HomeMy WebLinkAboutAgenda Packet City Council - 02/21/2023City Council
City of Corpus Christi
Meeting Agenda - Final-revised
1201 Leopard Street
Corpus Christi, TX 78401
cctexas.com
Council Chambers11:30 AMTuesday, February 21, 2023
Addendums may be added on Friday.
Public Notice: Persons with disabilities who plan to attend this meeting and who may
need auxiliary aids or services are requested to contact the City Secretary’s office (at
361-826-3105) at least 48 hours in advance so that appropriate arrangements can be
made.
Si Usted desea dirigirse al Concilio y cree que su inglés es limitado, habrá un intérprete
inglés-español en todas las juntas del Concilio para ayudarle.
This meeting may be held via videoconference call pursuant to Texas Government Code
§ 551.127. If this meeting is held via videoconference call or other remote method of
meeting, then a member of this governmental body presiding over this meeting will be
physically present at the location of this meeting unless this meeting is held pursuant to
Texas Government Code § 551.125 due to an emergency or other public necessity
pursuant to Texas Government Code § 551.045.
A.Mayor Paulette Guajardo to call the meeting to order.
B.Invocation to be given by Rabbi, Naftoli Schmulker, Chabad Coastal Bend.
C.Pledge of Allegiance to the Flag of the United States and to the Texas Flag to be
led by Gianna Palacios, Senior at Richard King High School.
D.City Secretary Rebecca L. Huerta to call the roll of the required Charter Officers.
E.CITY MANAGER’S COMMENTS / UPDATE ON CITY OPERATIONS:
1.23-0389 Owner's Removal of Barge at Packery Channel Update - Neiman
Young, Ph.D., Assistant City Manager
2.23-0390 Effluent Water Commercial Reuse Program Update - Michael
Murphy, COO of Corpus Christi Water
3.23-0391 Bayside Area Development Plan Public Input Meeting on February
23, 2023
Page 1 City of Corpus Christi Printed on 2/20/2023
February 21, 2023City Council Meeting Agenda - Final-revised
F.PUBLIC COMMENT - APPROXIMATELY 12:00 P.M. To speak during this public
comment period, you must sign up before the meeting begins. Each speaker is
limited to a total of no more than 3 minutes per speaker. You will not be allowed
to speak again on an item when the Council is considering the item. Time limits
may be restricted further by the Mayor at any meeting. If you have a petition or
other information pertaining to your subject, please present it to the City
Secretary. Written comments may be submitted at
cctexas.com/departments/city-secretary. Electronic media that you would like to
use may only be introduced into the City system IF approved by the City’s
Information Technology (IT) Department at least 24 hours prior to the Meeting.
Please contact IT at 826-3211 to coordinate. This is a public hearing for all items
on this agenda.
G.BOARD & COMMITTEE APPOINTMENTS:
4.23-0322 Planning Commission / Airport Zoning Commission (2 vacancies)
H.EXPLANATION OF COUNCIL ACTION:
I.CONSENT AGENDA: (ITEMS 5 - 10)
5.23-0323 Approval of the February 14, 2023 Regular Meeting Minutes.
Sponsors:City Secretary's Office
Consent - Second Reading Ordinances
6.23-0086 Ordinance appropriating $937,072.64 from an increase in the Infectious
Disease Prevention and Control Unit-COVID (IDCU-COVID) Grant
Program administered by the Department of State Health Services
(DSHS) for the period September 1, 2022, through July 31, 2024, for
activities to provide COVID-19 epidemiologic and surveillance response
activities and laboratory response network activities.
Sponsors:Health Department
Consent - Contracts and Procurement
7.22-1968 Motion authorizing a one-year service agreement with Leeds Precision
Instruments, Inc., of Minneapolis, Minnesota, through Texas SmartBuy
Cooperative, for the purchase of a firearms comparison microscope and
training for the Corpus Christi Police Department for $77,429.70, with FY
2023 funding from the General Fund.
Sponsors:Police Department and Finance & Procurement
Consent - Capital Projects
Page 2 City of Corpus Christi Printed on 2/20/2023
February 21, 2023City Council Meeting Agenda - Final-revised
8.23-0164 Motion authorizing Amendment No. 2 for a professional services contract
with Hanson Professional Services Inc. to provide additional design for
water and wastewater improvements for design, bid, and construction
phase services for the Residential Street Rebuild Program in an amount of
$906,376.50 for a total amount not to exceed $6,158,879.89, located
Citywide, with Fiscal Year 2023 funding available from the Water, and
Wastewater Funds.
Sponsors:Engineering Services, Public Works/Street Department and Contracts and
Procurement
9.23-0197 Motion authorizing the approval of Change Order No. 1 with
Haas-Anderson Construction, LLC., Texas, for Infrastructure Management
Program projects in an amount of $2,510,043.95 for a total amount of
$12,550,219.75, located city-wide with funding available through the Street
Preventative Maintenance Program (SPMP), Street, Storm Water, Water,
Wastewater and Gas Funds.
Sponsors:Engineering Services, Public Works/Street Department and Contracts and
Procurement
General Consent Items
10.23-0327 Motion authorizing the Fourth Amended and Restated Management
Services Agreement between the Corpus Christi Area Convention and
Visitors’ Bureau ("VCC") and the City of Corpus Christi, which includes
amendments to the VCC bylaws.
Sponsors:Finance & Procurement
J.RECESS FOR LUNCH
K.PUBLIC HEARINGS: (ITEM 11)
11.23-0241 Case No. 0123-01 Bella Holdings, LLC: (District 2): Ordinance rezoning
property at or near 3104 South Alameda Street, located along the east
side of South Alameda Street, north of Glazebrook Street and south of Mc
Call Street, from the “ON” Neighborhood Office District to the “CN-1”
Neighborhood Commercial District. (Planning Commission and Staff
recommend approval of the rezoning request from the “ON” Neighborhood
Office District to the “CN-1” Neighborhood Office District).
Sponsors:Development Services
L.INDIVIDUAL CONSIDERATION ITEMS:
M.RECESS TO CORPORATION MEETING: (ITEM 12)
12.23-0276 Annual Board Meeting of the Corpus Christi Housing Finance Corporation
(CCHFC) to elect officers, consider a resolution amending and reaffirming
the Corpus Christi Housing Finance Corporation’s Investment Policy and
Page 3 City of Corpus Christi Printed on 2/20/2023
February 21, 2023City Council Meeting Agenda - Final-revised
Investment Strategy, and consider an Inducement Resolution for
$17,625,000 in Multifamily Housing Revenue Bonds for a new 152-unit
affordable housing multi-family development at Greenwood Drive and
Gollihar Road.
Sponsors:Neighborhood Services
N.RECONVENE CITY COUNCIL MEETING:
O.BRIEFINGS:
P.EXECUTIVE SESSION:
Q.ADJOURNMENT
Page 4 City of Corpus Christi Printed on 2/20/2023
3301 SE 14th Avenue, Fort Lauderdale, FL 33316 · +1.954.764.8700 · resolvemarine.com
GD-904
Barge Recovery
Method Statement
Prepared For:
H & H CLAIMS CONSULTANTS
40 Cypress Creek Parkway - #435
Houston – Texas
Job: 23WN01 Revision: 00 Date: 2/3/2023
REVISION LIST
Rev. Revised Section(s) Revision
Promoter
Approved
By Revision Reason Revision Date
00 Initial issue CGS TJS - 02/03/2023
CONFIDENTIALITY NOTICE
The information provided by Resolve Marine in this Project Proposal (including without limitation all drawings, graphs, charts,
financial, technical, operational, commercial, staff, management and other information, data, and know-how) (“Confidential
Information”), which is directly or indirectly and in whatever form (including without limitation written, oral and electronic forms)
disclosed by Resolve Marine to the Recipient or its Representatives (“Recipient”) shall be treated as confidential. By accepting this
Confidential Information, Recipient warrants that it shall treat the Confidential Information as confidential. The Confidential
Information shall only be disclosed by Recipient on a strict need-to-know basis for purposes directly related to the subject Project
and this Confidentiality Notice will accompany all such disclosures, and Recipient remains entirely responsible for proper
compliance. Recipient acknowledges that any breach of this Notice may cause serious harm to Resolve Marine, for which Resolve
Marine is entitled to seek injunctive or other equitable relief as well as monetary damages and the legal costs of enforcement.
23WN01 GD-904 Rev: 00
Date: 3 February 2023
Page 1
Contents
1 CORPORATE PROFILE ...................................................................................................................................... 2
2 EXECUTIVE SUMMARY ..................................................................................................................................... 3
3 INTRODUCTION ............................................................................................................................................... 5
3.1 CURRENT CONDITION ............................................................................................................................................ 5
4 METHOD STATEMENT ...................................................................................................................................... 7
4.1 MOBILIZATION ......................................................................................................................................................... 7
4.2 STRUCTURAL INSPECTION ..................................................................................................................................... 7
4.3 BLOW DOWN SET UP .............................................................................................................................................. 7
4.4 CHAIN PULLER INSTALLATION ............................................................................................................................... 9
4.5 RIG VESSEL.............................................................................................................................................................. 11
4.6 PULLING OPERATION / PATH ............................................................................................................................... 11
4.7 VESSEL CUT UP ...................................................................................................................................................... 12
4.8 DEBRIS SURVEY ...................................................................................................................................................... 13
4.9 DEMOBILIZATION .................................................................................................................................................. 13
4.10 SITE ACCESS............................................................................................................................................................ 13
5 CONTINGENCY PLANS................................................................................................................................... 15
5.1 WRECK DETERIORATION....................................................................................................................................... 15
5.2 VESSEL REPOSITIONING ....................................................................................................................................... 15
6 SALVAGE TEAM .............................................................................................................................................. 17
6.1 PERSONNEL ............................................................................................................................................................ 17
6.2 EQUIPMENT SPREAD ............................................................................................................................................. 18
APPENDIX A) PERSONNEL CVS ........................................................................................................................ A-1
APPENDIX B) SPECIFICATION SHEETS ............................................................................................................. B-1
APPENDIX C) PROJECT GANTT CHART ............................................................................................................ C-1
23WN01 GD-904 Rev: 00
Date: 3 February 2023
Page 2
1 CORPORATE PROFILE
Resolve Marine, headquartered in Fort Lauderdale, FL, USA, has been actively offering Salvage and Wreck Removal
services to the maritime community for over thirty years. The organization was first registered as Resolve Towing
& Salvage, Inc., a Florida Corporation, in 1984. Resolve experienced steady growth and progressively expanded
their operations into various marine related businesses while maintaining Marine Salvage, Wreck Removal and
Emergency Response as the core business specialty. Resolve Marine Group, Inc. was incorporated in 1996 as the
holding company for the various business units.
Resolve has grown significantly over the past 15 years. During this period, the group expanded operations in
North America, Central America, and the Caribbean to marine operations across the globe. To date, Resolve has
undertaken projects in Europe, Africa, Southeast Asia, Far East, Middle East, the Oceania and the Americas. These
global projects eventually led to ownership of full-service facilities in South Africa, United Kingdom, The
Netherlands, Gibraltar, Spain, Singapore, and India. These stocked and manned facilities plus those in the US,
including Mobile, Alabama; New Orleans, Louisiana; Fort Lauderdale, Florida; and Dutch Harbor, Alaska enable
significant job support and low project costs. Additionally, Resolve offers complete OSRO services in China with
their Shanghai-based spill response joint-venture covering 102 ports.
With its steady and consistent growth, Resolve continues to add experienced and knowledgeable personnel to
our in-house workforce. On-staff personnel include a complement of Salvage Masters, Naval Architects, Salvage
Engineers, Salvage Divers / Technicians, Fire Fighters, Tanker Men, Equipment Operators, and Environmental
experts. These professionals deal with all aspects of project planning, management, and execution. We take pride
in carrying out professional and efficient operations.
Resolve’s operational experience encompasses all sizes and types of vessels. The group’s unique partnerships
with key support sub-contractors enables the organization to truly serve their clients. Resolve is committed to
seeing projects through and understands the liabilities that the clients face.
Resolve is a founding member of the American Salvage Association, as well as a member of the International
Salvage Union, the National Fire Protection Association, Association of Average Adjusters, Maritime London, and
the Singapore Shipping Association. Resolve Marine is an ISO 9001:2015 Company.
23WN01 GD-904 Rev: 00
Date: 3 February 2023
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2 EXECUTIVE SUMMARY
RESOLVE Marine is pleased to offer our services to H&H Claims and all concerned parties regarding the recovery
operation of the GD-904. Our equipment and personnel are available for immediate mobilization to begin
operations and complete the project by March 1.
To summarize the technical plan, the proposed methodology is to dismantle the barge on the nearby beach. The
vessel would be pulled ashore utilizing RESOLVE’s 300mt chain puller. To reduce the required pull force,
pressurized air will be introduced into the barge tanks to reduce ground reaction and to assist the stern in sliding
off the rock pinnacle currently pinning it. The main operational steps of the Primary Salvage Plan are listed below:
1. Mobilization: RESOLVE will mobilize specialist salvage personnel to site. Concurrently, chain pullers and
rigging will be mobilized from RESOLVE equipment depots.
2. Pull Preparation: The salvage team will weld strong points onto the hull to connect pull rigging. The dive
team will remove sand build up inside the hull as far as practicable and install salvage patches into select
tanks for pressurized air dewatering.
3. Installation of Pull Rigging: Once required pull rigging consisting of 3” chain and 3.5” wire arrives onsite,
the team will lay the chain from the beach to the casualty and connect the wire pulling bridle from the
barge to the chain. Excavators onshore will install hold back anchors into the beach. The shore team will
assemble the chain puller system.
4. Dewatering of Casualty: Using air compressors, select tanks will be partially dewatered with pressurized
air. This will reduce the initial ground reaction, reduce plowing of the bow, and reduce rock embedment
into the bottom plating.
5. Beaching: The casualty will be slowly pulled ashore by the chain puller. Anticipated nominal required pull
force is 165LT.
6. Dismantling: Once beached, RESOLVE’s team of scrappers will begin dismantling the barge into
approximately 5t sections. The sections will be loaded onto trucks and transported to a nearby scrap
processing facility.
Contingency Plans
In the event the condition of the casualty prevents the beaching of the vessel as described above. RESOLVE will
maintain on standby the following additional equipment to be mobilized if required.
1. 9mx1.5m roller bags. In the event the casualty is either heavier than expected or the authorities require
the barge to be shifted to a specific location on the beach. RESOLVE will utilize roller bags to assist in
reducing required pull force and/or facilitate precise positioning of the casualty on the beach.
2. Additional chain puller. In the event the required pull force is higher than expected and the condition of
the casualty precludes the use of roller bags, an additional chain puller, hold back, and pull rigging will be
mobilized to site. This will give RESOLVE up to 600mt of pull capacity, far in excess of the estimated
required capacity.
23WN01 GD-904 Rev: 00
Date: 3 February 2023
Page 4
RESOLVE’s proposed methodology provides a comprehensive approach to a dynamic situation. RESOLVE’s
contingency method s will allow for a rapid and low risk wreck removal solution, that is flexible in execution to
accommodate deterioration in the vessel’s condition in the near future.
Expertise and Planning
RESOLVE has extensive experience on salvage cases throughout the world, including with the similar cases and
methodology / approach as is below outlined in the technical proposal. The Salvage Master and Naval Architect
will be highly accomplished professionals with competencies that include safe execution of cutting, chain puller,
and refloat jobs. Communication with the Client and stakeholders shall be conducted on a daily basis to ensure
clarity regarding the ongoing and intended operations. Further planning documents, such as the Work Plan, Safety
Plan, Diving Plan, etc. shall be distributed to the Client in advance of the recovery operations – for transparency
of the engineering, safety, and salvage components of the operation.
23WN01 GD-904 Rev: 00
Date: 3 February 2023
Page 5
3 INTRODUCTION
The GD-904 is a deck barge that is grounded on the South Packery Channel Jetty in Corpus Christi, Texas. The
Principal Characteristics of the GD-904 are as follows:
LOA 195ft Breadth 35ft
Depth 10.5ft Draft 2ft
Lightship
(reported) 445.3LT
Figure 1 Vessel GA
3.1 CURRENT CONDITION
The casualty is grounded on the South Packery Channel Jetty approximately 700’ off the beach. It is understood
that the stern compartment and several starboard compartments are damaged and flooded. Approximately
300tons of rock was onboard the casualty during sinking and has since washed off the starboard side. Upon initial
grounding, the vessel was seen to list to starboard, with the port side appearing to remain afloat. After several
weeks in this orientation, the barge was seen to settle to the seafloor with a bow trim, and port list.
Following the incident, a dive survey was completed on the starboard side of the vessel to identify the location
and extent of any damage. The survey revealed that the stern compartment as well as the starboard ballast tanks
have significant damage in the side shell and knuckle that have caused flooding. Fractures were also identified in
the bow side shell slightly forward of the collision bulkhead. Damage was reported to extend to a maximum of 5’
above keel. The flooded compartments and damaged areas can be seen below. It should be noted no information
was shared regarding the status of the port side compartments. The below Figure illustrates our understanding
of the barge’s current condition based on the dive survey report.
23WN01 GD-904 Rev: 00
Date: 3 February 2023
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Figure 2 Diver Damage Report
Figure 3 Casualty Current Orientation Looking from Stern
23WN01 GD-904 Rev: 00
Date: 3 February 2023
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4 METHOD STATEMENT
RESOLVE proposes to remove the GD-904 by pulling the casualty ashore and dismantling it for onward processing.
This will require several key steps including determining the integrity of the casualty in its current orientation,
setting up pressurized air injection to reduce ground reaction, and installation of pulling chain from the beach to
the casualty.
Running concurrently with preparatory work, a 330 st chain puller will be installed on the beach. Once the chain
puller is properly rigged and secured, the casualty will be partially dewatered, and then be pulled to the beach.
Once on the beach the GD-904 will be cut down into manageable size sections of approximately 5 tons, and loaded
on trucks for onward transit to a scrap processing facility.
4.1 MOBILIZATION
At the time of activation RESOLVE will mobilize the primary salvage equipment from our U.S. depots. Where
possible, locally available or client supplied assets will be utilized to reduce costs as far as possible. Concurrently
with equipment mobilization, personnel will also be mobilized to site. The majority of our equipment is located at
our Gulf Coast facility in Theodore, AL and will be transported on trucks to the work site.
It is anticipated to take 5-7 days to prepare and mobilize the required salvage equipment.
4.2 STRUCTURAL INSPECTION
Upon arrival onsite, RESOLVE’s dive team will conduct a survey of the casualty site. Key points of this survey will
include:
1) Verify casualty is structurally sound for pulling. Determine if any portions of the casualty are likely to
separate or break off during the pulling / be aching operation.
2) Determine disposition of lost cargo. Determine if any of the cargo impedes any stage of the salvage
operation.
3) Locate separated portions of the casualty. Find and mark lost sections of the bulwark. Develop a recovery
strategy for same.
At completion of the survey, the team will commence prepping the casualty for removal.
4.3 BLOW DOWN SET UP
Through the course of the site survey and meetings with Owners, Stakeholders, relevant Authorities, and their
representatives, a few points have been discussed that highlight complicating factors to the salvage operation.
Specifically, it has been stated that the bow of the vessel is laying in a deeper scoured out hole. Additionally, it has
been discussed that during the initial grounding event the stern of the vessel appeared to ground out on a high
point and pivot about that point during the following sinking event. Both of these observations complicate the
pulling sequence, in that the buried bow condition will act as a plow when pulled, and the pinnacle in the stern
may actually penetrate the bottom plate and effectively pin the barge in position.
23WN01 GD-904 Rev: 00
Date: 3 February 2023
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RESOLVE’s solution to both of these challenges is the injection of pressurized air to partially restore buoyancy to
the casualty. This will reduce ground reaction at both the bow and stern, and potentially allow for a partial refloat
of the barge. This reduces the required initial pull force to get the barge clear of the scoured hole and off the high
point at the stern.
RESOLVE will install blow down fittings on to tanks that are to be dewatered. A patch will be placed over the tank
manhole that will include an air injection port, and a water discharge pipe. The tanks can then have compressed
air injected into them, forcing the water inside out to the level of the shallowest breach in the tank, or out the
discharge pipe in the case of an intact tank. The following figure depicts this arrangement.
Figure 4 Compressed Air Dewatering System (Reference US Navy Salvage Manual)
23WN01 GD-904 Rev: 00
Date: 3 February 2023
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Figure 5 Barge Deck and Internal Structure Appear in Good Condition
4.4 CHAIN PULLER INSTALLATION
To drag the hull up onto the beach and dismantle it, one of Resolve’s 330 st chain pullers will be utilized to conduct
the drag sequence. This will be secured on the beach with a buried holdback (aka deadman anchors). One chain
puller has the needed capacity to pull the casualty up onto the beach. In the event a currently unknown condition
exists, increasing required pulling force, an additional chain puller can be mobilized to site.
A path via Access Road 3A has been identified for access routing to the beach for deploying the equipment. Using
trucks, and excavator(s), the equipment shall be routed through the designated path and deployed.
Figure 6 Routing for Access of the Site
23WN01 GD-904 Rev: 00
Date: 3 February 2023
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Figure 7 Typical Chain Puller w/ Buried Holdback Installation
Figure 8 Typical Chain Puller w/ Buried Holdback Installation
The deadman anchors have been engineered for the holdback installation utilization as depicted above. Based
upon the US Navy Salvors Handbook, medium sand (compact) environment with an embedment depth of 10 ft
design capacity is 247 mt (with 1.5 safety factor considered). RESOLVE will install holdbacks as deep as possible
with the available equipment onsite, typically approximately 20’ depth.
Figure 9 Example Deadman Design
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Date: 3 February 2023
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4.5 RIG VESSEL
RESOLVE chain pullers are sized to operate with 3” K4 chain (MBL 600mt), that will connect to padeyes to-be-
installed on the barge . To simplify installation, wire segments may be installed in the rigging. The structural
calculations for the pull force and pull configuration will be performed based upon the structural drawings of the
vessels and survey of the rigging points. Once fully installed, the system will be able to provide the necessary
pulling force to pull the barge off the jetty and onto the beach.
Figure 10 Chain Rigged on GD-904
4.6 PULLING OPERATION / PATH
Once the installation of the chain pullers on the beach and the chains have been attached to the casualty the
pulling operation can commence. The pulling path is angled away from the jetty so that the chain pullers can be
installed farther up on the beach and to pull the casualty off of the jetty and through sand. The barge will be
pulled in a straight line from its current location as far up the beach and as close to the dunes as possible. The
images below illustrate the beginning, middle, and end of the operation.
Figure 11 Beginning, middle, and end of pulling operation
23WN01 GD-904 Rev: 00
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The maximum calculated force required to pull the casualty due to bottom interaction and the slope of the beach,
plus a 20% weight margin for entrapped sand, is found to be 165LT. This force was calculated in accordance with
the U.S. Navy Salvage Engineer Handbook using a coefficient of friction of 0.3 for a sandy bottom / steel interface.
The worst-case scenario was used with the full area of the bottom plating in contact with the bottom and no
residual buoyancy in any of the compartments. Actual pull force is expected to be significantly less for initial
pulling when considering the recovered buoyancy. However, as the vessel is pulled into shallower water and up
onto the beach the pull force will increase as buoyancy is lost until the maximum calculated pull force is reached.
Inclusion of sand or plowing effects from deformed bottom plating will further increase the required pull force.
4.7 VESSEL CUT UP
Once pulled up the beach RESOLVE will oversee the complete dismantling of the vessel. All cutting operations will
be conducted in accordance with relevant laws and regulations. Cutting will be conducted by a competent 3rd
party contractor who is properly licensed to provide the service. It is anticipated to utilize oxy-propane torch
cutting to dismantle the vessel. However, other means may be employed as needed.
The barge will be cut into sections that can be loaded onto trucks for onward transit to a nearby scrap processing
facility. These sections are expected to be approximately 5tons in size. It is anticipated trucks can access the beach
to collect the steel. However, in the event trucks are not able to safely transit over the sand, the steel sections will
be loaded at the nearest road access point.
RESOLVE will ensure at completion of operations the beach is left in “as found” condition.
Figure 12 Wreck Processing Area
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4.8 DEBRIS SURVEY
At completion of pulling operation divers will survey the grounding site and determine all steel sections are
removed. If any vessel structure is found to have separated from the casualty, the debris will be marked as a
hazard and a plan for removal of structure will be prepared and presented to Client and Stakeholders. Similarly,
the disposition of the barge cargo will be determined.
4.9 DEMOBILIZATION
Upon completion of the project work scope, the assets and personnel will be demobilized back to their respective
locations of origin.
4.10 SITE ACCESS
In the interest of public safety and minimizing risk from the industrial equipment, RESOLVE intends to install
temporary fencing to isolate RESOLVE’s equipment during pulling operations and vessel cutting on the beach. The
temporary barricade across the beach will be put in place once RESOLVE begins assembling and running chain
from the puller to the casualty. At this stage 3” chain will be stretched across the beach and into the ocean. This
will prevent safe access by pedestrians or vehicles, therefore the section of the beach from south of the pullers
to the north will have to be closed to the public (see Figure 13). Once the GD-904 is pulled to the upper portion of
the beach, vehicle and pedestrian access will be possible across the lower beach. The fencing will be re-arranged
to provide a secure area for processing the wreck while leaving an accessway for beach goers to get to the jetty
(see Figure 12).
Figure 13 Wreck Pulling Fencing
RESOLVE will require the walkway on the jetty to be closed to public access from the commencement of diving
operations until completion of the final site survey after the barge is pulled up the beach. This is necessary to
ensure access for RESOLVE personnel moving equipment up and down the jetty.
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Based on the current project schedule the required beach restrictions would be as follows:
- Jetty Closure: During commencement of diving to completion of final site survey; 9 days
- Beach Full Closure: During running of pulling chain to completion of vessel pulling; 4 days
- Upper Beach Fencing: During scrap processing operations; 6 days
(see Gantt Chart for details of schedule)
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5 CONTINGENCY PLANS
5.1 WRECK DETERIORATION
In the event the condition of the casualty degrades to the point the vessel fully sinks, breaks in half, or shifts away
from the pier, RESOLVE’s proposed methodology is able to adapt and be utilized to complete the wreck removal
project. The severity of the change of condition will drive the degree to which the salvage plan has to be modified.
The degree of modification could range from relatively no change in operational sequence or timeline to requiring
the full rigging and pulling process to be repeated multiple times in the event the casualty breaks up in large
sections.
5.2 VESSEL REPOSITIONING
In the event the relevant authorities require the barge to be positioned in a specific location for processing on the
beach RESOLVE has the capability to precisely shift and position the GD-904. The most efficient means of doing
this is through the use of roller bags. It should be noted that roller bags are only usable if the bottom plating of
the hull is in a condition where the bags will not be cut or torn by deformed steel.
If condition of the hull permits, then roller bags can be run on the underside of the hull allowing for the barge to
be precisely shifted on the beach. Given the shallow grade of the beach, once on the bags two large excavators
or loaders would be able to push the barge around. Once the casualty is positioned where desired blocks will be
placed under the hull and the roller bags will be removed. The barge will be cut into pieces using propane torches
and removed by truck in 5ton sections, as de scribed in the methodology section. In the event the hull is too badly
compromised for use of roller bags, RESOLVE’s chain puller and holdback can be repositioned to drag the barge
to the desired position, although this would take considerable effort and time.
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Figure 14 Examples of roller bags in use in previous projects
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Date: 3 February 2023
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6 SALVAGE TEAM
6.1 PERSONNEL
The following list details the composition of the planned salvage team. Additional personnel of varying specialties
may be required at different phases of the project. Project team composition will be at the discretion of the onsite
Salvage Master with the concurrence of client representative.
1 – Salvage Master
1 – Naval Architect
1 – Project Coordinator
1 – Salvage Officer /Salvage Engineer
1 – Salvage Technician
2 – Equipment Operators
1 – Dive Supervisor
4 – Salvage Diver
1 – Scrapping Supervisor
3 – Scrapping Technician
2 – Security (Night Shift)
Figure 6-1 Organization Chart
Salvage Master
Naval Architect Salvage Officer
/ Engineer
Salvage Tech
Dive Supervisor
Shallow Water
Dive Team
Scrapping
Supervisor
Scrapping Team
Project
Coordinator
Agent
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Date: 3 February 2023
Page 18
RESOLVE Salvage Master will manage the operation and meet with relevant parties to advise/update of the status
and continuation of the project. Upon the completion of 24 hours of operation a Daily Project Report “DPR” will
be circulated to owners, authorities, and all relevant parties.
6.2 EQUIPMENT SPREAD
The following table details the primary salvage equipment to be utilized in completion of proposed methodology.
Equipment may be added or removed from project as required.
No. Item Qty
1 Excavator 60-80Kips Class 2
2 Chain Puller 1
3 Chain Puller HPU 1
4 3” Chain (shots) 12
5 Heavy Rigging Package 1
6 Puller Hold Back 1
7 Light Rigging Package 1
8 Welding Package 1
9 Blow Down Package 1
10 185 CFM Air Compressor 1
11 Surface Supplied Diving Pkg 1
12 U/W Cutting Pkg 1
13 Patching Package 1
14 Safety Package 1
15 Work Skiff 1
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16 Hydraulic Power Unit 2
17 4" Hydraulic Pump 2
18 Hydraulic Hose 600'
19 4" Discharge Hose 100’
20 Consumables Pkg 1
21 Scrapping Package 2
22 Cutting Gasses TBC
23 Patch Fabrication TBC
24 Consumable Cutting Rods TBC
Table 8‑1 Equipment Spread
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A-1
APPENDIX A) PERSONNEL CVS
Name: Mujeeb Ansari
Title: Project Manager
Summary:
Mujeeb Ansari is an ex‐Master Mariner and possesses a strong
repertoire of 35 years of progressive Salvage, Marine
Firefighting, Safety and Ship Management. His knowledge
encompasses all types of tankers, Bulk Carriers/ OBO’S– Safety,
Operational; Commercial, as well as Offshore Storage /
Transshipment terminals. As Project Manager Mr. Ansari is
responsible for the set-up, supervision and management and
coordination od all aspects of field projects including
mobilization and demobilization, personnel supervision,
salvage vessel and craft operations, salvage operations
including fuel lightering, diving operations, job accounting, cash flow management, daily reporting
and daily client interaction
Past Project Experience:
• Salvage Master- MV ZIM Kingston – Container Vessel, stack collapse and fire – Juan De
Fuca St. off Victoria BC
• Project Manager- Hard Bottom Mitigation Project- Installation of artificial reef nearshore
Ft Lauderdale.
• Salvage Master - NYK Delphinus, Container vessel ER Fire & Tow- Off SFO, California.
• Salvage Master - Aleutian Falcon, Fish Factory Fire, Seattle, Washington.
• Project Manager - Hoegh Transporter, Car Carrier, Discharge of cars following a fire,
Jacksonville, Fl.
• Project Manager - MT Clio, Dive inspection following Grounding, Galveston, Tx.
• Salvage Master - MV Hyderabad, Bulk Carrier Grounding / Refloat, Galveston Tx
• Salvage Master - MV Antonia, Heavy Lift vessel, Bunker tank leak, Houston, Tx.
• Project Manager, Texas Battleship; Refloat and Stabilization
• Project Manager, HOEGH XIAMEN, Cargo removal
• Project Manager, DB1, Gulf of Mexico; Derrick barge wreck removal
• Project Manager, Raysut II, Oman; Wreck removal and scrapping of a cement carrier
• Project Manager, L & T Jacket, India; offshore oil platform removal and scuttling
• Project Manager, BW Maple, Chennai, India; LPG tanker post-collision emergency patching
• Project Manager, INS Betwa, India; righting of frigate casualty in IN Navy drydock
• Project Manager, Buckeye Pipe, BORCO, Bahamas; petroleum pipe relocation
• Project Manager, QING, Morumago, India; cruise liner salvage and refloat
• Project Manager, MV Tanto Hari, Surabaya, Indonesia; 414 ft container vessel sunk in
shipping channel with strong currents and zero visibility; refloat and tow of vessel to de-
servicing site
• Project Manager, Rena, Tauranga, New Zealand; 3,351 TEU container ship removal
Astrolabe Reef
• Salvage Master, SBM III, Paradip, India; refloat following super storm ‘Phalin’
• Salvage Master, Miraero Brave, Vystosk, Russia; refloat of grounded Panamax laden with
coal
Citizenship:
Singapore
Education:
• South Tyneside, South Shields,
UK – Master Mariner / Nautical
Sciences Diploma
Certifications and Licenses:
• BOSIET
• Advanced Fire Fighting
• TWIC
Page 2 of 2
vr. 012021
• Project Manager, C/S Chamarel, Henties Bay, Namibia; cable laying vessel, wreck removal
• Salvage Master, Emergency Towing vessel for DG shipping India West coast during SW
monsoons
• Salvage Consultant, CMA CGM Florida, Shanghai; fully laden container vessel with collision
damage
• Salvage Consultant M/V Suerte, China; fully laden panamax ore-carrier with tidal cargo
holds and DB tanks ruptured following collision
• Salvage Consultant, MT Algarrobo, W. Africa; hazardous cargo release from disabled
loaded and drifting tanker
• Salvage Consultant, MT Napa, S. Africa; offshore STS of fully laden single hull VLCC with
structural failure.
• Salvage Consultant, MT Nysa, Freeport, Bahamas; refloat, repair of grounded VLCC in
Freeport, Bahamas followed by ocean towing to Europe.
vr. 012021
Name: Ed Yenni
Title: Assistant Salvage Master
Summary:
Edward Yenni has 20 years of experience in the salvage
industry. Serving in many concurrent capacities, including
Salvage Master, Assistant Salvage Master, Diving Supervisor,
Rigger, Crane Operator and Barge Master.
Past Project Experience:
• 2021, Salvage Master, Hercules 204, Jack up rig refloat,
Mobile, Al
• 2021, Salvage Officer, MUNGER T BALL, WWII era vessel
fuel removal, Key West, FL
• 2020, Salvage Officer, MANSON 23, Barge removal, Jacksonville, FL
• 2018, Dive Supervisor, MV Mimi, Florida; removal of partially submerged casualty from
Miami Beach Jetty
• 2017-2018, Salvage Master, Hurricane Irma and Maria clean up, St. Thomas and Key West.
• 2017, Dive Supervisor, L & T Jacket Removal, India; offshore oil platform removal and
scuttling
• 2017, Diver, Grand Bahamas Shipyard Shipyard Crane; removal of collapsed crane following
hurricane
• 2017, Dive Supervisor, Goddess Santosh Devi, Golfo de Penas, Chile; underwater welding
and patching up of hull plating on a 80,000 DWT bulk carrier
• 2016, Salvage Master, MV Los Llanitos, Barra de Navidad, Manzanillo; fuel removal and
caretaking of bulk carrier after running aground during Hurricane Patricia
• 2014, Salvage Master, Mosaic Dredge Gulf 1, Mayyka, FL; sunken dredge removal
• 2014, Dive Supervisor, Ajwa, Ciudad del Carmen, Mexico; wreck removal and site
remediation
• Diver, MV Oceanic Power, Jamaica; containership wreck removal
• 2014, Welder, Submarine Sindhurakshak, Mumbai, India; removal of Indian Naval
Submarine and ordnances after unexpected explosion
• 2013, Salvage Master/Welder, ROHR, Dredge Irwindale, California; refloat of dredge barge
sunk in approximately 90 feet of water in an inland lake in California
• 2013, Diver/Barge Supervisor, M/V Rena, Tauranga, NZ; containership wreck removal
• 2012, Dive Supervisor, MV JIREH, Mona Island, Puerto Rico, Grounded freighter wreck
removal.
• 2011, DRYDOCK PERSEVERENCE, San Juan, Puerto Rico, Drydock refloat
• 2011, ANGELN, St. Lucia, 435ft Container ship refloated and scuttled
• 2012, Diver, Sri Lanka, wreck removals
• 2011, Diver, ANGEL 1, Mauritius, wreck removal
• 2009, Salvage Master, SS Beaumont Reserve Fleet Beaumont, TX – Removal of fuel/oil
Citizenship:
United States of America
Education:
The Diver Institute of Technology
Certifications and Licenses:
• BOSIET
• Advanced Fire Fighting
• Crane Operator
• Commercial Diving
vr. 012021
Name: Christopher Scott
Title: Naval Architect
Summary:
Christopher joined Resolve Marine Group in 2014 coming from
the offshore energy sector. Since joining he has been involved
in a broad variety of projects, including emergency response,
site remediation, heavy lift, artificial reefing, fuel lightering,
demolition, and wreck removal. Having earned a degree in
Ocean Engineering, with a focus in Naval Architecture, Chris
has a strong educational base in a range of engineering
applications.
