities the County and NASCC can work on future projects in areas of energy resiliency, DEAAG, and utility improvements. Also discussed plans for upcoming CB to DC trip and received recommendations of offices to visit. City Council approved FY21 Agreement with the STMTF at their Tuesday 27 July meeting. A minor legal change required re-signing by John LaRue and Peter Zanoni Inquired CAPT Chris Jason, Commanding Officer, NASCC about the level of community support projects for NASCC. He reported: " Kresten, we're really happy with the support we're getting from the County. The IGSA effort is on track and we appreciate all the energy the County team has put into it. We're also grateful for the outstanding cooperation during natural disasters such as the recent winter freeze. Lastly, we appreciate the Judge's approach to the future: seeking creative opportunities from energy resilience to new outlying landing fields." Attended National Security Innovation Council meeting on Tuesday 27 July. (STMTF were invited to make a presentation at their September meeting) Planning a meeting with Gary Bradford, John Brier, and Scott Harris on the potential use of Type A or Type B funds towards NAS-CC or the Army Depot, for infrastructure improvements,job retention, etc Attended Nueces County Commissioners Court Meeting and participated in County Commendation for outgoing CCAD Deputy to the Commander, Mark Wagner Introduced to Tom McCullough,newest member of Congressman Cloud's office. Tom will be handling defense and foreign affairs for the congressman. Contacted CAPT Thomas "Tigger"Korsmo, Commanding Officer,NAS Kingsville and CAPT Chris Jason, Commanding Officer,NAS Corpus Christi to be speakers September and October Speakers at Corpus Christi City Council. Worked Agendas, invitations, and logistics for STMTF Executive Committee meeting on 6 AUG, and STMTF Quarterly Meeting on 11 August. Prepared and mailed out STMTF Semi-Annual Report to the City of Corpus Christi and the STMTF 3rd Quarterly Report to the Port of Corpus Christi Continued to work on Conquer the Coast Bike Ride planning committee. Reviewed details of engineered traffic control plans. Contacted all area military commanders and invited them and their guests to the Annual Military Appreciation Dove Hunt scheduled for 16 September, 2021. Encouraged STMTF members and area congressional representatives to support the National Defense Authorization Act(NDAA)which will have a positive impact on our area military installations. Prepared agenda and meeting coordination for the 24 September STMTF Executive Committee Meeting Continued to support and participate in the 2021 Conquer the Coast Bike Ride. STMTF logo was printed on participant t-shirts and ride jerseys. Coordinated all invitations and communications with military legal offices for the annual Military Appreciation Dove Hunt hosted by First Community Bank and Wes Hoskins. This year's event had senior and enlisted representatives from USCG-CC, NASK, NASCC, COAD, CNATRA, MATSG-22, and TRAWING-2. Offered CCAD Commander, COL Parker and Chief of Staff Tom Bamford support in this year's DEAAG application process. DEAAG grants from the State are now being accepted with a deadline of 12 Nov. Carefully watching personnel cuts in Navy Base Ops in Atlantic and Midwest Shore Facilities. Our Navy Southeast Region could be look at as well. Stars and Stripes article: haps://www.stripes.com/branches/navy/2021-09-22/navy-cutting-500-civilian-j obs-mid- atlantic-midwest Offered support to Corpus Christi Army Depot Commander, COL Joseph Parker with their application package for the Texas Defense Economic Assistance Adjustment Grant (DEAAG) which has a deadline of 12 Nov. Our area Texas Military Preparedness commissioner, Garry Bradford also offered assistance to COAD. Received invitation from NASCC to meet Rear Admiral Lindsey, Commander of Naval Installations when he visits Corpus Christi on 2 Nov. Coordinating with NASCC and th local Navy Legal Office to get ethics approval for STMTF/First Community Bank event to host for a small gathering. Provided resources for"talking points" to Larry Meyers to emphasize the military value of area military operations for STMTF group visiting DC next month. Preparing to attend Association of Defense Communities' Installation Innovation 2021 Event in San Antonio 1-3 November. Coordinating a STMTF meet and greet session with Vice Admiral Yancey Lindsey, Commander, Naval Installations Command when he visits Corpus Christi most likely on 1 November. Working with NASCC and local Navy Legal Office to get ethics approval for STMTF/First Community Bank event to host for this small gathering. Contacted Army Aviation Association of America officials to co-sponsor with the City of Corpus Christi a networking reception at the upcoming (in December) Luther Jones Aviation Summit Attended Association of Defense Communities' Installation Innovation 2021 Event in San Antonio 1-3 November. Attended belated retirement celebration for CAPT Tony Hahn, former Commander of USCG-Corpus Christi Sector. Received good news that the Inter-Governmental Support Agreement(IGSA)between Nueces County and NASCC is complete. Invited to attend County Commissioners meeting next Wednesday 27 October to support the agreement's approval by the Commissioner's Court. Supported UCCCC/STMTF Coastal Bend to DC trip with talking points on military value of our local installations. Following up on a few overdue STMTF supporter financial invoices and starting to work on 2022 budget. Hosted Vice Admiral Yancey B. Lindsey, Commander, Naval Installations Command and area Navy leadership, for a meet and greet session with STMTF members on 2 November at First Community Bank's Community Room. Prepared and delivered a STMTF letter of support for Texas Defense Economic Adjustment Assistance Grant(DEAAG) for a City of Corpus Christi and NASCC project to acquire a restrictive use easement for a 50-acre site in the Clear Zone for Naval Outlying Field (NOLF) Cabaniss Field, operated by Naval Air Station Corpus Christi (NASCC). Prepared agenda, organized meeting details and sent out invitations for the STMTF Quarterly Meeting on 10 November to be held at the Ortiz Center. Invited to attend signing ceremony for the latest Intergovernmental Support Agreements between Nueces County and NASCC. Made all arrangements and held the STMTF Quarterly meeting on 10 November. Attendees included County Judge Canales, Mayor Guajardo and congressman Cloud . Attended the Port of Corpus Christi new building dedication and the State of the Port Annual Luncheon. Assisted the Chamber team at the event. Learned about a Military Out Load (MOL)upcoming at the Port of Corpus Christi and made introductions of Corpus Christi Army Depot POCs to Port and Coast Guard participants for pre-planning meetings. This MOL includes Army aircraft and CCAD is often called in for support. Working with Port and Workforce Solutions contacts to promote job opportunities for Military spouses. Provided STMTF update to the Port of Corpus Christi Commissioners meeting on Tuesday 16 Nov. Updated and submitted proposed 2022 STMTF agreement with the Port of Corpus Christi. Agreement was approved. Attended Corpus Christi Mayor's Interagency meeting hosted by Workforce Solutions. Working with Workforce Solutions to communicate programs for hiring military spouses to area military installations. Coordinated logistics for STMTF reception at 7 DEC Luther Jones Aviation Forum held by Army Aviation Association of America. Sent invite and registration instructions to all STMTF members. Participated in 2022 strategic planning sessions with the United Corpus Christi Chamber team. Prepared press release for historic Intergovernmental Support Agreement(IGSA) between Nueces County and NAS Corpus Christi. This IGSA will help create additional area jobs, save taxpayer dollars and expedite much needed infrastructure repairs at NASCC. The Task Force was recognized for supporting this effort and received local news coverage. Prepared STMTF overview presentation for the upcoming Army Aviation Association of America Luther Jones Forum to be held at the Ortiz Center on 7 December. Finalized and received approval for the STMTF 2022 Budget Received a warm Thank You note from Vice Admiral Lindsey, Commander of Naval Installations for the reception STMTF held in his honor on his recent visit to Corpus Christi. Sent out invitation to REP Cuellar's 17 DEC Fundraiser to STMTF executive committee Coordinated with CCAD and NASCC leadership on potential tour of the base next week with REP Cuellar. Met with MG Todd Royar, Commanding Officer, Army Aviation and Missile Command, CCAD's Headquarters. Looked into past invoices for STMTF Quarterly Breakfasts and found one invoice that STMTF was improperly billed for(last November 2020) as that event was held 100% virtually. At the request of CAPT Jason, looked into a potential miscommunication involving scope of work requirements for the future CNATRA house. Ensured the matter was cleared up. Participated as emcee at retirement event for Mr. Kevin Rees, Senior Army Aviation Engineer, at DEVCOM, Army Futures Command. Attended State of the County luncheon and assisted UCCCC staff at the event Met with several members of Leadership Corpus Christi Class 50 and provided an overview of the Military Task Force. Spoke at the Army Aviation Association of America Luther Jones Aviation Forum at the Ortiz Center on 7 December. Provided an overview of the STMTF. Co-hosted with the City the reception event on Tuesday night. Respectfully submitted, KRESTEN COOK,EXECUTIVE DIRECTOR, SOUTH TEXAS MILITARY TASK FORCE so �o o� A H AGENDA MEMORANDUM WoRPORPg4 First Reading for the City Council Meeting of April 26, 2022 1852 Second Reading for the City Council Meeting of May 10, 2022 DATE: April 6, year TO: Peter Zanoni, City Manager FROM: Steve Viera, Interim Director of Public Health SteveV(o-)-cctexas.com 361-826-3445 Acceptance of the Tuberculosis Prevention and Control-State (TB/PC-STATE) grant in the amount of $66,544 with a grant match of $13,309, and appropriation of the funds for the contract period September 1, 2022, through August 31, 2023. CAPTION: Ordinance authorizing execution of all documents necessary to accept, amend, and appropriate a grant contract between the Department of State Health Services and the Corpus Christi-Nueces County Public Health District in the amount of$66,544.00 with a City match of$13,309.00, for the period September 1, 2022, through August 31, 2023, to provide tuberculosis prevention and control services under the Health Grant. SUMMARY: To be used to provide for personnel costs, supplies, and other expenses to offer services and associated activities to prevent and control tuberculosis within the jurisdiction of the Corpus Christi-Nueces County Public Health District (CCNCPHD). BACKGROUND AND FINDINGS: The Texas Department of State Health Services (DSHS) has awarded a grant contract in the amount of$66,544 to provide for personnel costs, supplies, and other expenses to offer services and associated activities to prevent and control tuberculosis within the jurisdiction of the CCNCPHD. Acceptance of the grant requires that the City of Corpus Christi contribute a cash match of 20% ($13,309)of the grant amount of$66,544. DSHS is allowing the CCNCPHD to use 20% of the annual salary of a Public Health Nurse working in the TB Clinic who is paid by the City of Corpus Christi General Fund to satisfy the 20% grant match requirement. ALTERNATIVES: Refuse the grant and discontinue offering services to prevent and control tuberculosis in the community. FISCAL IMPACT: Acceptance of the grant requires that the City of Corpus Christi contribute a cash match of 20% ($13,309) of the total grant in the amount of$66,544. The City match has been included in various accounts for FY 2023. Funding Detail: Fund: 1066 Health Grants paid by Department of State Health Services Organization/Activity: 830423S Mission Element: 102 Provide & Manage Medical Clinics Project # (CIP Only): Account: RECOMMENDATION: Staff recommends approval of the Ordinance. LIST OF SUPPORTING DOCUMENTS: Contract No. HHS001182200013 Ordinance Ordinance authorizing execution of all documents necessary to accept, amend, and appropriate a grant contract between the Department of State Health Services and the Corpus Christi-Nueces County Public Health District in the amount of $66,544.00 with a City match of $13,309.00, for the period September 1, 2022, through August 31, 2023, to provide tuberculosis prevention and control services under the Health Grant. Be it ordained by the City Council of the City of Corpus Christi, Texas: SECTION 1. The City Manager or designee is authorized to execute all documents necessary to enter into Contract No. HHS001182200013 (the "Contract") with the Department of State Health Services ("DSHS") and in the amount of $66,544.00 with a City match of $13,309.00, and appropriation of funds for the period September 1 , 2022, through August 31 , 2023, to provide tuberculosis prevention and control services under the Tuberculosis Prevention and Control — State (TB/PC-State Grant Program) Health Grant. The funds are appropriated in Health Grants Fund 1066. SECTION 2. The Contract funds shall be used to provide for personnel costs, supplies, and other expenses to offer services and associated activities to prevent and control tuberculosis within the jurisdiction of the Corpus Christi-Nueces County Public Health District ("CCNCPHD"). SECTION 3. The City Manager or designee is authorized to execute any future amendments to the Contract which extend the contract period or increase or decrease the amount of the grant. SECTION 4. A copy of the executed health grant contract shall be filed in the office of the City Secretary. That the foregoing ordinance was read for the first time and passed to its second reading on this the day of 2022, 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 2022, 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 , 2022. ATTEST: Rebecca Huerta Paulette M. Guajardo City Secretary Mayor 2 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 INTERLOCAL COOPERATION CONTRACT DEPARTMENT OF STATE HEALTH SERVICES CONTRACT No.HHS001182200013 TUBERCULOSIS PREVENTION AND CONTROL—STATE (TB/PC-STATE) GRANT PROGRAM The DEPARTMENT OF STATE HEALTH SERVICES ("System Agency") and CORPUS CHRISTI- NUECES COUNTY PUBLIC HEALTH DISTRICT(CITY) ("Grantee"), each a"Party" and collectively the "Parties,"enter into the following contract to provide State funding for Tuberculosis Prevention and Control (the "Contract") pursuant to the provisions of the "Interlocal Cooperation Act," Chapter 791 of the Texas Government Code. I. PARTIES System Agency Local Government Department of State Health Services Corpus Christi-Nueces County Public Health Attention: Lacy Alexander District 1100 W. 49th Street, MC 1990 Attention: Steve Viera Austin, Texas 78756 1702 Horne Rd lacy.alexandergdshs.texas.gov Corpus Christi, Texas 78416 stevev(acctexas.com 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. III. CONTRACT PERIOD AND RENEWAL The Contract is effective on September 1, 2022, or the signature date of the latter of the Parties to sign this Contract,whichever is later,and terminates on August 31,2023,unless renewed,extended, or terminated pursuant to the terms and conditions of the Contract. The System Agency,at its own discretion,may extend this Contract subject to terms and conditions mutually agreeable to both Parties. The Contract may be renewed for up to four(4)additional one- year periods, with renewal initiated at the sole discretion of System Agency. Continued funding of the Contract in future years is contingent upon the availability of funds and the satisfactory performance of the Local Government during the prior Contract period. Funding may vary and is subject to change each renewal period. Reimbursement will only be made for those allowable expenses that occur within the term of the Contract. IV. AMENDMENT DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 The Parties to this Contract may modify this Contract only through the execution of a written amendment signed by both Parties. V. CONTRACT AMOUNT AND PAYMENT FOR SERVICES The total amount of this Contract will not exceed $79,853.00. This includes System Agency's share of$66,544.00 and Grantee's required match amount of$13,309.00. All expenditures under this Contract will be in accordance with Attachment B, Budget. Indirect Cost Rate: The Grantee's acknowledged or approved Indirect Cost Rate (ICR) is contained within ATTACHMENT B, BUDGET and either the ICR Acknowledgement Letter, ICR Acknowledgement Letter— Ten Percent De Minimis, or the ICR Agreement Letter is attached to this Contract and incorporated as ATTACHMENT F,INDIRECT COST RATE LETTER. If an Indirect Cost Rate Letter is required but it is not issued at the time of Contract execution,the Parties agree to amend the Contract to include the Indirect Cost Rate Letter as ATTACHMENT F and revise ATTACHMENT B when the Indirect Cost Rate Letter is issued. If the System Agency, at its sole discretion, approves or acknowledges an updated indirect cost rate,the new rate,together with the revised ICR Acknowledgement Letter,ICR Acknowledgement Letter — Ten Percent De Minimis, or the ICR Agreement Letter, will be included in the revised ATTACHMENT F and amended ATTACHMENT B. 