Past Project Experience:
1. 2021, MUNGER T. BALL, Key West, Fuel Removal, Naval Architect
2. 2020, MV KAAMI, Refloating Operations, Naval Architect
3. 2019, NANA PROVIDER, Refloating Operations, Naval Architect
4. 2019, Grand Bahama Shipyard Dry Dock 1, Refloating Operations,
Naval Architect
5. 2018, Tappan Zee Bridge, Demolition Operations, Naval Architect
6. 2018, TOPS DB1, Refloating Operations, Naval Architect
7. 2018, SpaceX Dragon9 Booster Removal, Naval Architect
8. 2017, Lady Virginia, Refloating Operations, Naval Architect
9. 2017, Subbase Dry Dock, Refloating Operations, Naval Architect
10. 2017, RT Barge, Salvage Operations, Naval Architect
11. 2017, JKipp Point, Wreck Removal, Naval Architect
12. 2016, YTC HB 8, Wreck Removal, Naval Architect
13. 2016, MY MIMI, Wreck Removal, Naval Architect
14. 2016, MY TIME OUT, Wreck Removal, Naval Architect
15. 2016, Lady Luck, Controlled Sinking Operations, Naval Architect
16. 2016, GODDESS SANTOSH DEVI, Vessel Repair, Naval Architect
17. 2015, MV MIKE AZZOLINO TUG, Fuel Removal and Refloating
Operations, Naval Architect
18. 2015, DRYDOCK KAPILIPONO, Refloating Operations, Naval
Architect
19. 2015, MV TANTO HARI, Refloating Operations, Naval Architect
20. 2013-2015, MV RENA, Wreck Removal, Naval Architect
21. 2013, SINDHURKSHAK, Wreck Removal, Naval Architect
22. 2013, Hoverbarge GHOST, Launching Operations, Naval Architect
Citizenship:
USA
Education:
• B.S. in Ocean Engineering,
Florida Institute of Technology
Certifications and Licenses:
• STCW
• MMC
• BOSIET
• HIS Medic Plus First Aid
23WN01 GD-904 Rev: 00
Date: 3 February 2023
B-1
APPENDIX B) SPECIFICATION SHEETS
Chain Pullers
330 Short Ton LoadCHAIN PULLER STATISTICS
Pull Force (Short Tons - ABS Rated)330.5
Cylinders 2
Bore Diameter 10”
Pressure 4600 lbs
Length of Stroke 72 “
HPU GPM 40
Cylinder Volume in3 5600
Piston Area (in2)78
Force (lbs)360000
Force (Short Tons)180
Volume in Gallons 25
Stroke Time (Seconds)37
WWW.RESOLVEMARINE.COM +1 954 764 8700
CHAIN PULLER DIMENSIONS
Height 42”
Width 66”
Length 220”
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Date: 3 February 2023
C-1
APPENDIX C) PROJECT GANTT CHART
ID Task Name Duration Start Finish1Prepare Equipment5 daysThu 2/9/23Mon 2/13/232Fabrication5 daysThu 2/9/23Mon 2/13/233Mobilize To Site2 daysTue 2/14/23Wed 2/15/234Onsite Ops16 daysThu 2/16/23Fri 3/3/235Wreck Removal10 daysThu 2/16/23Sat 2/25/236Setup Dive Spread0.5 daysThu 2/16/23Thu 2/16/237Survey Wreck0.5 daysThu 2/16/23Thu 2/16/238Install BD System2 daysFri 2/17/23Sat 2/18/239Weld Padeyes2 daysFri 2/17/23Sat 2/18/2310Install Support Rigging1 daySun 2/19/23Sun 2/19/2311Bury Holdback0.5 daysSun 2/19/23Sun 2/19/2312Setup Puller0.5 daysSun 2/19/23Sun 2/19/2313Connect and Run Chain2 daysMon 2/20/23Tue 2/21/2314Pull Ashore2 daysWed 2/22/23Thu 2/23/2315Survey Grounding Site1 dayFri 2/24/23Fri 2/24/2316Partial Demobe1 daySat 2/25/23Sat 2/25/2317Cutting Ops6 daysFri 2/24/23Wed 3/1/2318Prep Cutting Site1 dayFri 2/24/23Fri 2/24/2319Section Vessel5 daysSat 2/25/23Wed 3/1/2320Demobilize 2 daysThu 3/2/23Fri 3/3/23WTFSSMTWTFSSMTWTFSSMTWTFSFeb 12, '23Feb 19, '23Feb 26, '23TaskSplitMilestoneSummaryProject SummaryInactive TaskInactive MilestoneInactive SummaryManual TaskDuration-onlyManual Summary RollupManual SummaryStart-onlyFinish-onlyExternal TasksExternal MilestoneDeadlineProgressManual ProgressPage 1Project: Project ScheduleDate: Mon 2/6/23
Duties
Composition
Creation / Authority
Meets Member size Term length / limit Liaison
9 3 years / 6 years Ruth Bocchino
Name District Term Appt. date End date Appointing Authority Position Status Category
Javier O. Gonzalez District 5 1 7/21/2020 7/31/2023 City Council Resigned
Sheldon Schroeder District 4 2 3/21/2017 7/31/2024 City Council Resigned
Cynthia S. Garza District 1 1 7/21/2020 7/31/2023 City Council Active
Brian S. Mandel District 5 1 7/21/2020 7/31/2023 City Council Active
Michael M. Miller District 2 1 7/16/2019 7/31/2024 City Council Vice-Chair Active
Kamran Zarghouni District 5 2 7/17/2018 7/31/2024 City Council Chair Active
Every other Wednesday, City Hall, Council
Chambers, 5:30 p.m.
Nine (9) members which shall consist of nine registered voters of the City appointed by the City Council for three-year staggered terms. The following organization may
appoint an ex-officio, non-voting representative: United States Navy. Members elect a Chair from among its membership at the first regular meeting in August of each
year.
The Planning Commission makes and amends a master plan for the physical development of the City; to recommend to the City Council approval or disapproval of
proposed changes in the zoning plan; to exercise control over platting or subdividing land within the corporate limits of the city and within an area extending five miles
beyond the City limits; to submit annually to the City Manager not less than 90 days prior to the beginning of the budget year a list of recommended capital
improvements which, in the opinion of the commission, are necessary or desirable during the forthcoming five-year period; to require information from other
departments of the City government in relation to its work; to be responsible to and act as an advisory body to the City Council and to perform such additional duties
and exercise such additional powers as may be prescribed by ordinance of the City Council. In addition, members appointed to the Planning Commission are
concurrently appointed to the concurrent Beach/Dune Committee (§10-17). This committee reviews applications for master planned development ordinances from
applicants seeking beachfront construction, and submits their recommendations to City Council. They also review the location of the dune protection line and
beachfront construction line at least once every five years or within 90 days after a tropical storm or hurricane affecting the portion of the coast lying within the City'’s
jurisdiction.
Two (2) vacancies with terms to 7-31-2023 and 7-31-2024.
PLANNING COMMISSION
City Charter Art. 5, Sec. 1-6. The first Planning Commission ordinance was adopted in 1937 and has been amended several times, the latest amendment being adopted
7-13-68. Sec. 10-17, Code of Ordinances; Ord. 022164, 2-28-95; Ord. 031165 - 06/13/17.
2-21-2023
Name District Term Appt. date End date Appointing Authority Position Status Category
Jahvid R. Motaghi District 2 1 7/19/2021 7/31/2025 City Council Active
Mike A. Munoz District 2 1 3/8/2022 7/31/2025 City Council Active
Michael C. York District 4 2 8/1/2019 7/31/2025 City Council Active
Benjamin Polak 1 N/A N/A United States Navy
Ex-Officio, Non-
voting Active Navy Representative
2-21-2023
Name District Status
Sandra Alvarez District 5 Applied
Brian Banks District 5 Applied
Michael Budd District 3 Applied
Robert O. Guerra District 5 Applied
Justin Hedrick District 5 Applied
Billy A. Lerma District 1 Applied
Jason Page District 2 Applied
Chris A. Pena District 3 Applied
PLANNING COMMISSION
Applicants
Duties
Composition
Creation / Authority Meets Member size Term length / limit Liaison
9 3 years / 6 years Ruth Bocchino
Name District Term Appt. date End date Appointing Authority Position Status Category
Javier O. Gonzalez District 5 1 7/21/2020 7/31/2023 City Council Resigned
Sheldon Schroeder District 4 2 3/21/2017 7/31/2024 City Council Resigned
Cynthia S. Garza District 1 1 7/21/2020 7/31/2023 City Council Active
Brian S. Mandel District 5 1 7/21/2020 7/31/2023 City Council Active
Michael M. Miller District 2 1 7/16/2019 7/31/2024 City Council Vice-Chair Active
Kamran Zarghouni District 5 2 7/17/2018 7/31/2024 City Council Chair Active
Jahvid R. Motaghi District 2 1 7/19/2021 7/31/2025 City Council Active
Mike A. Munoz District 2 1 3/8/2022 7/31/2025 City Council Active
Michael C. York District 4 2 8/1/2019 7/31/2025 City Council Active
Benjamin Polak 1 N/A N/A United States Navy
Ex-Officio, Non-
voting Active
Navy
Representative
AIRPORT ZONING COMMISSION
Two (2) vacancies with terms to 7-31-2023 and 7-31-2024 (The members serve three-year staggered terms coterminous with the term each member serves on the
Planning Commission).
The Airport Zoning Commission shall preserve, protect, and maintain the importance of the operations of the Corpus Christi International Airport and of the military
flight training mission of Naval Air Station Corpus Christi.
The Airport Zoning Commission (Commission) shall be composed of the same nine registered voters who are members of the City's duly appointed Planning
Commission. The members shall serve staggered terms of three years coterminous with the term each member serves on the Planning Commission. Any vacancy in an
unexpired term on the Commission shall be filled for the remainder of the term, by appointment of the City Council, by the same Planning Commission member
appointed to fill the vacancy on the Planning Commission. The Commission members shall elect a Chairperson and a Vice-Chairperson from among its membership at
the first regular meeting, who shall serve until August; the members shall then elect a new Chairperson and Vice-Chairperson annually at the first meeting held each
August. In addition to the Chairperson and Vice-Chairperson, the Commission may provide for the selection of such other Officers from among its membership as it
deems proper. The Director of the Corpus Christi International Airport and the Director of the Environmental and Strategic Initiatives Department of the City of Corpus
Christi, or their designees, shall be entitled to attend all meetings and sessions of the Commission, but shall have no vote in matters acted upon by the Commission. A
naval representative of Naval Air Station Corpus Christi shall be entitled to attend all meetings and sessions of the Commission, but shall have no vote in matters acted
upon by the Commission.
Section 241.002 of the Texas Local Date and time of meetings to be determined
2-21-2023
1201 Leopard Street
Corpus Christi, TX 78401
cctexas.com
City of Corpus Christi
Meeting Minutes
City Council
11:30 AM Council ChambersTuesday, February 14, 2023
Addendums may be added on Friday.
Mayor Paulette Guajardo to call the meeting to order.A.
Mayor Guajardo called the meeting to order at 11:34 a.m.
Invocation to be given by Pastor Larry Deering, Trinity Church of the Nazarene.B.
Pastor Larry Deering, Trinity Church of the Nazarene, gave the invocation.
Pledge of Allegiance to the Flag of the United States and to the Texas Flag to be
led by Javari Ayala, Senior at W.B. Ray High School.
C.
Javari Ayala, Senior at W.B. Ray High School, led the Pledge of Allegiance to the Flag of
the United States of America and to the Texas Flag.
City Secretary Rebecca L. Huerta to call the roll of the required Charter Officers.D.
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 Risley and City
Secretary Rebecca Huerta
Mayor Paulette Guajardo,Council Member Roland Barrera,Council Member Gil
Hernandez,Council Member Michael Hunter,Council Member Mike Pusley,Council
Member Dan Suckley,Council Member Everett Roy,Council Member Jim Klein, and
Council Member Sylvia Campos
Present:9 -
CITY MANAGER’S COMMENTS / UPDATE ON CITY OPERATIONS:E.
1.23-0332 Staff announcement as requested by the Audit Committee Chair, Councilman Gil
Hernandez, of George Holland, City Auditor
City Manager Peter Zanoni introduced the new City Auditor, George Holland. Mr. Holland
has 22 years of professional auditing experience working in large organizations
nationwide. Team building and leadership are his two areas of focus.
2.23-0331 Staff announcement of Scott Greene, Strategic Planning & Innovation Officer
City Manager Peter Zanoni introduced the Strategic Planning and Innovation Officer,
Page 1City of Corpus Christi Printed on 2/17/2023
February 14, 2023City Council Meeting Minutes
Scott Greene. Mr. Greene has been with the City for two years serving as the
Organizational Development Manager in Human Resources. Mr. Greene created the
Process Improvement Team and has 25 years of experience in process improvement.
3.23-0335 FY 2023 Major Policy Initiatives
City Manager Peter Zanoni provided information on the FY 2023 major policy list as
follows: City Council Retreat on Thursday, April 6 and FY 2024 budget goals; FY 2024
budget items and beyond; water; planning efforts; American Bank Center (ABC)/Type A;
Bond 2022; and TIRZ #2 (Island).
Council Members and City Manager Zanoni discussed the following topics: the Council
can add to this policy list; and a Council Member's request to prioritize Bond 2022
projects in District 5.
4.23-0337 Labonte Park Expansion Update
City Manager Peter Zanoni provided an update on Labonte Park expansion and
provided a presentation on the Cunningham Water Treatment Plant as follows: before
demolition; demolition underway; and demolition completed. This will be the largest park
in the city totaling 80 acres with new shade structures, picnic tables, and BBQ pits.
Council Members thanked City Manager Zanoni for his leadership on this project.
5.23-0333 Police Academy Ribbon Cutting on Thursday, February 16
City Manager Peter Zanoni announced the Police Training Academy Ribbon Cutting on
Thursday, February 16 at 1:30 p.m. at 6902 Yorktown Blvd.
Council Members and Police Chief Mike Markle discussed the following topics: Police
Chief Markle thanked Council for their support with this new training academy; and the
police department is planning to move MetroCom to the existing training facility and also
suggested moving Municipal Court.
PUBLIC COMMENTF.
Mayor Guajardo opened public comment.
Melissa Zamora, 454 Louisiana, spoke regarding concerns about the drought
contingency plans and heavy volume water users.
Ron Graban, 202 Surfside Blvd., recommended Carrie Meyer for appointment to TIRZ #4
(North Beach) Board.
Carrie Meyer, 4401 Gulfbreeze Blvd., asked the Council to consider her appointment to
the TIRZ #4 (North Beach) Board.
Page 2City of Corpus Christi Printed on 2/17/2023
February 14, 2023City Council Meeting Minutes
Patricia Reinhardt, 317 Clifford St., spoke about regulations for trash and solid waste
disposal at Big Box stores.
May Mendoza, 15121 SPID, spoke about the Coastal Bend to the State Capitol
Legislative trip.
Adam Rios, 7301 Tangled Ridge Court, spoke regarding skate and BMX parks.
Maggie Peacock, 7037 Islander Way and Armon Alex, 1610 La Joya St., spoke in favor
of creating a citywide environment and sustainability program.
Dorothy Pena, 2114 Meadowpass Dr., spoke about rezoning changes.
John Weber, 609 Naples St., spoke regarding water conservation.
Lamont Taylor, 522 Hancock Ave., spoke about Demand for Enforcement of the
Voluntary Resolution Agreement.
Shirin Delsooz, 6030 Tapestry Dr., spoke about Corpus Christi keeping up with other city
trends regarding bike lanes and public spaces.
BOARD & COMMITTEE APPOINTMENTS:G.
6.23-0254 Capital Improvements Advisory Committee (2 vacancies)
Reinvestment Zone No. 2 (Island) Board (6 vacancies)
Reinvestment Zone No. 4 (North Beach) Board (9 vacancies)
Mayor Guajardo referred to Item 6.
Capital Improvements Advisory Committee:
Appointed: Coretta Graham and Moses Mostaghasi
Reinvestment Zone No. 2 (Island) Board:
Appointed: Council Members Everett Roy, Jim Klein, Sylvia Campos and Dan Suckley
Chairman: Council Member Dan Suckley
Reinvestment Zone No. 4 (North Beach) Board:
Reappointed: Council Members Michael Hunter, Roland Barrera, and Gil Hernandez
Appointed: Council Members Dan Suckley, Sylvia Campos, Jim Klein and Everett Roy,
Nueces County Judge Connie Scott (Nueces County), and Catherine Garcia (Community
Member)
Chairman: Council Member Everett Roy
EXPLANATION OF COUNCIL ACTION:H.
CONSENT AGENDA: (ITEMS 7 - 21)I.
Page 3City of Corpus Christi Printed on 2/17/2023
February 14, 2023City Council Meeting Minutes
Approval of the Consent Agenda
Mayor Guajardo referred to the Consent Agenda. Council Members pulled Items 17, 18
and 19 for individual consideration.
A motion was made by Council Member Hunter, seconded by Council Member Campos
to approve the Consent Agenda with the exception of Items 17, 18 and 19. The motion
carried by the following vote:
Aye:Mayor Guajardo, Council Member Barrera, Council Member Hernandez, Council Member
Hunter, Council Member Pusley, Council Member Suckley, Council Member Roy,
Council Member Klein and Council Member Campos
9 -
Abstained:0
7.23-0255 Approval of the January 31, 2023 Regular Meeting Minutes
The Minutes were approved on the consent agenda.
Consent - Second Reading Ordinances
8.23-0156 Ordinance authorizing acceptance of a grant in the amount of $154,059.50 from
the State of Texas under the FY 2023 Bullet-Resistant Shield Grant for the
purchase of 49 additional bullet-resistant shield for the Corpus Christi Police
Department and appropriating $154,059.50 in the Police Grants Fund.
This Ordinance was passed on second reading on the consent agenda.
Enactment No: 032978
9.22-2002 Case No. 1022-01 Sun George Contracting and Development Company
(District 4): Ordinance rezoning a property at or near 2626 Rodd Field Road,
located along the east side of Rodd Field Road, south of Wooldridge Road, and
north of Saratoga Boulevard (SH-357), from the "FR" farm Rural District to the
"CN-1" Neighborhood Commercial District (Planning Commission and Staff
recommend denial of the change of zoning from the "FR" Farm Rural District to
the "CG-2" General Commercial District, and in lieu thereof, approval of a
change in zoning to the "CN-1" Neighborhood Commercial District).
This Ordinance was passed on second reading on the consent agenda.
Enactment No: 032979
10.23-0075 Case No. 1222-01 ADR Investments (District 4): Ordinance rezoning properties
at or near 810 Naval Air Station Drive, located at the southeast corner of Naval
Air Station Drive and Claride Street, from the “CG-1” General Commercial
District to the “CG-1/SP” General Commercial District with a Special Permit;
Providing for a penalty not to exceed $2,000 and publication . (Planning
Commission and Staff recommend approval of the rezoning request from the
Page 4City of Corpus Christi Printed on 2/17/2023
February 14, 2023City Council Meeting Minutes
“CG-1” General Commercial District to the “CG-1/SP” General Commercial
District with a Special Permit).
This Ordinance was passed on second reading on the consent agenda.
Enactment No: 032980
11.23-0076 Case No. 1222-02 ADR Investments (District 4): Ordinance rezoning properties
at or near 936 Waldron Road, located along the west side of Waldron Road, and
north of Fawn Drive, from the “CG-1” General Commercial District to the
“CG-1/SP” General Commercial District with a Special Permit; Providing for a
penalty not to exceed $2,000 and publication. (Planning Commission and Staff
recommend approval of the rezoning request from the “CG-1” General
Commercial District to the “CG-1/SP” General Commercial District with a
Special Permit with Conditions).
This Ordinance was passed on second reading on the consent agenda.
Enactment No: 032981
Consent - Contracts and Procurement
12.22-1883 Motion authorizing a three-year service agreement with AllTerra Central, Inc., of
Austin, Texas, through the Texas DIR Cooperative to purchase three 3D laser
scanning systems, onsite training, and software licenses for the Corpus Christi
Police Department, an FY 2023 Budget Initiative, in an amount not to exceed
$206,459.92, with FY 2023 funding in the amount of $71,432.20 from the
General Fund and $135,027.72 from the Police Grants Fund.
This Motion was passed on the consent agenda.
Enactment No: M2023-021
13.22-2106 Resolution authorizing a one-year professional services agreement with
TelResource, Inc., of San Antonio to provide telecom billing audit and correction
services in exchange for a one-time payment of 30% of any billing recoveries
and expense savings achieved by TelResource, with FY 2023 funding from the
Information Service Technology Fund.
This Resolution was passed on the consent agenda.
Enactment No: 032982
14.23-0052 Motion authorizing the execution of two three-year license agreements with
Great South Texas Corp, dba Computer Solutions of San Antonio, through the
DIR Cooperative, for enterprise software packages for a total amount of
$1,779,750.54, with FY 2023 funding of $593,250.18 from the Information
Technology Fund.
This Motion was passed on the consent agenda.
Enactment No: M2023-022
Page 5City of Corpus Christi Printed on 2/17/2023
February 14, 2023City Council Meeting Minutes
15.23-0190 Motion authorizing the purchase of a three-year service agreement with Great
South Texas Corp, dba Computer Solutions of San Antonio, through the DIR
Cooperative, in an amount of $448,194.60 for the renewal of the Cisco Phone
System License for the Information Technology Department, with FY 2023
funding of $149,398.20 from the Information Technology Fund.
This Motion was passed on the consent agenda.
Enactment No: M2023-023
16.22-2104 Resolution authorizing execution of Amendment No. 2 to the master software
licensing agreement with AssetWorks, Inc. of Wayne, Pennsylvania, for the
purchase and installation of a MobileFocus Edge software module and to renew
hosting, maintenance, and support for Fleet Services for a five-year period in a
total amount of $769,791.67, with FY 2023 funding of $189,100.04 from the
Fleet Maintenance Services Fund.
This Resolution was passed on the consent agenda.
Enactment No: 032983
17.23-0184 Resolution authorizing the acquisition of 165 vehicles and equipment by specific
departments, of which 160 units are outright purchases and 5 units are
lease-purchases through JP Morgan, totaling $7,748,323.84, with such items to
be acquired in the manner, at the amounts, and from the sources stated, with FY
2023 funding of $7,162,287.58 and the remaining balance of $586,036.26 for
lease-purchase items to be funded through the annual budget process.
Mayor Guajardo referred to Item 17.
Council Members, City Manager Peter Zanoni, Director of Asset Management Charles
Mendoza, Assistant Director of Finance and Procurement Josh Chronley, and Assistant
Director of Fleet Division Russell Dean discussed the following topics: staff would like to
reduce the amount of vehicles from 165 to 164; a Council Member's request for staff to
consider purchasing smaller Sport Utility Vehicles; a request for staff to explain in the
agenda memo why a certain vehicle needs to be purchased; and the challenge to find
dealerships to bid on vehicles in the current economic climate.
Council Member Hernandez made a motion to approve the resolution, seconded by
Council Member Hunter.
Council Member Hernandez made a motion to amend the resolution from 165 vehicles to
164 vehicles, removing the Ford Mach E, seconded by Council Member Pusley and
passed unanimously.
Council Member Pusley made a motion to approve the resolution as amended,
seconded by Council Member Hunter. This Resolution was passed as amended and
approved with the following vote:
Page 6City of Corpus Christi Printed on 2/17/2023
February 14, 2023City Council Meeting Minutes
Aye:Mayor Guajardo, Council Member Barrera, Council Member Hernandez, Council Member
Hunter, Council Member Pusley, Council Member Suckley, Council Member Roy,
Council Member Klein and Council Member Campos
9 -
Abstained:0
Enactment No: 032984
Consent - Capital Projects
18.23-0131 Motion awarding a construction contract to Mako Contracting, Corpus Christi,
Texas, for reconstruction of Hearn Road from Callicoatte Road to Dead End with
new asphalt pavement, sidewalks and utility improvements, located in Council
District 1, in an amount of $5,411,934.01 with FY 2023 funding available from
the Bond 2020 Proposition A, Storm Water, Wastewater, and Water Capital
Funds.
Mayor Guajardo referred to Item 18.
Council Members, Director of Engineering Services Jeff Edmonds, and City Manager
Peter Zanoni discussed the following topics: a right-of-way has to be available for a
bicycle lane on a widened sidewalk; a request for staff to address the plan that was
adopted by council and the Corpus Christi Metropolitan Planning Organization; and a
Council Member's request that staff include the type of road being constructed in the
agenda memo (e.g. collector, residential).
Council Member Klein made a motion to approve the motion, seconded by Council
Member Pusley. This Motion was passed and approved with the following vote:
Aye:Mayor Guajardo, Council Member Barrera, Council Member Hernandez, Council Member
Hunter, Council Member Pusley, Council Member Suckley, Council Member Roy,
Council Member Klein and Council Member Campos
9 -
Abstained:0
Enactment No: M2023-024
General Consent Items
19.23-0199 Resolution authorizing submission of a grant application for $153,027.00 to the
State of Texas, Criminal Justice Division, under the Body-Worn Camera Grant
Program with a City cash match of $51,009.00 to equip Corpus Christi Police
Department sworn officers with 100 additional body-worn cameras and related
equipment.
Mayor Guajardo referred to Item 19.
A Council Member and Police Chief Mike Markle discussed the following topics: the
Police Department's goal is to have a body-worn camera for each sworn officer within
two years; and the grant will provide funding for the purchase of 100 body-worn cameras
Page 7City of Corpus Christi Printed on 2/17/2023
February 14, 2023City Council Meeting Minutes
and related equipment for Corpus Christi Police Department sworn officers.
Council Member Klein made a motion to approve the resolution, seconded by Council
Member Hunter. This Resolution was passed and approved with the following vote:
Aye:Mayor Guajardo, Council Member Barrera, Council Member Hernandez, Council Member
Hunter, Council Member Pusley, Council Member Suckley, Council Member Roy,
Council Member Klein and Council Member Campos
9 -
Abstained:0
Enactment No: 032985
20.23-0291 Resolution by the City Council of the City of Corpus Christi, Texas relating to
“Corpus Christi Business and Job Development Corporation Sales Tax
Revenue Refunding Bonds, Taxable Series 2023 (Arena Project)”; approving the
resolution of Corpus Christi Business and Job Development Corporation
authorizing the issuance of such bonds; and resolving other matters incident and
related to the issuance of the bonds; and providing an effective date.
This Resolution was passed on the consent agenda.
Enactment No: 032986
Consent - First Reading Ordinances
21.23-0086 Ordinance appropriating $937,072.64 from an increase in the Infectious
Disease Prevention and Control Unit-COVID (IDCU-COVID) Grant Program
administered by the Department of State Health Services (DSHS) for the period
September 1, 2022, through July 31, 2024, for activities to provide COVID-19
epidemiologic and surveillance response activities and laboratory response
network activities.
This Ordinance was passed on first reading on the consent agenda.
RECESS FOR LUNCHJ.
Mayor Guajardo recessed the Council meeting for lunch at 1:34 p.m. Executive Session
Item 25 was held during the lunch recess. Mayor Guajardo reconvened the meeting at
2:12 p.m.
PUBLIC HEARINGS: (NONE)K.
INDIVIDUAL CONSIDERATION ITEMS: (ITEMS 22 - 23)L.
22.23-0278 Resolution in support of the proposed 9% Low-income Housing Tax Credits for
a projected 74-unit affordable housing project known as Corpus Christi Lofts at
6502 Holly Road to be developed by Structure Development and MRE Capital,
LLC.
Page 8City of Corpus Christi Printed on 2/17/2023
February 14, 2023City Council Meeting Minutes
Mayor Guajardo referred to Items 22 and 23.
Director of Neighborhood Services Linda Stewart presented information on the following
topic: low-income housing tax credits.
Mayor Guajardo opened public comment on Items 22 and 23.
Sarah Andre, 2318 Canterbury St., Austin, TX, spoke in support of the Corpus Christi
Lofts project.
Mayor Guajardo closed public comment.
A Council Member and Developer Jose Gonzalez discussed the following topic: the
monthly rent varies depending on the resident's income, but no greater than 30% of their
income.
Council Member Pusley made a motion to approve the resolution, seconded by Council
Member Hunter. This Resolution was passed and approved with the following vote:
Aye:Mayor Guajardo, Council Member Barrera, Council Member Hernandez, Council Member
Hunter, Council Member Pusley, Council Member Suckley, Council Member Roy,
Council Member Klein and Council Member Campos
9 -
Abstained:0
Enactment No: 032987
23.23-0279 Resolution in support of the proposed 9% Low-income Housing Tax Credits for
a projected 58-unit affordable housing project known as Weber Lofts at Weber
Road and Capitol Drive to be developed by Creative Urban Multifamily, LLC and
ALMA Weber GP.
See Item 22.
Aye:Mayor Guajardo, Council Member Barrera, Council Member Hernandez, Council Member
Hunter, Council Member Pusley, Council Member Suckley, Council Member Roy,
Council Member Klein and Council Member Campos
9 -
Abstained:0
Enactment No: 032988
BRIEFINGS: (ITEM 24)M.
24.22-2078 Short-Term Rentals Briefing: Six-month update providing a status report on
permitting, code enforcement, and technology being utilized to implement the
STR program.
Mayor Guajardo referred to Item 24.
Director of Planning Dan McGinn and Director of Neighborhood Services Linda Stewart
Page 9City of Corpus Christi Printed on 2/17/2023
February 14, 2023City Council Meeting Minutes
presented an update on Short Term Rentals as follows: outline; short term rentals-team;
short term rentals (STR); STR website/map; permitting data; staffing update and
workflow; investigations; finding and compliance for outstanding proactive investigations;
feedback; STR program annual costs; and STR fee comparison.
Council Members, City Manager Peter Zanoni, Director of Planning McGinn, Director of
Neighborhood Services Stewart, Director of Finance Heather Hurlbert, Director of
Development Services Al Raymond, City Attorney Miles Risley, and Director of
Information Technology Peter Collins discussed the following topics: of the 52 properties
operating without a permit, staff will provide Council with the location of each property; the
52 properties are either paying the fines or are being dismissed at Municipal Court; the
City can issue a $500 citation per event; there are no liens available for not complying
with STR laws, but warrants can be issued; a Council Member's request for the Home
Owners Association to give a presentation about STR's; the City sends notifications
about STR permits to out-of-town buyers; the importance of outreach and educating the
public about STR's; a review of reorganization efforts to enhance the communications
department; a Council Member's request for an update on 311; in response to
complaints about the STR registration process, the city is working on improving the
website for STR registration and permits; floor plans are required for registration for
safety purposes; there are currently no legislative bills on STR's; and the challenge is with
the repeat offenders.
EXECUTIVE SESSION: (ITEM 25)N.
Mayor Guajardo referred to Executive Session Item 25. The Council went into Executive
Session at 1:34 p.m. The Council returned from Executive Session at 2:12 p.m.
25.23-0280 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 purchase, exchange, lease,
and/or value of property on Holly Road, near Los Robles Street, for warehouse
expansion and other purposes, and Texas Government Code § 551.072 to
discuss and deliberate the potential purchase, exchange, and/or value of the
aforementioned areas of said real property.
This E-Session Item was discussed in executive session.
ADJOURNMENTO.
There being no further business, Mayor Guajardo adjourned this meeting at 3:43 p.m.
Page 10City of Corpus Christi Printed on 2/17/2023
DATE: February 14, 2023
TO: Peter Zanoni, City Manager
FROM: Dr. Fauzia Khan, Director of Public Health
FauziaK@cctexas.com
361-826-7202
CAPTION:
Ordinance appropriating $937,072.64 from an increase in the Infectious Disease Prevention
and Control Unit-COVID (IDCU-COVID) Grant Program administered by the Department of
State Health Services (DSHS) for the period September 1, 2022, through July 31, 2024, for
activities to provide COVID-19 epidemiologic and surveillance response activities and
laboratory response network activities.
SUMMARY:
This is an amendment to the IDCU-COVID grant which began on September 1, 2022 and expires
July 31, 2024. Grant funding to provide for personnel costs, supplies, and other expenses to offer
services and associated activities to assist communities impacted by COVID-19 In Nueces
County.
BACKGROUND AND FINDINGS:
The Texas Department of State Health Services (“DSHS”) has awarded a grant contract in the
amount of $937,072.64 to increase epidemiology surveillance and laboratory activities by
providing for personnel costs, supplies, and other expenses to ensure proper COVID-19 response
is sustained and build sustainable relationships within those communities within the jurisdiction of
the CCNCPHD. Currently this grant supports 16 Public Technicians, 2 Epidemiology Specialists
and 1 Grant Manager for a total of 19 positions.
ALTERNATIVES:
Refuse the amendment and discontinue offering services to assist communities
disproportionately affected by COVID-19.
FISCAL IMPACT:
There is no fiscal impact. The grant requires no match. All positions are 100% grant funded.
Acceptance of the IDCU-COVID Grant Amendment in the amount of $937,072.64 and
appropriation of the funds for the contract period September 1, 2022, through July 31, 2024
AGENDA MEMORANDUM
First Reading for the City Council Meeting of February 14, 2023
Second Reading for the City Council Meeting of February 21, 2023
FUNDING DETAIL:
Fund: 1066 Health Grants paid by Department of State Health Services
Organization/Activity: 831861F
Mission Element: 103 COVID19 Response
Project # (CIP Only):
Account:
RECOMMENDATION:
Staff recommends approval of the Ordinance.
LIST OF SUPPORTING DOCUMENTS:
Contract No. HHS000812700042
Ordinance
Presentation
1
Ordinance appropriating $937,072.64 from an increase in the Infectious
Disease Prevention and Control Unit-COVID (IDCU-COVID) Grant Program
administered by the Department of State Health Services (DSHS) for the
period September 1, 2022, through July 31, 2024 for activities to provide
COVID-19 epidemiologic and surveillance response activities and laboratory
response network activities.
Whereas, the Texas Department of State Health Services has awarded an
additional $937,072.64 for Contract No. HHS000812700042 to provide funding in
support of COVID-19 epidemiologic and surveillance response (Epi) activities and
COVID-19 laboratory response network (LRN) activities.
Be it ordained by the City Council of the City of Corpus Christi, Texas:
Section 1: Infectious Disease Prevention and Control Unit-COVID (IDCU-COVID) Grant
Program funds in the amount of $937,072.64 are appropriated in Health Grants Fund 1066
for COVID-19 epidemiologic and surveillance response (Epi) activities and COVID -19
laboratory response network (LRN) activities for the period of September 1, 2022, through
July 31, 2024.
Section 2. The City Manager or designee (Director of the CCNCPHD) is authorized to
execute any future amendments to the grant contract which extend the contract period or
increase or decrease the grant amount.
2
That the foregoing ordinance was read for the first time and passed to its second reading on this
the _____ day of ________________, 2023, by the following vote:
Paulette Guajardo ________________ Jim Klein ________________
Roland Barrera ________________ Mike Pusley ________________
Sylvia Campos ________________ Everett Roy ________________
Gil Hernandez ________________ Dan Suckley ________________
Michael Hunter ________________
That the foregoing ordinance was read for the second time and passed finally on this the _____
day of _________________, 2023, by the following vote:
Paulette Guajardo ________________ Jim Klein ________________
Roland Barrera ________________ Mike Pusley ________________
Sylvia Campos ________________ Everett Roy ________________
Gil Hernandez ________________ Dan Suckley ________________
Michael Hunter ________________
PASSED AND APPROVED on this the ______ day of _________________, 2023.
ATTEST:
_________________________ ________________________
Rebecca Huerta Paulette Guajardo
City Secretary Mayor
System Agency Contract No. HHS000812700042
Page 1 of 19
SIGNATURE DOCUMENT FOR
DEPARTMENT OF STATE HEALTH SERVICES
CONTRACT NO. HHS000812700042
UNDER THE
COVID-19 GRANT PROGRAM
The parties to this agreement (“Grant Agreement” or “Contract”) are the DEPARTMENT OF
STATE HEALTH SERVICES (“SYSTEM AGENCY” OR “DSHS”), a pass-through entity, and
CORPUS CHRISTI-NUECES COUNTY PUBLIC HEALTH DISTRICT (CITY) (“GRANTEE”)
having its principal office at 1702 Horne Road, Corpus Christi, Texas (each a “Party” and
collectively the “Parties”).
I. PURPOSE
The purpose of this Grant Agreement is to provide COVID-19 response activities.
II. LEGAL AUTHORITY
This Contract is authorized by and in compliance with the provisions of Texas Government
Code Chapter 791, and Chapters 12 and 121 of the Texas Health and Safety Code.
III. DURATION
This Grant Agreement is effective on September 1, 2022 and terminates on July 31, 2024,
unless renewed, extended, or terminated pursuant to the terms and conditions of the Grant
Agreement.
System Agency, at its sole discretion, may extend this Grant Agreement for any period(s)
of time, provided the Contract term, including all extensions or renewals, does not exceed
five years. Notwithstanding the limitation in the preceding sentence, System Agency, at
its sole discretion, also may extend the Contract beyond five years as necessary to ensure
continuity of service, for purposes of transition, or as otherwise determined by System
Agency to serve the best interest of the State.
IV. STATEMENT OF WORK
The Scope of this Grant Project to which Grantee is bound is incorporated into and made
a part of this Grant Agreement for all purposes and included as ATTACHMENT A.
V. BUDGET
The amount of this Grant Agreement for COVID-19 epidemiologic and surveillance
response (Epi) activities will be $855,347.00 and the amount for COVID-19 laboratory
response network (LRN) activities will be $96,302.00. The total amount of this Grant
DocuSign Envelope ID: 043ABD07-3CC6-498E-A382-62FA19F37A62
System Agency Contract No. HHS000812700015
Page 2 of 19
Agreement will not exceed $951,649.00. Grantee is not required to provide matching
funds.
The total not-to-exceed amount includes the following:
Total Federal Funds: $951,649.00
Total State Funds: $0.00
All expenditures under the Grant Agreement will be in accordance with ATTACHMENT B,
BUDGET.
VI. REPORTING REQUIREMENTS
This Grant Agreement contains reporting requirements as stated in ATTACHMENT A,
STATEMENT OF WORK.
VII. CONTRACT REPRESENTATIVES
The following will act as the representative authorized to administer activities under this
Contract on behalf of their respective Party.
System Agency
Department of State Health Services
P.O. Box 149347 – Mail Code 1990
Austin, Texas 78714-9347
Attention: Caeli Paradise
Grantee
Corpus Christi-Nueces County Public Health District
1702 Horne Road
Corpus Christi, Texas 78416-1902
Attention: Steven Viera
VIII. NOTICE REQUIREMENTS
A. All notices given by Grantee shall be in writing, include the Grant Agreement contract
number, comply with all terms and conditions of the Grant Agreement, and be delivered
to the System Agency’s Contract Representative identified above.
B. Grantee shall send legal notices to System Agency at the address below and provide a
copy to the System Agency’s Contract Representative:
Health and Human Services Commission
Attn: Office of Chief Counsel
4601 W. Guadalupe, Mail Code 1100
Austin, Texas 78751
DocuSign Envelope ID: 043ABD07-3CC6-498E-A382-62FA19F37A62
System Agency Contract No. HHS000812700042
Page 3 of 19
With copy to
Department of State Health Services
Attn: General Counsel
P.O. Box 149347, MC 1919
Austin, Texas 78714-9347
C. Notices given by System Agency to Grantee may be emailed, mailed or sent by
common carrier. Email notices shall be deemed delivered when sent by System Agency.