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 1919, M526 Austin, Texas 78756 Attention: General Counsel Local Government Corpus Christi-Nueces County Public Health District(City) 1702 Horne Rd Corpus Christi, Texas 78416 Attention: Steve Viera 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: DSHS Contract No.HHS001182200013 Page 2 of 8 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 (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 Parry 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 Health and Safety Code Chapter 12 or 1001. SIGNATURE PAGE FOLLOWS DSHS Contract No.HHS001182200013 Page 3 of 8 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 SIGNATURE PAGE FOR SYSTEM AGENCY CONTRACT NO. HHS001182200013 DEPARTMENT OF STATE HEALTH SERVICES CORPUS CHRISTI-NUECES COUNTY PUBLIC FA1.1yi eJ)ISTRICT(CITY) 7A188293F923439._ Signature Signature Steve Viera Printed Name Printed Name Interim Director of Health Title Title March 31,2022 Date Date THE FOLLOWING ATTACHMENTS TO SYSTEM AGENCY CONTRACT NO. HHS001182200013 ARE HEREBY INCORPORATED BY REFERENCE: ATTACHMENT A—STATEMENT OF WORK ATTACHMENT B—BUDGET ATTACHMENT C—UNIFORM TERMS AND CONDITIONS ATTACHMENT D—CONTRACT AFFIRMATIONS ATTACHMENT E—DATA USE AGREEMENT ATTACHMENT F—INDIRECT COST RATE LETTER ATTACHMENTS FOLLOW DSHS Contract No.HHS001182200013 Page 4 of 8 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 ATTACHMENT A—STATEMENT OF WORK I. Grantee Responsibilities Grantee will: A. Establish parameters in which local health departments("LHDs")receiving state funds will deliver services to maintain an effective infrastructure that promotes consistent public health practices for the health and well-being of Texans. B. Comply with all applicable federal and state statutes and regulations, policies and guidelines as revised. C. Comply with the most current version of the DSHS Tuberculosis Work Plan that is currently available online and can be accessed at: hLtps://www.dshs.texas.gov/disease/tb/Trograms.shtm#workplan. D. Provide matching funds of no less than 20% of the total budget reflected in the Contract. E. Provide match at the required percentage or DSHS may withhold payments, use administrative offsets, or request a refund from Grantee until such time as the required match ratio is met.No federal or other grant funds can be used as part of meeting the match requirement. F. Ensure no DSHS funds or matching funds are used for: 1. Entertainment, or 2. Sectarian worship, instruction, or proselytization. Food and incentives are allowed using DSHS funds but are not allowed for matching funds. G. Not lapse more than 1% of the total funded amount of the Contract. During the term of this Contract, DSHS reserves the right to decrease funding amounts as a result of the Grantee's budgetary shortfalls and/or due to the Grantee lapsing more than 1% of total funds. H. Maintain and adjust spending plan throughout the Contract term to avoid lapsing funds. L Maintain staffing levels to meet required activities of the Contract and to ensure all funds in the personnel category are expended. J. Agree to read the Texas Grant Management Standards(TxGMS),that is currently available online and can be accessed at: hLtps://comptroller.texas.gov/purchasing/grant- management/, and work with DSHS staff regarding the management of funds received under this Contract. K. Enter all collected TB information into the DSHS-designated state TB information system, DSHS Contract No.HHS001182200013 Page 5 of 8 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 including all data fields on the Report of Verified Case of Tuberculosis (RVOT), any laboratory results received locally and any additional clinical information, according to documented timelines and specifications. Data entered into DSHS data systems will be considered submitted to DSHS. II. Performance Measures DSHS will monitor the Grantee's performance of the responsibilities set forth within the Statement of Work (Attachment A) and compliance with the Contract's terms and conditions. If Grantee fails to meet any of the performance measures, Grantee will respond to any finding in a written narrative explaining the barriers and the plan to address those barriers. This requirement does not excuse any violation of this Contract, nor does it limit DSHS as to any options available under the Contract regarding breach. III.Invoice and Payment A. Grantee will request payments monthly using the State of Texas Purchase Voucher (Form B-13) at http://www.dshs.texas.gov/grants/forms/b/grants/forms/bl3fonn.doc. Voucher and any supporting documentation will be mailed or submitted by fax or electronic mail to the address/number below. Department of State Health Services Claims Processing Unit, MC 1940 1100 West 491h Street P.O. Box 149347 Austin, TX 78714-9347 FAX: (512)458-7442 EMAIL: invoicesgdshs.texas._og_v and CMSinvoicesgdshs.texas._og_v B. Grantee will be paid on a cost reimbursement basis and in accordance with Attachment B of this Contract. C. Grantee must submit final Financial Status Report ("FSR") and final reimbursement or payment request no later than forty-five (45) calendar days following the end of the Contract term. Invoices received later than 45 days following the end of the Contract term may not be paid. IV.Pro2rammatic Reporting Requirements Report Name Frequency Period Begin Period End Due Date Annual Progress Report Annually Sept. 1, 2022 August 31, 2023 April 1, 2023 Financial Status Report Bi-annually Sept. 1, 2022 February 28, March 31, 2023 "FSR" 2023 FSR I Bi-annually March 1, 2023 1 August 31, 2023 October 15, 2023 DSHS Contract No.HHS001182200013 Page 6 of 8 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 Final Match Annually September 1, August 31, 2023 October 15, 2023 Reimbursement/ 2022 Certification Form "Form B-13A" Submission Instructions: Annual Report: Submit program reports to the TB Reporting Mailbox: TBContractReportinggdshs.texas._og_v Financial Status Reports: Department of State Health Services Claims Processing Unit, MC 1940 1100 West 49th Street P.O. Box 149347 Austin, Texas 78714-9347 Fax: (512)458-7442 Email: invoices2dshs.texas.gov and CMSinvoices2dshs.texas.gov (Remainder of Page Intentionally Left Blank) DSHS Contract No.HHS001182200013 Page 7 of 8 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 ATTACHMENT B BUDGET (September 1, 2022—August 31, 2023) Budget Categories DSHS Funds Cash Match Category Total Personnel $43,528.00 $13,309.00 $56,837.00 Fringe Benefits $18,404.00 $0.00 $18,404.00 Travel $3,612.00 $0.00 $3,612.00 Equipment $0.00 $0.00 $0.00 Supplies $1,000.00 $0.00 $1,000.00 Contractual $0.00 $0.00 $0.00 Other $0.00 $0.00 $0.00 Total Direct Costs $66,544.00 $13,309.00 $79,853.00 Indirect Costs $0.00 $0.00 $0.00 Totals $66,544.00 $13,309.00 $79,853.00 (Remainder of the page intentionally left blank) DSHS Contract No.HHS001182200013 Page 8 of 8 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 Attachment C TEXAS Health and Human Services Health and Human Services (HHS) Uniform Terms and Conditions - Grant Version 3.0 Published and Effective — August 2021 Responsible Office: Chief Counsel DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 ABOUT THIS DOCUMENT In this document, Grantees(also referred to in this document as subrecipients or contractors)will find requirements and conditions applicable to grant funds administered and passed-through by both the Texas Health and Human Services Commission (HHSC) and the Department of State Health Services(DSHS).These requirements and conditions are incorporated into the Grant Agreement through acceptance by Grantee of any funding award by HHSC or DSHS. The terms and conditions in this document are in addition to all requirements listed in the RFA,if any,under which applications for this grant award are accepted, as well as all applicable federal and state laws and regulations. Applicable federal and state laws and regulations may include,but are not limited to: 2 CFR Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards; requirements of the entity that awarded the funds to HHS; Chapter 783 of the Texas Government Code; Texas Comptroller of Public Accounts' agency rules (including Uniform Grant and Contract Standards set forth in Title 34,Part 1, Chapter 20, Subchapter E,Division 4 of the Texas Administrative Code);the Texas Grant Management Standards(TxGMS)developed by the Texas Comptroller of Public Accounts; and the Funding Announcement, Solicitation,or other instrument/documentation under which HHS was awarded funds. HHS,in its sole discretion,reserves the right to add requirements,terms,or conditions. HHS Uniform Terms and Conditions—Grant v 3.0 Effective August 2021 Page 2 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 TABLE OF CONTENTS ARTICLE L DEFINITIONS AND INTERPRETIVE PROVISIONS........................... 6 1.1 DEFINITIONS ......................................................................................................... 6 1.2 INTERPRETIVE PROVISIONS.................................................................................. 7 ARTICLE II. PAYMENT PROVISIONS......................................................................... 8 2.1 PROMPT PAYMENT................................................................................................ 8 2.2 TAXES.................................................................................................................... 8 2.3 ANCILLARY AND TRAVEL EXPENSES ................................................................... 9 2.4 BILLING................................................................................................................. 9 2.5 USE OF FUNDS....................................................................................................... 9 2.6 USE FOR MATCH PROHIBITED.............................................................................. 9 2.7 PROGRAM INCOME ............................................................................................... 9 2.8 NONSUPPLANTING................................................................................................. 9 2.9 INDIRECT COST RATES....................................................................................... 10 ARTICLE III. STATE AND FEDERAL FUNDING..................................................... 10 3.1 EXCESS OBLIGATIONS PROHIBITED................................................................... 10 3.2 NO DEBT AGAINST THE STATE........................................................................... 10 3.3 DEBTS AND DELINQUENCIES .............................................................................. 10 3.4 REFUNDS AND OVERPAYMENTS ......................................................................... 10 ARTICLE IV.ALLOWABLE COSTS AND AUDIT REQUIREMENTS.................. 11 4.1 ALLOWABLE COSTS............................................................................................ 11 4.2 AUDITS AND FINANCIAL STATEMENTS............................................................... 11 4.3 SUBMISSION OF AUDITS AND FINANCIAL STATEMENTS .................................... 12 ARTICLE V.WARRANTY,AFFIRMATIONS,ASSURANCES AND CERTIFICATIONS........................................................................................................... 12 5.1 WARRANTY......................................................................................................... 12 5.2 GENERAL AFFIRMATIONS................................................................................... 13 5.3 FEDERAL ASSURANCES....................................................................................... 13 5.4 FEDERAL CERTIFICATIONS ................................................................................ 13 5.5 STATE ASSURANCES............................................................................................ 13 HHS Uniform Terms and Conditions—Grant v 3.0 Effective August 2021 Page 3 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 ARTICLE VI. INTELLECTUAL PROPERTY............................................................. 13 6.1 OWNERSHIP OF WORK PRODUCT....................................................................... 13 6.2 GRANTEE'S PRE-EXISTING WORKS................................................................... 14 6.3 THIRD PARTY IP................................................................................................. 14 6.4 AGREEMENTS WITH EMPLOYEES AND SUBCONTRACTORS............................... 14 6.5 DELIVERY UPON TERMINATION OR EXPIRATION.............................................. 14 6.6 SURVIVAL............................................................................................................ 15 6.7 SYSTEM AGENCY DATA...................................................................................... 15 ARTICLE VII. PROPERTY............................................................................................ 15 7.1 USE OF STATE PROPERTY................................................................................... 15 7.2 DAMAGE TO STATE PROPERTY .......................................................................... 16 7.3 PROPERTY RIGHTS UPON TERMINATION OR EXPIRATION OF CONTRACT....... 16 7.4 EQUIPMENT AND PROPERTY............................................................................... 16 ARTICLE VIII. RECORD RETENTION,AUDIT,AND CONFIDENTIALITY..... 17 8.1 RECORD MAINTENANCE AND RETENTION......................................................... 17 8.2 AGENCY'S RIGHT TO AUDIT............................................................................... 17 8.3 RESPONSE/COMPLIANCE WITH AUDIT OR INSPECTION FINDINGS ................... 18 8.4 STATE AUDITOR'S RIGHT TO AUDIT.................................................................. 18 8.5 CONFIDENTIALITY.............................................................................................. 18 ARTICLE IX. GRANT REMEDIES, TERMINATION AND PROHIBITED ACTIVITIES...................................................................................................................... 