Notices sent by mail shall be deemed delivered when deposited by the System Agency
in the United States mail, postage paid, certified, return receipt requested. Notices sent
by common carrier shall be deemed delivered when deposited by the System Agency
with a common carrier, overnight, signature required.
D. Notices given by Grantee to System Agency shall be deemed delivered when received
by System Agency.
E. Either Party may change its Contract Representative or Legal Notice contact by
providing written notice to the other Party.
IX. FEDERAL AWARD INFORMATION
GRANTEE’S DATA UNIVERSAL NUMBERING SYSTEM (DUNS) NUMBER: 078495025
Federal funding under this Grant Agreement is a subaward under the following
federal award.
Federal Award Identification Number (FAIN): NU50CK000501
A. Epidemiology and Laboratory Capacity for Infectious Diseases (ELC) – 93.323-
$951,649.00
B. Federal Award Date: April 23, 2020
C. Federal Award Period: 8/1/2019 – 7/31/2024
D. Name of Federal Awarding Agency: Centers for Disease Control and Prevention
E. Federal Award Project Description: Epidemiology and Laboratory Capacity for
Prevention and Control of Emerging Infectious Diseases
F. Awarding Official Contact Information:
Brownie Anderson-Rana, Grants Management Officer
2939 Flowers Road – Mailstop TV2
Atlanta, GA 30341-5509
Phone: 770-488-2771
G. Total Amount of Federal Funds Awarded to System Agency: $2,068,114,803.00
H. Amount of Funds Awarded to Grantee: $951,649.00
I. Identification of Whether the Award is for Research and Development: No
DocuSign Envelope ID: 043ABD07-3CC6-498E-A382-62FA19F37A62
System Agency Contract No. HHS000812700042
Page 4 of 19
X. ATTACHMENT C, UNIFORM TERMS AND CONDITIONS (VERSION 3.0) (“UTCS”),
of this Grant Agreement is revised as follows. Unless expressly modified,
amended, or replaced in this Section, the UTCs shall remain in full force and
effect.
• Section 8.5 Confidentiality, of the UTCs, is hereby amended to add the
following:
System Agency acknowledges that Grantee is a Governmental Entity and is
subject to the Texas Public Information Act, and that Grantee will comply with
System Agency's request for confidentiality to the extent permitted by law.
• Section 10.1 General Indemnity, of the UTCs, is hereby amended to add the
following:
System Agency acknowledges that Grantee has been organized pursuant to the
Constitution and laws of the State of Texas, possesses certain rights and
privileges, is subject to certain limitations and restrictions, and only has such
authority as is granted to it under the Constitution and laws of the State of Texas.
No provision of this Contract extends Grantee’s liability beyond the liability or
authority provided in the Constitution and the laws of the State of Texas.
To the extent permitted by the Texas Constitution, laws and rules, and without
waiving any immunities or defenses available to Grantee as a governmental
entity, Grantee shall be solely responsible for its own acts and omissions and the
acts and omissions of its employees, directors, officers, Subcontractors and
agents. System Agency shall be solely responsible for its own acts and omissions.
XI. CONTRACT DOCUMENTS
The following documents are incorporated by reference and made a part of this
Grant Agreement for all purposes.
Unless expressly stated otherwise in this Grant Agreement, in the event of conflict,
ambiguity or inconsistency between or among any documents, all System Agency
documents take precedence over Grantee’s documents and the Data Use Agreement takes
precedence over all other contract documents.
ATTACHMENT A - STATEMENT OF WORK
ATTACHMENT B - BUDGET
ATTACHMENT C - UNIFORM TERMS AND CONDITIONS - GRANT
ATTACHMENT D - ADDITIONAL PROVISIONS
ATTACHMENT E - FEDERAL ASSURANCES NON-CONSTRUCTION
ATTACHMENT F - CERTIFICATION REGARDING LOBBYING
ATTACHMENT G - FFATA
DocuSign Envelope ID: 043ABD07-3CC6-498E-A382-62FA19F37A62
System Agency Contract No. HHS000812700042
Page 5 of 19
ATTACHMENT H - HHS DATA USE AGREEMENT
ATTACHMENT I - SECURITY AND PRIVACY INQUIRY (SPI)
XII. SIGNATURE 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. Any services or
work performed by Grantee before this Grant Agreement is effective or after it ceases to
be effective are performed at the sole risk of Grantee.
SIGNATURE PAGE FOLLOWS
DocuSign Envelope ID: 043ABD07-3CC6-498E-A382-62FA19F37A62
System Agency Contract No. HHS000812700042
Page 6 of 19
SIGNATURE PAGE FOR SYSTEM AGENCY
CONTRACT NO. HHS000812700042
SYSTEM AGENCY
_________________________________
Signature
Printed Name: ______________________
Title: _____________________________
Date of Execution: __________________
GRANTEE
Signature
Printed Name: ______________________
Title: _____________________________
Date of Execution: __________________
DocuSign Envelope ID: 043ABD07-3CC6-498E-A382-62FA19F37A62
Steven Viera
May 16, 2022
Interim Director of Health
Imelda Garcia
Associate Commissioner
June 13, 2022
System Agency Contract No. HHS000812700042
Page 7 of 19
ATTACHMENT A
STATEMENT OF WORK
I. GRANTEE RESPONSIBILITIES
Grantee will:
A. Enhance public health follow-up activities, including:
1. Conducting case investigations;
2. Eliciting or identifying individuals who may have been exposed to COVID-19;
3. Notifying individuals of COVID-19 exposure; and
4. Providing referrals to COVID-19 testing, vaccine resources and other follow-
up services.
Data must be entered into the DSHS data system in accordance with DSHS
published guidance. Grantee may not incur COVID-19 contact tracing Call Center
expenditures beyond 8/31/2021.
B. Improve morbidity and mortality surveillance, including:
1. Establish or enhance community-based surveillance - Surveillance of
populations and individuals includes but is not limited to those without severe
illness, those with travel to high-risk locations, or those who are contacts to
known cases.
2. Monitor and report daily COVID-19 probable and confirmed COVID cases
(including deaths) to DSHS.
3. Track and send Emergency Department and outpatient visits for coronavirus
(COVID)-like illness, as well as other illnesses, to Texas Syndromic
Surveillance System (TxS2).
4. Send copies of all admission, discharge, and transfer (ADT) messages to the
Centers for Disease Control and Prevention (CDC) National Syndromic
Surveillance Program (NSSP).
5. Monitor and utilize available data in the CDC’s National Healthcare Safety
Network (NHSN) for confirmed 2019 novel coronavirus (COVID-19) infection
or for COVID-like illness.
a. Long-term care: https://www.cdc.gov/nhsn/ltc/covid19/index.html
b. Acute care: https://www.cdc.gov/nhsn/acute-care-
hospital/covid19/index.html
6. Work with long-term care facilities to enroll the facility in the NHSN Long-
Term Care Facility (LTCF) COVID-19 Module.
7. Provide requested information on COVID-19 associated deaths to DSHS within
three business days.
DocuSign Envelope ID: 043ABD07-3CC6-498E-A382-62FA19F37A62
System Agency Contract No. HHS000812700042
Page 8 of 19
C. Enhance laboratory testing and reporting capacity:
1. Establish or expand capacity to test all symptomatic individuals, and
secondarily expand capacity to achieve community-based surveillance. This
capacity would entail increasing testing capabilities above the current number
of specimens that can be tested at the jurisdiction’s public health laboratory or
by establishing new testing capabilities at the jurisdiction’s laboratory.
2. Screen for past infection (e.g., serology) for health care workers, employees of
high-risk facilities, critical infrastructure workforce, and childcare providers.
3. Obtain all jurisdictional laboratory test data electronically, including from new,
non-traditional testing settings, and using alternative file formats (e.g., .csv or
.xls) to help automate. In addition to other reportable results, this should include
all COVID-19-related testing data, including all tests to detect severe acute
respiratory syndrome coronavirus 2 (SAR-CoV-2) and serology testing.
4. Report all COVID-19-related line level testing data (negatives, positives,
indeterminates, serology) daily to DSHS. Data must meet new federal
Coronavirus Aid, Relief, and Economic Security (CARES) Act laboratory
guidance. All public health data must be reported electronically to DSHS in
compliance with the Texas Administrative Code and within appropriate
reporting timeframes.
D. Prevent and control COVID-19 in healthcare settings and protect other vulnerable
or high-risk populations:
1. Assess and monitor COVID-19 infections in healthcare workers across the
healthcare spectrum.
2. Perform infection control assessments using preparedness tools approved by
DSHS to ensure interventions are in place to protect high-risk populations.
3. Monitor and help implement mitigation strategies for COVID-19 in all high-
risk healthcare facilities (e.g., hospitals, dialysis clinics, cancer clinics, nursing
homes, and other long-term care facilities).
4. Monitor and help implement mitigation strategies for other high-risk
employment settings (e.g., meat processing facilities) and congregate living
settings (e.g., prisons, youth homes, shelters).
a. This includes coordinating with the Texas Department of Criminal Justice
when individuals are released from serving their prison term and will be
returning to the jurisdiction. These individuals may have been exposed to
COVID-19 while in prison and/or may be COVID-19-positive and require
additional public health follow-up.
E. Monitor and mitigate COVID-19 introductions from connected jurisdictions (i.e.,
neighboring cities and states, including air travel).
F. Work with healthcare system to manage and monitor system capacity.
DocuSign Envelope ID: 043ABD07-3CC6-498E-A382-62FA19F37A62
System Agency Contract No. HHS000812700042
Page 9 of 19
1. Assess and monitor the number and availability of critical care staff, necessary
PPE and potentially life-saving medical equipment, as well as access to testing
services.
2. Leverage NHSN data to monitor healthcare worker staffing, Patient Impact,
Hospital Capacity, and healthcare supplies (PPE, PAPRs, ventilators, etc.).
Grantee will request access to the NHSN database within 30 days of the
execution of this Contract or within 30 days of hire for the position completing
the data entry. Upon access approval, Grantee will review available NHSN data
(at least monthly) to assess gaps in the healthcare system.
G. Improve understanding of jurisdictional communities with respect to COVID-19
risk. Grantee must build an understanding of population density and high-risk
population density (i.e., population of >65 yrs., proportion of population with
underlying conditions, households with limited English fluency, healthcare-seeking
behavior, populations without insurance and those below poverty level).
H. Submit a quarterly report on the report template to be provided by DSHS. Quarterly
reports are due on or before the 15th of the month following the end of the quarter
being reported on. Each report must contain a summary of activities that occurred
during the preceding quarter for each activity listed above in Section I, A through
G. Submit quarterly reports by electronic mail to
COVID.Contracts@dshs.texas.gov. The email “Subject Line” and the name of the
attached file for all reports should be clearly identified with the Grantee’s Name,
Contract Number, IDCU/COVID and the quarter the report covers.
I. May use funds to pay pre-award costs which date back to January 20, 2020, that
are directly related to the COVID-19 outbreak response. All pre-award costs must
be approved in writing by DSHS.
J. Not use funds for research, clinical care, fundraising activities, construction or
major renovations, to supplant existing state or federal funds for activities, or
funding an award to another party or provider who is ineligible. Other than normal
and recognized executive-legislative relationships, no funds may be used for:
1. Publicity or propaganda purposes, for the preparation, distribution, or use of
any material designed to support or defeat the enactment of legislation before
any legislative body;
2. The salary or expenses of any grant or contract recipient, or agent acting for
such recipient, related to any activity designed to influence the enactment of
legislation, appropriations, regulation, administrative act or Executive order
proposed or pending before any legislative body.
K. Controlled Assets include firearms, regardless of the acquisition cost, and the
following assets with an acquisition cost of $500 or more, but less than $5,000:
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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.
L. Grantee shall maintain an inventory of Equipment, supplies defined as Controlled
Assets, and real property and submit an annual cumulative report of the equipment
and other property on the DSHS Contractor’s Property Inventory Report located at
https://www.dshs.texas.gov/hivstd/contractor/cmsforms.shtm to
CMSInvoices@dshs.texas.gov and COVID.Contracts@dshs.texas.gov not later
than October 15 of each year. If Grantee did not purchase Equipment or other
property, this report is still required to be submitted.
M. DSHS funds must not be used to purchase buildings or real property without prior
written approval from DSHS. Any costs related to the initial acquisition of the
buildings or real property are not allowable without written pre-approval.
N. At the expiration or termination of this Contract for any reason, title to any
remaining equipment and supplies purchased with funds under this Contract reverts
to DSHS. Title may be transferred to any other party designated by DSHS. DSHS
may, at its option and to the extent allowed by law, transfer the reversionary interest
to such property to Grantee.
II. PERFORMANCE MEASURES
The System Agency will monitor the Grantee’s performance of the requirements in
Attachments A and A-1 and compliance with the Contract’s terms and conditions.
III. INVOICE AND PAYMENT
A. Grantee will request payments using the State of Texas Purchase Voucher (Form
B-13) located at https://www.dshs.texas.gov/hivstd/contractor/cmsforms.shtm.
Voucher and any supporting documentation will be mailed or submitted by fax or
electronic mail to all addresses/number below.
Department of State Health Services
Claims Processing Unit, MC 1940
1100 West 49th Street
P.O. Box 149347
Austin, TX 78714-9347
FAX: (512) 458-7442
EMAIL: invoices@dshs.state.tx.us and
EMAIL: CMSInvoices@dshs.texas.gov and
EMAIL: COVID.Contracts@dshs.texas.gov
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B. Grantee will be paid on a cost reimbursement basis and in accordance with the
Budget in Attachment B of this Contract.
C. Grantee will submit requests for reimbursement (Form B-13) and financial
expenditure template 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 DSHS upon request. In the event a cost reimbursed
under the Contract is later determined to be unallowable, then the Grantee will
reimburse DSHS for that cost.
D. Grantee will submit quarterly Financial Status Reports (FSRs) to DSHS by the last
business day of the month following the end of each quarter of the Contract for
DSHS review and financial assessment.
E. Grantee will submit request for reimbursement (B-13) as a final close-out invoice
not later than forty-five (45) calendar days following the end of the term of the
Contract. Reimbursement requests received in the DSHS office more than forty-
five (45) calendar days following the termination of the Contract may not be paid.
F. Grantee will submit a final FSR as a final close-out FSR not later than forty-five
(45) calendar days following the end of the term of the Contract.
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ATTACHMENT A-1
SUPPLEMENTAL STATEMENT OF WORK
IV. GRANTEE RESPONSIBILITIES
Grantee will perform activities as submitted in their DSHS approved budgets for this
specific funding Contract period. All activities must be listed below to be approved for
this funding and any additional activities not listed in the approved budget must be
submitted for DSHS consideration and approval. The activities for this Contract
funding period are as follows:
A. Enhance Laboratory, Surveillance, Informatics and other Workforce
Capacity, including:
1. Train and hire staff to improve laboratory workforce ability to address issues
around laboratory safety, quality management, inventory management,
specimen management, diagnostic and surveillance testing and reporting
results.
2. Build expertise for healthcare and community outbreak response and infection
prevention and control (IPC) among local health departments.
3. Train and hire staff to improve the capacities of the epidemiology and
informatics workforce to effectively conduct surveillance and response of
COVID-19 (including case investigation and public health follow-up activities)
and other emerging infections and conditions of public health significance. This
should include staff who can address unique cultural needs of those at higher
risk for COVID-19. Grantee may not incur COVID-19 contact tracing or
contact tracing call center expenditures after 08/31/2021.
4. Build expertise to support management of the COVID-19-related activities
within the jurisdiction and integrate into the broader Epidemiology and
Laboratory Capacity (ELC) portfolio of activities (e.g., additional leadership,
program and project managers, budget staff, etc.).
5. Increase capacity for timely data management, analysis, and reporting for
COVID-19 and other emerging coronavirus and other infections and conditions
of public health significance.
B. Strengthen Laboratory Testing
1. Establish or expand capacity to quickly, accurately and safely test for SARS-
CoV-2/COVID-19 and build infectious disease preparedness for future
coronavirus and other events involving other pathogens with potential for broad
community spread.
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a. Develop systems to improve speed and efficiency of specimen submission
to clinical and reference laboratories.
b. Strengthen ability to rapidly respond to testing (e.g., nucleic acid
amplification test [NAAT], antigen, etc.) as necessary to ensure that optimal
utilization of existing and new testing platforms can be supported to help
meet increases in testing demand in a timely manner. Laboratory Response
Networks (LRNs) and Local Health Departments (LHDs) with laboratories
are strongly encouraged to diversify their testing platforms to enable them
to pivot depending on reagent and supply availabilities.
c. Perform serology testing with an FDA Emergency Use Authorization
(EUA) authorized serological assay as appropriate to respond to emerging
pandemics in order to conduct surveillance for past infection and monitor
community exposure.
d. Build local capacity for testing of COVID-19/SARS-CoV-2 including
within high-risk settings or in vulnerable populations that reside in their
communities.
e. Apply laboratory safety methods to ensure worker safety when managing
and testing samples that may contain SARS-CoV-2/COVID-19.
f. Laboratories and LRNs are encouraged to implement new technologies to
meet local needs.
g. Augment or add specificity to existing laboratory response plans for future
coronavirus and other outbreak responses caused by an infectious disease.
Provider must be able to establish a plan to maintain the activity when the
funds are no longer available. This is an optional activity.
2. Enhance laboratory testing capacity for SARS-CoV-2/COVID-19 by ensuring
public/private laboratory testing providers have access to biosafety resources
for SARS-CoV-2 specimen collection and/or testing.
C. Advance Electronic Data Exchange at Public Health Labs
1. Enhance and expand laboratory information infrastructure, to improve
jurisdictional visibility on laboratory data (tests performed) from all testing sites
and enable faster and more complete data exchange and reporting with DSHS.
a. Employ a well-functioning Laboratory Information Management System
(LIMS) to support efficient data flows within the PHL and its partners. This
includes expanding existing capacity of the current LIMS to improve data
exchange and increase data flows through LIMS maintenance, new
configurations/modules, and enhancements. Implement new/replacement
LIMS where needed.
Note: If implementing new or replacement systems, develop an
implementation plan, including appropriate milestones and timeline
to completion. Implementation plans will be reviewed and approved
for consistency with the activities set forth by DSHS prior to start of
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implementation. Completion of the implementation plan is DSHS
verifying that the submitted electronic laboratory reporting (ELR)
feeds have been successfully processed in National Electronic
Disease Surveillance System (NEDSS).
b. Ensure ability to administer LIMS. Ensure the ability to configure all tests
that are in LIMS, including new tests, EUAs, etc., in a timely manner.
Ensure expanding needs for administration and management of LIMS are
covered through dedicated staff.
c. Interface diagnostic equipment to directly report laboratory results into
LIMS.
D. Improve Surveillance and Reporting of Electronic Health Data
1. Establish complete, up-to-date, timely reporting of morbidity and mortality
to DSHS due to COVID-19 and other coronavirus and other emerging
infections which impact conditions of public health significance, with
required associated data fields in a machine-readable format, by:
a. Establishing or enhancing community-based surveillance, including
surveillance of vulnerable populations, individuals without severe
illness, those with recent travel to high-risk locations, or who are contacts
to known cases.
b. Monitoring changes to daily incidence rates of COVID-19 and other
conditions of public health significance at the county or Zip code level
to inform community mitigation strategies.
2. Establish additional and ongoing surveillance methods (e.g., sentinel
surveillance) for COVID-19 and other conditions of public health
significance.
3. At the health department, enhance capacity to work with testing facilities to
onboard and improve ELR, including to receive data from new or non-
traditional testing settings. Use alternative data flows (e.g., reporting
portals) and file formats (e.g., CSV or XLS) to help automate where
appropriate. In addition to other reportable results, this should include all
COVID-19/SARS-CoV-2-related testing data (i.e., tests to detect SARS-
CoV-2 including serology testing).
4. Improve understanding of capacity, resources, and patient impact at
healthcare facilities through electronic reporting.
a. Require expansion of reporting facility capacity, resources, and patient
impact information, such as patients admitted and hospitalized, in an
electronic, machine-readable, as well as human-readable, visual and
tabular manner, to achieve 100% coverage in jurisdiction and include
daily data from all acute care, long-term care, and ambulatory care
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settings. Use these data to monitor facilities with confirmed cases of
COVID-19/SARS-CoV-2 infection or with COVID-like illness among
staff or residents and facilities at high risk of acquiring COVID-
19/SARS-CoV-2 cases and COVID-like illness among staff or residents.
b. Increase Admit, Discharge, Transfer (ADT) messaging and use to
achieve comprehensive surveillance of emergency room visits, hospital
admissions, facility and department transfers, and discharges to provide
an early warning signal, to monitor the impact on hospitals, and to
understand the growth of serious cases requiring admission.
5. Establish or improve systems to ensure complete, accurate and immediate
(within 24 hours) data transmission that allows for automated transmission
of data to DSHS in a machine-readable format.
Note: Use of an existing DSHS system is preferred. If implementing
new or replacement systems, develop an implementation plan, including
the process for automatic transmission of data to DSHS in a machine-
readable format, appropriate milestones and timeline to completion.
Implementation plans will be reviewed and approved for consistency
with the activities set forth by DSHS prior to start of implementation.
a. Submit all case reports in an immediate way to DSHS for COVID-
19/SARS-CoV-2 and other conditions of public health significance with
associated required data fields in a machine-readable format.
b. Report requested COVID-19/SARS-CoV-2-related data, including line
level testing data (negatives, positives, indeterminates, serology, antigen,
nucleic acid) daily by county or Zip code to DSHS.
c. Establish these systems in such a manner that they may be used on an
ongoing basis for surveillance of, and reporting on, routine and other threats
to the public health and conditions of public health significance.
E. Use Laboratory Data to Enhance Investigation, Response and Prevention
1. Use laboratory data to initiate and conduct case investigation and public health
follow-up activities and implement containment measures.
a. Conduct necessary case investigation and public health follow-up activities
including contact elicitation/identification, contact notification, contact
testing, and follow-up. Activities could include traditional case
investigation and public health follow-up activities and/or
proximity/location-based methods, as well as methods adapted for
healthcare facilities, employers, elementary and secondary schools,
childcare facilities, institutions of higher education or in other settings. Data
must be entered into the DSHS data system in accordance with DSHS
published guidance. Grantee may not incur COVID-19 contact tracing call
center expenditures beyond 8/31/2021.
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b. Utilize tools (e.g., geographic information systems and methods) that assist
in the rapid mapping and tracking of disease cases for timely and effective
epidemic monitoring and response, incorporating laboratory testing results
and other data sources.
c. Assist in identifying facilities that are not submitting data through ELR.
Provide these facilities with information on the ELR onboarding process
and the appropriate contact information of DSHS team who can onboard the
facility to have their data be reported electronically and no longer sent by
fax. Also provide the names of these facilities to the DSHS team.
2. Identify cases and exposure to COVID-19 in high-risk settings or within
populations at increased risk of severe illness or death to target mitigation
strategies and referral for therapies (for example, monoclonal antibodies) to
prevent hospitalization.
a. Assess and monitor infections in healthcare workers across the healthcare
spectrum.
b. Monitor cases and exposure to COVID-19 to identify need for targeted
mitigation strategies to isolate and prevent further spread within high-risk
healthcare facilities (e.g., hospitals, dialysis clinics, cancer clinics, nursing
homes, other long-term care facilities, etc.).
c. Monitor cases and exposure to COVID-19 to identify need for targeted
mitigation strategies to isolate and prevent further spread within high-risk
occupational settings (e.g., meat processing facilities) and congregate living
settings (e.g., correctional facilities, youth homes, shelters).
d. Work with DSHS to build capacity for reporting, rapid containment and
prevention of COVID-19/SARS-CoV-2 within high-risk settings or in
vulnerable populations that reside in their communities.
e. Jurisdictions should ensure systems are in place to link test results to
relevant public health strategies, including prevention and treatment.
Note: Utilization of an existing DSHS system is preferred. If
implementing new or replacement systems, develop an implementation
plan, including the process for automatic transmission of data to DSHS
in a machine-readable format, appropriate milestones and timeline to
completion. Implementation plans will be reviewed and approved for
consistency with the activities set forth by DSHS prior to start of
implementation.
3. Implement prevention strategies in high-risk settings or within vulnerable
populations (including tribal nations as appropriate), including proactive
monitoring for asymptomatic case detection.
Note: These additional resources are intended to be directed toward testing,
case investigation and public health follow-up activities, surveillance,
containment, and mitigation, including support for workforce,
epidemiology, use by employers, elementary and secondary schools,
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childcare facilities, institutions of higher education, long-term care
facilities, or in other settings, scale-up of testing by public health, academic,
commercial, and hospital laboratories, and community-based testing sites,
mobile testing units, healthcare facilities, and other entities engaged in
COVID–19 testing, and other related activities related to COVID–19
testing, case investigation and public health follow-up activities,
surveillance, containment, and mitigation which may include interstate
compacts or other mutual aid agreements for such purposes.
a. Build capacity for infection prevention and control in long-term care
facilities (LTCFs) (e.g., at least one Infection Preventionist [IP] for every
facility) and outpatient settings.
i. Build capacity for LTCFs to safely care for infected and exposed
residents of LTCFs and other congregate settings.
ii. Assist with enrollment of all LTCFs into CDC’s National Healthcare
Safety Network NHSN at https://www.cdc.gov/nhsn/ltc/enroll.html.
b. Build capacity for infection prevention and control in elementary and
secondary schools, childcare facilities, and/or institutions of higher
education.
c. Increase Infection Prevention and Control (IPC) assessment capacity on site
using tele-ICAR.
d. Perform preparedness assessment to ensure interventions are in place to
protect high-risk populations.
e. Coordinate as appropriate with federally funded entities responsible for
providing health services to higher-risk populations (e.g., tribal nations and
federally qualified health centers).
F. Submit a quarterly report on the report template to be provided by DSHS. Quarterly
reports are due on or before the 15th of the month following the end of the quarter.
Each report must contain a summary of activities that occurred during the preceding
quarter for each activity listed above in Section I, Subsections A through E. Submit
quarterly reports by electronic mail to COVID.Contracts@dshs.texas.gov. The
email “Subject Line” and the name of the attached file for all reports should be
clearly identified with the Grantee’s Name, Contract Number, IDCU/COVID and
the quarter the report covers.
G. Not use funds for research, clinical care, fundraising activities, construction or
major renovations, to supplant existing state or federal funds for activities, or
funding an award to another party or provider who is ineligible. Other than normal
and recognized executive-legislative relationships, no funds may be used for:
3. Publicity or propaganda purposes, for the preparation, distribution, or use of
any material designed to support or defeat the enactment of legislation before
any legislative body;
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4. The salary or expenses of any grant or contract recipient, or agent acting for
such recipient, related to any activity designed to influence the enactment of
legislation, appropriations, regulation, administrative act or Executive order
proposed or pending before any legislative body.
K. Controlled Assets include firearms, regardless of the acquisition cost, and the
following assets with an acquisition cost of $500 or more, but less than $5,000:
desktop and laptop computers (including notebooks, tablets and similar devices),
non-portable printers and copiers, emergency management equipment,
communication devices and systems, medical and laboratory equipment, and media
equipment. Controlled Assets are considered Supplies.
L. Grantee shall maintain an inventory of Equipment, supplies defined as Controlled
Assets, and real property and submit an annual cumulative report of the equipment
and other property on the DSHS Contractor’s Property Inventory Report located at
https://www.dshs.texas.gov/hivstd/contractor/cmsforms.shtm to
CMSInvoices@dshs.texas.gov and COVID.Contracts@dshs.texas.gov not later
than October 15 of each year. If Grantee did not purchase Equipment or other
property, this report is still required to be submitted.
M. DSHS funds must not be used to purchase buildings or real property without prior
written approval from DSHS. Any costs related to the initial acquisition of the
buildings or real property are not allowable without written pre-approval.
N. At the expiration or termination of this Contract for any reason, title to any
remaining equipment and supplies purchased with funds under this Contract reverts
to DSHS. Title may be transferred to any other party designated by DSHS. DSHS
may, at its option and to the extent allowed by law, transfer the reversionary interest
to such property to Grantee.
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ATTACHMENT B
BUDGET
Categorical Budget Epi
Expansion Funding
LRN
Expansion Funding
Budget Period
Sept 1, 2022
to
Aug 31, 2024
Sept 1, 2022
to
Aug 31, 2024
Contract
Total
PERSONNEL $584,568.00 $0.00 $584,568.00
FRINGE BENEFITS $243,648.00 $0.00 $243,648.00
TRAVEL $12,131.00 $0.00 $12,131.00
EQUIPMENT $0.00 $0.00 $0.00
SUPPLIES $15,000.00 $96,302.00 $111,302.00
CONTRACTUAL $0.00 $0.00 $0.00
OTHER $0.00 $0.00 $0.00
TOTAL DIRECT
CHARGES $855,347.00 $96,302.00 $951,649.00
INDIRECT CHARGES $0.00 $0.00 $0.00
TOTAL $855,347.00 $96,302.00 $951,649.00
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Health and Human Services (HHS)
Uniform Terms and Conditions - Grant
Version 3.0
Published and Effective – August 2021
Responsible Office: Chief Counsel
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HHS Uniform Terms and Conditions – Grant v 3.0
Effective August 2021
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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.
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Effective August 2021
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TABLE OF CONTENTS
ARTICLE I. 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
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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
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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
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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.
“Party” means either the System Agency or Grantee, individually.
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“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 Textravel” 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
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(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.
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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.
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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
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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.
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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 https://hhsportal.hhs.state.tx.us/heartwebextr/hhscSau or,
ii. Email to: single_audit_report@hhsc.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_report@hhsc.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.
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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
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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
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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 S ystem 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.
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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.
B. 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
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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.
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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,
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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
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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.
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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;
ii. ANY DELIVERABLE, WORK PRODUCT, CONFIGURED SERVICE OR
OTHER SERVICE PROVIDED HEREUNDER; AND/OR
iii. 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
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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
https://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;
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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
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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.
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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
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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.
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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 extent possible.
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
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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:
https://hhs.texas.gov/about-hhs/your-rights/civil-rights-office/civil-rights-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
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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.
DocuSign Envelope ID: 043ABD07-3CC6-498E-A382-62FA19F37A62
Health and Human Services (HHS)
Additional Provisions
Version 1.0
Effective: November 7, 2019
DocuSign Envelope ID: 043ABD07-3CC6-498E-A382-62FA19F37A62
Table of Contents
1. NOTICE OF CRIMINAL ACTIVITY AND DISCIPLINARY ACTIONS .................... 1
2. DISASTER SERVICES ....................................................................................................... 1
3. NOTICE OF CONTRACT ACTION ................................................................................. 1
4. NOTICE OF BANKRUPTCY ............................................................................................. 2
5. CONTRACTOR NOTIFICATION OF CHANGE OF CONTACT PERSON OR KEY
PERSONNEL ................................................................................................................................ 2
7. THIRD PARTY PAYORS ................................................................................................... 2
8. HIV/AIDS MODEL WORKPLACE GUIDELINES ........................................................ 3
9. MEDICAL RECORDS RETENTION ................................................................................ 3
10. NOTICE OF A LICENSE ACTION ................................................................................... 3
11. INTERIM EXTENSION AMENDMENT .......................................................................... 3
12. CONTRACTOR’S CERTIFICATION OF MEETING OR EXCEEDING TABACCO-
FREE WORKPLACE POLICY MINIMUM STANDARDS ................................................... 4
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Health and Human Services
Additional Provisions V.1.0 – November 7, 2019
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ADDITIONAL PROVISIONS
The terms and conditions of these Additional Provisions are incorporated into and made a part of
the Contract. Capitalized items used in these Additional Provisons and not otherwise defined have
the meanings assigned to them in HHSC Uniform Terms and Conditions.
1. NOTICE OF CRIMINAL ACTIVITY AND DISCIPLINARY ACTIONS
A. Grantee shall immediately report in writing to its assigned HHSC contract manager when
Grantee learns of or has any reason to believe it or any person with ownership or controlling
interest in Grantee, or their agent, employee, subcontractor or volunteer who is providing
services under this Contract has:
i. Engaged in any activity that could constitute a criminal offense equal to or greater
than a Class A misdemeanor or grounds for disciplinary action by a state or federal
regulatory authority; or
ii. Been placed on community supervision, received deferred adjudication, or been
indicted for or convicted of a criminal offense relating to involvement in any financial
matter, federal or state program or felony sex crime.
B. Grantee shall not permit any person who engaged, or was alleged to have engaged, in any
activity subject to reporting under this section to perform direct client services or have direct
contact with clients, unless otherwise directed in writing by the System Agency.
2. DISASTER SERVICES
In the event of a local, state, or federal emergency, including natural, man-made, criminal,
terrorist, and/or bioterrorism events, declared as a state disaster by the Governor, or a federal
disaster declared by the appropriate federal official, Grantee may be called upon to assist the
System Agency in providing the following services:
i. Community evacuation;
ii. Health and medical assistance;
iii. Assessment of health and medical needs;
iv. Health surveillance;
v. Medical care personnel;
vi. Health and medical equipment and supplies;
vii. Patient evacuation;
viii. In-hospital care and hospital facility status;
ix. Food, drug and medical device safety;
x. Worker health and safety;
xi. Mental health and substance abuse;
xii. Public health information;
xiii. Vector control and veterinary services; and
xiv. Victim identification and mortuary services.
3. NOTICE OF CONTRACT ACTION
Grantee shall notify their assigned contract manager if Grantee has had any contract suspended
or terminated for cause by any local, state or federal department or agency or nonprofit entity
within five days of becoming aware of the action and include the following:
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A. Reason for such action;
B. Name and contact information of the local, state or federal department or agency or entity;
C. Date of the contract;
D. Date of suspension or termination; and
E. Contract or case reference number.
4. NOTICE OF BANKRUPTCY
Grantee shall notify in writing its assigned contract manager of its plan to seek bankruptcy
protection within five days of such action by Grantee.
5. CONTRACTOR NOTIFICATION OF CHANGE OF CONTACT PERSON OR KEY PERSONNEL
The Grantee shall notify in writing their contract manager assigned within ten days of any
change to the Grantee’s Contact Person or Key Personnel.
6. SERVICES AND INFORMATION FOR PERSONS WITH LIMITED ENGLISH PROFICIENCY
A. Grantee shall take reasonable steps to provide services and information both orally and in
writing, in appropriate languages other than English, to ensure that persons with limited
English proficiency are effectively informed and can have meaningful access to programs,
benefits and activities.
B. Grantee shall identify and document on the client records the primary language/dialect of
a client who has limited English proficiency and the need for translation or interpretation
services and shall not require a client to provide or pay for the services of a translator or
interpreter.
C. Grantee shall make every effort to avoid use of any persons under the age of 18 or any
family member or friend of the client as an interpreter for essential communications with
a client with limited English proficiency, unless the client has requested that person and
using the person would not compromise the effectiveness of services or violate the client’s
confidentiality and the client is advised that a free interpreter is available.
7. THIRD PARTY PAYORS
Except as provided in this Contract, Grantee shall screen all clients and may not bill the System
Agency for services eligible for reimbursement from third party payors, who are any person or
entity who has the legal responsibility for paying for all or part of the services provided,
including commercial health or liability insurance carriers, Medicaid, or other federal, state,
local and private funding sources.
As applicable, the Grantee shall:
A. Enroll as a provider in Children’s Health Insurance Program and Medi caid if providing
approved services authorized under this Contract that may be covered by those programs
and bill those programs for the covered services;
B. Provide assistance to individuals to enroll in such programs when the screening process
indicates possible eligibility for such programs;
C. Allow clients that are otherwise eligible for System Agency services, but cannot pay a
deductible required by a third-party payor, to receive services up to the amount of the
deductible and to bill the System Agency for the deductible;
D. Not bill the System Agency for any services eligible for third party reimbursement until all
appeals to third party payors have been exhausted;
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E. Maintain appropriate documentation from the third-party payor reflecting attempts to
obtain reimbursement;
F. Bill all third-party payors for services provided under this Contract before submitting any
request for reimbursement to System Agency; and
G. Provide third party billing functions at no cost to the client.
8. HIV/AIDS MODEL WORKPLACE GUIDELINES
Grantee shall implement System Agency’s policies based on the Human Immunodeficiency
Virus/Acquired Immunodeficiency Syndrome (HIV/AIDS), AIDS Model Workplace
Guidelines for Businesses at http://www.dshs.state.tx.us/hivstd/policy/policies.shtm, State
Agencies and State Grantees Policy No. 090.021.
Grantee shall also educate employees and clients concerning HIV and its related conditions,
including AIDS, in accordance with the Texas. Health & Safety Code §§ 85.112-114.
9. MEDICAL RECORDS RETENTION
Grantee shall retain medical records in accordance with 22 TAC §165.1(b) or other applicable
statutes, rules and regulations governing medical information.
10. NOTICE OF A LICENSE ACTION
Grantee shall notify their contract manager of any action impacting its license to provide
services under this Contract within five days of becoming aware of the action and include the
following:
A. Reason for such action;
B. Name and contact information of the local, state or federal department or agency or entity;
C. Date of the license action; and
D. License or case reference number.
11. INTERIM EXTENSION AMENDMENT
A. Prior to or on the expiration date of this Contract, the Parties agree that this Contract can
be extended as provided under this Section.
B. The System Agency shall provide written notice of interim extension amendment to the
Grantee under one of the following circumstances:
i. Continue provision of services in response to a disaster declared by the governor; or
ii. To ensure that services are provided to clients without interruption.
C. The System Agency will provide written notice of the interim extension amendment that
specifies the reason for it and period of time for the extension.
D. Grantee will provide and invoice for services in the same manner that is stated in the
Contract.
E. An interim extension under Section (b)(1) above shall extend the term of the contract not
longer than 30 days after governor's disaster declaration is declared unless the Parties agree
to a shorter period of time.
F. An interim extension under Section (b)(2) above shall be a one-time extension for a period
of time determined by the System Agency.