18 9.1 REMEDIES............................................................................................................ 18 9.2 TERMINATION FOR CONVENIENCE .................................................................... 19 9.3 TERMINATION FOR CAUSE ................................................................................. 19 9.4 GRANTEE RESPONSIBILITY FOR SYSTEM AGENCY'S TERMINATION COSTS.... 20 9.5 INHERENTLY RELIGIOUS ACTIVITIES................................................................ 20 9.6 POLITICAL ACTIVITIES....................................................................................... 20 ARTICLE X. INDEMNITY.............................................................................................. 21 10.1 GENERAL INDEMNITY......................................................................................... 21 10.2 INTELLECTUAL PROPERTY................................................................................. 21 10.3 ADDITIONAL INDEMNITY PROVISIONS............................................................... 21 ARTICLE XI. GENERAL PROVISIONS...................................................................... 22 11.1 AMENDMENTS..................................................................................................... 22 11.2 NO QUANTITY GUARANTEES.............................................................................. 22 HHS Uniform Terms and Conditions-Grant v 3.0 Effective August 2021 Page 4 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 11.3 CHILD ABUSE REPORTING REQUIREMENTS...................................................... 22 11.4 CERTIFICATION OF MEETING OR EXCEEDING TOBACCO-FREE WORKPLACE POLICY MINIMUM STANDARDS.......................................................................... 22 11.5 INSURANCE AND BONDS...................................................................................... 23 11.6 LIMITATION ON AUTHORITY.............................................................................. 23 11.7 CHANGE IN LAWS AND COMPLIANCE WITH LAWS............................................ 24 11.8 SUBCONTRACTORS.............................................................................................. 24 11.9 PERMITTING AND LICENSURE ............................................................................ 24 11.10 INDEPENDENT CONTRACTOR............................................................................. 24 11.11 GOVERNING LAW AND VENUE ........................................................................... 25 11.12 SEVERABILITY..................................................................................................... 25 11.13 SURVIVABILITY................................................................................................... 25 11.14 FORCE MAJEURE ................................................................................................ 25 11.15 NO IMPLIED WAIVER OF PROVISIONS ............................................................... 25 11.16 FUNDING DISCLAIMERS AND LABELING............................................................ 25 11.17 MEDIA RELEASES ............................................................................................... 26 11.18 PROHIBITION ON NON-COMPETE RESTRICTIONS ............................................. 26 11.19 SOVEREIGN IMMUNITY....................................................................................... 26 11.20 ENTIRE CONTRACT AND MODIFICATION........................................................... 27 11.21 COUNTERPARTS.................................................................................................. 27 11.22 PROPER AUTHORITY........................................................................................... 27 11.23 E-VERIFY PROGRAM .......................................................................................... 27 11.24 CIVIL RIGHTS...................................................................................................... 27 11.25 ENTERPRISE INFORMATION MANAGEMENT STANDARDS ................................. 28 11.26 DISCLOSURE OF LITIGATION.............................................................................. 28 11.27 NO THIRD PARTY BENEFICIARIES ..................................................................... 29 11.28 BINDING EFFECT................................................................................................. 29 HHS Uniform Terms and Conditions-Grant v 3.0 Effective August 2021 Page 5 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 ARTICLE I. DEFINITIONS AND INTERPRETIVE PROVISIONS 1.1 DEFINITIONS As used in this Grant Agreement, unless a different definition is specified, or 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 Grant Agreement. "Contract" or"Grant Agreement''means the agreement entered into by the Parties, including the Signature Document,these Uniform Terms and Conditions,along with any attachments and amendments that may be issued by the System Agency. "Deliverables" means the goods, services, and work product, including all reports and project documentation, required to be provided by Grantee to the System Agency. "DSHS" means the Department of State Health Services. "Effective Date" means the date on which the Grant Agreement 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. "Grantee" means the Party receiving funds under this Grant Agreement. May also be referred to as "subrecipient" or "contractor" in this document. "HHSC" means the Texas Health and Human Services Commission. "Health and Human Services" or"HHS" includes HHSC and DSHS. "Intellectual Property. Rights" means the worldwide proprietary rights or interests, including patent, copyright, trade secret, and trademark rights, as such right 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 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 Grantee, collectively. "Pte" means either the System Agency or Grantee, individually. HHS Uniform Terms and Conditions—Grant v.3.0 Effective August 2021 Page 6 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 "Project"means specific activities of the Grantee that are supported by funds provided under this Grant Agreement. "Signature Document" means the document executed by all Parties for this Grant Agreement. "Solicitation," "Funding Announcement'' or"Request for Applications (RFA)" means the document(including all exhibits, attachments, and published addenda), issued by the System Agency under which applications for grant funds were requested, which is incorporated by reference in the Grant Agreement for all purposes in its entirety. "Solicitation Response" or"Application" means Grantee's full and complete Solicitation response (including any attachments and addenda), which is incorporated by reference in the Grant Agreement 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 Texas Comptroller of Public Accounts' state travel rules,policies, and guidelines. "Statement of Work"means the description of activities Grantee must perform to complete the Project, as specified in the Grant Agreement and as may be amended. "System Agency"means HHSC or DSHS,as applicable. "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 Grantee in connection with Grantee's performance of its duties under the Grant Agreement or through use of any funding provided under this Grant Agreement. "Texas Grant Management Standards" or"TxGMS" means uniform grant and contract administration procedures, developed under the authority of Chapter 783 of the Texas Government Code, to promote the efficient use of public funds in local government and in programs requiring cooperation among local, state, and federal agencies. Under this Grant Agreement, TxGMS applies to Grantee except as otherwise provided by applicable law or directed by System Agency. Additionally, except as otherwise provided by applicable law, in the event of a conflict between TxGMS and applicable federal or state law, federal law prevails over state law and state law prevails over TxGMS. 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 Grant Agreement as a whole and not to any particular provision, section, attachment, or schedule of this Grant Agreement unless otherwise specified. C. The term "including" is not limiting and means "including without limitation" and, unless otherwise expressly provided in this Grant Agreement, (i)references to contracts HHS Uniform Terms and Conditions—Grant v.3.0 Effective August 2021 Page 7 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 (including this Grant Agreement) 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 Grant Agreement, 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 agreements, contracts, statutes, or administrative rules or regulations in the Grant Agreement are references to these documents as amended, modified, or supplemented during the term of the Grant Agreement. E. The captions and headings of this Grant Agreement are for convenience of reference only and do not affect the interpretation of this Grant Agreement. F. All attachments, including those incorporated by reference, and any Amendments are considered part of the terms of this Grant Agreement. G. This Grant Agreement may use several different limitations, regulations, or policies to regulate the same or similar matters. All such limitations, regulations, and policies are cumulative. H. 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." I. Time is of the essence in this Grant Agreement. J. Prior to execution of the Grant Agreement, Grantee must notify System Agency's designated contact in writing of any ambiguity, conflict, discrepancy, omission, or other error. If Grantee fails to notify the System Agency designated contact of any ambiguity, conflict, discrepancy, omission or other error in the Grant Agreement prior to Grantee's execution of the Grant Agreement, Grantee: i. Shall have waived any claim of error or ambiguity in the Grant Agreement; and ii. Shall not contest the interpretation by the System Agency of such provision(s). No grantee will be entitled to additional reimbursement, relief, or time by reason of any ambiguity, conflict, discrepancy, exclusionary specification, omission, or other error or its later correction. ARTICLE II. 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 TAXES Grantee represents and warrants that it shall pay all taxes or similar amounts resulting from the Grant Agreement, including, but not limited to, any federal, State, or local income, sales or excise taxes of Grantee or its employees. System Agency shall not be liable for any taxes resulting from the Grant Agreement. HHS Uniform Terms and Conditions—Grant v.3.0 Effective August 2021 Page 8 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 2.3 ANCILLARY AND TRAVEL EXPENSES A. Except as otherwise provided in the Grant Agreement, no ancillary expenses incurred by the Grantee 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. Except as otherwise provided in the Grant Agreement, when the reimbursement of travel expenses is authorized by the Grant Agreement, all such expenses will be reimbursed in accordance with the rates set by the Texas Comptroller's Textravel guidelines, which can currently be accessed at: https://fmx.cpa.texas.gov/fmx/travel/textravel/. 2.4 BILLING Unless otherwise provided in the Grant Agreement, Grantee shall bill the System Agency in accordance with the Grant Agreement. Unless otherwise specified in the Grant Agreement, Grantee shall submit requests for reimbursement or payment monthly by the last business day of the month following the month in which expenses were incurred or services provided. Grantee shall maintain all documentation that substantiates invoices and make the documentation available to the System Agency upon request. 2.5 USE OF FUNDS Grantee shall expend funds under this Grant Agreement only for approved services and for reasonable and allowable expenses directly related to those services. 2.6 USE FOR MATCH PROHIBITED Grantee shall not use funds provided under this Grant Agreement for matching purposes in securing other funding without the written approval of the System Agency. 2.7 PROGRAM INCOME Program income refers to gross income directly generated by a supporting activity during the period of performance. Unless otherwise required under the Grant Agreement, Grantee shall use Program Income, as provided in TxGMS, to further the Project, and Grantee shall spend the Program Income on the Project. Grantee shall identify and report Program Income in accordance with the Grant Agreement, applicable law, and any programmatic guidance. Grantee shall expend Program Income during the Grant Agreement term, when earned, and may not carry Program Income forward to any succeeding term. Grantee shall refund Program Income to the System Agency if the Program Income is not expended in the term in which it is earned. The System Agency may base future funding levels, in part, upon Grantee's proficiency in identifying, billing, collecting, and reporting Program Income, and in using Program Income for the purposes and under the conditions specified in this Grant Agreement. 2.8 NONSUPPLANTING Grant funds must be used to supplement existing, new or corresponding programming and related activities. Grant funds may not be used to supplant(replace) existing funds that have been appropriated, allocated, or disbursed for the same purpose. System Agency may conduct Grant monitoring or audits may be conducted to review, among other things, Grantee's compliance with this provision. HHS Uniform Terms and Conditions—Grant v.3.0 Effective August 2021 Page 9 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 2.9 INDIRECT COST RATES The System Agency may acknowledge an indirect cost rate for Grantees that is utilized for all applicable Grant Agreements. For subrecipients receiving federal funds, indirect cost rates will be determined in accordance with applicable law including, but not limited to, 2 CFR 200.414(f). For recipients receiving state funds, indirect costs will be determined in accordance with applicable law including, but not limited to, TxGMS. Grantees funded with blended federal and state funding will be subject to both state and federal requirements when determining indirect costs. In the event of a conflict between TxGMS and applicable federal law or regulation, the provisions of federal law or regulation will apply.-Grantee will provide any necessary financial documents to determine the indirect cost rate in accordance with the Uniform Grant Guidance (UGG) and TxGMS. ARTICLE III. STATE AND FEDERAL FUNDING 3.1 EXCESS OBLIGATIONS PROHIBITED This Grant Agreement is subject to termination or cancellation, without penalty to System Agency, either in whole or in part, subject to the availability and actual receipt by System Agency of state or federal 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 Grantee's delivery or performance under the Grant Agreement impossible or unnecessary, the Grant Agreement 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 Grantee for any damages that are caused or associated with such termination or cancellation, and System Agency will not be required to give prior notice. Additionally, System Agency will not be liable to Grantee for any remaining unpaid funds under this Grant Agreement at time of termination. 3.2 NO DEBT AGAINST THE STATE This Grant Agreement will not be construed as creating any debt by or on behalf of the State of Texas. 