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12. CONTRACTOR’S CERTIFICATION OF MEETING OR EXCEEDING TABACCO-FREE
WORKPLACE POLICY MINIMUM STANDARDS
Grantee certifies that it has adopted and enforces a Tobacco-Free Workplace Policy that
meets or exceeds all of the following minimum standards of:
A. 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;
B. 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 Contract
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;
C. Applying to all employees and visitors in this designated area; and
D. Providing for or referring its employees to tobacco use cessation services.
If Grantee cannot meet these minimum standards, it must obtain a waiver from the System
Agency.
REMAINDER OF PAGE INTENTIONALLY LEFT BLANK
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ASSURANCES - NON-CONSTRUCTION PROGRAMS
OMB Number: 4040-0007
Expiration Date: 02/28/2025
NOTE: Certain of these assurances may not be applicable to your project or program. If you have questions, please contact the
awarding agency. Further, certain Federal awarding agencies may require applicants to certify to additional assurances.
If such is the case, you will be notified.
As the duly authorized representative of the applicant, I certify that the applicant:
1. Has the legal authority to apply for Federal assistance
and the institutional, managerial and financial capability
(including funds sufficient to pay the non-Federal share
of project cost) to ensure proper planning, management
and completion of the project described in this
application.
2. Will give the awarding agency, the Comptroller General
of the United States and, if appropriate, the State,
through any authorized representative, access to and
the right to examine all records, books, papers, or
documents related to the award; and will establish a
proper accounting system in accordance with generally
accepted accounting standards or agency directives.
3. Will establish safeguards to prohibit employees from
using their positions for a purpose that constitutes or
presents the appearance of personal or organizational
conflict of interest, or personal gain.
4. Will initiate and complete the work within the applicable
time frame after receipt of approval of the awarding
agency.
5. Will comply with the Intergovernmental Personnel Act of
1970 (42 U.S.C. §§4728-4763) relating to prescribed
standards for merit systems for programs funded under
one of the 19 statutes or regulations specified in
Appendix A of OPM's Standards for a Merit System of
Personnel Administration (5 C.F.R. 900, Subpart F).
6. Will comply with all Federal statutes relating to
nondiscrimination. These include but are not limited to:
(a) Title VI of the Civil Rights Act of 1964 (P.L. 88-352)
which prohibits discrimination on the basis of race, color
or national origin; (b) Title IX of the Education
Amendments of 1972, as amended (20 U.S.C.§§1681-
1683, and 1685-1686), which prohibits discrimination on
the basis of sex; (c) Section 504 of the Rehabilitation
Act of 1973, as amended (29 U.S.C. §794), which
prohibits discrimination on the basis of handicaps; (d)
the Age Discrimination Act of 1975, as amended (42 U.
S.C. §§6101-6107), which prohibits discrimination on
the basis of age; (e) the Drug Abuse Office and
Treatment Act of 1972 (P.L. 92-255), as amended,
relating to nondiscrimination on the basis of drug
abuse; (f) the Comprehensive Alcohol Abuse and
Alcoholism Prevention, Treatment and Rehabilitation
Act of 1970 (P.L. 91-616), as amended, relating to
nondiscrimination on the basis of alcohol abuse or
alcoholism; (g) §§523 and 527 of the Public Health
Service Act of 1912 (42 U.S.C. §§290 dd-3 and 290
ee- 3), as amended, relating to confidentiality of alcohol
and drug abuse patient records; (h) Title VIII of the Civil
Rights Act of 1968 (42 U.S.C. §§3601 et seq.), as
amended, relating to nondiscrimination in the sale,
rental or financing of housing; (i) any other
nondiscrimination provisions in the specific statute(s)
under which application for Federal assistance is being
made; and, (j) the requirements of any other
nondiscrimination statute(s) which may apply to the
application.
7. Will comply, or has already complied, with the
requirements of Titles II and III of the Uniform
Relocation Assistance and Real Property Acquisition
Policies Act of 1970 (P.L. 91-646) which provide for
fair and equitable treatment of persons displaced or
whose property is acquired as a result of Federal or
federally-assisted programs. These requirements
apply to all interests in real property acquired for
project purposes regardless of Federal participation in
purchases.
8. Will comply, as applicable, with provisions of the
Hatch Act (5 U.S.C. §§1501-1508 and 7324-7328)
which limit the political activities of employees whose
principal employment activities are funded in whole
or in part with Federal funds.
Previous Edition Usable Standard Form 424B (Rev. 7-97)
Authorized for Local Reproduction Prescribed by OMB Circular A-102
Public reporting burden for this collection of information is estimated to average 15 minutes per resp onse, including time for reviewing
instructions, searching existing data sources, gathering and maintaining the data needed, and completing and reviewing the co llection of
information. Send comments regarding the burden estimate or any other aspect of this collection of information, including suggestions for
reducing this burden, to the Office of Management and Budget, Paperwork Reduction Project (0348 -0040), Washington, DC 20503.
PLEASE DO NOT RETURN YOUR COMPLETED FORM TO THE OFFICE OF MANAGEMENT AND BUD GET. SEND
IT TO THE ADDRESS PROVIDED BY THE SPONSORING AGENCY.
View Burden Statement
DocuSign Envelope ID: 043ABD07-3CC6-498E-A382-62FA19F37A62
9. Will comply, as applicable, with the provisions of the Davis-
Bacon Act (40 U.S.C. §§276a to 276a-7), the Copeland Act
(40 U.S.C. §276c and 18 U.S.C. §874), and the Contract
Work Hours and Safety Standards Act (40 U.S.C. §§327-
333), regarding labor standards for federally -assisted
construction subagreements.
10. Will comply, if applicable, with flood insurance purchase
requirements of Section 102(a) of the Flood Disaster
Protection Act of 1973 (P.L. 93-234) which requires
recipients in a special flood hazard area to participate in the
program and to purchase flood insurance if the total cost of
insurable construction and acquisition is $10,000 or more.
11. Will comply with environmental standards which may be
prescribed pursuant to the following: (a) institution of
environmental quality control measures under the National
Environmental Policy Act of 1969 (P.L. 91-190) and
Executive Order (EO) 11514; (b) notification of violating
facilities pursuant to EO 11738; (c) protection of wetlands
pursuant to EO 11990; (d) evaluation of flood hazards in
floodplains in accordance with EO 11988; (e) assurance of
project consistency with the approved State management
program developed under the Coastal Zone Management
Act of 1972 (16 U.S.C. §§1451 et seq.); (f) conformity of
Federal actions to State (Clean Air) Implementation Plans
under Section 176(c) of the Clean Air Act of 1955, as
amended (42 U.S.C. §§7401 et seq.); (g) protection of
underground sources of drinking water under the Safe
Drinking Water Act of 1974, as amended (P.L. 93-523);
and, (h) protection of endangered species under the
13. Will assist the awarding agency in assuring compliance
with Section 106 of the National Historic Preservation
Act of 1966, as amended (16 U.S.C. §470), EO 11593
(identification and protection of historic properties), and
the Archaeological and Historic Preservation Act of
1974 (16 U.S.C. §§469a-1 et seq.).
14. Will comply with P.L. 93-348 regarding the protection of
human subjects involved in research, development, and
related activities supported by this award of assistance.
15. Will comply with the Laboratory Animal Welfare Act of
1966 (P.L. 89-544, as amended, 7 U.S.C. §§2131 et
seq.) pertaining to the care, handling, and treatment of
warm blooded animals held for research, teaching, or
other activities supported by this award of assistance.
16. Will comply with the Lead-Based Paint Poisoning
Prevention Act (42 U.S.C. §§4801 et seq.) which
prohibits the use of lead-based paint in construction or
rehabilitation of residence structures.
17. Will cause to be performed the required financial and
compliance audits in accordance with the Single Audit
Act Amendments of 1996 and OMB Circular No. A-133,
"Audits of States, Local Governments, and Non -Profit
Organizations."
18. Will comply with all applicable requirements of all other
Federal laws, executive orders, regulations, and policies
governing this program.
12.
Endangered Species Act of 1973, as amended (P.L. 93-
205).
Will comply with the Wild and Scenic Rivers Act of
1968 (16 U.S.C. §§1271 et seq.) related to protecting
components or potential components of the national
wild and scenic rivers system.
19. Will comply with the requirements of Section 106(g) of
the Trafficking Victims Protection Act (TVPA) of 2000, as
amended (22 U.S.C. 7104) which prohibits grant award
recipients or a sub-recipient from (1) Engaging in severe
forms of trafficking in persons during the period of time
that the award is in effect (2) Procuring a commercial
sex act during the period of time that the award is in
effect or (3) Using forced labor in the performance of the
award or subawards under the award.
SIGNATURE OF AUTHORIZED CERTIFYING OFFICIAL TITLE
APPLICANT ORGANIZATION DATE SUBMITTED
Standard Form 424B (Rev. 7-97) Back
DocuSign Envelope ID: 043ABD07-3CC6-498E-A382-62FA19F37A62
CERTIFICATION REGARDING LOBBYING
Certification for Contracts, Grants, Loans, and Cooperative Agreements
The undersigned certifies, to the best of his or her knowledge and belief, that:
(1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any
person for influencing or attempting to influence an officer or employee of an 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.
(2) 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 this Federal
contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard
Form-LLL, ''Disclosure of Lobbying Activities,'' in accordance with its instructions.
(3) The undersigned shall require that the language of this certification be included in the award documents
for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and
cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification
is a material representation of fact upon which reliance was placed when this transaction was made or
entered into. Submission of this certification is a prerequisite for making or entering into this transaction
imposed by section 1352, title 31, U.S. Code. 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.
Statement for Loan Guarantees and Loan Insurance
The undersigned states, to the best of his or her knowledge and belief, that:
If any 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 this commitment providing for the United States to insure or
guarantee a loan, the undersigned shall complete and submit Standard Form-LLL, ''Disclosure of Lobbying
Activities,'' in accordance with its instructions. Submission of this statement is a prerequ isite for making or
entering into this transaction imposed by section 1352, title 31, U.S. Code. Any person who fails to file the
required statement shall be subject to a civil penalty of not less than $10,000 and not more than $100,000
for each such failure.
* APPLICANT'S ORGANIZATION
* PRINTED NAME AND TITLE OF AUTHORIZED REPRESENTATIVE
Prefix: * First Name: Middle Name:
* Last Name: Suffix:
* Title:
* SIGNATURE: * DATE:
DocuSign Envelope ID: 043ABD07-3CC6-498E-A382-62FA19F37A62
1
Department of State Health Services
Contract Management Section
Form 4734 – April 2022
Fiscal Federal Funding Accountability and
Transparency Act (FFATA)
The certifications enumerated below represent material facts upon which DSHS relies when
reporting information to the federal government required under federal law. If the Department
later determines that the Contractor knowingly rendered an erroneous certification, DSHS may
pursue all available remedies in accordance with Texas and U.S. law. Signor further agrees that
it will provide immediate written notice to DSHS if at any time Signor learns that any of the
certifications provided for below were erroneous when submitted or have since become
erroneous by reason of changed circumstances. If the Signor cannot certify all of the
statements contained in this section, Signor must provide written notice to DSHS
detailing which of the below statements it cannot certify and why .
Legal Name of Contractor: FFATA Contact: (Name, Email and Phone Number):
Primary Address of Contractor: Zip Code: 9-digits required www.usps.com
Unique Entity ID (UEI): This number replaces the DUNS
www.sam.gov
State of Texas Comptroller Vendor Identification Number
(VIN) – 14 digits:
Printed Name of Authorized Representative: Signature of Authorized Representative
Title of Authorized Representative Date Signed
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Department of State Health Services
Contract Management Section
Form 4734 – April 2022
Fiscal Federal Funding Accountability and Transparency Act
(FFATA) CERTIFICATION
As the duly authorized representative (Signor) of the Contractor, I hereby certify that the
statements made by me in this certification form are true, complete, and correct to the best of
my knowledge.
Did your organization have a gross income, from all sources, of less than $300,000 in your previous tax
year? Yes No
If your answer is "Yes", skip questions "A", "B", and "C" and finish the certification. If your answer is "No",
answer questions "A" and "B".
A. Certification Regarding % of Annual Gross from Federal Awards.
Did your organization receive 80% or more of its annual gross revenue from federal awards during the
preceding fiscal year? Yes No
B. Certification Regarding Amount of Annual Gross from Federal Awards.
Did your organization receive $25 million or more in annual gross revenues from federal awards in the
preceding fiscal year? Yes No
If your answer is "Yes" to both question "A" and "B", you must answer question "C".
If your answer is "No" to either question "A" or "B", skip question "C" and finish the certification.
C. Certification Regarding Public Access to Compensation Information.
Does the public have access to information about the compensation of the senior executives in your
business or organization (including parent organization, all branches, and all affiliates worldwide) through
periodic reports filed under section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C.
78m(a), 78o(d)) or section 6104 of the Internal Revenue Code of 1986? Yes No
If your answer is “Yes” to this question, where can this information be accessed?
If your answer is “No” to this question, you must provide the names and total compensation of
the top five highly compensated officers below.
Provide compensation information here:
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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”).
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.
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;
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(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 “PHI”);
(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.
CONTRACTOR'S DUTIES REGARDING CONFIDENTIAL INFORMATION
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
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a manner that is not expressly an Authorized Purpose under this DUA or as Required by Law.
45 CFR 164.502(b)(1); 45 CFR 164.514(d)
(B) Except as Required by Law, 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.F.R. 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.F.R. 164.308(a)(1)(ii)(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 (ii) 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
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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
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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
164.504(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)
(O) 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
Destroyed 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)
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(P) CONTRACTOR will create, maintain, use, disclose, transmit or Destroy
Confidential Information in a secure fashion that protects against any reasonably anticipated
threats or hazards to the security or integrity of such information or unauthorized uses. 45
CFR 164.306; 164.530(c)
(Q) If CONTRACTOR accesses, transmits, stores, and/or maintains Confidential
Information, CONTRACTOR will complete and return to HHS at
infosecurity@hhsc.state.tx.us the HHS information security and privacy initial inquiry (SPI)
at Attachment 1 . The SPI identifies basic privacy and security controls with which
CONTRACTOR must comply to protect HHS Confidential Information. CONTRACTOR
will comply with periodic security controls compliance assessment and monitoring by HHS
as required by state and federal law, based on the type of Confidential Information
CONTRACTOR creates, receives, maintains, uses, discloses or has access to and the
Authorized Purpose and level of risk. CONTRACTOR's security controls will be based on
the National Institute of Standards and Technology (NIST) Special Publication 800-53.
CONTRACTOR will update its security controls assessment whenever there are significant
changes in security controls for HHS Confidential Information and will provide the updated
document to HHS. HHS also reserves the right to request updates as needed to satisfy state
and federal monitoring requirements. 45 CFR 164.306.
(R) CONTRACTOR will establish, implement and maintain reasonable
procedural, administrative, physical and technical safeguards to preserve and maintain the
confidentiality, integrity, and availability of the Confidential Information, and with respect to
PHI, as described in the HIPAA Privacy and Security Regulations, or other applicable laws
or regulations relating to Confidential Information, to prevent any unauthorized use or
disclosure of Confidential Information as long as CONTRACTOR has such Confidential
Information in its actual or constructive possession. 45 CFR 164.308 (administrative
safeguards); 164.310 (physical safeguards); 164.312 (technical safeguards);
164.530(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).
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(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)(I).
(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;
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• 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).
BREACH NOTICE, REPORTING AND CORRECTION REQUIREMENTS
Breach or Event Notification to HHS. 45 CFR 164.400-414.
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(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);
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(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);
(j) 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;
(l) 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
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(m) Any reasonably available, pertinent information, documents or
reports related to an Event or Breach that HHS requests following
Discovery.
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.
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.
DocuSign Envelope ID: 043ABD07-3CC6-498E-A382-62FA19F37A62
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HHS Data Use Agreement
TACCHO VERSION (Local City and County Entities) October 23, 2019
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(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.
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.
GENERAL PROVISIONS
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.
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.
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.
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.
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HHS Data Use Agreement
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(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.
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.
Injunctive Relief
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(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.
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.
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.
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
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enforced. If any provision of the Base Contract, including any General Provisions or Uniform
Terms and Conditions, conflicts with this DUA, this DUA controls.
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.
DocuSign Envelope ID: 043ABD07-3CC6-498E-A382-62FA19F37A62
SPI Version 2.1 (06/2018) Texas HHS System - Data Use Agreement - Attachment 2:
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Texas HHS System - Data Use Agreement ‐ Attachment 2
SECURITY AND PRIVACY INQUIRY (SPI)
If you are a bidder for a new procurement/contract, in order to participate in the bidding process, you must have corrected any "No"
responses (except A9a) prior to the contract award date. If you are an applicant for an open enrollment, you must have corrected
any "No" answers (except A9a and A11) prior to performing any work on behalf of any Texas HHS agency.
For any questions answered "No" (except A9a and A11), an Action Plan for Compliance with a Timeline must be documented in the
designated area below the question. The timeline for compliance with HIPAA-related requirements for safeguarding Protected Health
Information is 30 calendar days from the date this form is signed. Compliance with requirements related to other types of
Confidential Information must be confirmed within 90 calendar days from the date the form is signed.
SECTION A: APPLICANT/BIDDER INFORMATION (To be completed by Applicant/Bidder)
1. Does the applicant/bidder access, create, disclose, receive, transmit, maintain, or store Texas
HHS Confidential Information in electronic systems (e.g., laptop, personal use computer,
mobile device, database, server, etc.)? IF NO, STOP. THE SPI FORM IS NOT REQUIRED.
Yes
No
2. Entity or Applicant/Bidder Legal Name Legal Name:
Legal Entity Tax Identification Number
(TIN) (Last Four Numbers Only):
Procurement/Contract#:
Address:
City: State: ZIP:
Telephone #:
Email Address:
3. Number of Employees, at all locations, in
Applicant/Bidder's Workforce
"Workforce" means all employees, volunteers, trainees, and
other Persons whose conduct is under the direct control of
Applicant/Bidder, whether or not they are paid by Applicant/
Bidder. If Applicant/Bidder is a sole proprietor, the workforce
may be only one employee.
Total Employees:
4. Number of Subcontractors
(if Applicant/Bidder will not use subcontractors, enter “0”)
Total Subcontractors:
5. Name of Information Technology Security Official
and Name of Privacy Official for Applicant/Bidder
(Privacy and Security Official may be the same person.)
A. Security Official:
Legal Name:
Address:
City: State: ZIP:
Telephone #:
Email Address:
B. Privacy Official:
Legal Name:
Address:
City: State: ZIP:
Telephone #:
Email Address:
DocuSign Envelope ID: 043ABD07-3CC6-498E-A382-62FA19F37A62
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6. Type(s) of Texas HHS Confidential Information the
Applicant/Bidder will create, receive, maintain, use,
disclose or have access to: (Check all that apply)
• Health Insurance Portability and Accountability Act (HIPAA) data
• Criminal Justice Information Services (CJIS) data
• Internal Revenue Service Federal Tax Information (IRS FTI) data
• Centers for Medicare & Medicaid Services (CMS)
• Social Security Administration (SSA)
• Personally Identifiable Information (PII)
HIPAA CJIS IRS FTI CMS SSA PII
Other (Please List)
7. Number of Storage Devices for Texas HHS Confidential Information (as defined in the
Texas HHS System Data Use Agreement (DUA))
Cloud Services involve using a network of remote servers hosted on the Internet to store,
manage, and process data, rather than a local server or a personal computer.
A Data Center is a centralized repository, either physical or virtual, for the storage,
management, and dissemination of data and information organized around a particular body
of knowledge or pertaining to a particular business.
Total #
(Sum a‐d)
0
a. Devices. Number of personal user computers, devices or drives, including mobile
devices and mobile drives.
b. Servers. Number of Servers that are not in a data center or using Cloud Services.
c. Cloud Services. Number of Cloud Services in use.
d. Data Centers. Number of Data Centers in use.
8. Number of unduplicated individuals for whom Applicant/Bidder reasonably expects to
handle Texas HHS Confidential Information during one year:
Select Option
(a‐d)
a. 499 individuals or less
b. 500 to 999 individuals
c. 1,000 to 99,999 individuals
d. 100,000 individuals or more
a.
b.
c.
d.
9. HIPAA Business Associate Agreement
a. Will Applicant/Bidder use, disclose, create, receive, transmit or maintain protected
health information on behalf of a HIPAA‐covered Texas HHS agency for a HIPAA‐
covered function?
Yes
No
b. Does Applicant/Bidder have a Privacy Notice prominently displayed on a Webpage or a
Public Office of Applicant/Bidder's business open to or that serves the public? (This is a
HIPAA requirement. Answer "N/A" if not applicable, such as for agencies not covered
by HIPAA.)
Yes
No
N/A
Action Plan for Compliance with a Timeline: Compliance Date:
10. Subcontractors. If the Applicant/Bidder responded "0" to Question 4 (indicating no
subcontractors), check "N/A" for both 'a.' and 'b.'
a. Does Applicant/Bidder require subcontractors to execute the DUA Attachment 1
Subcontractor Agreement Form?
Yes
No
N/A
Action Plan for Compliance with a Timeline: Compliance Date:
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b. Will Applicant/Bidder agree to require subcontractors who will access Confidential
Information to comply with the terms of the DUA, not disclose any Confidential
Information to them until they have agreed in writing to the same safeguards and to
discontinue their access to the Confidential Information if they fail to comply?
Yes
No
N/A
Action Plan for Compliance with a Timeline: Compliance Date:
11. Does Applicant/Bidder have any Optional Insurance currently in place?
Optional Insurance provides coverage for: (1) Network Security and Privacy; (2) Data Breach; (3) Cyber
Liability (lost data, lost use or delay/suspension in business, denial of service with e‐business, the Internet,
networks and informational assets, such as privacy, intellectual property, virus transmission, extortion,
sabotage or web activities); (4) Electronic Media Liability; (5) Crime/Theft; (6) Advertising Injury and Personal
Injury Liability; and (7) Crisis Management and Notification Expense Coverage.
Yes
No
N/A
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SECTION B: PRIVACY RISK ANALYSIS AND ASSESSMENT (To be completed by Applicant/Bidder)
For any questions answered "No," an Action Plan for Compliance with a Timeline must be documented in
the designated area below the question. The timeline for compliance with HIPAA -related requirements for
safeguarding Protected Health Information is 30 calendar days from the date this form is signed.
Compliance with requirements related to other types of Confidential Information must be confirmed within
90 calendar days from the date the form is signed.
1. Written Policies & Procedures. Does Applicant/Bidder have current written privacy and
security policies and procedures that, at a minimum:
Yes or No
a. Does Applicant/Bidder have current written privacy and security policies and
procedures that identify Authorized Users and Authorized Purposes (as defined in the
DUA) relating to creation, receipt, maintenance, use, disclosure, access or transmission
of Texas HHS Confidential Information?
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
b. Does Applicant/Bidder have current written privacy and security policies and
procedures that require Applicant/Bidder and its Workforce to comply with the
applicable provisions of HIPAA and other laws referenced in the DUA, relating
to creation, receipt, maintenance, use, disclosure, access or transmission of
Texas HHS Confidential Information on behalf of a Texas HHS agency?
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
c. Does Applicant/Bidder have current written privacy and security policies and procedures
that limit use or disclosure of Texas HHS Confidential Information to the minimum that is
necessary to fulfill the Authorized Purposes?
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
d. Does Applicant/Bidder have current written privacy and security policies and procedures
that respond to an actual or suspected breach of Texas HHS Confidential Information, to
include at a minimum (if any responses are “No” check “No” for all three):
i. Immediate breach notification to the Texas HHS agency, regulatory authorities, an d
other required Individuals or Authorities, in accordance with Article 4 of the DUA;
ii. Following a documented breach response plan, in accordance with the DUA
and applicable law; &
iii. Notifying Individuals and Reporting Authorities whose Texas HHS Confidential
Information has been breached, as directed by the Texas HHS agency?
Yes
No
DocuSign Envelope ID: 043ABD07-3CC6-498E-A382-62FA19F37A62
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Action Plan for Compliance with a Timeline: Compliance Date:
e. Does Applicant/Bidder have current written privacy and security policies and procedures
that conduct annual workforce training and monitoring for and correction of any training
delinquencies?
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
f. Does Applicant/Bidder have current written privacy and security policies and
procedures that permit or deny individual rights of access, and amendment
or correction, when appropriate?
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
g. Does Applicant/Bidder have current written privacy and security policies and procedures
that permit only Authorized Users with up‐to‐date privacy and security training, and
with a reasonable and demonstrable need to use, disclose, create, receive, maintain ,
access or transmit the Texas HHS Confidential Information, to carry out an obligation
under the DUA for an Authorized Purpose, unless otherwise approved in writing by a
Texas HHS agency?
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
h. Does Applicant/Bidder have current written privacy and security policies and procedures
that establish, implement and maintain proof of appropriate sanctions against any
Workforce or Subcontractors who fail to comply with an Authorized Purpose or who is
not an Authorized User, and used or disclosed Texas HHS Confidential Information in
violation of the DUA, the Base Contract or applicable law?
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
i. Does Applicant/Bidder have current written privacy and security policies and
procedures that require updates to policies, procedures and plans following major
changes with use or disclosure of Texas HHS Confidential Information within 60
days of identification of a need for update?
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
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j. Does Applicant/Bidder have current written privacy and security policies and
procedures that restrict permissions or attempts to re‐identify or further identify
de‐identified Texas HHS Confidential Information, or attempt to contact any Individuals
whose records are contained in the Texas HHS Confidential Information, except for an
Authorized Purpose, without express written authorization from a Texas HHS agency or
as expressly permitted by the Base Contract?
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
k. If Applicant/Bidder intends to use, disclose, create, maintain, store or transmit Texas HHS
Confidential Information outside of the United States, will Applicant/Bidder obtain the
express prior written permission from the Texas HHS agency and comply with the Texas
HHS agency conditions for safeguarding offshore Texas HHS Confidential Information?
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
l. Does Applicant/Bidder have current written privacy and security policies and procedures
that require cooperation with Texas HHS agencies' or federal regulatory inspections,
audits or investigations related to compliance with the DUA or applicable law?
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
m. Does Applicant/Bidder have current written privacy and security policies and
procedures that require appropriate standards and methods to destroy or dispose of
Texas HHS Confidential Information?
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
n. Does Applicant/Bidder have current written privacy and security policies and procedures
that prohibit disclosure of Applicant/Bidder's work product done on behalf of Texas HHS
pursuant to the DUA, or to publish Texas HHS Confidential Information without express
prior approval of the Texas HHS agency?
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
2. Does Applicant/Bidder have a current Workforce training program?
Training of Workforce must occur at least once every year, and within 30 days of date of hiring a new
Workforce member who will handle Texas HHS Confidential Information. Training must include: (1) privacy and
security policies, procedures, plans and applicable requirements for handling Texas HHS Confidential
Information, (2) a requirement to complete training before access is given to Texas HHS Confidential
Information, and (3) written proof of training and a procedure for monitoring timely completion of training.
Yes
No
DocuSign Envelope ID: 043ABD07-3CC6-498E-A382-62FA19F37A62
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Action Plan for Compliance with a Timeline: Compliance Date:
3. Does Applicant/Bidder have Privacy Safeguards to protect Texas HHS Confidential
Information in oral, paper and/or electronic form?
"Privacy Safeguards" means protection of Texas HHS Confidential Information by establishing, implementing
and maintaining required Administrative, Physical and Technical policies, procedures, processes and controls,
required by the DUA, HIPAA (45 CFR 164.530), Social Security Administration, Medicaid and laws, rules or
regulations, as applicable. Administrative safeguards include administrative protections, policies and
procedures for matters such as training, provision of access, termination, and review of safeguards, incident
management, disaster recovery plans, and contract provisions. Technical safeguards include technical
protections, policies and procedures, such as passwords, logging, emergencies, how paper is faxed or mailed,
and electronic protections such as encryption of data. Physical safeguards include physical protections,
policies and procedures, such as locks, keys, physical access, physical storage and trash.
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
4. Does Applicant/Bidder and all subcontractors (if applicable) maintain a current list of
Authorized Users who have access to Texas HHS Confidential Information, whether oral,
written or electronic?
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
5. Does Applicant/Bidder and all subcontractors (if applicable) monitor for and remove
terminated employees or those no longer authorized to handle Texas HHS
Confidential Information from the list of Authorized Users?
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
DocuSign Envelope ID: 043ABD07-3CC6-498E-A382-62FA19F37A62
SPI Version 2.1 (06/2018) Texas HHS System - Data Use Agreement - Attachment 2:
SECURITY AND PRIVACY INQUIRY (SPI)
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SECTION C: SECURITY RISK ANALYSIS AND ASSESSMENT (to be completed by Applicant/Bidder)
This section is about your electronic system. If your business DOES NOT store, access, or
transmit Texas HHS Confidential Information in electronic systems (e.g., laptop, personal
use computer, mobile device, database, server, etc.) select the box to the r ight, and
"YES" will be entered for all questions in this section.
No Electronic
Systems
For any questions answered "No," an Action Plan for Compliance with a Timeline must be documented in the
designated area below the question. The timeline for compliance with HIPAA-related items is 30 calendar
days, PII-related items is 90 calendar days.
1. Does the Applicant/Bidder ensure that services which access, create, disclose, receive,
transmit, maintain, or store Texas HHS Confidential Information are maintained IN the
United States (no offshoring) unless ALL of the following requirements are met?
a. The data is encrypted with FIPS 140‐2 validated encryption
b. The offshore provider does not have access to the encryption keys
c. The Applicant/Bidder maintains the encryption key within the United States
d. The Application/Bidder has obtained the express prior written permission of the
Texas HHS agency
For more information regarding FIPS 140‐2 encryption products, please refer to:
http://csrc.nist.gov/publications/fips
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
2. Does Applicant/Bidder utilize an IT security‐knowledgeable person or company to maintain
or oversee the configurations of Applicant/Bidder's computing systems and devices?
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
3. Does Applicant/Bidder monitor and manage access to Texas HHS Confidential Information
(e.g., a formal process exists for granting access and validating the need for users to access
Texas HHS Confidential Information, and access is limited to Authorized Users)?
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
4. Does Applicant/Bidder a) have a system for changing default passwords, b) require user
password changes at least every 90 calendar days, and c) prohibit the creation of weak
passwords (e.g., require a minimum of 8 characters with a combination of uppercase,
lowercase, special characters, and numerals, where possible) for all computer systems
that access or store Texas HHS Confidential Information.
If yes, upon request must provide evidence such as a screen shot or a system report.
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
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5. Does each member of Applicant/Bidder's Workforce who will use, disclose, create, receive,
transmit or maintain Texas HHS Confidential Information have a unique user name
(account) and private password?
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
6. Does Applicant/Bidder lock the password after a certain number of failed attempts and
after 15 minutes of user inactivity in all computing devices that access or store Texas
HHS Confidential Information?
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
7. Does Applicant/Bidder secure, manage and encrypt remote access (including wireless
access) to computer systems containing Texas HHS Confidential Information? (e.g., a formal
process exists for granting access and validating the need for users to remotely access Texas
HHS Confidential Information, and remote access is limited to Authorized Users).
Encryption is required for all Texas HHS Confidential Information. Additionally, FIPS 140‐2 validated encryption is required
for Health Insurance Portability and Accountability Act (HIPAA) data, Criminal Justice Information Services (CJIS) data,
Internal Revenue Service Federal Tax Information (IRS FTI) data, and Centers for Medicare & Medicaid Services (CMS) data.
For more information regarding FIPS 140‐2 encryption products, please refer to:
http://csrc.nist.gov/publications/fips
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
8. Does Applicant/Bidder implement computer security configurations or settings for all
computers and systems that access or store Texas HHS Confidential Information?
(e.g., non‐essential features or services have been removed or disabled to reduce the
threat of breach and to limit exploitation opportunities for hackers or intruders, etc.)
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
9. Does Applicant/Bidder secure physical access to computer, paper, or other systems
containing Texas HHS Confidential Information from unauthorized personnel and theft
(e.g., door locks, cable locks, laptops are stored in the trunk of the car instead of the
passenger area, etc.)?
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
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10. Does Applicant/Bidder use encryption products to protect Texas HHS Confidential
Information that is transmitted over a public network (e.g., the Internet, WiFi, etc.)?
If yes, upon request must provide evidence such as a screen shot or a system report.
Encryption is required for all HHS Confidential Information. Additionally, FIPS 140‐2 validated encryption is required for
Health Insurance Portability and Accountability Act (HIPAA) data, Criminal Justice Information Services (CJIS) data, Internal
Revenue Service Federal Tax Information (IRS FTI) data, and Centers for Medicare & Medicaid Services (CMS) data.
For more information regarding FIPS 140‐2 encryption products, please refer to:
http://csrc.nist.gov/publications/fips
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
11. Does Applicant/Bidder use encryption products to protect Texas HHS Confidential
Information stored on end user devices (e.g., laptops, USBs, tablets, smartphones, external
hard drives, desktops, etc.)?
If yes, upon request must provide evidence such as a screen shot or a system report.
Encryption is required for all Texas HHS Confidential Information. Additionally, FIPS 140‐2 validated encryption is required
for Health Insurance Portability and Accountability Act (HIPAA) data, Criminal Justice Information Services (CJIS) data,
Internal Revenue Service Federal Tax Information (IRS FTI) data, and Centers for Medicare & Medicaid Services (CMS) data.
For more information regarding FIPS 140‐2 encryption products, please refer to:
http://csrc.nist.gov/publications/fips
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
12. Does Applicant/Bidder require Workforce members to formally acknowledge rules outlining
their responsibilities for protecting Texas HHS Confidential Information and associated
systems containing HHS Confidential Information before their access is provided?
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
13. Is Applicant/Bidder willing to perform or submit to a criminal background check on
Authorized Users?
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
14. Does Applicant/Bidder prohibit the access, creation, disclosure, reception, transmission,
maintenance, and storage of Texas HHS Confidential Information with a subcontractor
(e.g., cloud services, social media, etc.) unless Texas HHS has approved the subcontractor
agreement which must include compliance and liability clauses with the same
requirements as the Applicant/Bidder?
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
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15. Does Applicant/Bidder keep current on security updates/patches (including firmware,
software and applications) for computing systems that use, disclose, access, create,
transmit, maintain or store Texas HHS Confidential Information?
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
16. Do Applicant/Bidder's computing systems that use, disclose, access, create, transmit,
maintain or store Texas HHS Confidential Information contain up‐to‐date anti‐
malware and antivirus protection?
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
17. Does the Applicant/Bidder review system security logs on computing systems that access
or store Texas HHS Confidential Information for abnormal activity or security concerns on
a regular basis?
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
18. Notwithstanding records retention requirements, does Applicant/Bidder's disposal
processes for Texas HHS Confidential Information ensure that Texas HHS Confidential
Information is destroyed so that it is unreadable or undecipherable?
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
19. Does the Applicant/Bidder ensure that all public facing websites and mobile
applications containing Texas HHS Confidential Information meet security testing
standards set forth within the Texas Government Code (TGC), Section 2054.516;
including requirements for implementing vulnerability and penetration testing and
addressing identified vulnerabilities?
For more information regarding TGC, Section 2054.516 DATA SECURITY PLAN FOR ONLINE AND MOBILE
APPLICATIONS, please refer to: https://legiscan.com/TX/text/HB8/2017
Yes
No
Action Plan for Compliance with a Timeline: Compliance Date:
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SECTION D: SIGNATURE AND SUBMISSION (to be completed by Applicant/Bidder)
Please sign the form digitally, if possible. If you can't, provide a handwritten signature.
1. I certify that all of the information provided in this form is truthful and correct to the best of my knowledge.
If I learn that any such information was not correct, I agree to notify Texas HHS of this immediately.
2. Signature 3. Title 4. Date:
To submit the completed, signed form:
• Email the form as an attachment to the appropriate Texas HHS Contract Manager(s).
Section E: To Be Completed by Texas HHS Agency Staff:
Agency(s):
HHSC: DFPS: DSHS:
Requesting Department(s):
Legal Entity Tax Identification Number (TIN) (Last four Only): PO/Contract(s) #:
Contract Manager: Contract Manager Email Address: Contract Manager Telephone #:
Contract Manager: Contract Manager Email Address: Contract Manager Telephone #:
Contract Manager: Contract Manager Email Address: Contract Manager Telephone #:
Contract Manager: Contract Manager Email Address: Contract Manager Telephone #:
Contract Manager: Contract Manager Email Address: Contract Manager Telephone #:
Contract Manager: Contract Manager Email Address: Contract Manager Telephone #:
Contract Manager: Contract Manager Email Address: Contract Manager Telephone #:
Contract Manager: Contract Manager Email Address: Contract Manager Telephone #:
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INSTRUCTIONS FOR COMPLETING THE SECURITY AND PRIVACY INQUIRY (SPI)
Below are instructions for Applicants, Bidders and Contractors for Texas Health and Human Services requiring the
Attachment 2, Security and Privacy Inquiry (SPI) to the Data Use Agreement (DUA). Instruction item numbers below
correspond to sections on the SPI form.
If you are a bidder for a new procurement/contract, in order to participate in the bidding process, you must have corrected any "No"
responses (except A9a) prior to the contract award date. If you are an applicant for an open enrollment, you must have corrected
any "No" answers (except A9a and A11) prior to performing any work on behalf of any Texas HHS agency.
For any questions answered "No" (except A9a and A11), an Action Plan for Compliance with a Timeline must be documented in the
designated area below the question. The timeline for compliance with HIPAA-related requirements for safeguarding Protected Health
Information is 30 calendar days from the date this form is signed. Compliance with requirements related to other types of
Confidential Information must be confirmed within 90 calendar days from the date the form is signed.
SECTION A. APPLICANT /BIDDER INFORMATION
Item #1. Only contractors that access, transmit, store, and/or maintain Texas HHS Confidential Information will
complete and email this form as an attachment to the appropriate Texas HHS Contract Manager.
Item #2. Entity or Applicant/Bidder Legal Name. Provide the legal name of the business (the name used for legal purposes,
like filing a federal or state tax form on behalf of the business, and is not a trade or assumed named "dba"), the legal tax
identification number (last four numbers only) of the entity or applicant/bidder, the address of the corporate or main branch of
the business, the telephone number where the business can be contacted regarding questions related to the information on
this form and the website of the business, if a website exists.
Item #3. Number of Employees, at all locations, in Applicant/Bidder's workforce. Provide the total number of
individuals, including volunteers, subcontractors, trainees, and other persons who work for the business. If you are the
only employee, please answer "1."
Item #4. Number of Subcontractors. Provide the total number of subcontractors working for the business. If you have
none, please answer "0" zero.
Item #5. Number of unduplicated individuals for whom Applicant/Bidder reasonably expects to handle HHS Confidential
Information during one year. Select the radio button that corresponds with the number of clients/consumers for whom you
expect to handle Texas HHS Confidential Information during a year. Only count clients/consumers once, no matter how many
direct services the client receives during a year.
Item #5. Name of Information Technology Security Official and Name of Privacy Official for Applicant/Bidder. As with all other
fields on the SPI, this is a required field. This may be the same person and the owner of the business if such person has the security
and privacy knowledge that is required to implement the requirements of the DUA and respond to questions related to the SPI. In
4.A. provide the name, address, telephone number, and email address of the person whom you have designated to answer any
security questions found in Section C and in 4.B. provide this information for the person whom you have designated as the person
to answer any privacy questions found in Section B. The business may contract out for this expertise; however, designated
individual(s) must have knowledge of the business's devices, systems and methods for use, disclosure, creation, receipt,
transmission and maintenance of Texas HHS Confidential Information and be willing to be the point of contact for privacy and
security questions.
Item #6. Type(s) of HHS Confidential Information the Entity or Applicant/Bidder Will Create, Receive, Maintain, Use, Disclose or
Have Access to: Provide a complete listing of all Texas HHS Confidential Information that the Contractor will create, receive,
maintain, use, disclose or have access to. The DUA section Article 2, Definitions, defines Texas HHS Confidential Information as:
“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 create, receive, maintain,
use, disclose or have access to on behalf of Texas HHS 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;
(3) Sensitive Personal Information defined by Texas Business and Commerce Code Ch. 521;
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(4) Federal Tax Information;
(5) Personally Identifiable Information;
(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.
Definitions for the following types of confidential information can be found the following sites:
• Health Insurance Portability and Accountability Act (HIPAA) ‐ http://www.hhs.gov/hipaa/index.html
• Criminal Justice Information Services (CJIS) ‐ https://www.fbi.gov/services/cjis/cjis‐security‐policy‐resource‐center
• Internal Revenue Service Federal Tax Information (IRS FTI) ‐ https://www.irs.gov/pub/irs‐pdf/p1075.pdf
• Centers for Medicare & Medicaid Services (CMS) ‐ https://www.cms.gov/Regulations‐and‐Guidance/Regulations‐and-
Guidance.html
• Social Security Administration (SSA) ‐ https://www.ssa.gov/regulations/
• Personally Identifiable Information (PII) ‐ http://csrc.nist.gov/publications/nistpubs/800‐122/sp800‐122.pdf
Item #7. Number of Storage devices for Texas HHS Confidential Information. The total number of devices is
automatically calculated by exiting the fields in lines a ‐ d. Use the <Tab> key when exiting the field to prompt
calculation, if it doesn't otherwise sum correctly.
• Item 7a. Devices. Provide the number of personal user computers, devices, and drives (including mobile
devices, laptops, USB drives, and external drives) on which your business stores or will store Texas HHS
Confidential Information.
• Item 7b. Servers. Provide the number of servers not housed in a data center or "in the cloud," on which Texas HHS
Confidential Information is stored or will be stored. A server is a dedicated computer that provides data or services to other
computers. It may provide services or data to systems on a local area network (LAN) or a wide area network (WAN) over the
Internet. If none, answer "0" (zero).
• Item 7c. Cloud Services. Provide the number of cloud services to which Texas HHS Confidential Information is stored. Cloud
Services involve using a network of remote servers hosted on the Internet to store, manage, and process data, rather than
on a local server or a personal computer. If none, answer "0" (zero.)
• Item 7d. Data Centers. Provide the number of data centers in which you store Texas HHS Confidential Information. A
Data Center is a centralized repository, either physical or virtual, for the storage, management, and
dissemination of data and information organized around a particular body of knowledge or pertaining to a
particular business. If none, answer "0" (zero).
Item #8. Number of unduplicated individuals for whom the Applicant/Bidder reasonably expects to handle Texas HHS
Confidential Information during one year. Select the radio button that corresponds with the number of clients/consumers for
whom you expect to handle Confidential Information during a year. Only count clients/consumers once, no matter how many
direct services the client receives during a year.
Item #9. HIPAA Business Associate Agreement.
• Item #9a. Answer "Yes" if your business will use, disclose, create, receive, transmit, or store information relating to a
client/consumer's healthcare on behalf of the Department of State Health Services, the Department of Disability and Aging
Services, or the Health and Human Services Commission for treatment, payment, or operation of Medicaid or Medicaid
clients. If your contract does not include HIPAA covered information, respond "no." If "no," a compliance plan is not required.
• Item #9b. Answer "Yes" if your business has a notice of privacy practices (a document that explains how you protect and
use a client/consumer's healthcare information) displayed either on a website (if one exists for your business) or in your
place of business (if that location is open to clients/consumers or the public). If your contract does not include HIPAA
covered information, respond "N/A."
Item #10. Subcontractors. If your business responded "0" to question 4 (number of subcontractors), Answer "N/A" to Items 10a
and 10b to indicate not applicable.
• Item #10a. Answer "Yes" if your business requires that all subcontractors sign Attachment 1 of the DUA.
• Item #10b. Answer "Yes" if your business obtains Texas HHS approval before permitting subcontractors to handle Texas HHS
Confidential Information on your business's behalf.
Item #11. Optional Insurance. Answer "yes" if applicant has optional insurance in place to provide coverage for a Breach or any
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other situations listed in this question. If you are not required to have this optional coverage, answer "N/A" A compliance plan is
not required.
SECTION B. PRIVACY RISK ANALYSIS AND ASSESSMENT
Reasonable and appropriate written Privacy and Security policies and procedures are required, even for sole proprietors who are
the only employee, to demonstrate how your business will safeguard Texas HHS Confidential Information and respond in the
event of a Breach of Texas HHS Confidential Information. To ensure that your business is prepared, all of the items below must
be addressed in your written Privacy and Security policies and procedures.
Item #1. Answer "Yes" if you have written policies in place for each of the areas (a‐o).
• Item #1a. Answer "yes" if your business has written policies and procedures that identify everyone, including
subcontractors, who are authorized to use Texas HHS Confidential Information. The policies and procedures should also
identify the reason why these Authorized Users need to access the Texas HHS Confidential Information and this reason
must align with the Authorized Purpose described in the Scope of Work or description of services in the Base Contract
with the Texas HHS agency.
• Item #1b. Answer "Yes" if your business has written policies and procedures that require your employees (including
yourself), your volunteers, your trainees, and any other persons whose work you direct, to comply with the requirements
of HIPAA, if applicable, and other confidentiality laws as they relate to your handling of Texas HHS Confidential
Information. Refer to the laws and rules that apply, including those referenced in the DUA and Scope of Work or
description of services in the Base Contract.
• Item #1c. Answer "Yes" if your business has written policies and procedures that limit the Texas HHS Confidential
Information you disclose to the minimum necessary for your workforce and subcontractors (if applicable) to perform the
obligations described in the Scope of Work or service description in the Base Contract. (e.g., if a client/consumer's Social
Security Number is not required for a workforce member to perform the obligations described in the Scope of Work or
service description in the Base Contract, then the Social Security Number will not be given to them.) If you are the only
employee for your business, policies and procedures must not include a request for, or use of, Texas HHS Confidential
Information that is not required for performance of the services.
• Item #1d. Answer "Yes" if your business has written policies and procedures that explain how your business would
respond to an actual or suspected breach of Texas HHS Confidential Information. The written policies and procedures,
at a minimum, must include the three items below. If any response to the three items below are no, answer "no."
○ Item #1di. Answer "Yes" if your business has written policies and procedures that require your business to
immediately notify Texas HHS, the Texas HHS Agency, regulatory authorities, or other required Individuals or
Authorities of a Breach as described in Article 4, Section 4 of the DUA.
Refer to Article 4, Section 4.01:
Initial Notice of Breach must be provided in accordance with Texas HHS and DUA requirements with as much
information as possible about the Event/Breach and a name and contact who will serve as the single point of contact
with HHS both on and off business hours. Time frames related to Initial Notice include:
• within one hour of Discovery of an Event or Breach of Federal Tax Information, Social Security Administration
Data, or Medicaid Client Information
• within 24 hours of all other types of Texas HHS Confidential Information 48‐hour Formal Notice must be provided
no later than 48 hours after Discovery for protected health information, sensitive personal information or other
non‐public information and must include applicable information as referenced in Section 4.01 (C) 2. of the DUA.
○ Item #1dii. Answer "Yes" if your business has written policies and procedures require you to have and follow a
written breach response plan as described in Article 4 Section 4.02 of the DUA.
○ Item #1diii. Answer "Yes" if your business has written policies and procedures require you to notify Reporting
Authorities and Individuals whose Texas HHS Confidential Information has been breached as described in Article 4
Section 4.03 of the DUA.
• Item #1e. Answer "Yes" if your business has written policies and procedures requiring annual training of your entire
workforce on matters related to confidentiality, privacy, and security, stressing the importance of promptly reporting any
Event or Breach, outlines the process that you will use to require attendance and track completion for employees who
failed to complete annual training.
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• Item #1f. Answer "Yes" if your business has written policies and procedures requiring you to allow individuals
(clients/consumers) to access their individual record of Texas HHS Confidential Information, and allow them to
amend or correct that information, if applicable.
• Item #1g. Answer "Yes" if your business has written policies and procedures restricting access to Texas HHS Confidential
Information to only persons who have been authorized and trained on how to handle Texas HHS Confidential Information
• Item #1h. Answer "Yes" if your business has written policies and procedures requiring sanctioning of any subcontractor,
employee, trainee, volunteer, or anyone whose work you direct when they have accessed Texas HHS Confidential
Information but are not authorized to do so, and that you have a method of proving that you have sanctioned such an
individuals. If you are the only employee, you must demonstrate how you will document the noncompliance, update
policies and procedures if needed, and seek additional training or education to prevent future occurrences.
• Item #1i. Answer "Yes" if your business has written policies and procedures requiring you to update your policies within
60 days after you have made changes to how you use or disclose Texas HHS Confidential Information.
• Item #1j. Answer "Yes" if your business has written policies and procedures requiring you to restrict attempts to take
de‐identified data and re‐identify it or restrict any subcontractor, employee, trainee, volunteer, or anyone whose work
you direct, from contacting any individuals for whom you have Texas HHS Confidential Information except to perform
obligations under the contract, or with written permission from Texas HHS.
• Item #1k. Answer "Yes" if your business has written policies and procedures prohibiting you from using, disclosing,
creating, maintaining, storing or transmitting Texas HHS Confidential Information outside of the United States.
• Item #1l. Answer "Yes" if your business has written policies and procedures requiring your business to cooperate with
HHS agencies or federal regulatory entities for inspections, audits, or investigations related to compliance with the DUA or
applicable law.
• Item #1m. Answer "Yes" if your business has written policies and procedures requiring your business to use appropriate
standards and methods to destroy or dispose of Texas HHS Confidential Information. Policies and procedures should
comply with Texas HHS requirements for retention of records and methods of disposal.
• Item #1n. Answer "Yes" if your business has written policies and procedures prohibiting the publication of the
work you created or performed on behalf of Texas HHS pursuant to the DUA, or other Texas HHS Confidential
Information, without express prior written approval of the HHS agency.
Item #2. Answer "Yes" if your business has a current training program that meets the requirements specified in the SPI
for you, your employees, your subcontractors, your volunteers, your trainees, and any other persons under you direct
supervision.
Item #3. Answer "Yes" if your business has privacy safeguards to protect Texas HHS Confidential Information as described
in the SPI.
Item #4. Answer "Yes" if your business maintains current lists of persons in your workforce, including subcontractors
(if applicable), who are authorized to access Texas HHS Confidential Information. If you are the only person with
access to Texas HHS Confidential Information, please answer "yes."
Item #5. Answer "Yes" if your business and subcontractors (if applicable) monitor for and remove from the list of
Authorized Users, members of the workforce who are terminated or are no longer authorized to handle Texas HHS
Confidential Information. If you are the only one with access to Texas HHS Confidential Information, please answer "Yes."
SECTION C. SECURITY RISK ANALYSIS AND ASSESSMENT
This section is about your electronic systems. If you DO NOT store Texas HHS Confidential Information in electronic systems
(e.g., laptop, personal computer, mobile device, database, server, etc.), select the "No Electronic Systems" box and respond
"Yes" for all questions in this section.
Item #1. Answer "Yes" if your business does not "offshore" or use, disclose, create, receive, transmit or maintain
Texas HHS Confidential Information outside of the United States. If you are not certain, contact your provider of
technology services (application, cloud, data center, network, etc.) and request confirmation that they do not off‐
shore their data.
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Item #2. Answer "Yes" if your business uses a person or company who is knowledgeable in IT security to maintain or oversee
the configurations of your business's computing systems and devices. You may be that person, or you may hire someone who
can provide that service for you.
Item #3. Answer "Yes" if your business monitors and manages access to Texas HHS Confidential Information (i.e., reviews
systems to ensure that access is limited to Authorized Users; has formal processes for granting, validating, and reviews the
need for remote access to Authorized Users to Texas HHS Confidential Information, etc.). If you are the only employee,
answer "Yes" if you have implemented a process to periodically evaluate the need for accessing Texas HHS Confidential
Information to fulfill your Authorized Purposes.
Item #4. Answer "Yes" if your business has implemented a system for changing the password a system initially assigns to the
user (also known as the default password), and requires users to change their passwords at least every 90 days, and prohibits the
creation of weak passwords for all computer systems that access or store Texas HHS Confidential Information (e.g., a strong
password has a minimum of 8 characters with a combination of uppercase, lowercase, special characters, and numbers, where
possible). If your business uses a Microsoft Windows system, refer to the Microsoft website on how to do this, see example:
https://docs.microsoft.com/en-us/windows/security/threat-protection/security-policy-settings/password-policy
Item #5. Answer "Yes" if your business assigns a unique user name and private password to each of your employees,
your subcontractors, your volunteers, your trainees and any other persons under your direct control who will use,
disclose, create, receive, transmit or maintain Texas HHS Confidential Information.
Item #6. Answer "Yes" if your business locks the access after a certain number of failed attempts to login and after 15 minutes
of user inactivity on all computing devices that access or store Texas HHS Confidential Information. If your business uses a
Microsoft Windows system, refer to the Microsoft website on how to do this, see example:
https://docs.microsoft.com/en-us/windows/security/threat-protection/security-policy-settings/account-lockout-policy
Item #7. Answer "Yes" if your business secures, manages, and encrypts remote access, such as: using Virtual Private
Network (VPN) software on your home computer to access Texas HHS Confidential Information that resides on a
computer system at a business location or, if you use wireless, ensuring that the wireless is secured using a
password code. If you do not access systems remotely or over wireless, answer "Yes."
Item #8. Answer "Yes" if your business updates the computer security settings for all your computers and electronic
systems that access or store Texas HHS Confidential Information to prevent hacking or breaches (e.g., non‐essential
features or services have been removed or disabled to reduce the threat of breach and to limit opportunities for hackers or
intruders to access your system). For example, Microsoft's Windows security checklist:
https://docs.microsoft.com/en-us/windows/security/threat-protection/security-policy-settings/how-to-configure-security-policy-settings
Item #9. Answer "Yes" if your business secures physical access to computer, paper, or other systems containing Texas HHS
Confidential Information from unauthorized personnel and theft (e.g., door locks, cable locks, laptops are stored in the
trunk of the car instead of the passenger area, etc.). If you are the only employee and use these practices for your
business, answer "Yes."
Item #10. Answer "Yes" if your business uses encryption products to protect Texas HHS Confidential Information that is
transmitted over a public network (e.g., the Internet, WIFI, etc.) or that is stored on a computer system that is physically or
electronically accessible to the public (FIPS 140‐2 validated encryption is required for Health Insurance Portability and
Accountability Act (HIPAA) data, Criminal Justice Information Services (CJIS) data, Internal Revenue Service Federal Tax
Information (IRS FTI) data, and Centers for Medicare & Medicaid Services (CMS) data.) For more information regarding FIPS
140‐2 encryption products, please refer to: http://csrc.nist.gov/publications/fips).
Item #11. Answer "Yes" if your business stores Texas HHS Confidential Information on encrypted end‐user electronic devices
(e.g., laptops, USBs, tablets, smartphones, external hard drives, desktops, etc.) and can produce evidence of the encryption,
such as, a screen shot or a system report (FIPS 140‐2 encryption is required for Health Insurance Portability and Accountability
Act (HIPAA) data, Criminal Justice Information Services (CJIS) data, Internal Revenue Service Federal Tax Information (IRS FT I)
data, and Centers for Medicare & Medicaid Services (CMS) data). For more information regarding FIPS 140‐2 validated
encryption products, please refer to: http://csrc.nist.gov/publications/fips). If you do not utilize end‐user electronic devices
for storing Texas HHS Confidential Information, answer "Yes."
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Item #12. Answer "Yes" if your business requires employees, volunteers, trainees and other workforce members to sign a
document that clearly outlines their responsibilities for protecting Texas HHS Confidential Information and associated
systems containing Texas HHS Confidential Information before they can obtain access. If you are the only employee answer
"Yes" if you have signed or are willing to sign the DUA, acknowledging your adherence to requirements and responsibilities.
Item #13. Answer "Yes" if your business is willing to perform a criminal background check on employees, subcontractors,
volunteers, or trainees who access Texas HHS Confidential Information. If you are the only employee, answer "Yes" if you
are willing to submit to a background check.
Item #14. Answer "Yes" if your business prohibits the access, creation, disclosure, reception, transmission, maintenance,
and storage of Texas HHS Confidential Information on Cloud Services or social media sites if you use such services or sites,
and there is a Texas HHS approved subcontractor agreement that includes compliance and liability clauses with the same
requirements as the Applicant/Bidder. If you do not utilize Cloud Services or media sites for storing Texas HHS Confidential
Information, answer "Yes."
Item #15. Answer "Yes" if your business keeps current on security updates/patches (including firmware, software and
applications) for computing systems that use, disclose, access, create, transmit, maintain or store Texas HHS Confidential
Information. If you use a Microsoft Windows system, refer to the Microsoft website on how to ensure your system is
automatically updating, see example:
https://portal.msrc.microsoft.com/en-us/
Item #16. Answer "Yes" if your business's computing systems that use, disclose, access, create, transmit, maintain or store
Texas HHS Confidential Information contain up‐to‐date anti‐malware and antivirus protection. If you use a Microsoft
Windows system, refer to the Microsoft website on how to ensure your system is automatically updating, see example:
https://docs.microsoft.com/en-us/windows/security/threat-protection/
Item #17. Answer "Yes" if your business reviews system security logs on computing systems that access or store Texas HHS
Confidential Information for abnormal activity or security concerns on a regular basis. If you use a Microsoft Windows system,
refer to the Microsoft website for ensuring your system is logging security events, see example:
https://docs.microsoft.com/en-us/windows/security/threat-protection/auditing/basic-security-audit-policies
Item #18. Answer "Yes" if your business disposal processes for Texas HHS Confidential Information ensures that Texas
HHS Confidential Information is destroyed so that it is unreadable or undecipherable. Simply deleting data or formatting
the hard drive is not enough; ensure you use products that perform a secure disk wipe. Please see NIST SP 800‐88 R1,
Guidelines for Media Sanitization and the applicable laws and regulations for the information type for further guidance.
Item #19. Answer "Yes" if your business ensures that all public facing websites and mobile applications containing HHS
Confidential Information meet security testing standards set forth within the Texas Government Code (TGC), Section
2054.516
SECTION D. SIGNATURE AND SUBMISSION
Click on the signature area to digitally sign the document. Email the form as an attachment to the appropriate
Texas HHS Contract Manager.
DocuSign Envelope ID: 043ABD07-3CC6-498E-A382-62FA19F37A62
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Envelope Id: 043ABD073CC6498EA38262FA19F37A62 Status: Completed
Subject: HHS000812700042, Corpus Christi-Nueces County Public Health District (City), IDCU/COVID Contract
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Imelda Garcia
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Associate Commissioner
Texas Health and Human Services Commission
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Electronic Record and Signature Disclosure created on: 9/14/2020 7:10:18 PM
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Two Reading Ordinance
Ordinance authorizing execution of all documents necessary to accept,
amend, and appropriate a grant contract for the “Infectious Disease
Prevention and Control Unit-COVID (IDCU-COVID) Grant” from the
Texas Department of State Health Services appropriating an additional
$937,072.64 into the Health Grants Fund to provide funding in support
of Texas Initiative for COVID-19 response activities.
City Council
February 14, 2023
2
Background and Staff Recommendation
•IDCU-COVID
o To be used to provide for personnel costs, supplies, and other
expenses to offer services and associated activities to assist
communities impacted by COVID-19 within the jurisdiction of
the Corpus Christi-Nueces County Public Health District (the
“CCNCPHD”). Ensure proper COVID-19 response activities
are sustained.
o September 1, 2022, through July 31, 2024
City Council
February 14, 2023
o Total Contract value is $2,013,721.64
o Fiscal impact –
All positions are 100% grant funded.
o Staff Recommendation: Approval of the two-reading ordinance.
Background and Staff Recommendation
DATE: February 21, 2023
TO: Peter Zanoni, City Manager
FROM: Mike Markle, Chief of Police
mikema@cctexas.com
(361)886-2601
Josh Chronley, Assistant Director of Finance-Procurement
JoshC2@cctexas.com
(361) 826-3169
CAPTION:
Motion authorizing a one-year service agreement with Leeds Precision Instruments, Inc., of Minneapolis,
Minnesota, through Texas SmartBuy Cooperative, for the purchase of a firearms comparison microscope
and training for the Corpus Christi Police Department for $77,429.70, with FY 2023 funding from the
General Fund.
SUMMARY:
This motion authorizes a one-year service agreement with Leeds Precision Instruments, Inc. of
Minneapolis, Minnesota, to provide a firearms comparison microscope and onsite training for the Corpus
Christi Police Department (CCPD).
BACKGROUND AND FINDINGS:
This item is an FY 2023 Budget Initiative, with funds allocated for the purchase of the firearms
comparison microscope and training.
The CCPD Forensics Firearms Unit conducts approximately 1,500 forensic analyses on firearms, bullets,
ammunition, and toolmarks each year. Various analyses include comparison of bullets and fired casings,
serial number restoration, physical examination, and function testing. The Forensic Firearms Unit’s backlog
is approximately 700 cases, with a turnaround time of greater than 60 days. A major bottleneck in this
process is lack of equipment, which causes slowdowns in casework since examiners must take turns using
the instrumentation., There are currently two Firearms Examiners and one microscope in the Forensics
Firearms Unit. The current firearms comparison microscope is 15 years old and in good working condition.
It does not need to be replaced.
The purchase of an additional firearms comparison microscope will provide each of the two Firearms
Examiners with their own microscope which will help to reduce the backlog of cases that exists and as well
Firearms Comparison Microscope for Corpus Christi Police Department
AGENDA MEMORANDUM
Action Item for the City Council Meeting February 21, 2023
as help slow the build-up of future cases that will end up on the backlog if only one microscope continues
to be used.
Having two firearms comparison microscopes will help modernize CCPD and its Forensics Firearms Unit.
With a growing emphasis on technology within police departments across the country, it is vitally important
that CCPD have modern equipment as well as sufficient quantities of such equipment. Having an additional
firearms comparison microscope is crucial to properly maintaining CCPD’s daily operations and the
processing of criminal investigations. CCPD continues to modernize its department, equipment, and
operations. The proposed firearms comparison microscope is a key component in that process.
PROCURMENT DETAIL:
This procurement is through the Texas SmartBuy Cooperative. Contracts awarded through the Texas
SmartBuy Purchasing Cooperative have been competitively procured, in compliance with local and state
procurement requirements.
Leeds Precision Instruments, Inc. is one of the leading US Manufacturers that offers this type of microscope
needed for forensics research. The model produced by Leeds Precision Instruments Inc. only is available
through the Texas Smart Buy Cooperative.
Leeds Precision Instruments, Inc. is the manufacturer and offers 10% customer discount pricing off the
catalog price in accordance with the Texas SmartBuy Cooperative. A different brand is available for the
firearms comparison microscope and also is available through the Texas SmartBuy Cooperative. The
alternative model was presented to CCPD’s Forensics Department; however, the price comparison for the
alternative model that is available through the Texas SmartBuy Cooperative yields a cost savings of only
4%. Below is a table that displays the difference between the pricing for the recommended Leeds Precision
Instruments Inc. brand and the alternative model from Leica.
UNIT
Texas
SmartBuy
Leeds Brand*
Texas
SmartBuy
Leica Brand
Variance
Firearms Comparison Microscope $ 77,429.70 $ 80,680.88 $ (3,251.18)
*Leeds Precision Instruments, Inc. only is affiliated with Texas SmartBuy.
CCPD prefers the recommended Leeds Precision Instruments Inc. brand because it has better optics than
the Leica brand. Additionally, CCPD has been highly satisfied with Leeds Precision Instruments Inc.’s
customer service. CCPD contacted the Texas Department of Public Safety (DPS) during the purchasing
process to inquire about comparative microscopes, and DPS explained that they use and prefer the Leeds
Precision Instruments Inc. microscope over comparable models for the same reasons.
ALTERNATIVES:
The alternative is not to purchase the additional firearms comparison microscope, but to instead continue
with the backlog of cases. This will result in the backlog of cases to continue to grow and for the two
Firearms Examiners to continue to have to use only one firearms comparison microscope while working
their caseload.
FISCAL IMPACT:
The FY 2023 General Fund budget impact will be $77,429.70. This item is an FY 2023 Budget Initiative.
FUNDING DETAIL:
Fund: 1020
Organization/Activity: 11780
Mission Element: 152
Project # (CIP Only): N/A
Account: 520090
Amount: $77,429.70
RECOMMENDATION:
Staff recommends approval of this service agreement with Leeds Precision Instruments, Inc. for the
purchase of a firearms comparison microscope and onsite training, as presented.
LIST OF SUPPORTING DOCUMENTS:
Price Sheet
Service Agreement
City of Corpus Christi
Finance - Procurement
Buyer: Liza Nino-Elizalde
ITEM DESCRIPTION QUANTITY UNIT EXTENDED TOTAL
1 Leeds Firearms and Toolmarks Comparison Microspcope (LCF3) 1 77,429.70$ 77,429.70$
77,429.70$ TOTAL PURCHASE PRICE
Price Sheet
Firearms & Toolmarks Comparison Microscope for
Police Department-Forensics
Texas SmartBuy Contract # 490-M2
Leeds Precision Instruments, Inc.
Minneapolis, Minnesota
Page 1 of 1
*The model produced by Leeds Precision Instruments Inc. only is available through the Texas Smart Buy Cooperative.
*
Co-operative Purchase Agreement Standard Form Page 1 of 3
CO-OPERATIVE PURCHASE AGREEMENT NO. 4448
Firearms and Toolmarks Comparison Microscope
THIS Firearms and Toolmarks Comparison Microscope Co-operative Purchase
Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a
Texas home-rule municipal corporation (“City”) and Leeds Precision Instruments, 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 Firearmsand
Toolmarks Comparison Microscope in accordance with its agreement with
TxSmartBuy Contract 490-M2 (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 Firearms and Toolmarks Comparison Microscope
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 one year 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
$77,429.70, 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:
DocuSign Envelope ID: C1D48292-AB69-4E09-8086-578F0E78A7E8
Co-operative Purchase Agreement Standard Form Page 2 of 3
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: Robert May
Title: Crime Lab Manager
Address: 321 John Sartain St., Corpus Christi, Texas 78401
Phone: 361-886-2636
Fax: 361-886-2642
IF TO CONTRACTOR:
Leeds Precision Instruments, Inc.
Attn: Kevin Boulay
Title: Vice President
Address: 17300 Medina Rd., Suite 600, Minneapolis, MN 55447
Phone: 763-398-7122
Fax: 763-546-4369
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]
DocuSign Envelope ID: C1D48292-AB69-4E09-8086-578F0E78A7E8
Co-operative Purchase Agreement Standard Form Page 3 of 3
CONTRACTOR
Signature:
Printed Name:
Title:
Date:
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: TxSmartBuy Contract 490-M2
DocuSign Envelope ID: C1D48292-AB69-4E09-8086-578F0E78A7E8
Kevin Boulay
1/30/2023
VICE PRESIDENT
Page 1 of 1
ATTACHMENT A: SCOPE OF WORK
Project Name: LEEDS LCF3 Firearms and Toolmarks Comparison Microscope
Project Address: 321 John Sartain St., Corpus Christi, Texas 78401
Scope of Work: Installation and training of comparison microscope.
Leeds Precision Instruments, Inc. will, as Contractor, provide the following
equipment, training, and support:
A. Delivery and setup of LCF3 firearms comparison microscope system
and all associated equipment, accessories, documentation, and
applicable software in a suitable climate-controlled environment
that meets LEEDS specifications.
B. Onsite Training:
1. Trainer shall contact Bob May, Contract Administrator,
at 361-886-2636, to coordinate and schedule dates for
on-site training.
2. Training will be held at the Corpus Christi Police
Department, Forensics Division, at address located
above during regular operating business hours, Monday
through Friday, 8:00am to 5:00pm.
3. Training will be for up to 5 examiners at no charge. Now,
should there be a need to train additional examiners,
they too will be trained at no additional charge.
4. Trainer will provide and associated training materials.
C. The Contractor shall:
1. Give any warranty documentation to Bob May,
Contract Administrator.
2. Provide any necessary technical support during the
regular operating business hours, Monday through
Friday, 8:00am to 5:00pm.
3. Repair, replace or adjust this equipment as designed
under warranty coverage.
DocuSign Envelope ID: C1D48292-AB69-4E09-8086-578F0E78A7E8
Quotation
prepared for
Corpus Christi Police Department
Attn: Bob May
321 John Sartain Street
Corpus Christi, TX 78401
Project Description:
Leeds Firearms and Toolmarks Comparison Microscope (LCF3)
Quote Number: 22046, issued by Leeds Precision Instruments, Inc.
This quote is valid from:
December 1, 2022 to February 28, 2023
Shipping Terms: FOB Destination
Payment Terms: Net 30 (With Open Account)
Delivery Terms: Will ship within 90 days of receipt of a Purchase
Order, subject to acts of God, or other causes beyond the reasonable
control of Leeds.
Respectfully submitted for Leeds Precision Instruments, Inc. by:
Kevin Boulay, Vice President
ATTACHMENT B: QUOTE/PRICING SCHEDULE
Page 1 of 8
DocuSign Envelope ID: C1D48292-AB69-4E09-8086-578F0E78A7E8
Quote #
12/1/2022
22046
TO:
CORPUS CHRISTI POLICE DEPT
ATTN: BOB MAY
321 JOHN SARTAIN ST
CORPUS CHRISTI, TX 78401
Payment Terms
Net 30
Quote Valid Until
2/28/2023
Shipping Terms
FOB DEST
Respectfully Submitted by:Kevin Boulay, Vice President
www.leedsmicro.com
Total
Sales Tax (0.0%)
(USD)
DescriptionItemQtyU/M Price Total
PROJECT DESCRIPTION: LEEDS FIREARMS AND
TOOL MARKS COMPARISON MICROSCOPE (LCF3)
The following items are offered under Texas CPA
Non-Automated Term Contract, Class 490-M2, Microscopes
and Accessories. Term of contract: December 1, 2022
through May 31, 2023. Delivery 10-120 days ARO.
Minimum order: None. Spot purchase option: $100.00. FOB
destination, dock delivery, freight prepaid and allowed on
orders totaling $200.00 or more to a single destination.
Orders totaling less than $200.00 shipped freight prepaid and
added as a separate item on invoice. Payment terms: Net 30.
Discount from list price as noted in specific contract line
items. Interpretation: Questions concerning terms, conditions
and technical specifications should be directed to Corey
Korn, Texas Comptroller of Public Accounts, Tele:
512-936-5950, Email: corey.korn@cpa.texas.gov
Point of contact at Leeds Instruments, Inc.: Terri Barnett,
Tele: 1-800-444-5333, Fax: 763-546-4369, Email:
purchasing@leedsmicro.com. Contract information available
at http://www.txsmartbuy.com/contracts/view/2046
1 ea 0.00 0.00T
Page 2 of 8
DocuSign Envelope ID: C1D48292-AB69-4E09-8086-578F0E78A7E8
Quote #
12/1/2022
22046
TO:
CORPUS CHRISTI POLICE DEPT
ATTN: BOB MAY
321 JOHN SARTAIN ST
CORPUS CHRISTI, TX 78401
Payment Terms
Net 30
Quote Valid Until
2/28/2023
Shipping Terms
FOB DEST
Respectfully Submitted by:Kevin Boulay, Vice President
www.leedsmicro.com
Total
Sales Tax (0.0%)
(USD)
DescriptionItemQtyU/M Price Total
LCF3 optical system that includes the Leeds’ comparison
bridge designed with high-quality optics that provide a
superior color balanced system, macrozoom optical bodies
with 16:1 zoom ratio, and 1x plan apochromat objectives,
with the following:
- Zoom magnification range of 6x-102x
- 14 Matched magnification click stop positions
- 11 matched magnification positions between 6x and 56x
- ISO 17025:2017 Accredited/NIST Traceable certificate of
magnification matching .
- 22mm Field Number (FN)
- 1X Plan Apochromat objective
- Working distance (WD) 60mm
- Numerical Aperture (NA) 0.15, super depth of focus
- Upright unreversed image
- Built-in aperture diaphragms
- Images can be viewed as 100% right, 100% left, split, or
superimposed image dividing-line controller is easily
adjusted with one hand, allowing the examiner to sweep the
dividing-line from right to left. Dividing line can be
eliminated or adjusted to any desired line width. The same
centrally located control allows any percentage of the right
and left images to be superimposed as well.
- Zoom control on both sides of the bodies
- Outside-zoom knob indicates total magnification
- System is parfocal with the .5X, 1.6X and 2X objectives
carrying the "PF" designation.
LCF3-OCU1.0 1 ea 35,253.00 35,253.00T
U-TTR-2; Widefield trinocular body with tilting eyepiece
tubes. Three position light split selector for 100% Camera,
100% Visual, 50% Visual / 50% Camera can be operated
from either the right or left side. (5° to 35° tilt)
LCF-3-U330 1 ea 3,472.00 3,472.00T
Page 3 of 8
DocuSign Envelope ID: C1D48292-AB69-4E09-8086-578F0E78A7E8
Quote #
12/1/2022
22046
TO:
CORPUS CHRISTI POLICE DEPT
ATTN: BOB MAY
321 JOHN SARTAIN ST
CORPUS CHRISTI, TX 78401
Payment Terms
Net 30
Quote Valid Until
2/28/2023
Shipping Terms
FOB DEST
Respectfully Submitted by:Kevin Boulay, Vice President
www.leedsmicro.com
Total
Sales Tax (0.0%)
(USD)
DescriptionItemQtyU/M Price Total
Widefield focusing 10X eyepiece for UIS optics, high
eyepoint, field number 22, 30mm diameter; with shelf for
24mm diameter reticle ± 5 Diopter adjustment vernier
printed on eyepiece. (was 2-U100H6)
LCF-2-U100H6 2 ea 295.00 590.00T
CROSSWHN10X-1-7; Widefield 10X Crosshair Eyepiece,
high eyepoint, FN 22; 30mm diameter, focusable top lens
with crosshair reticle and alignment pin ± 5 Diopter
Adjustment Vernier printed on eyepiece.
LCF-2-U1026 1 ea 392.00 392.00T
Ergonomic-shaped table top with object roll-off protection
edge. Table is constructed from billet aluminum and is
laminate covered. The station includes the following:
- Table dimensions: 36” x 24”
- Motorized Z-axis column
- Object roll-off protection edge
- Integrated power outlets, providing four switched and four
un-switched receptacles (C13) which supply the same line-in
voltage. Switched receptacles are controlled by the stand-by
power switch, located on the positionable touch pad, which
also toggles the microscope and lighting controls on and off.
- Adjustable height aluminum legs with motorized lead screw
drive for12” (300 mm) table height adjustment, from 26” –
38”.
- Accessory support post (1) which can be positioned over an
18”range, from right to left.
- Universal power supply (100 – 250 VAC, 50 – 60 Hz)
- Positionable touchscreen for operation of z-axis column,
table height, fluorescent lighting, LED spot lighting (if
included), and direct read out (DRO) of motorized stage
position.
- Leg crossbar which can be raised or lowered as needed for
foot rest.
LCF3-STATION 1 ea 15,213.00 15,213.00T
Focus-mount positioner; 4" X-axis range to change the
side-to-side position of the universal bullet holder.
LCF-FOPOS 2 ea 344.00 688.00T
Page 4 of 8
DocuSign Envelope ID: C1D48292-AB69-4E09-8086-578F0E78A7E8
Quote #
12/1/2022
22046
TO:
CORPUS CHRISTI POLICE DEPT
ATTN: BOB MAY
321 JOHN SARTAIN ST
CORPUS CHRISTI, TX 78401
Payment Terms
Net 30
Quote Valid Until
2/28/2023
Shipping Terms
FOB DEST
Respectfully Submitted by:Kevin Boulay, Vice President
www.leedsmicro.com
Total
Sales Tax (0.0%)
(USD)
DescriptionItemQtyU/M Price Total
Stage mount with fine and coarse focus control.LCF3-FFOMT 2 ea 2,321.00 4,642.00T
Horizontal coaxial control X-Y stage, 180mm x 135mm
platform with 50mm X-axis and 77mm Y-axis movement.
Uniform ball-bearing motion.