3.3 DEBTS AND DELINQUENCIES Grantee agrees that any payments due under the Grant Agreement 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 during the entirety of the Grant Agreement term. 3.4 REFUNDS AND OVERPAYMENTS A. At its sole discretion, the System Agency may (i)withhold all or part of any payments to Grantee to offset overpayments, unallowable or ineligible costs made to the Grantee, or if any required financial status report(s) is not submitted by the due date(s); or(ii)require Grantee to promptly refund or credit-within thirty (30) calendar days of written notice— to System Agency any funds erroneously paid by System Agency which are not expressly authorized under the Grant Agreement. B. "Overpayments" as used in this Section include payments (i) made by the System HHS Uniform Terms and Conditions—Grant v.3.0 Effective August 2021 Page 10 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 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 Grant Agreement, including any unapproved expenditures. Grantee understands and agrees that it shall be liable to the System Agency for any costs disallowed pursuant to financial and compliance audit(s) of funds received under this Grant Agreement. Grantee further understands and agrees that reimbursement of such disallowed costs shall be paid by Grantee from funds which were not provided or otherwise made available to Grantee under this Grant Agreement. ARTICLE IV. ALLOWABLE COSTS AND AUDIT REQUIREMENTS 4.1 ALLOWABLE COSTS A. Allowable Costs are restricted to costs that are authorized under Texas Uniform Grant Management Standards (TxGMS) and applicable state and federal rules and laws. This Grant Agreement is subject to all applicable requirements of TxGMS, including the criteria for Allowable Costs. Additional federal requirements apply if this Grant Agreement is funded, in whole or in part, with federal funds. B. System Agency will reimburse Grantee for actual, allowable, and allocable costs incurred by Grantee in performing the Project,provided the costs are sufficiently documented. Grantee must have incurred a cost prior to claiming reimbursement and within the applicable term to be eligible for reimbursement under this Grant Agreement. At its sole discretion, the System Agency will determine whether costs submitted by Grantee are allowable and eligible for reimbursement. The System Agency may take repayment (recoup) from remaining funds available under this Grant Agreement in amounts necessary to fulfill Grantee's repayment obligations. Grantee and all payments received by Grantee under this Grant Agreement are subject to applicable cost principles, audit requirements, and administrative requirements including applicable provisions under 2 CFR 200, 48 CFR Part 31, and TxGMS. C. OMB Circulars will be applied with the modifications prescribed by TxGMS with effect given to whichever provision imposes the more stringent requirement in the event of a conflict. 4.2 AUDITS AND FINANCIAL STATEMENTS A. Audits i. Grantee understands and agrees that Grantee is subject to any and all applicable audit requirements found in state or federal law or regulation or added by this Grant Agreement ii. HHS Single Audit Unit will notify Grantee to complete the Single Audit Determination Form. If Grantee fails to complete the form within thirty (30) calendar days after receipt of notice, Grantee maybe subject to sanctions and remedies for non-compliance. iii. If Grantee, within Grantee's fiscal year, expends at least SEVEN HUNDRED FIFTY THOUSAND DOLLARS ($750,000) in federal funds awarded, Grantee shall have a single audit or program-specific audit in accordance with 2 CFR 200. The federal threshold amount includes federal funds passed through by way of state agency awards. HHS Uniform Terms and Conditions—Grant v.3.0 Effective August 2021 Page 11 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 iv. If Grantee, within Grantee's fiscal year, expends at least SEVEN HUNDRED FIFTY THOUSAND DOLLARS ($750,000) in state funds awarded, Grantee shall have a single audit or program-specific audit in accordance with TxGMS. The audit must be conducted by an independent certified public accountant and in accordance with 2 CFR 200, Government Auditing Standards, and TxGMS. v. For-profit Grantees whose expenditures meet or exceed the federal or state expenditure thresholds stated above shall follow the guidelines in 2 CFR 200 or TxGMS, as applicable, for their program-specific audits. vi. Each Grantee required to obtain a single audit must competitively re-procure single audit services once every six years. Grantee shall procure audit services in compliance with this section, state procurement procedures, as well as with applicable provisions of 2 CFR 200 and TxGMS. B. Financial Statements. Each Grantee that does not meet the expenditure threshold for a single audit or program- specific audit, must provide financial statements for the audit period. 4.3 SUBMISSION OF AUDITS AND FINANCIAL STATEMENTS A. Audits. Due the earlier of 30 days after receipt of the independent certified public accountant's report or nine months after the end of the fiscal year, Grantee shall submit one electronic copy of the single audit or program-specific audit to the System Agency via: i. HHS portal at hLtps://hhsportal.hhs.state.tx.us/heartwebextr/hhscSau or, ii. Email to: single_audit_repoy2hhsc.state.tx.us. B. Financial Statements. Due no later than nine months after the Grantee's fiscal year-end, Grantees not required to submit an audit, shall submit one electronic copy of their financial statements via: i. HHS portal at https://hhsportal.hhs.state.tx.us/heartwebextr/hhscSau; or, ii. Email to: single audit repog2hhsc.state.tx.us. ARTICLE V. WARRANTY, AFFIRMATIONS, ASSURANCES AND CERTIFICATIONS 5.1 WARRANTY Grantee warrants that all work under this Grant Agreement shall be completed in a manner consistent with standards under the terms of this Grant Agreement, in the applicable trade, profession, or industry; shall conform to or exceed the specifications set forth in the Grant Agreement;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 Grantee has failed to complete work timely or to perform satisfactorily under conditions required by this Grant Agreement, the System Agency may require Grantee, at its sole expense,to: i. Repair or replace all defective or damaged work; ii. Refund any payment Grantee received from System Agency for all defective or damaged work and, in conjunction therewith, require Grantee to accept the return of such work; and, iii. Take necessary action to ensure that Grantee's future performance and work conform to the Grant Agreement requirements. HHS Uniform Terms and Conditions—Grant v.3.0 Effective August 2021 Page 12 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 5.2 GENERAL AFFIRMATIONS Grantee certifies that, to the extent affirmations are incorporated into the Grant Agreement, the Grantee has reviewed the affirmations and that Grantee is in compliance with all requirements. 5.3 FEDERAL ASSURANCES Grantee further certifies that, to the extent federal assurances are incorporated into the Grant Agreement, the Grantee has reviewed the federal assurances and that Grantee is in compliance with all requirements. 5.4 FEDERAL CERTIFICATIONS Grantee further certifies that, to the extent federal certifications are incorporated into the Grant Agreement, the Grantee has reviewed the federal certifications and that Grantee is in compliance with all requirements. In addition, Grantee certifies that it is in compliance with all applicable federal laws,rules, and regulations, as they may pertain to this Grant Agreement. 5.5 STATE ASSURANCES Except to the extent of any conflict under applicable law or requirements or guidelines of any federal awarding agency from which funding for this Grant Agreement originated, the Grantee must comply with the applicable state assurances included within the TxGMS which are incorporated here by reference. ARTICLE VI. INTELLECTUAL PROPERTY 6.1 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. Grantee and Grantee'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, Grantee 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. Grantee 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 Grantee has any rights in and to the Work Product that cannot be assigned to System Agency, Grantee hereby grants to System Agency an exclusive, worldwide, royalty-free, transferable, irrevocable, and perpetual license, with the right to HHS Uniform Terms and Conditions—Grant v.3.0 Effective August 2021 Page 13 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 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 Grantee. Grantee shall provide System Agency access during normal business hours to all Grantee materials,premises, and computer files containing the Work Product. 6.2 GRANTEE'S PRE-EXISTING WORKS A. To the extent that Grantee incorporates into the Work Product any works of Grantee that were created by Grantee or that Grantee acquired rights in prior to the Effective Date of this Grant Agreement("Incorporated Pre-existing Works"), Grantee retains ownership of such Incorporated Pre-existing Works. B. Grantee 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. Grantee represents, warrants, and covenants to System Agency that Grantee has all necessary right and authority to grant the foregoing license in the Incorporated Pre- existing Works to System Agency. 6.3 THIRD PARTY IP A. To the extent that any Third Party IP is included or incorporated in the Work Product by Grantee, Grantee 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 or governmental purposes only, 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 to authorize others to do any or all of the foregoing. B. Grantee shall obtain System Agency's advance written approval prior to incorporating any Third Party IP into the Work Product, and Grantee shall notify System Agency on delivery of the Work Product if such materials include any Third Party IP. C. Grantee shall provide System Agency all supporting documentation demonstrating Grantee's compliance with this Section 6.3,including without limitation documentation indicating a third party's written approval for Grantee to use any Third Party IP that may be incorporated in the Work Product. 6.4 AGREEMENTS WITH EMPLOYEES AND SUBCONTRACTORS Grantee shall have written, binding agreements with its employees and subcontractors that include provisions sufficient to give effect to and enable Grantee's compliance with Grantee's obligations under this Article VI, Intellectual Property. 6.5 DELIVERY UPON TERMINATION OR EXPIRATION No later than the first calendar day after the termination or expiration of the Grant Agreement or upon System Agency's request, Grantee shall deliver to System Agency all completed, or HHS Uniform Terms and Conditions-Grant v.3.0 Effective August 2021 Page 14 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 partially completed, Work Product, including any Incorporated Pre-existing Works, and any and all versions thereof. Grantee's failure to timely deliver such Work Product is a material breach of the Grant Agreement. Grantee will not retain any copies of the Work Product or any documentation or other products or results of Grantee's activities under the Grant Agreement without the prior written consent of System Agency. 6.6 SURVIVAL The provisions and obligations of this Article survive any termination or expiration of the Grant Agreement. 6.7 SYSTEM AGENCY DATA A. As between the Parties, all data and information acquired, accessed, or made available to Grantee by, through, or on behalf of System Agency or System Agency contractors, including all electronic data generated,processed, transmitted, or stored by Grantee in the course of providing data processing services in connection with Grantee's performance hereunder(the"System Agency Data"), is owned solely by System Agency. B. Grantee 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 Grantee to fulfill its obligations under the Grant Agreement or as authorized in advance in writing by System Agency. C. For the avoidance of doubt, Grantee 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. Grantee 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 Grantee's systems that process, store, collect, and/or transmit the System Agency Data shall not excuse Grantee's performance of its obligations hereunder. ARTICLE VII. PROPERTY 7.1 USE OF STATE PROPERTY A. Grantee is prohibited from using State Property for any purpose other than performing Services authorized under the Grant Agreement. 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. Grantee shall not remove State Property from the continental United States. In addition, Grantee may not use any computing device to access System Agency's network or e- mail while outside of the continental United States. D. Grantee shall not perform any maintenance services on State Property unless the Grant Agreement expressly authorizes such Services. HHS Uniform Terms and Conditions—Grant v.3.0 Effective August 2021 Page 15 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 E. During the time that State Property is in the possession of Grantee, Grantee 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 ii. all charges attributable to Grantee's use of State Property that exceeds the Grant Agreement scope. Grantee shall fully reimburse such charges to System Agency within ten(10) calendar days of Grantee's receipt of System Agency's notice of amount due. Use of State Property for a purpose not authorized by the Grant Agreement shall constitute breach of contract and may result in termination of the Grant Agreement and the pursuit of other remedies available to System Agency under contract, at law, or in equity. 7.2 DAMAGE TO STATE 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 Grantee or Grantee's employees, agents, Subcontractors, or suppliers, Grantee 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. Grantee shall notify System Agency of the loss, destruction, or damage of equipment or property within one (1)business day. Grantee shall reimburse System Agency and the State of Texas for such property damage within ten(10) calendar days after Grantee's receipt of System Agency's notice of amount due. 7.3 PROPERTY RIGHTS UPON TERMINATION OR EXPIRATION OF CONTRACT In the event the Grant Agreement is terminated for any reason or expires, State Property remains the property of the System Agency and must be returned to the System Agency by the earlier of the end date of the Grant Agreement or upon System Agency's request. 