LCF-STAGE 2 ea 1,856.00 3,712.00T
LCD Measuring scale, inch/metric, .0005"/0.1mm resolution
with bracket kit. Includes ISO 17025:2017 Accredited/NIST
Traceable Certification of Scale Accuracy.
LCF3-SCALE 1 ea 736.00 736.00T
Nylon dust coverLCF-COVER 1 ea 292.00 292.00T
ISO/IEC 17025:2017 accredited calibration, providing
certificates of calibration for magnification matching and all
measurement functions
MS-LCF-ISO 1 ea 0.00 0.00T
SAMPLE HOLDERS
Universal Manipulating Bullet/Shell Holder; with 90 degree
vertical to horizontal positioning range. 360 degree rotating
chuck with as small as .030" wire to as large as a 10-gauge
shotgun shell. This holder allows a shell to be gripped by its
inside, or outside, diameter. It can also grip a shell by the
extraction groove. This unique holder replaces many special
holders, eliminating the additional time required for change
over. Includes a mini-platter for sticky wax mounting.
LCF3-UVLHLR 2 ea 3,956.00 7,912.00T
Set of pin mount pairs, .094", .125", .190", .250".LCF-PINMTS 1 ea 375.00 375.00T
Pin mount holder trayLCF-PMH 1 ea 154.00 154.00T
Third eyepiece holder, attaches to LCF columnLCF-EPH 1 ea 130.00 130.00T
Large ball pivot positioner with an adjustable (tilting) surface
for toolmark examination.
LCF-BPVTL 2 ea 583.00 1,166.00T
Ball pivot vise positioner with adjustable (tilting) jaws for
toolmark examination.
LCF-BPMVISE 2 ea 664.00 1,328.00T
Reflected light holder for document and toolmark
examination. Includes tall adjustable stage clips.
LCF-RFLDOC 2 ea 191.00 382.00T
Wax platen with ball pivot to mount in universal holderLCF-UVWP 2 ea 311.00 622.00T
FLUORESCENT AND LED LIGHTING
Page 5 of 8
DocuSign Envelope ID: C1D48292-AB69-4E09-8086-578F0E78A7E8
Quote #
12/1/2022
22046
TO:
CORPUS CHRISTI POLICE DEPT
ATTN: BOB MAY
321 JOHN SARTAIN ST
CORPUS CHRISTI, TX 78401
Payment Terms
Net 30
Quote Valid Until
2/28/2023
Shipping Terms
FOB DEST
Respectfully Submitted by:Kevin Boulay, Vice President
www.leedsmicro.com
Total
Sales Tax (0.0%)
(USD)
DescriptionItemQtyU/M Price Total
Fluorescent light kit for LCF3 station w/articulating arms.
Fluorescent light pairs: 13W, 5000K, 900 lumens, energy
efficient , “Double U-Tube” quad bar design lamp.
Incorporated into a holder with rotating hood, has a lamp life
of 10,000 hours.
LCF3-FLRKIT 1 ea 1,004.00 1,004.00T
CF13DD/E/850 COMMERCIAL BRAND Quad bulbLCF-CF13DD 2 ea 13.00 26.00T
Fanless 5700K Led cube illuminator light source/LED light
source for use with a fiber optic light guide
LCF-LEDFO 1 ea 895.00 895.00T
LMS-LEDFO Post Mount for LCF3 Station.LCF3-LEDFO-PST 1 ea 103.00 103.00T
Dual 18" gooseneck light guide with 30" flexible fiber
bundle. Mounts directly onto microscope body so that
illuminator unit can be located at some distance from the
microscope stand.
LCF-A08520 1 ea 350.00 350.00T
Diffused spot lensLCF-D8080 2 ea 198.00 396.00T
Focusing spot lensLCF-A08080 2 ea 43.00 86.00T
CAMERA AND ADAPTER
Leeds 5.1 MP CMOS camera with USB3 connection and
High Dynamic Range (HDR) imaging. Sensor size: 11mm
with 2448 x 2048 pixels. Pixel size 3.45 µm. Live image
refresh rate: 23+ FPS at full resolution (60+ FPS with proper
video card). SPOT 5.6 basic software includes digital
imaging software with user logins, full monitor mode, basic
image set-ups, live preview, basic camera control, basic
time-lapse capture, movie export, correct color technology,
basic image enhancement tools, reticle generator, calibration
marks, measurements, annotations, basic report generator,
twain interface for Windows. SPOT 5.6 HDR Module key
included.
LCF-CMOS5-HDR 1 ea 5,565.00 5,565.00T
0.63X C-Mount for OLYMPUS BXLCF-DE63BXC 1 ea 549.00 549.00T
Subtotal 86,033.00
10% Texas State Contract Discount -10.00% -8,603.30
Subtotal 77,429.70
Page 6 of 8
DocuSign Envelope ID: C1D48292-AB69-4E09-8086-578F0E78A7E8
Quote #
12/1/2022
22046
TO:
CORPUS CHRISTI POLICE DEPT
ATTN: BOB MAY
321 JOHN SARTAIN ST
CORPUS CHRISTI, TX 78401
Payment Terms
Net 30
Quote Valid Until
2/28/2023
Shipping Terms
FOB DEST
Respectfully Submitted by:Kevin Boulay, Vice President
www.leedsmicro.com
Total
Sales Tax (0.0%)
(USD)
DescriptionItemQtyU/M Price Total
*****NOTE: Installation, on-site setup and training will be
take 2-3 days for up to 5 examiners at no charge. Should
there be a need to train additional examiners, please advise
before we plan are trip and we will make arrangements to
train them as well, at no charge. Thank you.
$77,429.70
$0.00
Page 7 of 8
DocuSign Envelope ID: C1D48292-AB69-4E09-8086-578F0E78A7E8
TERMS AND CONDITIONS FOR LEEDS LCF AND LCT MODELS
ORDER TERMS AND ACCEPT ANCE : All customer orders are subject to these Terms and Conditions. Any inconsistent or
conflicting terms in any purchase order, or other customer communication, cannot supersede or modify these Terms and
Conditions, and are expressly rejected. All orders are subject to acceptance by Leeds and no provisi on of goods or services
by Leeds will be deemed to be an acc ept anc e of c onf licting or inconsistent terms, or a waiver of thes e Terms and
Conditions.
If the customer is the federal government, a state government, an ag ency of the federal or state government, or a political
subdivision of any state, including, but not limited t o, any county, city, or municipality, these Terms and Con ditions shall be
deemed to be subject to the mandated terms and c onditions of any s aid government as they relate to government
purchases.
Any trans actions with Leeds for products or services will be governed by the laws of the State of Minnesota applicable to
contracts and accepted and to be performed in Minnesota, without regard to applicable c onflicts of law principles. Any
action relating to any Leeds transactions, or these T erms and Conditions, will be brought in the applicable federal or stat e
courts located in Hennepin County, Minnesota. By placing orders with Leeds, each customer irrevoc ably submits to the
jurisdiction and venue of such courts.
SHIPPING: Leeds will attempt to honor special s hipping requests, but reserves the right to select the carrier and manner of
shipment. All shipping and delivery dates provided are estimates only, and customer will pay all applicable shipping and
handling charges. All products are sold and shipped F.O .B. Plymout h, Minnes ota, with title and risk of loss passing to
customer upon tender to carrier.
PRICING AND PAYMENT : P rices and applic able disc ount t erms are subject to change without notice, and orders will be
filled and shipped at prices confirmed on acc eptance. Exc ept as otherwis e quoted by Leeds, pricing is exc lusive of all
applicable sales, use or similar taxes, which will be the sole liability of customer. Without Leeds’ prior written consent,
payment by credit card is not permitted in excess of $5000.
If credit is extended, customer agrees that Leeds will be entitled to c ollect interest on any late payments from date of delivery
at the rate of 8% per annum.
PR ODUCT ACCEPTANC E: In case of any shortage or product damage, customers must notify delivering carrier and Leeds
immediately, and must file a carrier claim within 10 days of rec eipt. Leeds will provide nec ess ary supporting claim
information and documentation on request. Leeds will use best efforts to expedite r eorders for missing or damaged products,
which will also remain subject to Leeds' Terms and Conditi ons.
RETURNS AND CANCELLATIONS: Unused and undamaged non-custom products are the only type of products that may be
returned, provided that the customer has obtained a written return authori zation code from Leeds. All such returns must be
requested within 30 days of product recei pt. Credit for authorized returns will be issued at current price paid, less freight costs
and reasonable restocking fees. Cancellation of orders prior to delivery are subject to the following: i) If items ordered are
Leeds’ stock items, the order canc ellation will be acc epted without charge or penalty, ii) If items ordered are spec ial order
items by Leeds and Leeds has placed a purchase order with the manufacturer, or if the items ordered include Leeds’
customization of products, a reasonable fee may be charged, not to exceed an amount equal to 15% of the customer’s
purchase price.
LIMITED W ARRANTY: Leeds warrants that its LCF Firearms & T oolmarks Comparison Microscope and its LCT Trac e
Evidence Comparison Microscope, will be free from defects in materials and workmanship, under normal use and servic e, for a
period of five years for mechanical or optical defects and one year for electrical, electronic, or wear-related components,
provided, however, that the product is placed, and always kept, in a suitable climate controlled environment that meets
Leeds’ specifications. The warranty shall begin at installation. If any product proves to be defective within the relevant warranty
period, the cus tomer must return the defective product to Leeds.
Leeds Precision Instruments, Inc.
17300 Medina Road, Suite 600
Plymouth, MN 55447-5639
(763) 546-8575
www.leedsmicro.com
Leeds at its sole discretion, will repair, replace, or adjust the defective product, provided that Leeds’ investigation and factory
inspection disclose that such defect developed under normal and proper use and the product is c overed under this limited
warr anty. Repair, replacement, or adjustment of def ective product shall be Leeds’ sole obligation and the customer’s sole
remedy.
Revised 12-4-19
Page 8 of 8
DocuSign Envelope ID: C1D48292-AB69-4E09-8086-578F0E78A7E8
Page 1 of 3
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 Including:
1. Commercial Broad Form
2. Premises – Operations
3. Products/ Completed Operations
4. Contractual Liability
5. Independent Contractors
6. Personal Injury- Advertising Injury
$1,000,000 Per Occurrence
AUTO LIABILITY (including)
1. Owned
2. Hired and Non-Owned
3. Rented/Leased
$500,000 Combined Single Limit
WORKERS’ COMPENSATION
EMPLOYER’S LIABILITY
Statutory
$500,000 /$500,000 /$500,000
C. In the event of accidents of any kind related to this agreement, Contractor must furnish
the Risk Manager with copies of all reports of any accidents within 10 days of the
accident.
DocuSign Envelope ID: C1D48292-AB69-4E09-8086-578F0E78A7E8
Page 2 of 3
II. ADDITIONAL REQUIREMENTS
A. Applicable for paid employees, Contractor must obtain workers’ compensation
coverage through a licensed insurance company. The coverage must be written on a
policy and endorsements approved by the Texas Department of Insurance. The
workers’ compensation coverage provided must be in an amount sufficient to assure
that all workers’ compensation obligations incurred by the Contractor will be promptly
met.
B. Contractor shall obtain and maintain in full force and effect for the duration of this
Contract, and any extension hereof, at Contractor's sole expense, insurance coverage
written on an occurrence basis, by companies authorized and admitted to do business
in the State of Texas and with an A.M. Best's rating of no less than A- VII.
C. Contractor shall be required to submit a copy of the replacement certificate of
insurance to City at the address provided below within 10 days of the requested
change. Contractor shall pay any costs incurred resulting from said changes. All notices
under this Article shall be given to City at the following address:
City of Corpus Christi
Attn: Risk Manager
P.O. Box 9277
Corpus Christi, TX 78469-9277
D. Contractor agrees that with respect to the above required insurance, all insurance
policies are to contain or be endorsed to contain the following required provisions:
• List the City and its officers, officials, employees, volunteers, and elected representatives
as additional insured by endorsement, as respects operations, completed operation
and activities of, or on behalf of, the named insured performed under contract with the
City, with the exception of the workers' compensation policy;
• Provide for an endorsement that the "other insurance" clause shall not apply to the City
of Corpus Christi where the City is an additional insured shown on the policy;
• Workers' compensation and employers' liability policies will provide a waiver of
subrogation in favor of the City; and
• Provide 30 calendar days advance written notice directly to City of any, cancellation,
non-renewal, material change or termination in coverage and not less than 10 calendar
days advance written notice for nonpayment of premium.
E. Within 5 calendar days of a cancellation, non-renewal, material change or termination
of coverage, Contractor shall provide a replacement Certificate of Insurance and
applicable endorsements to City. City shall have the option to suspend Contractor's
performance should there be a lapse in coverage at any time during this contract.
DocuSign Envelope ID: C1D48292-AB69-4E09-8086-578F0E78A7E8
Page 3 of 3
Failure to provide and to maintain the required insurance shall constitute a material
breach of this contract.
F. In addition to any other remedies the City may have upon Contractor's failure to provide
and maintain any insurance or policy endorsements to the extent and within the time
herein required, the City shall have the right to order Contractor to remove the exhibit
hereunder, and/or withhold any payment(s) if any, which become due to Contractor
hereunder until Contractor demonstrates compliance with the requirements hereof.
G. Nothing herein contained shall be construed as limiting in any way the extent to which
Contractor may be held responsible for payments of damages to persons or property
resulting from Contractor's or its subcontractor’s performance of the work covered
under this agreement.
H. It is agreed that Contractor's insurance shall be deemed primary and non-contributory
with respect to any insurance or self insurance carried by the City of Corpus Christi for
liability arising out of operations under this agreement.
I. It is understood and agreed that the insurance required is in addition to and separate
from any other obligation contained in this agreement.
BOND REQUIREMENTS:
No bonds are required for this Agreement.
2021 Insurance Requirements
Ins. Req. Exhibit 4-B
Contracts for General Services – Services Performed Onsite
05/10/2021 Risk Management – Legal Dept.
DocuSign Envelope ID: C1D48292-AB69-4E09-8086-578F0E78A7E8
ATTACHMENT D: WARRANTY REQUIREMENTS
LIMITED WARRANTY: Leeds warrants that its LCF Firearms & Tool marks Comparison Microscope and its LCT Trace Evidence
Comparison Microscope, will be free from defects in materials and workmanship, under normal use and ser vice, for a period of five
years for mechanical or optical defects and one year for electrical, elect ronic, or wear-related components, and provided, however,
that the product is placed, and always kept, in a suitable climate controlled environment that meets Leeds' specifications. The
warranty shall begin at installation. If any product proves to be defective within the relevan t warranty period, the customer must return
the defective product to Leeds.
Leeds PredsKJl1 lnstnrrens, Inc.
17300 Medina Road, Suite 600
Plymouth, MN 55447-5639 (763)
546-8575 www.leedsmicro.com
Leeds at its sole discretion, will repair, replace, or ad just the defective product, provided that Leeds' investigation and factory
inspection disclose that such defect developed under normal and proper use and the product is covered under this limited warranty.
Repair, replacement, or adjustment of defective product shall be Leeds' sole obligation and the cust omer's sole remedy.
Page 1 of 1
DocuSign Envelope ID: C1D48292-AB69-4E09-8086-578F0E78A7E8
AGENDA MEMORANDUM
Action Item for the City Council Meeting of February 21, 2023
DATE: February 21, 2023
TO: Peter Zanoni, City Manager
FROM: Jeff H. Edmonds, P. E., Director of Engineering Services
jeffreye@cctexas.com
(361) 826-3851
Ernesto De La Garza, Director of Public Works
ErnestoD2@cctexas.com
(361) 826-1677
Josh Chronley, CTCD, Assistant Director of Finance & Procurement
joshc2@cctexas.com
(361) 826-3169
CAPTION:
Motion authorizing Amendment No. 2 for a professional services contract with Hanson
Professional Services Inc. to provide additional design for water and wastewater improvements
bid, and construction phase services for the FY 2023 Residential Street Rebuild Program in an
amount of $906,376.50 for a total amount not to exceed $6,158,879.89, located Citywide, with
Fiscal Year 2023 funding available from Water, and Wastewater Funds.
SUMMARY:
This motion authorizes approval of Amendment No. 2 to provide additional design for water and
wastewater improvements, bid, and construction phase services for residential street
reconstruction projects under the Infrastructure Management Plan (IMP) for FY 2022 and FY 2023
construction contracts.
BACKGROUND AND FINDINGS:
The Residential Street Reconstruction Program (RSRP) is a Citywide program that will extend the
life and structural integrity of existing pavement of selected residential streets through
rehabilitation or replacement of failed pavement to current City standards.
Professional Services Contract Amendment No.2
Residential Street Rebuild Program
Currently, the RSRP process calls for the design of a project’s road reconstruction to be performed
by a contractor retained by the Engineering Services Department. Concurrently, the process calls
for the design of the utilities for the same project to be performed by the Utilities Engineering
Design Division or a separate firm retained via a Corpus Christi Water IDIQ contract. Dual design
work is inefficient and causes the potential for delays and schedule changes.
The proposed amendment will consolidate the design of both road reconstruction and utilities
under one engineering firm. This will allow for the RSRP projects to be streamlined with less
logistics and delays.
This professional services amendment will provide additional design for water and wastewater
improvements for design, bid, and construction phase services for the RSRP streets listed on the
for FY 2022 and FY 2023 Infrastructure Management Plan (IMP).
The RSRP streets on the FY 2022 Infrastructure Management Plan (IMP) has a total 43 streets.
The RSRP streets listed on the FY 2023 IMP has a total 23 streets. The estimated construction
cost for the water and wastewater improvements is estimated to be $10 million.
An RFQ for the RSRP FY 2024-2026 has been advertised and the Statement of Qualifications
are under review.
PROJECT TIMELINE:
Project schedule reflects City Council award in February 2023 with anticipated design completion
by June 2023 with construction to begin in July 2023.
COMPETITIVE SOLICITATION PROCESS
Hanson Professional Services Inc. was selected for design of the RSRP streets in February 2019
under RFQ 2018-10. RSRP was one of 32 selections that were announced under the
Transportation Category of the RFQ. Fifteen firms submitted under the Transportation Category
and 13 firms were selected. Hanson Professional Services Inc. was one of the highest ranked
firms in the Transportation Category and the RSRP project was their first highest stated
preference.
The selection committee with representatives from the Streets Department and Engineering
Services ranked Hanson Professional Services Inc., qualifications based on five factors: 1)
experience of the firm, 2) experience of the key personnel with specific experience with multiple
Bond Street programs and local utilities, 3) project approach and management plan, 4) capacity
to meet the project requirements and timelines, and 5) past performance.
Hanson has completed other projects for the City, to include Staples Street from Morgan to
Leopard, Staples Street from Kostoryz to Baldwin, Gollihar from Weber to Staples, and Williams
Drive from Rodd Field to Airline.
ALTERNATIVES:
Council could choose not to approve Amendment No. 2 but this would delay the project and
conflict with City Council’s goal to expedite street projects.
FISCAL IMPACT:
The fiscal impact in FY 2023 is an amount of $906,376.50 with funding available from the
Wastewater and Water Funds.
FUNDING DETAIL:
Fund: Water (Fund 4480)
Department: Water Distribution System (Dept 45)
Organization: Engineering Services (Org 89)
Project No.: Residential Street Rebuild Program (Project# 18164A)
Account: Outside Consultants (Design) (Account #550950)
Activity: 18164-A-4480-EXP
Amount: $453,188.25
Fund: Wastewater (Fund 4259)
Department: Wastewater Collection System (Dept 46)
Organization: Engineering Services (Org 89)
Project No.: Residential Street Rebuild Program (Project# 18164A)
Account: Outside Consultants (Design) (Account #550950)
Activity: 18164-A-4259-EXP
Amount: $453,188.25
OVERALL TOTAL $906,376.50
RECOMMENDATION:
Staff recommends award of a contract to Hanson Professional Services Inc. to provide design,
bid, and construction phase services for water and wastewater for Residential Street Rebuild
Program, located throughout the City in the amount of $906,376.50 for a total amount not to
exceed $6,158,879.89.
LIST OF SUPPORTING DOCUMENTS:
Location and Vicinity Map
Contract
CIP Page
PowerPoint - RSRP
Hanson Professional Services Inc.
4501 Gollihar Road
Corpus Christi, TX 78411
(361) 814-9900
Fax: (361) 814-4401
www.hanson-inc.com
January 10, 2023
Mr. Jeff Edmonds, P.E.
Director of Engineering Services
City of Corpus Christi
PO Box 9277
Corpus Christi, TX 78469-9277
Re: Scope of Services
Residential Street Rebuild – Contract Amendment 2
City Project No. Bond 2018, 18164A
Dear Mr. Edmonds,
On behalf of Hanson we would like to thank you for the opportunity to continue to assist
the City with the completion of this program. The basic scope of the project includes the
re-construction and rehabilitation of numerous streets throughout the City. The original
construction budget included a two year program funded by Bond 2018 Funds, City Street
Funds and City Utility Funds. During the course of completing the project Hanson was
requested to provided additional services related to the Year One and Year Two scope.
These additional services where approved through Amendment 1. Hanson has again
been requested to provide additional services which include the issuance of a separate
bid package, changing the bid package format and including the full replacement of water
and sewer utilities on a majority of the streets.
Additional Amendment 2 Items
1. Hanson was previously authorized to proceed with the completion of Delivery
Orders for sixteen street sections identified by the City. The design was proceeding
and each section was partially completed in accordance with the DO delivery
process. At the request of the City, these sections will now be transitioned from the
DO design process to be part of a conventional design process for a
Bid/Construction set and included as part of a larger bid packet to be issued early
2023.
2. Utility replacement will be added to the scope of work for the identified roadways.
The new construction drawings will now include the full design and replacement of
existing utilities including water, wastewater, and some storm sewer.
3. The final deliverable for bids will include all the Street Improvements, ADA/Sidewalk
and the utilities.
Mr. Jeff Edmonds, P.E.
Director of Engineering Services
City of Corpus Christi
January 10, 2023
Hanson proposes to complete the additional services under Amendment 2 for a fee of
$906,376.50 with a re-stated total fee of $6,158,879.89. Attached is Exhibit “A”
summarizing the scope of work as well as Summary of Fees and the proposed project
schedule.
We thank you for this opportunity and look forward to working with you on this project.
Sincerely,
Hanson Professional Services Inc.
Wilfredo Rivera, Jr., P.E.
Vice-President
Mr. Jeff Edmonds, P.E.
Director of Engineering Services
City of Corpus Christi
January 10, 2023
SUMMARY OF FEES
Fee for Basic Services Year 1 and Year 2 Amend. No.1 Amend. No.2 Contract Sub-Total
1. Preliminary Phase Total -$
a. Year One 175,075.11$ $ - $ - 175,075.11$
b. Year Two 102,821.89$ $ 95,365.00 $ - 198,186.89$
2. Design Phase (Bid Set for new 21 Streets)81,208.00$ $ 701,043.50 $ 653,065.50 1,435,317.00$
3. Bid Phase 24,690.00$ $ 40,098.00 $ 23,046.00 87,834.00$
4 Construction Phase (DO PREPARATION)
a. Year One 1,371,218.94$ -$ $ - 1,371,218.94$
b. Year Two 805,319.06$ 401,781.00$ $ - 1,207,100.06$
5. Construction Administration
a. Year One (Time and Materials)126,000.00$ -$ $ - 126,000.00$
b. Year Two (Optional Time and Materials)74,000.00$ 151,519.50$ $ 79,775.50 305,295.00$
SUB-TOTAL BASIC SERVICES 2,760,333.00$ 1,389,807.00$ 755,887.00$ 4,906,027.00$
ADDITIONAL SERVICES
1. Topographic Surveying (Full blown Topo, Utilities, Etc.)
a. Year One 271,555.20$ -$ $ - 271,555.20$
b. Year Two 159,484.80$ 461,182.50$ $ 45,905.50 666,572.80$
2. Public Outreach
a. Year One 45,703.66$ $ - $ - 45,703.66$
b. Year Two 26,841.83$ 31,290.00$ $ - 58,131.83$
3 ADA Permitting
a. Year One 26,794.15$ $ - $ - 26,794.15$
b. Year Two (Optional)15,736.25$ 19,711.00$ $ - 35,447.25$
4. Additional DO preparation (20 Sheets, Optional)52,140.00$ (52,140.00)$ $ 104,584.00 104,584.00$
5. Warranty Period
a. Year One 19,318.32$ $ - $ - 19,318.32$
b. Year Two 11,345.68$ 13,400.00$ $ - 24,745.68$
Additional Survey
Non Billable
Sub-Total Additional Services 628,919.89$ 473,443.50$ 150,489.50$ 1,252,852.89$
Total Authorized Fee 3,389,252.89$ 1,863,250.50$ 906,376.50$ 6,158,879.89$
BOND 2018 RESIDENTIAL STREET (RSRP) CITY PROJECT 18164A
Hanson Professional Services #18L0316A (01/10/23)
Mr. Jeff Edmonds, P.E.
Director of Engineering Services
City of Corpus Christi
January 10, 2023
SUMMARY OF SCOPE
AMENDMENT 2
SCOPE OF WORK
The scope will supplement the existing residential roadway program under contract. The
requirements under the original contract remain in place. The intent of this supplemental program
is to issue two Bid Packets that will be prepared for awarding two contracts. The City has
requested that Utility replacement be added to the scope of work. The scope provides a
summary of the additive scope, and the intent is to issue the following Bid Packets.
Base Bid I – Street Reconstruction/Rehabilitation
Base Bid J – Street Reconstruction/Rehabilitation, Including Utility Replacement
Basic Services:
Preliminary Phase
1. There will not be any preliminary phase services. An ELR is not part of the scope. The
scope of work will be assessed during the design phase coordination.
Design Phase (Two Bid Sets)
1. Project Meetings with City staff will be held at key milestones. The initial meeting will be
to discuss the formatting required for the Plans and Specifications. Follow up meetings
will be conducted to review the 90% and Final Submittal.
2. Submit the draft documents to the designated City staff for review and comment.
Including a 90% and Final submittal. The bid plan set will include approximately 486 plan
sheets.
3. Update the draft plan submittal based on City Staff feedback. Submit the final bid
package for approval.
4. Prepare a set of plans and specifications that will be utilized by the City for bidding in
order to issue two (2) contracts.
Bidding Phase-(Two Separate Bid Packets)
Assist with the Bidding process, consisting of attending pre-bid meetings, bid openings,
addressing questions and issuing addenda and recommending award. Provide documents
required for CivCast.
a) Participate in the pre-bid conference to discuss scope of work and to answer scope
questions.
b) Review all questions concerning the bid documents and prepare any revisions to
the plans, specifications, and bid form that are necessary.
Mr. Jeff Edmonds, P.E.
Director of Engineering Services
City of Corpus Christi
January 10, 2023
c) Assist with the evaluation of bids; analyze bids, and make recommendation
concerning award of the contract.
d) Assist with the review of the Contractor’s Statement of Experience and confirm it
meets Contract requirements.
e) For bids over budget, the A/E will confer with City staff and provide and, if
necessary, make such revisions to the bid documents as the City staff deems
necessary to re-advertise the Project for bids.
f) Provide two (2) hard copy sets and one (1) electronic set of conformed drawings
and conformed Contract Documents (PDF and original format [CAD/Word/etc.])
to the City.
Construction Phase – Two Contracts
The A/E will perform contract administration to include the following:
a) Participate in pre-construction meeting conference and provide a recommended
agenda for critical construction activities and elements impacting the project.
b) Review Contractor submittals and operating and maintenance manuals for
conformance to Contract Documents.
c) If requested by the City, review and interpret field and laboratory tests.
d) Provide interpretations and clarifications of the Contract Documents for the
Contractor and authorize required changes, which do not affect the Contractor’s
price and are not contrary to the general interest of the City under the Contract as
requested by the Owner’s Authorized Representative (OAR).
e) Make periodic 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) Provide interpretations and clarifications of the plans and specifications for the
Contractor and recommendations to the City for minor changes which do not affect
the Contractor’s price and are not contrary to the general interest of the City under
the Contract as requested by the OAR
g) Attend final inspection with City staff, provide punch list items to the City’s
Construction Engineers for Contractor completion, and provide the City with a
Certificate of Completion for the Project upon successful completion of the Project.
h) Review Contractor-provided construction “red-line” drawings. Prepare Project
Record Drawings and provide a reproducible set and electronic file (both PDF and
AutoCAD r.14 or later) within one (1) month of receiving the Contractor’s red-line
drawings. All drawings shall be CADD drawn using dwg format in AutoCAD, and
graphics data will be in .dxf format with each layer being provided in a separate file.
Mr. Jeff Edmonds, P.E.
Director of Engineering Services
City of Corpus Christi
January 10, 2023
Attribute data will be provided in ASCII format in tabular form. All electronic data
will be compatible with the City GIS system. The Record Drawings should
incorporate the Contractor’s red-lines and identify all changes made during
construction. The Drawing Cover and each sheet should be clearly identified as
the Record Drawing and should indicate the basis and date.
i) When requested by the OAR, assist in addressing Request for Information (RFI)
submitted by the Contractor.
The City staff will:
a) Prepare applications/estimates for payments to Contractor.
b) Conduct the final inspection with the Engineer.
Additional Services:
1. Permit Preparation. Furnish the City all engineering data and documentation necessary for all
required permits. The A/E will prepare this documentation for all required signatures. The A/E
will prepare and submit identified permits as applicable to the appropriate local, state, and
federal authorities, including:
a) NPDES Permit/Amendments (including SSC, NOI NOT)
b) Texas Department of Licensing and Regulation (TDLR)
c) TxDOT permitting
1. Topographic and Right-of-Way (ROW) Survey. All work must comply with Category 1-A,
Condition I specifications of the Texas Society of Professional Surveyors’ Manual of Practice
for Land Surveying in the State of Texas, latest edition. All work must be tied to and in
conformance with the City’s Global Positioning System (GPS) control network. All work must
comply with all TxDOT requirements as applicable. Include references tying Control Points to
a minimum of two (2) registered NGS Benchmark Monuments in the vicinity of the Project that
will not be disturbed by construction. Survey sheets shall be sealed, provided to the City and
included in the bid document plan set.
a) Establish Horizontal and Vertical Control.
b) Establish both primary and secondary horizontal/vertical control.
c) Set project control points for Horizontal and Vertical Control outside the limits of area that
will be disturbed by construction.
d) Horizontal control will be based on NAD 83 State plane coordinates (South Zone), and the
data will have no adjustment factor applied – i.e. – the coordinate data will remain in grid.
e) Vertical control will be based on NAVD 88.
f) All control work will be established using conventional (non-GPS) methods. Perform
topographic surveys to gather existing condition information.
g) Locate proposed soil/pavement core holes as drilled by the City’s Geotechnical
Engineering Consultant.
h) Obtain x, y, and z coordinates of all accessible existing wastewater, storm water, water, IT
and gas lines as well as any other lines owned by third-parties and locate all visible utilities,
Mr. Jeff Edmonds, P.E.
Director of Engineering Services
City of Corpus Christi
January 10, 2023
wells and signs within the apparent ROW width along project limits. Survey shall include
utility marking from the Texas 811 request.
i) Open accessible manholes and inlets to obtain information on structure invert, type, and
size, and all related pipe size, type, invert, orientation, and flow direction.
j) Everything up to and including Level B subsurface engineering (SUE) is to be included in
Topographic Survey. Surveying services related to Level A SUE are not included in
Topographic and ROW Survey services but shall be provided as part of the scope of work
for SUE below, if needed.
k) Locate existing features within the apparent ROW.
l) Locate and identify trees, at least five inches in diameter, and areas of significant landscape
or shrubs within the apparent ROW.
m) Generate electronic planimetric base map for use in project design.
n) Obtain finished floor elevations of critical and habitable structures along the roadway
corridor as needed to certify drainage design criteria are met.
o) The survey should not stop at the property line but should extend beyond the property line
as needed to pick up features and surface flow patterns in the vicinity of the Project that
could potentially impact the design or be impacted by the construction. This includes
features such as existing swales or ditches, foundations, loading docks/overhead doors,
driveways, parking lots, etc.
p) Research plats, ROW maps, deed, easements, and survey for fence corners, monuments,
and iron pins within the existing ROW and analyze to establish existing apparent ROW.
q) Provide a preliminary base map containing apparent ROW, which will be used by the A/E
to develop the proposed alignment and its position relative to the existing and proposed
ROW. This preliminary base map must show lot or property lines, addresses, and
significant business/facility names.
2. Public Involvement. Participate in public meetings (3 hours per meeting). It is anticipated that
one public meeting will be held in each of the five City Districts for a total of five (5) public
meetings. Hanson will prepare required exhibits for meetings. The City will schedule and
coordinate the agenda and presentation material for the public meetings and prepare and mail
out all notices for the meetings to the affected stakeholders.
The City will provide all public outreach and citizen/stakeholder coordination during the design
and construction of the project including one-on-one stakeholder meetings. Hanson staff will
be available to coordinate with residents/property owners during design when warranted and
requested by City Staff. If the proposed improvements will affect a homeowners landscaping,
property, or ADA accessibility, Hanson would be available to discuss the improvements along
with a City Inspector with the property owner.
3. Additional DO preparation (20 Sheet, Allowance), It is anticipated that the final scope of work
may change based on existing conditions, funding or other City Priorities. This item will be
used to supplement the basic services as needed and as approved by the City Project
Manager.
4. Construction Observation Services. (NOT AUTHORIZED) To be Determined
5. Warranty Phase. Provide a maintenance guaranty inspection toward the end of the one-year
period after acceptance of the Project. Note defects requiring contractor action to maintain,
Mr. Jeff Edmonds, P.E.
Director of Engineering Services
City of Corpus Christi
January 10, 2023
repair, fix, restore, patch, or replace improvement under the maintenance guaranty terms of
the contract. Document the condition and prepare a report for the City staff of the locations
and conditions requiring action, with its recommendation for the method or action to best
correct defective conditions and submit to City Staff. Complete the inspection and prepare the
report no later than sixty (60) days prior to the end of the maintenance guaranty period.
37
37
181
77
CITY COUNCIL EXHIBIT
CITY OF CORPUS CHRISTI, TEXAS
DEPARTMENT OF ENGINEERING SERVICES
RESIDENTIAL STREET REBUILD PROGRAM
Project Number: 18164A
N
RESIDENTIAL STREET REBUILD PROGRAM
DISTRICT 5
DISTRICT 4DISTRICT3
DISTRICT 2
DISTRICT 1
N
CITY COUNCIL EXHIBIT
CITY OF CORPUS CHRISTI, TEXAS
DEPARTMENT OF ENGINEERING SERVICES
RESIDENTIAL STREET REBUILD PROGRAM
Project Number: 18164AVICINITY MAP
NOT TO SCALE
CITYWIDE PROJECT
Capital Improvement Plan
City of Corpus Christi, Texas
2022 thru 2024
Description
Residential Street Rebuild Project will include new pavement and limited curb and gutter, sidewalk, ADA compliant curb ramps and signage. For
an individual residential streets projects listing please go to https://RSRP.cctexas.com
Justification
Consistency with the Comprehensive Plan; Policy Statements pp. 25-32; Transportation Master Plan. This project will improve the road and
accommodate heavier traffic flows and provide a safer driving experience.
Budget Impact/Other
An assessment is completed each year to determine the funding needed.
Project # 18164
Project Name Residential Streets
Category Street-Rehabilation
Status Active
TotalPrior Years 2022 2023 2024Expenditures
46,056,10716,596,107 9,820,000 9,820,000 9,820,000Construction/Rehab
7,680,2283,300,228 1,460,000 1,460,000 1,460,000Design
11,157,2764,031,742 2,375,178 2,375,178 2,375,178Storm Water-St.
45,65718,897 8,920 8,920 8,920WasteWater-St
913,892378,248 178,548 178,548 178,548Water-St.
17,5007,243 3,419 3,419 3,419Gas-St.
2,235,7361,155,736 360,000 360,000 360,000Eng, Admin Other Estimated
25,488,201 14,206,065 14,206,065 14,206,065 68,106,396Total
TotalPrior Years 2022 2023 2024Funding Sources
10,550,00010,550,000G.O. Bond 2018
45,502,0719,502,071 12,000,000 12,000,000 12,000,000Residential St.(Property Tax)
12,054,3255,436,130 2,206,065 2,206,065 2,206,065Revenue Bonds
25,488,201 14,206,065 14,206,065 14,206,065 68,106,396Total
Department Public Works
Contact Director of Public Works
Priority 2 Critical- Asset Condition
Type Recondition/Longevity
Useful Life 25 years
206
Capital Improvement Plan
City of Corpus Christi, Texas
2023 thru 2025
Description
Residential Street Reconstruction Project will include new pavement and limited curb and gutter, sidewalk, ADA compliant curb ramps and
signage. For an individual residential streets projects listing please go to https://www.cctexas.com/imp.
Additional funding was approved in 2022 with residual savings from completed / closed bond projects (Project #22025).
Project #22025 / 23010
Justification
This project will replace aging utilities where applicable, improve the road to accommodate heavier traffic flows and provide a safer driving
experience.
Budget Impact/Other
An assessment is completed each year to determine the funding needed.
Project Name Residential Streets Reconstruction Program FY2023
Type Reconditioning-Asset Longevity
Useful Life 25 years
Department Public Works
Status Active
TotalPrior Years 2023 2024 2025Expenditures
18,932,94518,932,945
2,729,686
2,176,201 787,937
818,905
2,446,974
682,421
734,092
136,484
611,743
3,246,186
122,348
2,964,138
324,875 2,921,311
Construction/Rehab
Design
Storm Water-St.
WasteWater-St
Water-St.
Gas-St.