7.4 EQUIPMENT AND PROPERTY A The Grantee must ensure equipment with a per-unit cost of$5,000 or greater purchased with grant funds under this award is used solely for the purpose of this Grant or is properly pro-rated for use under this Grant. Grantee must have control systems to prevent loss, damage, or theft of property funded under this Grant. Grantee shall maintain equipment management and inventory procedures for equipment, whether acquired in part or whole with grant funds, until disposition occurs. R When equipment acquired by Grantee under this Grant Agreement is no longer needed for the original project or for other activities currently supported by System Agency, the Grantee must properly dispose of the equipment pursuant to 2 CFR and/or TxGMS, as applicable. Upon termination of this Grant Agreement, use and disposal of equipment by the Grantee shall conform with TxGMS requirements. C. Grantee shall initiate the purchase of all equipment approved in writing by the System Agency in accordance with the schedule approved by System Agency, as applicable. Failure to timely initiate the purchase of equipment may result in the loss of availability of funds for the purchase of equipment. Requests to purchase previously approved equipment after the first quarter in the Grant Agreement must be submitted to the assigned System Agency contract manager. D Controlled Assets include firearms, regardless of the acquisition cost, and the following HHS Uniform Terms and Conditions—Grant v.3.0 Effective August 2021 Page 16 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 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. E System Agency funds must not be used to purchase buildings or real property without prior written approval from System Agency. Any costs related to the initial acquisition of the buildings or real property are not allowable without written pre-approval. ARTICLE VIII. RECORD RETENTION, AUDIT, AND CONFIDENTIALITY 8.1 RECORD MAINTENANCE AND RETENTION A. Grantee 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 Grant Agreement and all state and federal rules, regulations, and statutes. B. Grantee shall maintain and retain legible copies of this Grant Agreement and all records relating to the performance of the Grant Agreement, including supporting fiscal documents adequate to ensure that claims for grant funds are in accordance with applicable State of Texas requirements. These records shall be maintained and retained by the Grantee for a minimum of seven (7) years after the Grant Agreement expiration date or seven (7) years after all audits, claims, litigation or disputes involving the Grant Agreement are resolved, whichever is later. 8.2 AGENCY'S RIGHT TO AUDIT A. Grantee shall make available at reasonable times and upon reasonable notice, and for reasonable periods, work papers, reports, books, records, supporting documents kept current by Grantee pertaining to the Grant Agreement for purposes of inspecting, monitoring, auditing, or evaluating by System Agency and the State of Texas. B. In addition to any right of access arising by operation of law, Grantee and any of Grantee'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 Grant Agreement. If the Grant Agreement 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, HHS's contracted examiners, the State Auditor's Office, the Office of the Texas Attorney General, and any successor agencies. Each of these entities may be a duly authorized authority. HHS Uniform Terms and Conditions—Grant v.3.0 Effective August 2021 Page 17 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 C. If deemed necessary by the System Agency or any duly authorized authority, for the purpose of investigation or hearing, Grantee shall produce original documents related to this Grant Agreement. 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. Grantee shall include this provision concerning the right of access to, and examination of, sites and information related to this Grant Agreement in any Subcontract it awards. 8.3 RESPONSE/COMPLIANCE WITH AUDIT OR INSPECTION FINDINGS A. Grantee 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 Grant Agreement and the services and Deliverables provided. Any such correction will be at Grantee's or its Subcontractor's sole expense. Whether Grantee's action corrects the noncompliance shall be solely the decision of the System Agency. B. As part of the services, Grantee must provide to HHS upon request a copy of those portions of Grantee's and its Subcontractors'internal audit reports relating to the services and Deliverables provided to the State under the Grant Agreement. 8.4 STATE AUDITOR'S RIGHT TO AUDIT The state auditor may conduct an audit or investigation of any entity receiving funds from the state directly under the Grant Agreement or indirectly through a subcontract under the Grant Agreement. The acceptance of funds directly under the Grant Agreement or indirectly through a subcontract under the Grant Agreement 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. 8.5 CONFIDENTIALITY Grantee 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's business activities, practices, systems, conditions and services. This section will survive termination or expiration of this Grant Agreement. This requirement must be included in all subcontracts awarded by Grantee. ARTICLE IX. GRANT REMEDIES, TERMINATION AND PROHIBITED ACTIVITIES 9.1 REMEDIES A To ensure Grantee's full performance of the Grant Agreement and compliance with applicable law, System Agency reserves the right to hold Grantee accountable for breach of contract or substandard performance and may take remedial or corrective actions, HHS Uniform Terms and Conditions—Grant v.3.0 Effective August 2021 Page 18 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 including, but not limited to the following: i. temporarily withholding cash disbursements or reimbursements pending correction of the deficiency; ii. disallowing or denying use of funds for the activity or action deemed not to be in compliance; iii. disallowing claims for reimbursement that may require a partial or whole return of previous payments or reimbursements; iv. suspending all or part of the Grant Agreement; v. requiring the Grantee to take specific actions in order to remain in compliance with the Grant Agreement; vi. recouping payments made by the System Agency to the Grantee found to be in error; vii. suspending, limiting, or placing conditions on the Grantee's continued performance of the Project; viii. prohibiting the Grantee from receiving additional funds for other grant programs administered by the System Agency until satisfactory compliance resolution is obtained; ix. withholding release of new grant agreements; and x. imposing any other remedies, sanctions or penalties authorized under this Grant Agreement or permitted by federal or state statute, law, regulation or rule. B. Unless expressly authorized by System Agency, Grantee may not be entitled to reimbursement for expenses incurred while the Grant Agreement is suspended. C. No action taken by System Agency in exercising remedies or imposing sanctions will constitute or operate as a waiver of any other rights or remedies available to System Agency under the Grant Agreement or pursuant to law. Additionally, no action taken by System Agency in exercising remedies or imposing sanctions will constitute or operate as an acceptance, waiver, or cure of Grantee's breach. Unless expressly authorized by System Agency, Grantee may not be entitled to reimbursement for expenses incurred while the Grant Agreement is suspended or after termination. 9.2 TERMINATION FOR CONVENIENCE The System Agency may terminate the Grant Agreement, 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. 9.3 TERMINATION FOR CAUSE A. Except as otherwise provided by the U.S. Bankruptcy Code, or any successor law, the System Agency may terminate the Grant Agreement, in whole or in part,upon either of the following conditions: i. Material Breach The System Agency may terminate the Grant Agreement, in whole or in part, if the System Agency determines, in its sole discretion, that Grantee has materially breached the Grant Agreement or has failed to adhere to any laws, ordinances, rules, regulations or orders of any public authority having jurisdiction, whether or not such violation prevents or substantially impairs performance of Grantee's duties under the Grant Agreement. Grantee's misrepresentation in any aspect including, but not limited to, of Grantee's Solicitation Application, if any, or Grantee's HHS Uniform Terms and Conditions—Grant v.3.0 Effective August 2021 Page 19 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 addition to the SAM exclusion list(identification in SAM as an excluded entity) may also constitute a material breach of the Grant Agreement. ii. Failure to Maintain Financial Viability The System Agency may terminate the Grant Agreement if the System Agency, in its sole discretion, determines that Grantee no longer maintains the financial viability required to complete the services and deliverables, or otherwise fully perform its responsibilities under the Grant Agreement. B. System Agency will specify the effective date of such termination in the notice to Grantee. If no effective date is specified, the Grant Agreement will terminate on the date of the notification. 9.4 GRANTEE RESPONSIBILITY FOR SYSTEM AGENCY'S TERMINATION COSTS If the System Agency terminates the Grant Agreement for cause, the Grantee shall be responsible to the System Agency for all costs incurred by the System Agency and the State of Texas to replace the Grantee. These costs include, but are not limited to, the costs of procuring a substitute grantee and the cost of any claim or litigation attributable to Grantee's failure to perform any work in accordance with the terms of the Grant Agreement. 9.5 INHERENTLY RELIGIOUS ACTIVITIES Grantee may not use grant funding to engage in inherently religious activities, such as proselytizing, scripture study, or worship. Grantees may engage in inherently religious activities; however, these activities must be separate in time or location from the grant- funded program. Moreover, grantees must not compel program beneficiaries to participate in inherently religious activities. These requirements apply to all grantees, not just faith-based organizations. 9.6 POLITICAL ACTIVITIES Grant funds cannot be used for the following activities: A. Grantees and their relevant sub-grantees or subcontractors are prohibited from using grant funds directly or indirectly for political purposes, including lobbying, advocating for legislation, campaigning for, endorsing, contributing to, or otherwise supporting political candidates or parties, and voter registration campaigns. Grantees may use private, or non-System Agency money or contributions for political purposes but may not charge to, or be reimbursed from, System Agency contracts or grants for the costs of such activities. B. Grant-funded employees may not use official authority or influence to achieve any political purpose and grant funds cannot be used for the salary, benefits, or any other compensation of an elected official. C. Grant funds may not be used to employ, in any capacity, a person who is required by Chapter 305 of the Texas Government Code to register as a lobbyist. Additionally, grant funds cannot be used to pay membership dues to an organization that partially or wholly pays the salary of a person who is required by Chapter 305 of the Texas Government Code to register as a lobbyist. D. As applicable, Grantee will comply with 31 USC § 1352, relating to the limitation on use of appropriated funds to influence certain Federal contracting and financial transactions. HHS Uniform Terms and Conditions—Grant v.3.0 Effective August 2021 Page 20 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 ARTICLE X. INDEMNITY 10.1 GENERAL INDEMNITY A. GRANTEE SHALL DEFEND,INDEMNIFY AND HOLD HARMLESS THE STATE OF TEXAS AND SYSTEM AGENCY,AND/OR THEIR OFFICERS, AGENTS,EMPLOYEES,REPRESENTATIVES, CONTRACTORS, ASSIGNEES,AND/OR DESIGNEES FROM ANY AND ALL LIABILITY, ACTIONS, CLAIMS,DEMANDS, OR SUITS,AND ALL RELATED COSTS, ATTORNEYS' FEES,AND EXPENSES ARISING OUT OF OR RESULTING FROM ANY ACTS OR OMISSIONS OF GRANTEE OR ITS AGENTS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE GRANT AGREEMENT AND ANY PURCHASE ORDERS ISSUED UNDER THE GRANT AGREEMENT. B. THIS PARAGRAPH IS NOT INTENDED TO AND WILL NOT BE CONSTRUED TO REQUIRE GRANTEE TO INDEMNIFY OR HOLD HARMLESS THE STATE OR THE SYSTEM AGENCY FOR ANY CLAIMS OR LIABILITIES RESULTING FROM THE NEGLIGENT ACTS OF OMISSIONS OF THE SYSTEM AGENCY OR ITS EMPLOYEES. C. For the avoidance of doubt,System Agency shall not indemnify Grantee or any other entity under the Grant Agreement. 10.2 INTELLECTUAL PROPERTY GRANTEE SHALL DEFEND,INDEMNIFY,AND HOLD HARMLESS THE SYSTEM AGENCY AND THE STATE OF TEXAS FROM AND AGAINST ANY AND ALL CLAIMS,VIOLATIONS,MISAPPROPRIATIONS, OR INFRINGEMENT OF ANY PATENT, TRADEMARK, COPYRIGHT, TRADE SECRET, OR OTHER INTELLECTUAL PROPERTY RIGHTS AND/OR OTHER INTANGIBLE PROPERTY,PUBLICITY OR PRIVACY RIGHTS,AND/OR IN CONNECTION WITH OR ARISING FROM: i THE PERFORMANCE OR ACTIONS OF GRANTEE PURSUANT TO THIS GRANT AGREEMENT; i ANY DELIVERABLE,WORK PRODUCT, CONFIGURED SERVICE OR OTHER SERVICE PROVIDED HEREUNDER; AND/OR R SYSTEM AGENCY'S AND/OR GRANTEE'S USE OF OR ACQUISITION OF ANY REQUESTED SERVICES OR OTHER ITEMS PROVIDED TO SYSTEM AGENCY BY GRANTEE OR OTHERWISE TO WHICH SYSTEM AGENCY HAS ACCESS AS A RESULT OF GRANTEE'S PERFORMANCE UNDER THE GRANT AGREEMENT. 10.3 ADDITIONAL INDEMNITY PROVISIONS A. GRANTEE AND SYSTEM AGENCY AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY INDEMNITY CLAIM. GRANTEE SHALL BE LIABLE TO PAY ALL COSTS OF DEFENSE, INCLUDING ATTORNEYS' FEES. B. THE DEFENSE SHALL BE COORDINATED BY THE GRANTEE WITH THE HHS Uniform Terms and Conditions—Grant v.3.0 Effective August 2021 Page 21 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND GRANTEE MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. C. GRANTEE SHALL REIMBURSE SYSTEM AGENCY AND THE STATE OF TEXAS FOR ANY CLAIMS,DAMAGES, COSTS,EXPENSES OR OTHER AMOUNTS, INCLUDING, BUT NOT LIMITED TO,ATTORNEYS' FEES AND COURT COSTS,ARISING FROM ANY SUCH CLAIM. IF THE SYSTEM AGENCY DETERMINES THAT A CONFLICT EXISTS BETWEEN ITS INTERESTS AND THOSE OF GRANTEE OR IF SYSTEM AGENCY IS REQUIRED BY APPLICABLE LAW TO SELECT SEPARATE COUNSEL, SYSTEM AGENCY WILL BE PERMITTED TO SELECT SEPARATE COUNSEL AND GRANTEE SHALL PAY ALL REASONABLE COSTS OF SYSTEM AGENCY'S COUNSEL. ARTICLE XI. GENERAL PROVISIONS 11.1 AMENDMENTS Except as otherwise expressly provided, the Grant Agreement may only be amended by a written Amendment executed by both Parties. 11.2 NO QUANTITY GUARANTEES The System Agency makes no guarantee of volume or usage of work under this Grant Agreement. All work requested may be on an irregular and as needed basis throughout the Grant Agreement term. 11.3 CHILD ABUSE REPORTING REQUIREMENTS A. Grantees shall comply with child abuse and neglect reporting requirements in Texas Family Code Chapter 261. This section is in addition to and does not supersede any other legal obligation of the Grantee to report child abuse. B. Grantee shall develop, implement and enforce a written policy that includes at a minimum the System Agency's Child Abuse Screening, Documenting, and Reporting Policy for Grantees/Providers and train all staff on reporting requirements. C. Grantee shall use the Texas Abuse Hotline Website located at haps://www.txabusehotline.org/Login/Default.aspx as required by the System Agency. Grantee shall retain reporting documentation on site and make it available for inspection by the System Agency. 11.4 CERTIFICATION OF MEETING OR EXCEEDING TOBACCO-FREE WORKPLACE POLICY MINIMUM STANDARDS A. Grantee certifies that it has adopted and enforces a Tobacco-Free Workplace Policy that meets or exceeds all of the following minimum standards of: i. Prohibiting the use of all forms of tobacco products, including but not limited to cigarettes, cigars,pipes, water pipes (hookah), bidis, kreteks, electronic cigarettes, smokeless tobacco, snuff and chewing tobacco; HHS Uniform Terms and Conditions-Grant v.3.0 Effective August 2021 Page 22 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 ii. Designating the property to which this Policy applies as a "designated area," which must at least comprise all buildings and structures where activities funded under this Grant Agreement are taking place, as well as Grantee owned, leased, or controlled sidewalks,parking lots, walkways, and attached parking structures immediately adjacent to this designated area; iii. Applying to all employees and visitors in this designated area; and iv. Providing for or referring its employees to tobacco use cessation services. B. If Grantee cannot meet these minimum standards, it must obtain a waiver from the System Agency. 