Eng, Admin Reimbursements
2,953,415 26,557,350 29,510,765Total
TotalPrior Years 2023 2024 2025Funding Sources
4,479,2954,031,366G.O. Bond 2018
19,972,3991,997,240 17,975,159Residential St.(Property Tax)
5,059,0714,550,825Revenue Bonds
2,953,415 26,557,350 29,510,765Total
447,929
Contact Director of Public Works
Priority 2 Critical- Asset Condition\longevity
14,136
70,678
84,813
282,712
508,246
Category Street-Rehabilitation
Council Presentation
February 21, 2023
18164A: Residential Street Rebuild
Program Contract Amendment #2
1
2
Project Location
3
Project Scope
A brief summary of proposed activities is as follows:
Water and Wastewater Improvement for Residential Street
Rebuild Program
•Design
•Construction Phase Services
4
Project Schedule
Project schedule reflects City Council award in
February 2023 with anticipated design completion by
June 2023 with construction to begin in July 2023.
AGENDA MEMORANDUM
Action Item for the City Council Meeting of February 21, 2023
DATE: February 14, 2023
TO: Peter Zanoni, City Manager
FROM: Jeff H. Edmonds, P. E., Director of Engineering Services
jeffreye@cctexas.com
(361) 826-3851
Ernesto De La Garza, P. E., Director of Public Works
ErnestoD2@cctexas.com
(361) 826-1677
Josh Chronley, CTCD, Assistant Director of Finance & Procurement
joshc2@cctexas.com
(361) 826-3169
CAPTION:
Motion authorizing the approval of Change Order No. 1 with Haas-Anderson Construction, LLC.,
Texas, for Infrastructure Management Program projects in an amount of $2,510,043.95 for a total
amount of $12,550,219.75, located city-wide with funding available through the Street
Preventative Maintenance Program (SPMP), Street, Storm Water, Water, Wastewater and Gas
Funds.
SUMMARY:
This change order authorizes additional funding of $2,510,043.95 and an additional 180 calendar
days to complete the backlog of in-house residential street projects as part of the FY 2021 SPMP.
The additional funds will allow the contractor to complete 11 residential street repair projects.
BACKGROUND AND FINDINGS:
This project is the continuation of the City Council approved 5-year Infrastructure Management
Plan’s (IMP) Street Preventative Maintenance Program (SPMP). This program is entering the
third year (Fiscal Year 2023). However, 11 streets on the FY 2021 in-house program require
heavy flatwork and pavement reconstruction that will slow the production rate of the City’s in-
house crews. The approval of this action item will allow for these 11 reconstruction projects to be
Construction Change Orders
Street Preventative Maintenance Program (SPMP)
completed while freeing up in-house crews to complete 18 street rehabilitation projects totaling
8.7 miles.
The construction contract includes a variety of work items associated with roadway maintenance.
General requirements of the contract include traffic control and pavement markings. Street
improvement construction includes subgrade and base repair, pavement milling, and installing
hot mix asphaltic concrete. Minor utility improvements such as wastewater and storm water
manhole ring and cover adjustment, water valve cover adjustment, and gas valve cover
adjustment will also be required as part of the program. Concrete activities such as curb and
gutter, sidewalk and driveway installation are also included.
PROJECT TIMELINE:
This Change Order No. 1 will authorize an additional 180 calendar days to the construction
contract, and list 19 streets to be changed from original contract (11 added and 8 removed
streets). Work listed on the contract is ongoing and will now have an anticipated substantial
completion date of the project is September 2023.
ALTERNATIVES:
City Council could choose not to approve the Change Order No. 1. By not awarding the Change
Order, projects listed on the SPMP would be delayed and conflict with the City Council’s goal to
expedite street projects.
FISCAL IMPACT:
The fiscal impact for the FY 2023 is an amount of $2,510,043.95 with funding available from Street
Preventative Maintenance Program, Program Reserves, Water, Wastewater and Gas Utilities.
FUNDING DETAIL:
Fund: Street - Streets (Fund 1041)
Department: Street Pavement Maintenance (DEPT 33)
Organization: Street Preventative Mant Program (Org 12415)
Project No.: Street Preventative Maintenance Program FY 2022 (21113)
Account: Construction (550910)
Activity: 21113-1041-EXP
Amount: $2,377,700.98
Fund: Storm Water- StrmWtr 2021 CI (Fund 4533)
Department Drainage Infrastructure (DEPT 47)
Organization: Engineering Services (Org 89)
Project No.: Street Preventative Maintenance Program FY 2022 (21113)
Account: Construction (550910)
Activity: 21113-4533-EXP
Amount: $38,781.74
Fund: Wastewater- Wastewater 4200 (Fund 4200)
Department: Wastewater Collection System (DEPT 46)
Organization: Wastewater Collection Major Maint&Rpr (Org 33410)
Project No.: Street Preventative Maintenance Program FY 2022 (21113)
Account: Construction (550910)
Activity: 21113-4200-EXP
Amount: $41,879.49
Fund: Water- Water Fund 4010 (Fund 4010)
Department: Distribute Water (DEPT 45)
Organization: Treated Water Delivery System (Org 31520)
Project No.: Street Preventative Maintenance Program FY 2022 (21113)
Account: Construction (550910)
Activity: 21113-4010-EXP
Amount: $41,294.49
Fund: Gas- Gas Fund 4130 (Fund 4130)
Department: Gas Distribution System (DEPT 11)
Organization: Gas Construction (Org 34130)
Project No.: Street Preventative Maintenance Program FY 2022 (21113)
Account: Construction (550910)
Activity: 21113-4130-EXP
Amount: $10,387.25
Overall Total $2,510,043.95
RECOMMENDATION:
The fiscal impact for the FY 2023 is an amount of $2,510,043.95 with funding available from the
Street, Storm Water, Water, Wastewater and Gas Funds.
LIST OF SUPPORTING DOCUMENTS:
Location and Vicinity Map
21113-Street Preventative Maintenance Program (SPMP) FY2023 Change Order No. 1
CIP Page
PowerPoint - SPMP
DISTRICT 4
DISTRICT 1
DISTRICT 3
DISTRICT 5
DISTRICT 2
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Text
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Miles
SPMP
LABE LS ST RE E T NAME FRO M T O
1 SH ELT O N CO X C I R D EAD E ND
2 BRO O KSI D E BRO O KHAVE N CO UNT RY D A W N
3 CO UNTRY D AW N BRO O KSI D E SUNNY VI LLE
4 D ENVE R RO SSI TE R RO PES
5 MO NI T O R PA D RE I SLA ND MCARD LE
6 MA NSH E I M O RC HI D D EAD E ND
7 JUA RE Z CAST E NO N SALA ZA R
7 SA LA ZA R JUA RE Z PRE SC O T T
7 GARD EN PRE SCO TT VEST AL
7 PRE SCO TT T RO JA N SALA ZA R
7 PRE SCO TT SA LAZA R GO LLI HAR
LABE LS ST RE E T NAME FRO M T O
A A QUA RI US T O PSA I L W H I TEC A P
B A QUA RI US CO MMO D O RES D A SM A RI NAS
C SA ND E RS GRA ND JUNCT I O N SARA TO GA
D MI D D LE BRO A D W A Y SCH A T ZE LL LA W RENCE
E SCH A T ZE LL SH O RE LI NE LO W E R BRO AD W AY
F LAW RE NC E LO W E R BRO AD W AY SH O RELI NE
F LAW RE NC E SH O RE LI NE T -H E A D
F LAW RE NC E T -HEAD T -H E A D
D ELE TED ST REE T S
A D D E D STRE ETS
PROJECT:(NON-IDIQ SPMP) Street Preventative Maintenance Program FY 2022 CHANGE ORDER NO:
CONTRACTOR:Haas-Anderson Construction, LLC.CHANGE ORDER DATE:
ENGINEER:COCC - Public Works PROJECT NUMBER:
PROJECT MANAGER:Dazhi Sun ORIGINAL CONTRACT TIME:365 CD's
OPERATING DEPT.:Streets - Public Works
ADDITIONS Quantity Unit Unit Price
INCREASE CONTRACT VALUE
-Increase Contract Value: Street Funds 1 LS $ 2,377,700.98
-Increase Contract Value: Stormwater Funds 1 LS $ 38,781.74
-Increase Contract Value: Water Funds 1 LS $ 41,294.49
-Increase Contract Value: Wastewater Funds 1 LS $ 41,879.49
-Increase Contract Value: Gas Funds 1 LS $ 10,387.25
Additional Contract Time Due To: Scope of Work 180 DAY $ -
Additions Total:
DELETIONS
none
1 n/a 0 LS $ -
Deletions Total:
Additional Calendar Days requested 180 NET TOTAL OF THIS CHANGE ORDER:
Why was this Change necessary:
Original Contract Amount
Maximum Change Order Contingency Amount (25%)
Remaining Available Contingency Amount (including this CO)
Previously Approved Change Order Amount
Proposed Change Order Amount
Revised Contract Amount
Percent of Total Change Orders (including this CO)
Original Contract Time for Substantial Completion CD's
Notice to Proceed Date
Original Substantial Completion Date
Previously Approved Change Order Time CD's
Additional Time on This Change Order CD's
Revised Contract Time for Substantial Completion CD's
Revised Substantial Completion Date
REVIEWED BY:Initial Date REQUESTED BY:Haas-Anderson Construction, LLC.
Eng. Proj. Specialist Jana Rodriguez n/a n/a
Constr. Supervisor Amie Wojtasczyk ADW
Constr. Inspector Steve Waggener S. W.n/a
Constr. Sr. Project Mgr.Ruben Barrera R. B.n/a Jake Voss Date
title
FUND:FUND:ACCOUNT:ACCOUNT:ACTIVITY:ACTIVITY:AMOUNT:AMOUNT:
funding requested 1/11/23 funding requested 1/11/23
RECOMMENDED BY:
Brett Van Hazel Date
Construction Engineer
APPROVED BY:n/a
Kent McIlyar Date ($50,000.00 - $99,999.99)Neiman Young Date
Assistant City Attorney Assistant City Manager
initials
RECOMMENDED BY:Legistrar No.
Kamil Taras Date
Management and Budget Designee Council Date
tentative Council date pending
APPROVED BY:ATTEST:
Jeff H. Edmonds Date (Council)Rebecca Huerta Date
Director of Engineering Services (≥ $100,000.00 or ≥ 25%)City Secretary
$0.00 $0.00
xxxx-xxxxxxxxxxxxxxxxxxxxx-xx-xxxx-xxx xxxxxx-xx-xxxx-xxx
APPROVED AS TO
FORM:
CITY OF CORPUS CHRISTI
xxxxxx xxxxxxxxxxxx-xx-xxxx-xxx xxxxxx-xx-xxxx-xxx
xxxx-xxxxxxx-xxx GASWASTEWATER
$0.00 $0.00
STREET/STORMWATER WATERxxxx-xxx
CITY OF CORPUS CHRISTI
ENGINEERING SERVICES
CHANGE ORDER
$ -
$ 2,510,043.95
$ 2,377,700.98
$ -
$ 41,879.49
$ 10,387.25
1
revised 01/11/23
$ 2,510,043.95
180
545
$ -
$ 2,510,043.95
$ 12,550,219.75
25.00%
365
3/14/2022
3/14/2023
0
9/10/2023
This Contract Modification represents Final Adjustment for any and all amounts due or to become due to Contractor for changes referred to herein. Contractor further releases all other claims, if
any (except those claims previously submitted in writing in strict accordance with the Contract), for additional compensation under this Contract, including without limitation any rights Contractor
may have for additional compensation arising out of delays or disruption of Contractor's schedule as may have arisen prior to the date of this Contract Modification. Unless otherwise expressly
provided herein, the time of completion and all other terms and conditions of the Contract remain unchanged.
21113
$ -
$ 10,040,175.80
$ 2,510,043.95
$ -
Make the following additions, modifications or deletions to the work described in the Contract Documents:
Total
$ 41,294.49
$ 38,781.74
In an effort to complete the backlog of in-house residential street projects Public Works has requested that the contract capacity be increased by the 25% statutory limit. The additional funds will allow the
contractor to complete 11 residential street repair projects.
n/a
Authorized
By Council
Capital Improvement Plan
City of Corpus Christi, Texas
2022 thru 2024
Description
Street Preventative Maintenance Program will include new pavement and limited curb and gutter, sidewalk, ADA compliant curb ramps and
signage. A new project number will be assigned each fiscal year to account for expenses. For an individual residential streets projects listing
please go to https://www.cctexas.com/imp
Project #21113
Justification
Consistency with the Comprehensive Plan; Policy Statements pp. 25-32; Transportation Master Plan. This project will improve the road and
accommodate heavier traffic flows and provide a safer driving experience.
Budget Impact/Other
On an annual basis, operational costs for this program are reevaluated and assessed as new constructed streets are added to the maintenance
program.
Project Name Street Preventative Maintenance Program
Category Street-Rehabilation
Status Active
TotalPrior Years 2022 2023 2024Expenditures
94,764,43162,844,431 10,640,000 10,640,000 10,640,000Construction/Rehab
7,815,1614,935,161 960,000 960,000 960,000Design
1,133,475533,475 200,000 200,000 200,000Storm Water-St.
995,299695,299 100,000 100,000 100,000WasteWater-St
473,902173,902 100,000 100,000 100,000Water-St.
376,466226,466 50,000 50,000 50,000Gas-St.
1,914,654714,654 400,000 400,000 400,000Eng, Admin Reimbursements
70,123,388 12,450,000 12,450,000 12,450,000 107,473,388Total
TotalPrior Years 2022 2023 2024Funding Sources
2,065,9272,065,927G.O. Bond 2016
1,093,2471,093,247G.O. Bond 2018
2,979,1421,629,142 450,000 450,000 450,000Revenue Bonds
101,335,07265,335,072 12,000,000 12,000,000 12,000,000Street Fund
70,123,388 12,450,000 12,450,000 12,450,000 107,473,388Total
Department Public Works
Contact Director of Public Works
Priority 2 Critical- Asset Condition
Type Recondition/Longevity
Useful Life 25 years
231
Council Presentation
February 21, 2023
Street Preventative Maintenance Program
(SPMP) FY2022
Change Order No. 1
1
2
Project Location
3
Project Scope
Motion authorizing the approval of Change Order No. 1 with Haas-Anderson Construction,
LLC., Texas, for 11 residential street projects, in an amount of $2,510,043.95 for a total
amount not to exceed $12,550,219.75, and additional 180 calendar days for substantial
completion, as part of the Street Preventative Maintenance Program FY2022 located city-
wide with funding available through Streets and Utilities with ADA improvement funds from
Bond 2022 budget and in the Street Preventative Maintenance Program.
This change order authorizes additional funding and time to complete the backlog of in-
house residential street projects. Public Works has requested that the contract capacity be
increased by the 25% statutory limit. The additional funds will allow the contractor to
complete 11 residential street repair projects.
4
Project Schedule
Change Order No. 1 will authorize an additional 180 calendar days to
construction contract. The anticipated substantial completion date of the project
is September 2023.
DATE: February 8, 2023
TO: Peter Zanoni, City Manager
FROM: Heather Hurlbert, CPA, CGFO Director of Finance & Procurement
heatherh3@cctexas.com
361-826-3227
CAPTION:
Motion authorizing the Fourth Amended and Restated Management Services Agreement
between the Corpus Christi Area Convention and Visitors’ Bureau ("VCC") and the City of Corpus
Christi, which includes amendments to the VCC bylaws.
SUMMARY:
The purpose of this item is to authorize the fourth amendment to the restated Management
Service Agreement last amended May 17, 2022 to provide amendments to the board composition
and to reflect best practices by moving procedural items to a separate rules of procedure
document.
BACKGROUND AND FINDINGS:
The City and the VCC most recently entered into an amended and restated management services
agreement on May 17, 2022, and the parties now wish to make amendments to the composition
of the board, reflect best practices by moving the Board Roles and Responsibilities and committee
definitions and composition to a separate “Rules of Procedure” document, and other
administrative edits. The Corpus Christi Convention and Visitors Bureau (CCCVB) Board of
Directors approved these changes on December 15, 2022.
Management Services Agreement:
Below is a summary of the proposed changes.
Revise 10.1. Board of Directors Change the number of board members selected directly by the
City Council from thirteen to fourteen. Change the number of members from the lodging industry
from 3 to 4. Add a detailed break out of the specific lodging type to include two from the Hotel
Industry, one from the Lodging At-Large industry, and one from the Short-Term Rental industry.
Remove “the attraction industry” and replace with “area attractions”. Remove the phrase
“appointed by City Council” from the community at large members. Remove “Mayor” and replace
Fourth Amended and Restated Management Service Agreement with the Corpus Christi
Area Convention & Visitors Bureau (VCC).
AGENDA MEMORANDUM
Action Item for the City Council Meeting February 21, 2023
with “following three (3) persons” and then add “designees or representatives, shall serve as
additional voting members of the Board by virtue of position held: 1 Mayor of the City of Corpus
Christi, or his or her” . Remove “or their” and add “of the City of Corpus Christi or his or her”.
Delete “The General Manager of the Corpus Christi Hooks”. The revised section will read:
The affairs of the CCCVB shall be governed by a board of directors ("Board"), which must
be composed of 17 voting members, with Fourteen (14) selected directly by the City
Council of the City. Those members must be representatives of the following groups:
Four (4) members from the lodging industry as follows:
-Two (2) from the Hotel Industry
-One (1) from the Lodging At-Large industry
-One (1) from the Short-Term Rental Industry
Three (3) members from area attractions;
Five (5) members from the community at large
Two (2) members from the restaurant industry;
The following three (3) persons, or their designees or representatives, shall serve as
additional voting members of the Board by virtue of position held:
1 Mayor of the City of Corpus Christi, or his or her designee;
1 City Manager, of the City of Corpus Christi or his or her designee;
1 Director of Corpus Christi International Airport
Revise 10.7. Board of Directors Add “from time to time” to when the board can establish standing
committees. Add “for the operation of the CCCVB. The Chairman shall appoint the members of
each committee.” The revised section will read as follows:
The CCCVB's Board of Directors may establish such standing committees from time to
time it deems necessary for the operation of the CCCVB. The Chairman shall appoint
the members of each committee. The Board is authorized to and must employ a
President/Chief Executive Officer to exercise day to day management and administration
of the CCCVB.
Revise 10.9. Board of Directors Create section 10.9. from the following:
The CCCVB agrees to have one annual meeting per year open to the public, which will
include a presentation of the CCCVB’s annual report on its activities and performance.
Revise 10.9. Board of Directors Change from 10.9. to 10.10.
Revise 10.10. Board of Directors Change from 10.10. to 10.11.
CCCVB Bylaws
Revise 1. Article II. Board of Directors Change the number of board members selected directly
by the City Council from thirteen to fourteen. Change the number of members from the lodging
industry from three to four. Add a detailed break out of the specific lodging type to include two
from the Hotel Industry, one from the Lodging At-Large industry, and one from the Short-Term
Rental industry. Delete “The General Manager of the Corpus Christi Hooks”. Remove “or his or
her designee” from the Athletic Director of TAMU-CC. Add “1 General Manager of Corpus Christi
Hooks” and “1 Chair of the Corpus Christi Sports Commission Advisory Council”. The revised
section will read:
The affairs of the CCCVB shall be governed by a board of directors, which shall be
composed of 17 voting members.
Fourteen (14) will be selected directly by the City Council of the City of Corpus Christi.
The above members shall include persons from all areas of the City in order to assure
diverse geographic representation on the Board. The members shall be representatives
of the following groups:
Four (4) members from the lodging industry as follows:
-Two (2) from the Hotel Industry
-One (1) from the Lodging At-Large industry
-One (1) from the Short-Term Rental Industry
Three (3) members from area attractions;
Five (5) members from the community at large
Two (2) members from the restaurant industry;
The following three (3) persons, or their designees or representatives, shall serve as
additional voting members of the Board by virtue of position held:
1 Mayor of the City of Corpus Christi, or his or her designee;
1 City Manager, of the City of Corpus Christi or his or her designee;
1 Director of Corpus Christi International Airport
The following persons or entities, or their designees or representatives, shall serve as
additional non-voting members of the Board by virtue of position held:
1 State Representative from district 32 or his or her designee
1 State Representative from district 34 or his or her designee
1 Director of regional Transportation Authority
1 President & CEO of Port of CC or his or her designee
1 President & CEO of CCREDC
1 General Manager of American Bank Center
1 Athletic Director of TAMU-CC
1 General Manager of Corpus Christi Hooks
1 Chair of Corpus Christi Sports Commission Advisory Council
Revise Section 10.4 Subsection 1 Article II Board of Directors Remove “3 meetings”. The
section will read as follows:
Absences. Unexcused absences from more than twenty-five percent of regularly scheduled
meetings during a term year shall result in an automatic vacancy, which vacancy for lodging,
attraction, restaurant industry, and community at-large directors must be promptly reported to
the City Council. An absence shall be unexcused unless excused by the Board, for good cause,
no later than its next meeting after any absence. Any member, otherwise eligible, shall not be
precluded from reappointment by reason of such automatic vacancy.
Remove Section 10.4 Subsections 7-Board Roles and Responsibilities, 8-Board Conflict,
and 9-Code of Conduct Article II Board of Directors
Remove Section 2-Executive Committee, Section 3-Board Development Committee, 4-
Finance Committee, 5-Bylaws and Contracts Committee, and 6-Other Committees Article
IV Committees
Remove Section 3-Telephone or Electronic Meetings Article V Meetings
Modify Rules of Procedure Article V Meetings Add Section 10.5. Remove “The Board may
adopt rules of procedure for participation in its meetings” and replace with “The Board of
Directors may approve rules of procedure to govern the conduct of its meetings, which will not
require City Council approval”. The revised section will read:
10.5 Rules of Procedure. The Board of Directors may approve rules of procedure to
govern the conduct of its meetings, which will not require City Council approval.
ALTERNATIVES:
City Council could choose not to approve the fourth amended and restated Management
Services Agreement.
FISCAL IMPACT:
There is no financial impact associated with this item.
Funding Detail:
Fund: N/A
Organization/Activity: N/A
Mission Element: N/A
Project # (CIP Only): N/A
Account: N/A
RECOMMENDATION:
Staff recommends approving the fourth amended and restated Management Services
Agreement.
LIST OF SUPPORTING DOCUMENTS:
Fourth Amended and Restated Management Service Agreement- Redline copy
Page 1 of 24
FOURTH AMENDED AND RESTATED
MANAGEMENT SERVICES AGREEMENT
BETWEEN
CITY OF CORPUS CHRISTI
AND
CORPUS CHRISTI AREA CONVENTION & VISITORS BUREAU
This Amended and Restated Management Services Agreement (the “Agreement”) is
executed by and between the City of Corpus Christi, Texas, a municipal corporation
("City") and the Corpus Christi Area Convention & Visitors Bureau ("CCCVB"), a
private, Texas nonprofit corporation organized for the purpose of promoting
convention and visitor activity in the Corpus Christi Bay area.
WHEREAS, the City desires to attract more visitors and conventioneers to Corpus Christi;
WHEREAS, the City benefits directly by increased sales tax and hotel and motel
occupancy tax income developed by visitors and conventioneers;
WHEREAS, the City benefits indirectly through the economic activity of visitors and
conventioneers who come to our City;
WHEREAS, the CCCVB has professional personnel who are trained and experienced in
the field of visitor and convention promotion, and the City desires to continue the
professional promotion and advertising service through a contractual arrangement with
CCCVB; and
WHEREAS, the City and the CCCVB most recently entered into a management
services agreement on October 15, 2019 and amended the agreement previously on
June 24, 2021, and February 15, 2022, and the Parties now wish to amend the
agreement to better meet the needs of both entities through this Agreement;
NOW, THEREFORE, in consideration of the mutual covenants contained in this
Agreement, the parties agree as follows:
1. SCOPE OF SERVICES.
1.1. The CCCVB shall, in accordance with the organization’s mission, drive overnight
visitors to Corpus Christi. Specific activities required include:
(A) Lead attraction and support of meetings, conventions and tradeshows within
Corpus Christi, including the following specific activities:
a. solicit various organizations and associations to conduct meetings/
conventions/tradeshows within Corpus Christi year-round;
b. utilize various advertising/marketing techniques to promote City of Corpus
Christi as a desirable year-round meeting and convention destination;
c. provide support services to meetings and conventions in Corpus Christi;
d. focus efforts on the City’s Convention Center;
Page 2 of 24
(B) promote the City of Corpus Christi as a year-round, leisure tourism destination;
(C) design and implement an advertising campaign with state, national, and
international coverage to feature Corpus Christi as an attractive location for
tourism;
(D) support special events that will create overnight visitors;
(E) maintain high quality, updated website and printed materials for visitors;
(F) serve as main point of information for inquiries related to tourism and convention-
related business that brings visitors to Corpus Christi lodging facilities;
(G) operate visitor information center(s);
(H) research and advise the City on projected growth of tourism and convention-
related business to assist City planning efforts, including expanding segments of
the industry, such as sports tourism, cultural tourism and nature tourism;
(I) provide feedback to City, as requested, to facilitate policy decisions made in the
interest of tourism promotion;
(J) act as an agent on behalf of the City in its relationships with the music and film
industries and adhere to the role prescribed to the Corpus Christi Film Office at the
Corpus Christi Convention and Visitors Bureau in the City Code of Ordinances
Chapter 36, Article III;
(K) perform all responsibilities of tourism and marketing;
1.2. The CCCVB shall enter into separate written sub-recipient agreements with all
entities receiving Hotel Occupancy Tax (“HOT”) funds from the CCCVB for events. For
the purposes under this Agreement, a sub-recipient is an organization sponsoring an
event which would constitute a HOT-eligible project.
1.3. The CCCVB may host special events in the City that will create overnight visitors,
so long as such events are eligible uses of HOT funds. The CCCVB or an affiliated entity
may accept donations from private entities for such events, and all such donations and
other revenues shall be documented on the books and records maintained under the
control of CCCVB for use by the CCCVB or its affiliated entity for HOT-eligible projects.
1.4. The purchase of any goods and services with funds provided by the City under this
Agreement shall be conducted in a manner that assures the City that the funds are being
spent prudently and in a manner to get the best benefit to serve the above purposes. Any
goods or services with a cost exceeding $50,000 for which more than one source exists
and that are not specified for particular marketing or entertainment purposes shall be
purchased through a competitive process. Purchases under $50,000 will be conducted
using sound purchasing procedures such as solicitation of informal quotes from multiple
providers for purchases greater than $5,000 for which more than one source exists and
that are not specified for particular marketing or event-quality purposes. For example,
nothing in this section shall require the CCCVB to choose performers, advertising
locations or media, or similar strategic items on the basis of low price. The CCCVB staff
shall, within 90 days of the Effective Date, meet with the City’s Contracts and Procurement
Department to discuss the City’s purchasing policies and the policies that might be
appropriate for the CCCVB. The City may require additional training as appropriate.
1.5. The CCCVB shall promote events and attractions that draw visitors into lodging
facilities in the City of Corpus Christi. Any promotions or activities that include regional
Page 3 of 24
events or attractions must be conducted in accordance with a Business Plan approved
by the City, in accordance with direction from City Council. Any HOT funds received from
the City must be used in a manner that is aimed at increasing hotel occupancy within the
City and that complies with all laws related to the use of such funds.
2. APPROPRIATIONS AND AUDIT
2.1. The parties mutually agree and understand that funding under this Agreement is
subject to annual appropriations by the City Council; that each fiscal year's funding must
be included in the budget for that year; and the funding is not effective until approved by
the City Council. If funds for this Agreement are not appropriated in the budget for any
fiscal year, this Agreement shall automatically terminate.
2.2. The CCCVB must maintain revenue provided under this Agreement in a separate
account established for that purpose and may not commingle funds received from the
City in such account with any other funds. The CCCVB may periodically draw from such
account for deposit into its operating account in order to make expenditures for HOT-
eligible purposes and projects.
2.3. Expenditures exceeding the total budgeted amount must be paid from clearly
identified funds of the CCCVB.
2.4. Interest earned on funds contributed to the CCCVB by the City must be clearly
identified, credited, and reflected on the books as resulting from the investment of the
funds and the interest earned must be available for the CCCVB use within the convention
and visitor fund account.
2.5. Parties agree that receipt of these funds creates a fiduciary duty of the
CCCVB.
2.6. The CCCVB shall provide an independent audit for expenditures of funds allocated
under this agreement for each year based on a fiscal year ending September 30. The
CCCVB shall retain copies of the annual independent audit indefinitely.
2.7. Accounting records and the necessary independent audits must conform to the
accounting standards as promulgated by the Financial Accounting Standards Board or
any other relevant accounting agency and to the requirements of applicable state law, so
as to include a statement of support, revenues, expenses, and balance sheets for all
funds. Any reports and audits must be signed by management of the CCCVB.
2.8. An independent audit of the CCCVB's expenditures and revenues during the
previous fiscal year performed by a Certified Public Accountant under Generally Accepted
Accounting Principles must be submitted to the City Manager within 120 days after the
end of each fiscal year that this Agreement is in effect. To be considered independent,
the audit must be performed by an entity that does not supply other accounting services
to the CCCVB and that is not otherwise affiliated with the CCCVB.
The City shall have the right during each calendar year or fiscal year to authorize an
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audit of CCCVB's records pertaining to its revenues and expenditures of HOT funds
allocated under this agreement. Such audits shall be undertaken by City's staff or a firm
of certified public accountants satisfactory to City. The cost of such audit shall be paid by
City. The CCCVB shall include this audit provision in all contracts with any sub-recipients
of HOT funds for the sole purpose of confirming the use of any HOT funds provided. The
CCCVB shall maintain records received from each of such sub-recipients confirming the
proper use of any HOT funds provided.
2.9. CCCVB’s fiscal year runs from October 1 through September 30.
3. RECORDS.
3.1. Accounting and financial records of the convention and visitor fund held by the
CCCVB must be maintained in a format approved by the City's Director of Finance and
must be available for inspection and copying by the Director, and the Director's duly
authorized agents and representatives during regular business hours of the CCCVB.
Records must be maintained for at least five years after the expiration or termination of
this agreement. The CCCVB shall include this language in all contracts with sub-
recipients.
3.2. Pursuant to Senate Bill 943, which will go into effect on January 1, 2020, the CCCVB
understands that the requirements of Subchapter J, Chapter 552, Government Code, may
apply to this Agreement and the CCCVB agrees that the Agreement can be terminated if
the CCCVB knowingly or intentionally fails to comply with a requirement of that
subchapter. In accordance with Subchapter J, the CCCVB will:
(A) preserve all contracting information related to this Agreement in accordance with
Section 3.01 above;
(B) promptly provide to the City any contracting information related to the Agreement
that is in the custody or possession of the CCCVB on request of the City; and
(C) on termination of the Agreement, either provide all contracting information related
to this Agreement to the City at no cost, or preserve the contracting
information related to the Agreement as provided by the records retention
requirements applicable to the City.
3.03 The CCCVB will develop a methodology that it considers appropriate to measure
event and program success. For events and programs that require significant financial
commitment or staff time, the CCCVB will develop procedures on how to account for
event success through project accounting. Project accounting will include the following
elements:
(A) use of group account codes in the financial records to identify transactions by
activity, internal or external,
(B) include project specific transactions, with projected revenues and costs (direct
and indirect), assets and liabilities identified, and allocated to the project, and
(C) creation of a reporting system that tracks resources utilized in engaging in an
activity and communicates the level of event success.
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4. PERFORMANCE MEASURES.
4.1. Performance of the CCCVB under this Agreement is based on the following:
(A) an annual set of performance measures.
(B) The CCCVB will propose the annual set of performance measures by September
30 of each year. The City Manager, or designee must approve the final set of
performance measures and any adjustment to the minimum HOT threshold,
with such approval expected to occur prior to September 30 of each year.
5. REPORTS. Extenuating circumstances push deadline back
5.1. Business Plan: By September 30 of each year the CCCVB shall provide City
Manager with a Business Plan that outlines the overall goals and objectives of the
CCCVB. The Plan must be in a similar format to prior years and describe the plan
of action for the upcoming year, including strategic segments; a line-item budget;
performance metrics and significant initiatives. Opportunities to promote City-
funded venues must be specifically identified and included in the Business Plan. Other
information necessary to describe the CCCVB's efforts must be included, as well.
5.2 Quarterly HOT Expenditure Reports: The CCCVB shall provide written quarterly
reports to the City on expenditures of HOT funds, including GIP funds as authorized by
Section 8.45 below, in accordance with Tax Code §351.101(c). All reports must be
signed by CCCVB management and provided 30 days following the end of the quarter
5.3. Quarterly City Council Presentations and Report: The CCCVB shall provide a
presentation and report to the City Council at least quarterly on the activities and work
accomplished to include all annual performance measures, status of HOT revenue, and
highlights from the year. The CCCVB will coordinate with the City to choose the
appropriate dates to present the reports to City Council; provided that, in the event the
City does not provide dates quarterly for a personal presentation of the report such shall
not be deemed a default by the CCCVB if the CCCVB provides the information to the
City-appointed contract manager in writing.
5.4. Annual Written Report: The CCCVB shall provide a written report annually on the
outcomes of the performance measures for the previous year. The Annual Report is due
within 120 days after the end of each fiscal year while this Agreement is in effect.
5.5 The Annual Audit: The Annual Audit referenced in Section 2.08 shall be provided
promptly upon completion but in any event within 120 days after the end of each fiscal
year.
6. CONDUCT OF SERVICES
6.1. All of the Services provided by the CCCVB under this Agreement must be in
conformity with the purposes for which the HOT revenues may be expended as
authorized in the laws of the State of Texas.
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7. BOND.
The officers and employees, including leased employees, of the CCCVB designated to
withdraw funds from the convention and visitor fund must be covered by a blanket
fidelity bond in a penal sum of $100,000. The bond must be provided by CCCVB,
issued by a corporate surety designating CCCVB as named insured, the City as an
additional named insured, and in the form approved by the City Attorney.
8. COMPENSATION.
8.1 HOT Share: The City agrees that for the convention and visitor services performed by
the CCCVB under this Agreement, the City shall pay the CCCVB annually the sum of
44% of the City's 7% HOT receipts received by the City in the current fiscal year. The
amount to be paid to CCCVB is referred to in this Agreement as the Contract Amount.
8.2. Annual HOT Revenue Budget: The annual budget set for coming fiscal year will be
developed between CCCVB and city Budget Department and will be based on prior year
actual HOT collections and budget forecasting modeling.
8.3. CCCVB Annual Budget Approval: CCCVB will present the budgeted uses of Hotel
Motel tax to the City Council for approval annually prior to the adoption of the City’s
operating budget.
8.4. Payment Schedule: During the term of this Agreement, the City shall pay CCCVB
for the convention and visitor services provided under this Agreement on or about the first
of each month. The amount paid on or about the first of each month will be an amount
equal to the HOT share collected, as defined in section 8.1, from two months prior to the
payment as illustrated in table below. In the case that the HOT share is expected to
exceed the budgeted amount, a budget amendment will be presented to City Council to
allow for the payment of collections in excess of the budgeted amount.
HOT collected
by City
HOT Share
paid to CCCVB
August 30 October 1
September 30 November 1
October 30 December 1
November 30 January 1
December 30 February 1
January 30 March 1
February 30 April 1
March 30 May 1
April 30 June 1
May 30 July 1
June 30 August 1
July 30 September 1
8.45. Group Incentive Program: In addition to the HOT Share described above, the City
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will provide the CCCVB funding annually, within 30 days following the start of the fiscal
year, in the amount approved in the annual City Council budget for the Group Incentive
Program (“GIP”). These funds are separate and apart from the HOT Share referenced
above and may only be used in accordance with the GIP Guidelines approved by the
CEO of the CCCVB and the City Manager, which guidelines may be amended only in
writing signed by both the CEO of the CCCVB and the City Manager. The intent of the
funds is to assist the CCCVB in securing and hosting conventions and events that
generate a positive economic impact for the City of Corpus Christi. $350,000 of the
annual GIP funding must be limited to funding events that occur at the American Bank
Center Complex. The CCCVB must provide financial statements, including cash flows,
to the Contract Administrator and make an annual presentation to City Council
regarding the use and status of the GIP within 90 days after the end of the fiscal year.
8.5. Force Majeure: If the CCCVB or the City is prevented, wholly or in part, from fulfilling
its obligations under this Agreement by reason of any act of God, unavoidable accident,
acts of enemies, fires, floods, governmental restraint or regulation, other causes of force
majeure, or by reason of circumstances beyond its control, then the obligations of the
CCCVB or the City are temporarily suspended during continuation of the force majeure.
If either party’s obligation is affected by any of the causes of force majeure, the party
affected shall promptly notify the other party in writing, giving full particulars of the force
majeure as soon as possible after the occurrence of the cause or causes relied upon.
9. SUSPENSION AND TERMINATION.
9.1 Suspension: The City may summarily suspend this Agreement with pay continuing
to fund the salaries and basic operations of the CCCVB, if the CCCVB breaches its
obligations hereunder and fails to cure such breach within sixty days after receiving
written notice of suspension. The City shall promptly apprise CCCVB of the basis for
suspension. Any such suspension shall remain in effect until the City determines that
appropriate measures have been taken to ensure CCCVB 's future compliance. Grounds
for such suspension include, but are not limited to the following:
(A) Failure to abide by any terms or conditions of this Agreement;
(B) Failure to keep and maintain adequate proof of insurance as required by this
Agreement;
(C) The violation of City, State, or federal laws by CCCVB as a result of the
commission and conviction of a crime of moral turpitude.
9.2 Termination Defined: For purposes of this Agreement, " termination" shall mean
termination by expiration of the Agreement or earlier termination pursuant to any of the
provisions hereof.
9.3 Termination for Cause: Upon written notice, which notice shall be provided in
accordance with Section 12.04, the City may terminate this Agreement as of the date
provided in the notice, in whole or in part, upon the occurrence of one (I) or more of the
following events:
(A) the sale, transfer, pledge, conveyance or assignment of this Agreement without
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prior approval;
(B) ceasing operations for a period of time exceeding twenty (20) days;
(C) the expenditure of HOT on gratuities in the form of hosting and amenities offered
or given by CCCVB outside reasonable industry business practices in excess of
nominal value or otherwise not previously approved by the City, or by any agent or
representative of CCCVB, to any officer or employee, including a leased
employee, of the City, County, State or any business prospect with a view toward
securing a contract or securing favorable treatment with respect to the awarding
or amending, or the making of any determinations with respect to the performance
of such contract; and
(D) failure to cure cause of suspension.