11.5 INSURANCE AND BONDS Unless otherwise specified in this Contract, Grantee 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. Grantee 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, Grantee 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,Grantee must produce renewal certificates for each type of coverage. In addition,if required by System Agency, Grantee must obtain and have on file a blanket fidelity bond that indemnifies System Agency against the loss or theft of any grant funds, including applicable matching funds. The fidelity bond must cover the entirety of the grant term and any subsequent renewals. The failure of Grantee to comply with these requirements may subject Grantee to remedial or corrective actions detailed in section 10.1, General Indemnity, above. These and all other insurance requirements under the Grant apply to both Grantee and its Subcontractors, if any. Grantee is responsible for ensuring its Subcontractors' compliance with all requirements. 11.6 LIMITATION ON AUTHORITY A. Grantee 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 Grant Agreement; no other authority, power, or use is granted or implied. Grantee may not incur any debt, obligation, expense, or liability of any kind on behalf of System Agency or the State of Texas. B. Grantee may not rely upon implied authority and is not granted authority under the Grant Agreement 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 HHS Uniform Terms and Conditions—Grant v.3.0 Effective August 2021 Page 23 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 Legislature on behalf of the System Agency regarding System Agency programs or the Grant Agreement. However, upon System Agency request and with reasonable notice from System Agency to the Grantee, the Grantee shall assist the System Agency in communications and negotiations regarding the Work under the Grant Agreement with state and federal governments. 11.7 CHANGE IN LAWS AND COMPLIANCE WITH LAWS Grantee shall comply with all laws, regulations, requirements and guidelines applicable to a Grantee providing services and products required by the Grant Agreement to the State of Texas, as these laws,regulations,requirements and guidelines currently exist and as amended throughout the term of the Grant Agreement. Notwithstanding Section 11.1,Amendments, above, System Agency reserves the right, in its sole discretion,to unilaterally amend the Grant Agreement 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. 11.8 SUBCONTRACTORS Grantee may not subcontract any or all of the Work and/or obligations under the Grant Agreement without prior written approval of the System Agency. Subcontracts, if any, entered into by the Grantee shall be in writing and be subject to the requirements of the Grant Agreement. Should Grantee subcontract any of the services required in the Grant Agreement, Grantee expressly understands and acknowledges System Agency is in no manner liable to any subcontractor(s) of Grantee. In no event shall this provision relieve Grantee of the responsibility for ensuring that the services performed under all subcontracts are rendered in compliance with the Grant Agreement. 11.9 PERMITTING AND LICENSURE At Grantee's sole expense, Grantee shall procure and maintain for the duration of this Grant Agreement 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 Grantee to provide the goods or services required by this Grant Agreement. Grantee shall be responsible for payment of all taxes, assessments, fees,premiums,permits, and licenses required by law. Grantee shall be responsible for payment of any such government obligations not paid by its Subcontractors during performance of this Grant Agreement. 11.10 INDEPENDENT CONTRACTOR Grantee and Grantee's employees, representatives, agents, Subcontractors, suppliers, and third-party service providers shall serve as independent contractors in providing the services under the Grant Agreement. Neither Grantee nor System Agency is an agent of the other and neither may make any commitments on the other party's behalf. The Grantee is not a "governmental body" solely by virtue of this Grant Agreement or receipt of grant funds under this Grant Agreement. Grantee 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 Grant Agreement shall not create any joint venture,partnership, agency, or employment relationship between Grantee and System Agency. HHS Uniform Terms and Conditions—Grant v.3.0 Effective August 2021 Page 24 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 11.11 GOVERNING LAW AND VENUE The Grant Agreement 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 Grant Agreement 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. 11.12 SEVERABILITY If any provision contained in this Grant Agreement is held to be 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 Grant Agreement. It is the intent and agreement of the Parties this Grant Agreement 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 Grant Agreement will continue in full force and effect. 11.13 SURVIVABILITY Expiration or termination of the Grant Agreement for any reason does not release Grantee from any liability or obligation set forth in the Grant Agreement 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 Grant Agreement, including without limitation the provisions regarding return of grant funds, audit requirements, records retention, public information, warranty, indemnification, confidentiality, and rights and remedies upon termination. 11.14 FORCE MAJEURE Neither Grantee nor System Agency shall be liable to the other for any delay in, or failure of performance, of any requirement included in the Grant Agreement 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. 11.15 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 Grantee which is in violation or breach of the terms of the Grant Agreement shall not be construed as a waiver of the violation or breach, or of any future violation or breach. 11.16 FUNDING DISCLAIMERS AND LABELING A. Grantee shall not use System Agency's name or refer to System Agency directly or indirectly in any media appearance,public service announcement, or disclosure relating to this Grant Agreement including any promotional material without first obtaining HHS Uniform Terms and Conditions—Grant v.3.0 Effective August 2021 Page 25 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 written consent from System Agency. The foregoing prohibition includes, without limitation, the placement of banners,pop-up ads, or other advertisements promoting Grantee'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 Grantee. This does not limit the Grantee's responsibility to comply with obligations related to the Texas Public Information Act or Texas Open Meetings Act. B. In general, no publication (including websites, reports,projects, etc.) may convey System Agency's recognition or endorsement of the Grantee's project without prior written approval from System Agency. Publications funded in part or wholly by HHS grant funding must include a statement that"HHS and neither any of its components operate, control, are responsible for, or necessarily endorse, this publication (including, without limitation, its content, technical infrastructure, and policies, and any services or tools provided)" at HHS's request. 11.17 MEDIA RELEASES A. Grantee 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. Grantee is not authorized to make or participate in any media releases or public announcements pertaining to this Grant Agreement or the Services to which they relate without System Agency's prior written consent, and then only in accordance with explicit written instruction from System Agency. B. Grantee may publish, at its sole expense, results of Grantee performance under the Grant Agreement 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. 11.18 PROHIBITION ON NON-COMPETE RESTRICTIONS Grantee 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. 11.19 SOVEREIGN IMMUNITY Nothing in the Grant Agreement will be construed as a waiver of the System Agency's or the State's sovereign immunity. This Grant Agreement 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 Grant Agreement 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 Grant Agreement or by its conduct prior to or subsequent to entering into the Grant Agreement. HHS Uniform Terms and Conditions-Grant v.3.0 Effective August 2021 Page 26 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 11.20 ENTIRE CONTRACT AND MODIFICATION The Grant Agreement 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 Grant Agreement will be harmonized with this Grant Agreement to the extentpossible. 11.21 COUNTERPARTS This Grant Agreement 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 Grant Agreement. 11.22 PROPER AUTHORITY Each Party represents and warrants that the person executing this Grant Agreement on its behalf has full power and authority to enter into this Grant Agreement. 11.23 E-VERIFY PROGRAM Grantee certifies that it utilizes and will continue to utilize the U.S. Department of Homeland Security's E-Verify system to determine the eligibility of: A. all persons employed to perform duties within Texas during the term of the Grant Agreement; and B. all persons, (including subcontractors) assigned by the Grantee to perform work pursuant to the Grant Agreement within the United States of America. 11.24 CIVIL RIGHTS A. Grantee agrees to comply with state and federal anti-discrimination laws, including: 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 et seq.); iv. Age Discrimination Act of 1975 (42 U.S.C. §§6101-6107); v. Title IX of the Education Amendments of 1972 (20 U.S.C. §§1681-1688); 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 Grant Agreement. B. Grantee agrees to comply with all amendments to the above-referenced 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 aid, care, service or other benefits provided by Federal or State funding, or otherwise be subjected to discrimination. C. Grantee agrees to 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 contractor 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. State and federal civil rights laws require contractors to provide alternative methods for ensuring access to services for applicants and recipients who cannot express themselves fluently in English. Grantee agrees to take HHS Uniform Terms and Conditions-Grant v.3.0 Effective August 2021 Page 27 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 reasonable steps to provide services and information, both orally and in writing, in appropriate languages other than English, in order to ensure that persons with limited English proficiency are effectively informed and can have meaningful access to programs, benefits, and activities. D. Grantee agrees to 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: haps://hhs.texas.gov/about-hhs/your-ri ghts/civi l-ri ghts-office/c ivi l-ri ghts-posters. E. Grantee agrees to comply with Executive Order 13279, and its implementing regulations at 45 C.F.R. Part 87 or 7 C.F.R. Part 16. These provide in part that any organization that participates in programs funded by direct financial assistance from the United States Department of Agriculture or the United States Department of Health and Human Services shall not discriminate against a program beneficiary or prospective program beneficiary on the basis of religion or religious belief. F. Upon request, Grantee shall provide HHSC's Civil Rights Office with copies of the Grantee's civil rights policies and procedures. G. Grantee must notify HHSC's Civil Rights Office of any complaints of discrimination received relating to its performance under this Grant Agreement. This notice must be delivered no more than ten (10) calendar days after receipt of a complaint. Notice provided pursuant to this section must be directed to: HHSC Civil Rights Office 701 W. 51st Street, Mail CodeW206 Austin, Texas 78751 Phone Toll Free: (888) 388-6332 Phone: (512) 438-4313 Fax: (512) 438-5885 Email: HHSCivilRightsOffice@hhsc.state.tx.us. 11.25 ENTERPRISE INFORMATION MANAGEMENT STANDARDS Grantee 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. 11.26 DISCLOSURE OF LITIGATION A. The Grantee must disclose in writing to the contract manager assigned to this Grant Agreement any material civil or criminal litigation or indictment either threatened or pending involving the Grantee. "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 Grantee 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 Grant Agreement 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 HHS Uniform Terms and Conditions—Grant v.3.0 Effective August 2021 Page 28 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 any litigation threatened or pending that may result in a substantial change in the Grantee's financial condition. B. This is a continuing disclosure requirement; any litigation commencing after Grant Agreement Award must be disclosed in a written statement to the assigned contract manager within seven calendar days of its occurrence. 11.27 No THIRD PARTY BENEFICIARIES The Grant Agreement 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 Grant Agreement as a third-party beneficiary or otherwise. 11.28 BINDING EFFECT The Grant Agreement shall inure to the benefit of, be binding upon, and be enforceable against each Party and their respective permitted successors, assigns, transferees, and delegates. HHS Uniform Terms and Conditions—Grant v.3.0 Effective August 2021 Page 29 of 29 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 HEALTH AND HUMAN SERVICES Contract Number HHsoous22000i3 Attachment D 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 and Grantees (referred to as "Contractor") 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.2.1 Effective October 2021 Page 1 of 13 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 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 Contract and any related Solicitation Response is not ineligible to receive this Contract Health and Human Services Contract Affirmations v.2.1 Effective October 2021 Page 2 of 13 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 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.2.1 Effective October 2021 Page 3 of 13 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 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.2.1 Effective October 2021 Page 4 of 13 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 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/ All reports made to the OIG must be made through one of the following avenues: Health and Human Services Contract Affirmations v.2.1 Effective October 2021 Page 5 of 13 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 • 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 perjury 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.2.1 Effective October 2021 Page 6 of 13 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 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.2.1 Effective October 2021 Page 7 of 13 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 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 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. 38. Funding Eligibility Contractor understands, acknowledges, and agrees that,pursuant to Chapter 2272 (eff. Sept. 1, 2021, Ch. 2273) 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 (eff. Sept. 1, 2021, Ch. 2273) of the Texas Government Code. Health and Human Services Contract Affirmations v.2.1 Effective October 2021 Page 8 of 13 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 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 Pursuant to Texas Health and Safety Code, Section 161.0085(c), Contractor certifies that it does not require its customers to provide any documentation certifying the customer's COVID-19 vaccination or post-transmission recovery on entry to, to gain access to, or to receive service from the Contractor's business. Contractor acknowledges that such a vaccine or recovery requirement would make Contractor ineligible for a state-funded contract. 41. Entities that Boycott Energy Companies In accordance with Senate Bill 13, Acts 2021, 87th Leg., R.S.,pursuant to Section 2274.002 of the Texas Government Code (relating to prohibition on contracts with companies boycotting certain energy companies), Contractor represents and warrants that: (1) it does not, and will not for the duration of the Contract, boycott energy companies or(2)the verification required by Section 2274.002 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. 42. Entities that Discriminate Against Firearm and Ammunition Industries In accordance with Senate Bill 19, Acts 2021, 87th Leg., R.S.,pursuant to Section 2274.002 of the Texas Government Code (relating to prohibition on contracts with companies that discriminate against firearm and ammunition industries), Contractor verifies that: (1) it does not, and will not for the duration of the Contract, have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association or(2)the verification required by Section 2274.002 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. 43. Security Controls for State Agency Data In accordance with Senate Bill 475, Acts 2021, 87th Leg., R.S.,pursuant to Texas Government Code, Section 2054.138, Contractor understands, acknowledges, and agrees that if,pursuant to this Contract, Contractor is or will be authorized to access, transmit, use, or store data for System Agency, Contractor is required to meet the security controls the System Agency determines are proportionate with System Agency's risk under the Contract based on the sensitivity of System Agency's data and that Contractor must periodically provide to System Agency evidence that Contractor meets the security controls required under the Contract. Health and Human Services Contract Affirmations v.2.1 Effective October 2021 Page 9 of 13 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 44. Cloud Computing State Risk and Authorization Management Program In accordance with Senate Bill 475, Acts 2021, 87th Leg., R.S.,pursuant to Texas Government Code, Section 2054.0593, Contractor acknowledges and agrees that, if providing cloud computing services for System Agency, Contractor must comply with the requirements of the state risk and authorization management program and that System Agency may not enter or renew a contract with Contractor to purchase cloud computing services for the agency that are subject to the state risk and authorization management program unless Contractor demonstrates compliance with program requirements. If providing cloud computing services for System Agency that are subject to the state risk and authorization management program, Contractor certifies it will maintain program compliance and certification throughout the term of the Contract. 45. Office of Inspector General Investigative Findings Expert Review In accordance with Senate Bill 799, Acts 2021, 87th Leg., R.S., if Texas Government Code, Section 531.102(m-1)(2) is applicable to this Contract, Contractor affirms that it possesses the necessary occupational licenses and experience. 46. Contract for Professional Services of Physicians, Optometrists, and Registered Nurses In accordance with Senate Bill 799, Acts 2021, 87th Leg., R.S., if Texas Government Code, Section 2254.008(a)(2) is applicable to this Contract, Contractor affirms that it possesses the necessary occupational licenses and experience. 47. Foreign-Owned Companies in Connection with Critical Infrastructure If Texas Government Code, Section 2274.0102(a)(1) (relating to prohibition on contracts with certain foreign-owned companies in connection with critical infrastructure) is applicable to this Contract, pursuant to Government Code Section 2274.0102, Contractor certifies that neither it nor its parent company, nor any affiliate of Contractor or its parent company, is: (1) majority owned or controlled by citizens or governmental entities of China, Iran, North Korea, Russia, or any other country designated by the Governor under Government Code Section 2274.0103, or(2) headquartered in any of those countries. 48. Critical Infrastructure Subcontracts For purposes of this Paragraph, the designated countries are China, Iran, North Korea, Russia, and any countries lawfully designated by the Governor as a threat to critical infrastructure. Pursuant to Section 113.002 of the Business and Commerce Code, Contractor shall not enter into a subcontract that will provide direct or remote access to or control of critical infrastructure, as defined by Section 113.001 of the Texas Business and Commerce Code, in this state, other than access specifically allowed for product warranty and support purposes to any subcontractor unless (i)neither the subcontractor nor its parent company, nor any affiliate of the subcontractor or its parent company, is majority owned or controlled by citizens or governmental entities of a designated country; and(ii) neither the subcontractor nor its parent company, nor any affiliate of the subcontractor or its parent company, is headquartered in a designated country. Contractor will notify the System Agency before entering into any subcontract that will provide direct or remote Health and Human Services Contract Affirmations v.2.1 Effective October 2021 Page 10 of 13 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 access to or control of critical infrastructure, as defined by Section 113.001 of the Texas Business & Commerce Code, in this state. 49. Enforcement of Certain Federal Firearms Laws Prohibited In accordance with House Bill 957, Acts 2021, 87th Leg., R.S., if Texas Government Code, Section 2.101 is applicable to Contractor, Contractor certifies that it is not ineligible to receive state grant funds pursuant to Texas Government Code, Section 2.103. 50. Prohibition on Abortions Contractor understands, acknowledges, and agrees that,pursuant to Article II of the General Appropriations Act, (1)no funds shall be used to pay the direct or indirect costs (including marketing, overhead, rent,phones, and utilities) of abortion procedures provided by contractors of HHSC; and (2)no funds appropriated for Medicaid Family Planning, Healthy Texas Women Program, or the Family Planning Program shall be distributed to individuals or entities that perform elective abortion procedures or that contract with or provide funds to individuals or entities for the performance of elective abortion procedures. 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 II. 51. 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. 52. 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. 53. 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. 54. 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. Health and Human Services Contract Affirmations v.2.1 Effective October 2021 Page 11 of 13 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 55. Equal Employment Opportunity Contractor represents and warrants its compliance with all applicable duly enacted state and federal laws governing equal employment opportunities. 56. 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). 57. 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.2.1 Effective October 2021 Page 12 of 13 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 Authorized representative on behalf of Contractor must complete and sign the following: Corpus Christi-Nueces County Public Health District Legal Name of Contractor Corpus Christi-Nueces County Public Health District Assumed Business Name of Contractor,if applicable (d/b/a or `doing business as') Corpus Christi-Nueces County Public Health District 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. DocuSign�ed�by: S{�- VIWa March 31,2022 7A188293F923439... Signature of Authorized Representative Date Signed Steven Viera78416 03/31/2022 Printed Name of Authorized Representative Title of Authorized Representative First,Middle Name or Initial, and Last Name 1702 Horne Road Corpus Christi,Texas 78416 Physical Street Address City, State,Zip Code NA NA Mailing Address, if different City, State,Zip Code 361-826-7205 361-826-1343 Phone Number Fax Number NA 069457786 Email Address DUNS Number 74-6000-574 1-746000574-1 Federal Employer Identification Number Texas Identification Number (TIN) NA NA Texas Franchise Tax Number Texas Secretary of State Filing Number NA SAM.gov Unique Entity Identifier (UEI) Health and Human Services Contract Affirmations v.2.1 Effective October 2021 Page 13 of 13 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 ATTACHMENT E 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 1 of 15 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 (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:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 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 3 of 15 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 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:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 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 5 of 15 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 (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 I . 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:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 (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:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 • 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:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 (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:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 (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:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 (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 11 of 15 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 (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:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 (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 13 of 15 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 (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:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 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 15 of 15 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 TEXAS Texas HHS Indirect Cost Rate Group Health and Human Services https://texashhs.secure.force.com/GranteeLanding Page DATE: January 28, 2022 TIN: 17460005741 CONTACT NAME: Heather Calderon GRANTEE: City of Corpus Christi ADDRESS: 1201 Leopard Street City Hall, 4k' Floor Corpus Christi, TX 78401 The indirect cost rate(s) contained herein are for use on grants with Federal, State, or both governments to which 2 CFR Part 200 - Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards or the State of Texas Uniform Grant Management Standards apply, subject to the limitations contained in the sections below. SECTION HHS System Issued Rate RATE PERIOD Start Next Proposal Rate Type Date End Date Rate Rate Base Due Fixed Carry- 10/1/2020 9/30/2021 35.67% Direct Salaries forward Fixed Carry- 10/1/2021 9/30/2022 22.39%* Direct Salaries 4/30/2022 forward *If the indirect cost rate for the next fiscal year is not approved prior to the new fiscal year, use the current rate as a billing rate until a new rate is established. ICR Proposals must be submitted in accordance with the above timelines to continue recovering indirect costs. HHS System Rate Based on the Following: Rate Base: Direct Salaries Rate Base Total direct salaries and wages, excluding fringe benefits. The rate applies Details: to all programs administered by the non-federal entity. To determine the amount of indirect costs to be billed under this agreement, direct salaries and wages should be summed and multiplied by the rate. All other program costs, including fringe benefits associated with direct salaries, should be eliminated. HHS Indirect Cast Rate Agreement V.070821 1 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 • N 2: ACCOUNTING TREATMENT OF FRINGE BENEFITS COST Accounting Methods Fringe Benefit N/A Rate: Fringe TMRS(Retirement), FICA, Health Insurance, and Life Insurance Benefits: Paid Vacation, Sick leave Absences: • N 3: Key Deadlines for Proposal Submission deadlines Next Proposal Your next ICR proposal for FY22 must be submitted to the Landing Page for Due Subrecipients no later than April 30, 2022. Please provide your FY21 audit report* along with the ICR Proposal Packet. Select the "Submit ICR Proposal" option to upload all required documents. The proposal packet must be submitted on the HHS Indirect Cost Rate Group approved ICR Proposal Packet templates. Select "Technical Assistance" to request copies of the approved templates. *Your audit report should include a Schedule of Indirect Costs. The Schedule of Indirect Costs will show the budgeted versus the actual expenses incurred. If using a fixed carryforward, the Schedule of Indirect Costs must show any over or under recoveries. Please see the enclosed example. 4 PDF Sample Schedule of Indirect Costs -2021 • N 4: KEY GUIDELINES AND CONDITIONS KEY GUIDELINES A. LIMITATIONS: Use of the rate(s) contained in the Agreement is subject to all statutory or administrative limitations and is applicable to a given Federal award or contract only to the extent that funds are available. Acceptance of the rate(s) agreed to herein is predicated upon the following conditions: (1) that no costs other than those incurred by the grantee were included in its indirect cost pool as finally accepted and that such incurred costs are legal obligations of the grantee and allowable under the governing cost principles, (See 2 CFR 200, Subpart E); (2) that the same costs that have been treated as indirect costs have not been claimed as direct costs; (3) that similar types of costs have HHS Indirect Cost Rate Agreement V.070821 2 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 been accorded consistent treatment; and (4) that the information provided by the grantee which was used as a basis for acceptance of the rate(s) agreed to herein is not subsequently found to be materially inaccurate; (5) that a restricted rate or limit to the indirect cost rate or amount is not required under the enabling statute or by the cognizant federal agency; (6) indirect costs may only be recovered to the extent direct costs were incurred; and (7) the rates cited in this Agreement may be subject to audit. Indirect cost elements and the type of distribution base used in computing the rates are subject to revision when a final rate is negotiated to settle the provisional rate or if unusual circumstances affect the negotiated predetermined rate. In such situations, the rate(s) may be subject to renegotiation at the discretion of the cognizant agency. B. CHANGES IMPACTING THE INDIRECT COST RATE PROPOSAL: This agreement is based on the organizational structure and the accounting methodology purported by the grantee to be in effect during the Agreement period. Changes which affect the amount of reimbursement resulting from the use of this Agreement require prior approval from the cognizant organization. Failure to obtain approval may result in subsequent cost disallowance. C. NOTIFICATION TO FEDERAL AND STATE AGENCIES: A copy of this document may be provided by the grantee to other Federal or State funding sources as a means of notifying them of the Agreement contained herein. D. APPLICATION OF INDIRECT COST RATE TO EXISTING GRANTS: Indirect costs charged to a grant by means other than the rate(s) cited in this Agreement should be adjusted to the applicable rate cited herein. SECTIONDEFINITIONS A. Provisional Rates and Adjustments: A provisional rate is temporary and used for interim reimbursement. The grantee must submit an indirect cost rate proposal within six (6) months after the end of their fiscal year to establish a final rate based on actual costs. B. Final Rates and Adjustments: A final rate is the actual rate determined after the close of the fiscal year and is not subject to adjustment. Once a final rate is determined, charges to funding agency must be adjusted if the final rate varies from the provisional rate. If the final rate is greater than the provisional rate and there are no funds available to cover the additional indirect costs, the grantee may not recover all indirect costs. If the final rate is less than the provisional rate, the grantee will be required to reimburse the funding agency for the excess billings. C. Fixed Carry-forward and Adjustments: A fixed carry-forward rate means an indirect cost rate which has the same characteristics as a predetermined rate, except that the difference between the estimated costs and the actual, allowable costs of the period HHS Indirect Cost Rate Agreement V.070821 3 DocuSign Envelope ID:2B8A6915-C5E5-4EB1-924C-EF4377D66B06 covered by the rate is carried forward as an adjustment to the rate computation of a subsequent period. When the actual costs for this period are determined, an adjustment will be made to a rate of a future year(s) to compensate for the difference between the costs used to establish the fixed rate and actual costs. D. Predetermined Rate: The predetermined rate is based on estimated costs for a specified current or future period. The issuance of a predetermined rate depends on the reasonable assurance that the rate is not likely to exceed a rate based on the grantee's actual indirect costs. The predetermined rate is not subject to adjustment except under unusual circumstances. If the grantee's total expenditures increase or decrease by 25 percent or more within a 90-day period during the rate period, the grantee must submit a proposal indicating a rate based on the new expenditure data resulting from the increase or decrease. SECTIONOF GRANTEE COGNIZANT AGENCY City of Corpus Christi Texas Health and Human Services Commission Grantee Name Agency Name Constance Sanchez, Chief Financial Officer Racheal Kane, Federal Funds Director Name of Grantee Signature Authority Name of Agency Signature Authority Grantee Signature Agency Signature Click or tap to enter a date. 1/28/2022 Grantee Signature Date Agency Signature Date HHS Indirect Cost Rate Agreement V.070821 4 DocuSign Certificate Of Completion Envelope Id:2B8A6915C5E54EB1924CEF4377D66BO6 Status: Sent Subject: Please DocuSign: HHS001182200013;Corpus Christi; Base;Signature Packet.pdf Source Envelope: Document Pages:69 Signatures:2 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: 167.137.1.16 Record Tracking Status: Original Holder: CMS Internal Routing Mailbox Location: DocuSign 3/28/2022 8:12:34 AM CMS.InternalRouting@dshs.texas.gov Signer Events Signature Timestamp Steve Viera [11—S,gnedby Sent:3/28/2022 8:24:11 AM SteveV@cctexas.com fwtVida Viewed: 3/30/2022 5:35:19 PM Interim Director of Health 7A188293F923439 Signed:3/31/2022 11:28:19 AM Corpus Christi-Nueces County Public Health Signature Adoption: Pre-selected Style Security Level: Email,Account Authentication (None) Using IP Address: 155.190.8.4 Electronic Record and Signature Disclosure: Accepted:3/1/2022 5:00:47 PM ID:4f8f2f59-1a8a-43c3-a675-dd40eae6c04f Susana Garcia Completed Sent:3/31/2022 11:28:21 AM Susana.Garcia@dshs.texas.gov Viewed: 3/31/2022 11:36:41 AM CTCM, Unit Director Signed:3/31/2022 11:37:08 AM DSHS Using IP Address: 167.137.1.12 Security Level: Email,Account Authentication (None) Electronic Record and Signature Disclosure: Accepted:3/31/2022 11:36:41 AM ID:588d 1 c86-803d-4fbc-a43f-eac5f7f744ca Patty Melchior Completed Sent:3/31/2022 11:37:10 AM Patty.MeIchior@dshs.texas.gov Viewed: 3/31/2022 3:56:08 PM Director, DSHS CMS Signed:3/31/2022 3:56:16 PM Security Level: Email,Account Authentication Using IP Address: 167.137.1.17 (None) Electronic Record and Signature Disclosure: Accepted:3/31/2022 3:56:08 PM ID:ed04754d-b4c9-4c66-bO65-458605cb9a27 Imelda Garcia Sent:3/31/2022 3:56:18 PM ImeIdaM.Gargia@dshs.texas.gov Security Level: Email,Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign 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 Lacy Alexander Sent:3/28/2022 8:24:11 AM lacy.alexander@dshs.texas.gov ED Viewed: 3/28/2022 8:26:33 AM Security Level: Email,Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Damiana Pena Sent:3/28/2022 8:24:10 AM DamianaP@cctexas.com ED Viewed: 3/28/2022 8:26:14 AM 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 Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 3/28/2022 8:24:11 AM 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:Steve Viera, Susana Garcia, Patty Melchior 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. 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Acknowledging your access and consent to receive and sign documents electronically To confirm to us that you can access this information electronically, which will be similar to other electronic notices and disclosures that we will provide to you,please confirm that you have read this ERSD, and (i)that you are able to print on paper or electronically save this ERSD for your future reference and access; or(ii)that you are able to email this ERSD to an email address where you will be able to print on paper or save it for your future reference and access. Further, if you consent to receiving notices and disclosures exclusively in electronic format as described herein, then select the check-box next to `I agree to use electronic records and signatures' before clicking `CONTINUE' within the DocuSign system. 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 o� A v µoRPORPg4 AGENDA MEMORANDUM 1852 City Council Meeting of April 26, 2022 DATE: April 26, 2022 TO: Peter Zanoni, City Manager FROM: Robert Dodd, Director, Parks and Recreation RobertD4(a-)-cctexas.com (361) 826-3133 10-Year Parks and Recreation Master Plan and Bill Witt Master Plan Presentation STAFF PRESENTER(S): Name Title/Position Department 1. Robert Dodd Director Parks and Recreation OUTSIDE PRESENTER(S): Name Title/Position Organization 1. James Hemenes Director HALFF Associates, Inc. ISSUE: HALFF Associates, Inc. will provide a complete summarization for the development projects, plans, and goals presented in the 10-Year Parks and Recreation Master Plan and Bill Witt Master Plan. BACKGROUND: The 18-month service agreement establishing HALFF Associates, Inc. as the selected contractor to work with Parks and Recreation to create the 10-Year Parks and Recreation Master Plan was approved by City Council on September 8, 2020. Since then, HALFF Associates, Inc. has worked with Parks and Recreation and Engineering staff to develop a comprehensive study which will help to establish Parks and Recreation's priorities for improving services and amenities offered by our parks system over the next 10 years. This presentation will serve as a complete summarization for the development projects, plans, and goals presented in the 10-Year Parks and Recreation Master Plan and Bill Witt Master Plan. LIST OF SUPPORTING DOCUMENTS: Presentation — HALFF Consultants PRMP & Bill Witt Presentation q ' ;.� - _ - � - :- -- - -tea■ ■ Ot - m ARKS i o ,; m HALFF RECREATION ' 1857. CITY OF CORPUS CHRISTI PARKS, RECREATION AND OPEN SPACE MASTER PLAN CORPUS CHRISTI CITY COUNCIL APRIL 26, 2022 PROJECT PURPOSE MASTER PLAN UPDATE Parks system vision/goals Community preferences Park distribution and access Facility condition Recreational programming Efficient delivery of services TPWD MASTER PLANNING STANDARDS ACCESS TO GRANTS CITY COUNCIL 04.26.22 2 PLAN COMPONENTS FIVE CHAPTERS • Chapter 1 : Introduction & Planning Context • Chapter 2: Corpus Christi Parks System PAaK- ..,� • Chapter 3: Needs Assessment F. . • Chapter 4: Plan Recommendations • Chapter 5: Implementation Program PARKS APPENDICES RECREATION • Public Outreach Findings OPEN SPACE • Recreational Facilities Study MASTER PLAN CITY OF CORPUS CHRISTI • Conditions Assessment ADOPTION PENDING • Baseball Field Assessment CORPUS CHRISTI PARKS6 I CORPUS CHRISTI PARKS, RECREATION AND OPEN SPACE MASTER PLAN CITY COUNCIL 1 04.26.22 3 RECREATION MASTER PLAN FOCUS OPERATIONAL PLAN : • ADMINISTRATIVE POLICIES AND PROCEDURES • MANAGEMENT OF RECREATIONAL PROGRAMS • MAINTENANCE PRACTICES • DISTRIBUTION OF PARKLAND AND FACILITIES NOT A CAPITAL PLAN : • ...BUT DOES RECOMMEND PARK-SPECIFIC IMPROVEMENTS „- CORPUS CHRISTI PARKS& I CORPUS CHRISTI PARKS, RECREATION AND OPEN SPACE MASTER PLAN CITY COUNCIL 1 04.26.22 4 RECREATION PUBLIC OUTREACH METHODS Project Webpage Surveys/Online Stakeholder Meetings Online Mapping Tool Virtual Meeting Room www.cctexas.com/parksmasterplan https://corpuschristiparksvirtualmap.com/maps/ Walking&hiking trails 200.1 Park shade stmaures&picnic areas 166.4 Nature center&trails 158.9 Outdoor swim.ing&spraygrounds 132..2 Corpus Christi Parks Virtual Map Fish npiers 122.5 Indoor mnning/walking track 110.1 rl communhygerdens 1 106.3 High Priority Playground equipment&play areas 106.1 ��oeaam a hawa ro cap o ,sawn-k Large community perks 105.1 f 1 0+1 Small[2-10—es)neighb ash do parks 100.6 1 1 Off-leash dogg park 2.1 Indoor adul4fim ass 92.1 Inds r—inrne ng pools�eisure pool 91.6 S5&e%er('I1se foci eS 80.9 ar Iodoar playground 75.7 Medium Priority '11 Skateboard park 7.4 PuX� blic beaches 71.6 Ou[daor.uhi-use courts fi9.4 (50-9}) n Kayaklaunch —64.6 .,.,.. smo 11(less then 2 acres)pocket parks 58.4 Outdoor amphitheaters '57.5 ae� •• Goll driving range 52.3 8oatinglaunch&sailing areas/sailing Center 51.6 6df courses 51.1 L Rugged terrain bike trails 49.1 Disc golf 46.2 Overnight beach ca..p.g 44.9 G mnwccer ace 27.1 `... fi=ri Youth/teen hasrtbaillllh&Rsoecel fields 30694 0-49 °°p•no � �. . asit. Low Priorly a + indoor chid watch[cwt a licensed deY Care[ 25.4 Yauthfteen football fields 21.8 qie AdWt soccer fields 20.2 a ...v.,..._.,.-...a..o--.,.....,......-..- Indoor multipurpose Clessroonhs ,l Adult softballfields� �o un voo uno. >mo � CORPUS CHRISTI PARKS& I CORPUS CHRISTI PARKS, RECREATION AND OPEN SPACE MASTER PLAN CITY COUNCIL � 04.26.22 5 RECREATION lap 051 130 061 120 4' wsmoma �y WELCOME CORPUS CHRISTI LiLLL1MASTER PLAN NNAEPF YOUR�F�ED s [ `bhave1an ABACK iS VERY IMPORTANT! N f PUBLIC OUTREACH SUMMARY Kick-off Meetings with Parks and °zaCc�°,°° so" °mm°°hl°es,a°°°°°°s°rveY� nDoala xs en eprym noDa �4rea Recreation Staff e�5yn: d'e$ Parks and Recreation Advisory Board Presentations C 0-- 'm P I eted Stakeholder "Visioning" Meetings with Community Representatives Su rve S v Meetings with City Council Members 44"" Rando �Master Plan Survey (Statistically-Valid and "Public") 50+ Public 14-1 CORPUS CHRISTI PARKS& I CORPUS CHRISTI PARKS, RECREATION AND OPEN SPACE MASTER PLAN CITY COUNCIL 1 04.26.22 ] RECREATION MASTER PLAN GOALS GOAL # 1 : PARKS SYSTEM GROWTH AND ACCESS GOAL #2 : PARKS SYSTEM INVESTMENTS GOAL #3 : RECREATIONAL PROGRAMMING GOAL #4 : ADMINISTRATION AND OPERATIONS PLAN RECOMMENDATIONS 63 TOTAL RECOMMENDED IMPLEMENTATION STRATEGIES CH FINANCIAL INVESTMENT. CAPITAL IMPROVEMENTS (FOR INCLUSION IN THE 10-YEAR CAPITAL IMPROVEMENTS PLAN) OR GENERAL FUND EXPENDITURES. OC OPERATIONAL CHANGE. NEW OR ALTERED PROGRAMS, STAFFING, OR ADMINISTRATIVE PROCEDURES. P POLICY. OFFICIAL PROCEDURES OR POLICIES USED TO MAKE CITY DECISIONS. R REGULATION. COUNCIL APPROVED REGULATIONS USED TO DIRECT GROWTH OR ADDITIONAL ACTIONS IN THE CITY . S STUDY. ADDITIONAL STUDY OR EXAMINATION REQUIRED TO DETERMINE THE BEST RESULT. CORPUS CHRISTI PARKS& I CORPUS CHRISTI PARKS, RECREATION AND OPEN SPACE MASTER PLAN CITY COUNCIL 1 04.26.22 Q RECREATION GOAL #1 : PARKS SYSTEM GROWTH AND ACCESS ( KEY TOPICS: PARK ACQUISITION, EQUITABLE DISTRIBUTION, TRAILS AND CONNECTIVITY, PARK PROGRAMMING (OPEN SPACE)) 7 TOTAL STRATEGIES ` KEY RECOMMENDATION: 1 .1 .3. TRAI" NETWORK LFNIF71.. OF ��� SERVICF Expand the city-wide trails network and increase the r percentage of residential areas that are within '/z mile of a trail. CORPUS CHRISTI PARKS& � CORPUS CHRISTI PARKS, RECREATION AND OPEN SPACE MASTER PLAN CITY COUNCIL � 04.26.22 10 RECREATION GOAL #2: PARKS SYSTEM INVESTMENTS ( KEY TOPICS: FACILI I IES, NATURAL RESOURCE CONSERVATION, MAINTENANCE, RESILIENCE, IMPROVEMENT STANDARDS, CONCEPTUAL PARK DESIGN, SECURITY AND SAFETY. ) 29 TOTAL STRATEGIES KEY RECOMMENDATION: 2.1 .2. ASSET MANAGEMENT PLAN. Schedule parks system asset management via a digitalId µ assessment management system. m CORPUS CHRISTI PARKS& � CORPUS CHRISTI PARKS, RECREATION AND OPEN SPACE MASTER PLAN CITY COUNCIL � 04.26.22 RECREATION GOAL #3: RECREATIONAL PROGRAMMING ( KEY TOPICS: RECREATIONAL PROGRAMS, COMMUNITY EVENTS, TOURISM) 16 TOTAL STRATEGIES y J KEY RECOMMENDATION: p 3.1 .4. RECREATIONAL PROGRAM ADDITIONS. .F_ Diversify the City's recreational program portfolio to maximize the utilization of recreational amenities and to maintain appropriate program lifecycle balances. CORPUS CHRISTI PARKS& I CORPUS CHRISTI PARKS, RECREATION AND OPEN SPACE MASTER PLAN CITY COUNCIL � 04.26.22 12 RECREATION GOAL #4: OPERATIONS AND ADMINSTRATION ( KEY TOPICS: ADMINISTRATION, CERTIFICATIONS/ACCREDITATION, PARTNERSHIPS, COST-RECOVERY, ADVERTISING/PUBLIC RELATIONS. ) 11 TOTAL STRATEGIES KEY RECOMMENDATION: r 4.1 .5. TECHNOLOGY "NTEGRATIOV Improve s field staff's access to handheld GPS and web- 010, eb- based equipment for field �' maintenance and i inventory. CORPUS CHRISTI PARKS& I CORPUS CHRISTI PARKS, RECREATION AND OPEN SPACE MASTER PLAN CITY COUNCIL 04.26.22 13 RECREATION q ' ;.� - _ - � - :- -- - -tea■ ■ Ot - m ARKS i o ,; m HALFF RECREATION ' 1857. CITY OF CORPUS CHRISTI PARKS, RECREATION AND OPEN SPACE MASTER PLAN CORPUS CHRISTI CITY COUNCIL APRIL 26, 2022 m A 6 - r r Y v i r a AC " m a �esZ • BILL WITT PARK &CORPUS CHRISTI PARKS & MASTER SITE PLAN MEN RECREATIONmom CORPUS CHRISTI CITY COUNCIL APRIL 26, 2022 VISIONING ulil,: ;'KEY STAKEHOLDER I CITY MANAGEMENT PUBLIC INPUT ITOW Bill Witt Site Plan Program Result of public in puk and key stake hol den(2021) r BILL WITT PARK HALFF a��so MAETFFI SITE PI.AN :;HALFF = STAKEHOLDER FEBRUARY • ICTI FEBRUARY fo,x PARKS,KLLNLAI IUN AND OPEN SPALL MAS I R PLAN BILL WITT PARK SITE PLANCITY COUNCIL . ENGAGEMENTS _ .. JUNE 16, 31 �A soti HALFF CITY OF CORPUS CHRISTI PARKS,RECREATION AND OPEN SPACE MASTER PLAN ' BILL WITT PARK SITE PLAN w ciTv JUNE 031 ExTs 1'v JL(1')I�C�uJa RL [` 1� CJ -------------------------------------------------------------------------- BEGAN 2.2021 COMPLETE • y d. t ■ ? Mm .e / K RPOSE FIELDS—COMMON AREA +- l7 LTI PU -RwL e ' .m. I NI ° LoTs I h CITY COUNCIL 04.26.2022 BEGAN 12.2021 COMPLETE 04.2022 s. r r ® .s...em.,,d,, = � i-��'x_�s�+l a 0 wc,m. e � �, �eaO ,� p•�l,.y E a R i BEGAN 12.2021 COMPLETE 04.2022 CITY COUNCIL 1 04.26.2022 4 SITE PLAN DEVELOPMENT a SITE PLAN DEVELOPMENT & REFINEMENT 147AC E , E 0 b 3 :HALFF P,aAk=6 OSO CREEK PARK - ._W/ BEGAN 3.2022 1 COMPLETE04.2022 MARI D F t� I H E G L H MAINTENANCE: ANNUAL UPKEEP, REPAIRS E m G E OPERATIONS: STAFFING NEEDS R A O REVENUE: RENTALS, LEAGUE FEES, CITY PROGRAMMING T EXPENSES: LIFE CYCLE COSTS ONE-TIME/RECURRING EQUIPMENT COSTS. K I. ■ M BEGAN 4.2022 TO BE COMPLETE05.2022 m A 6 - r r Y v i r a AC " m a �esZ • BILL WITT PARK &CORPUS CHRISTI PARKS & MASTER SITE PLAN MEN RECREATIONmom CORPUS CHRISTI CITY COUNCIL APRIL 26, 2022