9.4 Defaults with Opportunity for Cure: Should CCCVB default in the performance of this
Agreement in a manner stated in this section, same shall be considered an Event of
Default. The City shall deliver written notice of the default, specifying in detail the matter(s)
in default. The CCCVB shall have sixty (60) calendar days after receipt of the written
notice, in accordance with Section 13.4. If CCCVB fails to cure the default within such
thirty-day cure period, the City shall have the right, without further notice or adoption of a
City ordinance, to terminate this Agreement in whole or in part as the City deems
appropriate. The following actions are defaults that may be cured by CCCVB:
(A) performing unsatisfactorily as evidenced by failure to make adequate progress
to meet CCCVB’s pre-determined benchmarks for success, as outlined in the
annual Business Plan;
(B) failing to perform or failing to comply with any material term or covenant herein
required as determined by the City;
(C) bankruptcy or selling substantially all of company's assets; and
(D) gratuitous expenditures made in hopes of securing favorable contracts.
9.5 Termination by Law: If any State or federal law or regulation is enacted or
promulgated which prohibits the performance of any of the duties herein, or, if any law is
interpreted to prohibit such performance, this Agreement shall automatically terminate as
of the effective date of such prohibition.
9.6 Upon the effective date of expiration or termination of this Agreement, CCCVB shall
cease all work being performed by CCCVB or any of its subcontractors on behalf of the
City.
9.7 Regardless of the method by which this Agreement is terminated, CCCVB agrees
to provide a provisional period of termination for a period not to exceed two months upon
the City's request. During such provisional period, CCCVB will receive adequate
percentage payments of HOT, to be distributed in accordance with Section 8.1 and 8.3, to
continue to provide services as provided for, and for which it will be compensated,
under this Agreement.
10. BOARD OF DIRECTORS
10.1. The affairs of the CCCVB shall be governed by a board of directors ("Board"),
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which must be composed of 17 voting members, with 13Fourteen (14) selected directly
by the City Council of the City. Those members must be representatives of the following
groups:
3Four (4) members from the lodging industry; as follows:
- Two (2) from the Hotel Industry
- One (1) from the Lodging At-Large industry
- One (1) from the Short-Term Rental Industry
Three (3) members from the attraction industry area
attractions;
Five (5) members from the community at large (appointed by City Council)
Two (2) members from the restaurant industry;
The Mayorfollowing three (3) persons, or their designees or
representatives, shall serve as additional voting members of the Board by
virtue of position held:
1 Mayor of the City of Corpus Christi, or his or her designee;
The1 City Manager, or theirof the City of Corpus Christi or his or her designee;
The General Manager of the Corpus Christi Hooks; and
The1 Director of the Corpus Christi International Airport.
10.2. The City Council will appoint a representative from the Port of Corpus Christi
Authority and the Regional Transportation Authority to serve as ex-officio advisory non-
voting members. The CCCVB may appoint additional ex-officio advisory, non- voting
persons to assist its board of directors in fulfilling its obligations.
10.3 The City Manager, or their designee, and Mayor, or their Council designee, will
serve as voting members of the Executive Committee of the Board.
10.4. Appointments to the Board will be for staggered, two-year terms. Current members
of the Board may serve until their current terms expire. No person may serve as a voting
member of the Board for a period longer than six years consecutively, unless the service
is required by virtue of the person's position or title or to complete an unexpired term.
10.5. The CCCVB will make recommendations to the City Council for lodging, attraction
and restaurant industry and community at-large directors as directors’ terms expire but
the CCCVB always shall nominate one more individual as an alternate per category than
the total number of positions available. Appointments will be made by City Council from
the provided list with consideration of nominations by the CCCVB Nominations and
Executive Committees and Board.
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10.6. Unexcused absences from more than 25twenty-five percent of regularly
scheduled meetings during a term year must result in an automatic vacancy, which
vacancy for lodging, attraction, restaurant industry and community at-large directors must
be promptly reported to the City Council. The CCCVB Nominations Committee and
Board shall go through the process outlined in 10.5 prior to the next scheduled board
meeting to make new recommendations for the vacant position. An absence must be
unexcused unless excused by the board for good cause no later than its next meeting
after the absence. Any member, otherwise eligible, may not be precluded from
reappointment by reason of the automatic vacancy.
10.7. The CCCVB's Board of Directors may establish thosesuch standing committees
from time to time it deems necessary. for the operation of the CCCVB. The Chairman
shall appoint the members of each committee. The Board is authorized to and must
employ a President/Chief Executive Officer to exercise day to day management and
administration of the CCCVB.
10.8. The Board of Directors will operate under bylaws which must be consistent with
the terms of this Agreement. The current bylaws are attached hereto as Exhibit B. Any
changes to the bylaws must be presented to the City Manager for approval at least two
weeks prior to the adoption of the bylaws by the Board of Directors. The City Manager
may reasonably object to changes that are not consistent with this Agreement prior to the
Board meeting for approval of the changes. The changes to the bylaws will be effective
upon approval of the Board of Directors and City Council. The Board of Directors may
approve rules of procedure to govern the conduct of its meetings, which will not require
City Council approval.
10.9. The CCCVB agrees to have one annual meeting per year open to the public,
which will include a presentation of the CCCVB’s annual report on its activities and
performance.
10.9.10.10. The City and CCCVB agree that in no event may the City be liable for any
contracts made by the CCCVB with any person, firm, corporation, association, or
governmental body.
10.10.10.11. The City and CCCVB agree that in no event may the City be liable
for any damages, injuries, or losses charged to or adjudged against the CCCVB arising
from its operations, or the use or maintenance of its facilities.
11. TERM AND TERMINATION
11.1. The term of the Agreement commences on the Effective Date and continues until
September 30, 2024, subject to termination as provided in this Agreement.
11.2. Either party may terminate this Agreement at any time for any reason by giving
one year's prior written notice to the other party. In the event the City cancels this
Agreement upon one year's notice, the City assumes any obligations of the convention
and visitor's fund with a term of less than one year and any other obligation approved In
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advance by the City Manager. The City reserves the right to terminate this Agreement
without notice for cause.
12. INTELLECTUAL PROPERTY RIGHTS
12.1 Intellectual Property created or arising from the delivery of Services under this
Agreement will be the property of the City. The CCCVB has a limited license to use any
and all Intellectual Property created or arising from the delivery of Services under this
Agreement for purposes of continued performance under this Agreement. Upon
termination of this Agreement for any reason, all Intellectual Property and work products
maintained by the CCCVB will be provided to the City at no cost.
13. MISCELLANEOUS
13.1. This Agreement replaces and supersedes all other contracts and understandings
previously made between the City and CCCVB.
13.2. The CCCVB specifically reserves the right to change its name as a corporate entity
and do business under one or more assumed names in compliance with the laws of the
State of Texas. No change of name or use of additional names may be deemed a
modification of this Agreement.
13.3. The CCCVB shall comply with all applicable Federal, State, and local laws, rules
and regulations in providing services under this agreement.
13.4. All notices, requests or other communications related to this Agreement must be
made in writing and may be given by: (a) depositing same in the United States Mail,
postage prepaid, certified, return receipt requested, addressed as set forth in this
paragraph; or (b) delivering the same to the party to be notified. Notice given under (a) of
the prior sentence are effective upon deposit In the United States mail. The notice
addresses of the parties, until changed as provided in this Agreement, are as follows:
City: City of Corpus Christi, Texas
Attention: City Manager
1201 Leopard Street
P.O. Box 9277
Corpus Christi, Texas 78469
CCCVB: Corpus Christi Convention & Visitors Bureau
Attention: Chief Executive Officer
1501 North Chaparral Street
Corpus Christi, Texas 78401
Reporting and daily communication may be provided by email.
13.5. If for any reason any section, paragraph, subdivision, clause, phrase, word, or
provision of this Agreement is held invalid or unconstitutional by final judgment of a court
of competent jurisdiction, it may not affect any other section, paragraph, subdivision,
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clause, phrase, word, or provision of this Agreement, for it is the definite intent of the
parties that every section, paragraph, subdivision, clause, phrase, word, or provision of
this Agreement be given full force and effect for its purpose.
13.6. No amendments, modifications, or other changes to this Agreement are valid or
effective absent the written agreement of the parties. This Agreement may be executed
in one or more counterparts, each of which are deemed an original, and all of which
constitute but one and the same instrument.
13.7. The CCCVB agrees to comply with attached Exhibit A regarding insurance
requirements.
13.8. CCCVB shall create and follow a drug and alcohol abuse policy that is appropriate
for the organization’s size and business. The policy must, at a minimum, comply with the
Drug Free Workplace Act of 1988 (codified at 41 USC Chapter 81) and provide guidelines
for employees, including leased employees, to follow regarding events and activities
for which consumption or gifting of alcohol is or is not appropriate.
13.9. The CCCVB agrees that, during the term of this Agreement, it will not discriminate
nor permit discrimination against any person or group of persons, with regard to
employment, on the grounds of race, religion, national origin, marital status, sex, age,
disability, or in any manner prohibited by the laws of the United States or the State of
Texas. The CCCVB shall create and follow an Equal Employment Opportunity policy. The
policy must, at a minimum, provide for procedures to be used to investigate allegations
of discrimination.
13.10. The CCCVB must create a Legislative Agenda, which will be approved in
accordance with all State law requirements prior to the start of any Legislative Session of
the Texas Legislature. The CCCVB will create a Legislative Committee with the
responsibility of drafting the Legislative Agenda. The City’s Director of Intergovernmental
Relations will be given a seat on the Legislative Committee and invited to participate in all
meetings of the Legislative Committee related to the drafting and adoption of the
Legislative Agenda. The President & CEO of the CCCVB must present the final
Legislative Agenda to the City Council prior to the start of any Legislative Session of the
Texas Legislature. The CCCVB will provide the City with information related to lobbying
that is required for the City to meet its reporting obligations under Texas law.
13.11. This Agreement takes effect upon the date of the last signature (the “Effective
Date”).
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Executed on the dates indicated below binding the respective parties as of the date of
last signature.
CITY OF CORPUS CHRISTI, TEXAS CORPUS CHRISTI AREA
CONVENTION & VISITORS BUREAU
By: By:
Constance Sanchez Brett Oetting
Chief Financial Officer Chief Executive Officer
Date: Date:
ATTEST:
Rebecca Huerta
City Secretary
APPROVED AS TO LEGAL FORM:
Assistant City Attorney Date
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EXHIBIT A
INSURANCE REQUIREMENTS
I. CCCVB’S LIABILITY INSURANCE
A. CCCVB must not commence work under this agreement until all insurance required has
been obtained and such insurance has been approved by the City. CCCVB must not allow
any subcontractor Agency to commence work until all similar insurance required of any
subcontractor Agency has been obtained.
B. CCCVB must furnish to the City’s Risk Manager and Director Human Resources, 2 copies
of Certificates of Insurance (COI) with applicable policy endorsements showing the
following minimum coverage by an insurance company(s) acceptable to the City’s Risk
Manager. The City must be listed as an additional insured on the General liability and Auto
Liability policies by endorsement, and a waiver of subrogation is required on all
applicable policies. Endorsements must be provided with COI. Project name and or
number must be listed in Description Box of COI.
TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE
30-written day notice of cancellation,
required on all certificates or by applicable
policy endorsements
Bodily Injury and Property Damage
Per occurrence - aggregate
Commercial General Liability including:
1. Commercial Broad Form
2. Premises – Operations
3. Products/ Completed Operations
4. Contractual Liability
5. Independent Contractors
6. Personal Injury- Advertising Injury
$1,000,000 Per Occurrence
CRIME/EMPLOYEE DISHONESTY
Contractor shall name the City of Corpus
Christi, Texas as Loss Payee
$1,000,000 Per Occurrence
HOST LIQUOR LIABILITY
Applicable when alcohol being served
$1,000,000 Combined Single Limit
C. In the event of accidents of any kind related to this agreement, CCCVB must furnish the
Risk Manager with copies of all reports of any accidents within 10 days of the accident.
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II. ADDITIONAL REQUIREMENTS
A. Applicable for paid and leased employees, CCCVB 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 CCCVB
will be promptly met.
B. CCCVB shall obtain and maintain in full force and effect for the duration of this Contract,
and any extension hereof, at CCCVB'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. CCCVB 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. CCCVB 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. CCCVB 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 (including leased employees),
volunteers, and elected representatives as additional insured by endorsement, as
respects operations, completed operation and activities of, or on behalf of, the named
insured performed under contract with the City, with the exception of the workers'
compensation policy;
• Provide for an endorsement that the "other insurance" clause shall not apply to the City of
Corpus Christi where the City is an additional insured shown on the policy;
• Workers' compensation and employers' liability policies will provide a waiver of
subrogation in favor of the City; and
• Provide thirty (30) calendar days advance written notice directly to City of any suspension,
cancellation, non-renewal or material change in coverage, and not less than ten (10)
calendar days advance written notice for nonpayment of premium.
E. Within five (5) calendar days of a suspension, cancellation, or non-renewal of coverage,
CCCVB shall provide a replacement Certificate of Insurance and applicable endorsements
to City. City shall have the option to suspend CCCVB's performance should there be a
lapse in coverage at any time during this contract. Failure to provide and to maintain the
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required insurance shall constitute a material breach of this contract.
F. In addition to any other remedies the City may have upon CCCVB'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 CCCVB to remove the exhibit hereunder,
and/or withhold any payment(s) if any, which become due to CCCVB hereunder until
CCCVB demonstrates compliance with the requirements hereof.
G. Nothing herein contained shall be construed as limiting in any way the extent to which
CCCVB may be held responsible for payments of damages to persons or property resulting
from CCCVB's or its subcontractor’s performance of the work covered under this
agreement.
H. It is agreed that CCCVB'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.
2019 Insurance Requirements
Legal Dept.
Corpus Christi Convention and Visitors Bureau Management Services Agreement
07/02/2019 sw Risk Management
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EXHIBIT B
CCCVB Bylaws
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AGENDA MEMORANDUM
Public Hearing and First Reading for the City Council Meeting of February 21, 2023
Second Reading for the City Council Meeting of February 28, 2023
DATE:
TO:
FROM:
February 21, 2023
Peter Zanoni, City Manager
Al Raymond, AIA, Director
Development Services Department
AlRaymond@cctexas.com
(361) 826-3575
CAPTION:
Case No 0123-01 Bella Holdings, LLC (District 2): Ordinance rezoning property at or
near 3104 South Alameda Street from the “ON” Neighborhood Office District to the “CN-
1” Neighborhood Commercial District.
PURPOSE:
To allow for the conversion of a former professional office building for a bakery and
restaurant use.
BACKGROUND AND FINDINGS:
The subject property is 0.51 acres in size. To the north of the site, properties are zoned
“ON” Neighborhood Office District and are either vacant or have low-density residential
uses. To the south, properties are zoned “ON” Neighborhood Office District, with
professional office and commercial uses. To the east, properties are zoned “RS -6”
Single-Family 6 District with low-density residential uses. To the west, properties are
zoned “CG-2” General Commercial District with low-density residential and commercial
uses.
The proposed rezoning is consistent with the Future Land Use Map, which recommends
commercial uses and is consistent with the Southeast Area Development Plan. The
proposed conversion of the vacant professional office space is a superb example of
adaptive reuse.
After evaluation of case materials provided and subsequent staff analysis including land
development, surrounding uses and zoning, transportation and circulation, utilities,
Comprehensive Plan consistency, and considering public input, staff proposed approval
of the change of zoning.
Typical uses allowed in the “ON” Neighborhood Office District are apartments, offices,
Rezoning for Property at or near 3104 South Alameda Street
and limited Restaurant/Retail. Not permitted are bars, mini-storage, and vehicle sales
and repair.
Typical uses allowed in the “CN-1” Neighborhood Commercial District are apartments,
offices, retail and service, and car wash (automated). Not permitted are bars, mini-
storage, and vehicle sales and repair.
ALTERNATIVES:
1. Denial of the change of zoning from the “ON” Neighborhood Office District to the
“CN-1” Neighborhood Commercial District.
FISCAL IMPACT:
There is no fiscal impact associated with this item.
RECOMMENDATION:
Planning Commission and Staff recommended approval of the change of zoning from
the “ON” Neighborhood Office District to the “CN-1” Neighborhood Commercial District
on January 11, 2023.
Vote Count:
For: 6
Opposed: 0
Absent: 1
Abstained: 0
LIST OF SUPPORTING DOCUMENTS:
Ordinance
Presentation - Aerial Map
Planning Commission Final Report
Case No. 0123-01 Bella Holdings LLC (District 2): Ordinance rezoning a
property at or near 3104 South Alameda Street from the “ON” Neighborhood
Office District to the “CN-1” Neighborhood Office District. Providing for a penalty
not to exceed $2,000 and publication.
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 9, 10, and 11, Block 1, Alameda Place, as shown in
Exhibit “A”:
From the “ON” Neighborhood Office District to the “CN-1” Neighborhood Office District.
The subject property is located at or near 3104 South Alameda Street. Exhibit “A”, which
is a map of the subject property is attached to and incorporated in this ordinance.
SECTION 2. The UDC and corresponding UDC Zoning Map of the City, made effective
July 1, 2011, and as amended from time to time, except as changed by this ordinance,
both remain in full force and effect including the penalties for violations as made and
provided for in Article 10 of the UDC.
SECTION 3. To the extent this amendment to the UDC represents a deviation from the
City’s Comprehensive Plan, the Comprehensive Plan is amended to conform to the UDC,
as it is amended by this ordinance.
Page 2 of 4
SECTION 4. All ordinances or parts of ordinances specifically pertaining to the zoning of
the subject property that are in conflict with this ordinance are hereby expressly repealed.
SECTION 5. A violation of this ordinance, or requirements implemented under this
ordinance, constitutes an offense punishable as provided in Article 1, Section 1.10.1 of
the UDC, Article 10 of the UDC, and/or Section 1-6 of the Corpus Christi Code of
Ordinances.
SECTION 6. Publication shall be made in the official publication of the City of Corpus
Christi as required by the City Charter of the City of Corpus Christi.
SECTION 7. This ordinance shall become effective upon publication.
Page 3 of 4
That the foregoing ordinance was read for the first time and passed to its second reading on this
the _____ day of ________________, 2023, by the following vote:
Paulette Guajardo ________________ Jim Klein ________________
Roland Barrera ________________ Mike Pusley ________________
Sylvia Campos ________________ Everett Roy ________________
Gil Hernandez ________________ Dan Suckley ________________
Michael Hunter ________________
That the foregoing ordinance was read for the second time and passed finally on this the _____
day of _________________, 2023, by the following vote:
Paulette Guajardo ________________ Jim Klein ________________
Roland Barrera ________________ Mike Pusley ________________
Sylvia Campos ________________ Everett Roy ________________
Gil Hernandez ________________ Dan Suckley ________________
Michael Hunter ________________
PASSED AND APPROVED on this the ______ day of _________________, 2023.
ATTEST:
_________________________ ________________________
Rebecca Huerta Paulette Guajardo
City Secretary Mayor
Page 4 of 4
Exhibit A
ZONING REPORT
Case # 0123-01
Applicant & Subject Property
City Council District: 2
Owner: Bella Holdings, LLC
Applicant: ALAFJO, LLC
Address: 3104, 3118 South Alameda Street, located along the east side of South Alameda
Street, north of Glazebrook Street and south of Mc Call Street.
Legal Description: Lots 9, 10, and 11, Block 1, Alameda Place
Acreage of Subject Property: 0.51 acres
Pre-Submission Meeting: November 28, 2022
Zoning Request
From: “ON” Neighborhood Office District
To: “CN-1” Neighborhood Commercial District
Purpose of Request: To allow for the conversion of a former professional office space for
bakery and restaurant use.
Land Development & Surrounding Land Uses
Zoning District Existing Land Use Future Land Use
Site “ON” Neighborhood Office Professional Office Commercial
North “ON” Neighborhood Office Low-Density Residential
Professional Office,
Medium-Density
Residential, Commercial
South “ON” Neighborhood Office Professional Office,
Commercial Commercial
East “RS-6” Single-Family 6 Low-Density Residential Medium-Density Residential
West “CG-2” General Commercial Low-Density Residential,
Commercial
Medium-Density
Residential,
Commercial
Plat Status: The properties are platted.
Military Compatibility Area Overlay District (MCAOD, Effective August 22, 2022): No
Code Violations: None
Transportation and Circulation
South Alameda
Street
Designation-Urban
Street Section Proposed Section Existing
“A2” Arterial Street 4 Lanes,
100 feet
5 Lanes,
100 feet
Transit: The Corpus Christi RTA provides service to the subject property via routes 17
Carroll/Southside, 5 Alameda A and B, and 5S Sunday Alameda Malls.
Bicycle Mobility Plan: The subject property is approximately 500 feet away from a proposed
Bike Boulevard on Glazebrook Street.
Utilities
Gas: 2” WS line along the rear property line.
Stormwater: 30” storm pipe on the west side of South Alameda Street.
Wastewater: 6” clay service line along the rear property line.
Water: 4” CIP line along the rear property line and a 12” PVC line on the east side of South
Alameda.
Corpus Christi Comprehensive Plan
Plan CC: Provides a vision, goals, and strategies, to guide, regulate, and manage future
development and redevelopment within the corporate limits and extraterritorial jurisdiction (ETJ)
was adopted in 2016.
Area Development Plan (ADP): According to Plan CC the subject property is located within
the Southeast Area Development Plan (Adopted on July 11, 1995).
Water Master Plan: No improvements have been proposed.
Wastewater Master Plan: No improvements have been proposed.
Stormwater Master Plan: No improvements have been proposed.
Public Notification
Number of Notices Mailed • 28 within a 200-foot notification area
• 1 outside 200-foot notification area
In Opposition • 0 inside the notification area
• 0 inside the notification area
• 0% in opposition within the 200-foot
notification area (1 individual property
owner)
Public Hearing Schedule
Planning Commission Hearing Date: January 11, 2023
City Council 1st Reading/Public Hearing Date: February 21, 2023
City Council 2nd Reading Date: February 28, 2023
Comprehensive Plan Consistency:
• Plan CC: The proposed rezoning is consistent with the following Goals and Strategies
for Decision Makers:
o Resilience & Resource Efficiency
Encourage the preservation and adaptive reuse of existing structures to
reduce construction waste and conserve energy and materials.
o Future Land Use, Zoning, and Urban Design
Promote the stabilization, revitalization, and redevelopment of older
neighborhoods.
Promote a balanced mix of land uses to accommodate continued growth
and promote the proper location of land uses based on compatibility,
locational needs, and characteristics of each use.
Zoning Report
Page 3
Promote interconnected neighborhoods with appropriate transitions
between lower-intensity and higher-intensity land uses.
o Transportation & Mobility
Support the partnership with the Corpus Christi Regional Transportation
Authority to increase ridership and reduce single-occupancy vehicle use
while helping to reduce air pollution.
• Future Land Use Map: The proposed rezoning is consistent.
o Designated Future Land Use: Commercial.
• Area Development Plan (Southeast): The proposed rezoning is consistent with the
following:
o Principle Objectives: Designate appropriate land uses and a transportation
network to adequately serve existing and future land uses.
o Land Use: Place low-intensity activities next to single-family uses.
o Future Land Use Suitable Table: Neighborhood commercial uses are acceptable
in commercial districts.
Staff Analysis:
“While the comprehensive plan is consulted when making decisions about rezoning. It does
not justify the denial of a plat or the development of land.” (Plan CC). Staff reviewed the
subject property’s background information and the applicant’s purpose for the rezoning request
and conducted research into the property’s land development history to include platting,
zoning, existing surrounding land uses, and potential code violations. Staff compared the
proposed zoning’s consistency with the applicable elements of the comprehensive plan. As a
result of the above analysis, staff notes the following:
o The current “ON” Neighborhood Office District limits eating establishments to 3,000
square feet of gross floor area whereas the requested zoning district of “CN-1”
Neighborhood Commercial will allow for 5,000 square feet of the gross floor area of the
restaurant and bakery uses, as requested by the applicant.
o The proposed conversion of the vacant professional office space is a superb example of
adaptive reuse.
o Redevelopment of vacant properties helps to decrease the possibility of crime. The
owner has experienced various crimes within the vacant office building property.
o The proposed use is in keeping with the character of the neighborhood and compatible
with adjacent land uses.
o The proposed rezoning is consistent with the Future Land Use Map and is consistent
with many broader elements of the City of Corpus Christi Comprehensive Plan.
After evaluation of case materials provided and subsequent staff analysis including land
development, surrounding uses and zoning, transportation and circulation, utilities,
Comprehensive Plan consistency, and considering public input, staff recommends approval of
the change of zoning.
Planning Commission and Staff Recommendation (January 11, 2023): Approval of the
change of zoning from the “ON” Neighborhood Office District to the “CN-1” Neighborhood
Commercial District.
ATTACHMENT A: EXISTING ZONING AND NOTICE AREA
Bella Holdings, LLC
DISTRICT 2
Rezoning for a property at
3104 & 3118 S. Alameda Street
From “ON” to “CN-1”
City Council
February 21, 2023
Zoning Case 0123-01
N
Proposed Use:
To allow for the conversion of a former professional
office space for a bakery and restaurant use.
Area Development Plan:
Southeast (Adopted June 11, 1995)
Future Land Use Map:
Commercial
Existing Zoning:
“ON” Neighborhood Office District
Adjacent Land Uses:
• North: Low-Density Residential, Professional Office
(Zoned: ON)
• South: Professional Office, Commercial (Zoned: ON)
• East: Low-Density Residential (Zoned: RS-6)
• West: Low-Density Residential, Commercial
(Zoned: CG-2)
Zoning and Land Use
N
28 Notices mailed inside 200’ buffer
1 Notice(s) mailed outside 200’ buffer
Notification Area
Opposed: 0 (0%)
In Favor: 0 (0.00%)
*Notified property owner’s land in SQF/ Total square
footage of all property in the notification area =
Percentage of public opposition.
Separate Opposed Owners: 0
Public Notification
Analysis and Recommendation
•The current “ON” Neighborhood Office District limits eating establishments
to 3,000 square feet, whereas the requested zoning district of “CN-1”
Neighborhood Commercial will allow for 5,000 square feet of restaurant and
bakery uses, as requested by the applicant.
•The proposed conversion of the former professional office space is a great
example of the adaptive reuse of an existing structure.
•The redevelopment of the property will help to decrease the vagrancy
currently being experienced by the defunct professional office space.
•The proposed use is in keeping with the character of the neighborhood and
adjacent land uses.
•The proposed rezoning is consistent with the Future Land Use Map and is
consistent with many broader elements of the City of Corpus Christi
Comprehensive Plan.
PLANNING COMMISSION AND STAFF RECOMMENDATION: Approval of
the rezoning request from the “ON” Neighborhood Office District to the
“CN-1” Neighborhood Commercial District.
DATE: February 21, 2023
TO: Peter Zanoni, City Manager
THRU: Constance Sanchez, Chief Financial Officer
constancep@cctexas.com
(361) 826-3189
FROM: Linda Stewart, Director Neighborhood Services Department
lindas2@cctexas.com
(361) 826-3862
CAPTION:
Annual Board Meeting of the Corpus Christi Housing Finance Corporation (CCHFC) to elect
officers, consider a resolution amending and reaffirming the Corpus Christi Housing Finance
Corporation’s Investment Policy and Investment Strategy, and consider an Inducement
Resolution for $17,625,000 in Multifamily Housing Revenue Bonds for a new 152-unit affordable
housing multi-family development at Greenwood Drive and Gollihar Road.
SUMMARY:
The agenda for the annual board meeting of the Corpus Christi Housing Finance Corporation
includes actions to: (1) elect officers, (2) approve a Resolution amending and reaffirming the
Corpus Christi Housing Finance Corporation’s Investment Policy and Investment Strategy, and
(3) consider matters pertaining (including approval of an inducement resolution in the amount of
$17,625,000) related to the issuance of Multifamily Housing Revenue Bonds.
BACKGROUND AND FINDINGS:
Election of Officers
After each City Council election and the appointment of new board members, the CCHFC must
elect new officers which are: President, Vice President, Secretary, Assistant Secretary,
Treasurer, Assistant Treasurer, General Manager and Assistant General Manager. Typically, the
President and Vice President have been elected from the Board, and those positions were filled
in the last election by Michael T. Hunter as President, and Roland Barrera as Vice President.
Annual Board Meeting of the Corpus Christi Housing Finance Corporation
AGENDA MEMORANDUM
Action Item for the City Council Meeting February 21, 2023
The Bylaws provide that all officers do not have to be Board members, and the remaining positions
have been held by the persons on City staff holding the functional equivalent positions. The
recommendation for these positions is as follows:
General Manager Peter Zanoni
Assistant General Manager Constance P. Sanchez
Secretary Rebecca Huerta
Assistant Secretary Vacant
Treasurer Heather Hurlbert
Assistant Treasurer Judy Villalon
Investment Policy
The Board annually must review, amend as necessary and reaffirm its Investment Policy and
Investment Strategy. The Resolution provided addresses the requirement for the Board to review,
amend and reaffirm the Investment Policy and Investment Strategy.
Bond Issuance Background
The CCHFC originally was organized in 1979 for the purpose of issuing single family revenue
bonds when double-digit interest rates for home mortgages made it difficult for first -time
homebuyers to obtain financing and purchase homes It successfully completed three bond issues
in 1980, 1982 and 1985 that provided for the origination of over 2,000 home mortgages for first-
time home buyers. The CCHFC also issued Multifamily Housing Revenue Bonds to finance five
apartment projects in the 1980’s. When conditions changed in the bond markets, the CCHFC
ceased issuing bonds and refocused efforts in originating mortgage credit certificates which
assisted over 3,000 first-time homebuyers during the period from 1987 through 2009 when that
program concluded.
Inducement Resolution
Greenwood Manor, LP, commonly known as ALMA at Greenwood, a single asset entity, is
interested in developing an affordable housing project in Corpus Christi. The project will use 4%
tax credits and multifamily housing revenue bonds.
To include preliminary costs and land acquisition in a possible future issuance of revenue bonds,
Greenwood Manor, LP is requesting the adoption of a preliminary resolution known as an
“Inducement Resolution” by the CCHFC. 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
future meeting of the Board. The Inducement Resolution is solely for the purpose of allowing
inclusion of the preliminary expenses incurred in the event that bonds are issued at some point
in the future.
Any revenue bonds issued by the CCHFC solely are payable from the loan payments received
from a particular development project. They are not a general obligation of the CCHFC, and
neither the City of Corpus Christi nor its credit rating are involved. The CCHFC has no taxing
power.
Previously, the CCHFC has issued two Inducement Resolutions for this project. No bonds were
issued. The economic climate for development costs and borrowing costs has necessitated
restructuring this development project. Previous action for this project includes commitments
from several City and 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.
ALTERNATIVES:
The CCHFC may select other persons it chooses to be officers, may amend the Investment Policy,
and may choose to not adopt the proposed Inducement Resolution. If the Inducement Resolution
is not authorized, then the Texas Bond Review Board Region 10 bond allocation, where Corpus
Christi is located, will collapse into a statewide pool where receiving bonds for this project will be
challenging.
FISCAL IMPACT:
There is no current year fiscal impact for this item.
Funding Detail:
Fund: NA
Organization/Activity: NA
Mission Element: NA
Project # (CIP Only): NA
Account: NA
RECOMMENDATION:
Staff recommends the adoption of the resolutions for the amending and reaffirming of the
Investment Policy and Investment Strategy and the inducement for Multifamily Revenue Bonds.
LIST OF SUPPORTING DOCUMENTS:
Agenda for CCHFC Board Meeting
Board Meeting Minutes from April 19, 2022
Resolution Adopting Investment Policy and Investment Strategy
Exhibit A 2022-2023 CCHFC Investment Policy
2022-2023 CCHFC Investment Policy Redline
Resolution with Respect to the Issuance of Bonds to Finance activities for Greenwood Manor
CCHFC Bond Transaction Guide
PowerPoint
AGENDA
CORPUS CHRISTI HOUSING FINANCE CORPORATION
ANNUAL MEETING
Date: Tuesday, February 21, 2023
Time: During the meeting of the City Council beginning at 11:30 a.m.
Location: City Council Chambers, Corpus Christi City Hall
1201 Leopard Street, Corpus Christi, Texas 78401
1. President Michael T. Hunter calls meeting to order.
2. Secretary Rebecca Huerta calls roll.
Board of Directors
Michael T. Hunter, President
Roland Barrera, Vice President
Sylvia Campos
Paulette M. Guajardo
Gil Hernandez
Jim Klein
Mike Pusley
Everett Roy
Dan Suckley
Officers
Peter Zanoni, General Manager
Vacant, Asst. General Manager
Rebecca Huerta, Secretary
Vacant, Asst. Secretary
Heather Hurlbert, Treasurer
Judy Villalon, Asst. Treasurer
3 PUBLIC COMMENT
4. Approve minutes of April 19,2022, Board meeting
5. Treasurer’s Report
6. Election of Officers
President
Vice President
General Manager Peter Zanoni
Assistant General Manager Constance P. Sanchez
Secretary Rebecca Huerta
Treasurer Heather Hurlbert
Assistant Treasurer Judy Villalon
7. Resolution amending and reaffirming the Investment Policy and Investment Strategy
f or the Corpus Christi Housing Finance Corporation.
9. Resolution with respect to the issuance of bonds to finance facilities for Greenwood
Manor, LP commonly referred to as ALMA at Greenwood.
10. Adjournment
MINUTES
CORPUS CHRISTI HOUSING FINANCE CORPORATION
SPECIAL BOARD MEETING
April 19, 2022
PRESENT
Board of Directors Officers
Michael T. Hunter, President Peter Zanoni, General Manager
Roland Barrera, Vice President Andrea Gardner, Asst. General Manager
Paulette Guajardo Rebecca Huerta, Secretary
Gil Hernandez Ruth Bocchino, Asst. Secretary
Billy A. Lerma Heather Hurlbert, Treasurer
Ben Molina Judy Villalon, Asst. Treasurer
Mike Pusley
Greg Smith
John Martinez
President Hunter called the meeting to order in the Council Chambers of City Hall at 3:07
p.m. Secretary Huerta verified that a quorum of the Board was present to conduct the meeting.
President Hunter referred to Item 3 and called for public comment. There were no comments
from the public.
President Hunter referred to Item 4 and called for approval of the minutes of the January
25, 2022 Board meeting. Board Member Smith made a motion to approve the minutes as
presented, seconded by Board Member Molina and passed unanimously.
President Hunter referred to Item 5 and called for the Treasurer’s Report. Treasurer
Heather Hurlbert presented a report for the five months ended February 28, 2022: $6,000 in
revenues and no expenditures to date; and the fund balance to date is $481,483.00 for the
affordable housing program. There were no questions from the Board.
President Hunter referred to Items 6-8.
6. Motion to participate in the ALMA at Greenwood Project by becoming the sole member of
a Texas limited liability company that will serve as the General Partner of Greenwood
Manor, LP, serving as the ground lessor in a ground lease covering the property on which
the Project is constructed, and being a co-developer of the Project, all such terms of
participation being subject to final approval by the board of directors at the time of
consideration of issuing multifamily housing revenue bonds for the Project.
7. Motion to approve entering into the following agreements to obtain additional funding for
the ALMA at Greenwood Project:
Enter into an Agreement with the Corpus Christi Business & Job Development
Corporation (Type A) to accept $160,560 in funds to loan to Greenwood Manor, LP
for the development of the ALMA at Greenwood Project; and
Enter into an Agreement with the Corpus Christi B Corporation (Type B) to accept
$1,191,871 in funds to loan to Greenwood Manor, LP for the development of the
ALMA at Greenwood Project.
8. Motion to authorize a loan in the amount of $1,833,914 (inclusive of the Type A and Type
B funds and $481,483 of CCHFC funds) to Greenwood Manor, LP to provide additional
funding for the ALMA at Greenwood Project, which loan shall bear interest at a rate equal
to 3% per annum, be repayable over a period of 40 years and be subordinate to the first lien
securing $15,000,000 in bond financing and a second lien securing a City of Corpus Christi
HOME loan, the funding of such loan being conditioned upon final approval by the board
of directors at the time of consideration of issuing multifamily housing revenue bonds for
the Project.
Assistant Director of Neighborhood Services Jennifer Buxton and Local Counsel for the
Corpus Christi Housing Finance Corporation John Bell presented information on the following
topics: ALMA at Greenwood; financing; City and City related loans; general partner; ALMA at
Greenwood ownership structure; liability analysis; bond transaction; and timeline.
Board Members, Assistant Director Buxton and Mr. Jose Gonzalez discussed the following
topics: the ALMA at Greenwood partners include Adelante Development, Jose Gonzalez, Lantero
Development, Frank Garcia and Jennifer Gonzalez, and Double J Development, Dustin and Natalie
Jones. Property taxes could be $250,000 on an annual basis for 40 years if the project could be
done conventionally.
Board Member Barrera made a motion to approve Items 6-8, seconded by Board Member
Guajardo and passed unanimously.
There being no further business to come before the Corpus Christi Housing Finance
Corporation, President Hunter adjourned the meeting at 3:28 p.m.
DATE: February 21, 2023
TO: President and Honorable Board Members,
Corpus Christi Housing Finance Corporation
FROM: Heather Hurlbert, Director of Finance & Procurement
HeatherH3@CCTexas.com
(361) 826-3227
CAPTION:
Resolution amending and reaffirming the Corpus Christi Housing Finance Corporation’s
Investment Policy and Investment Strategy for the Fiscal Year 2022-2023
SUMMARY:
The Public Funds Investment Act requires annual review by the governing body of its
Investment Policy and adoption of a written instrument stating that it has reviewed the
investment policy and investment strategies.
BACKGROUND AND FINDINGS:
Under Texas Government Code, Chapter 2256, Subchapter A. Authorized Investments for
Governmental Entities, the State of Texas delineates the types of investments and the
investment rules that must be followed by governmental entities. This chapter is often referred
to as the “Public Funds Investment Act”. In accordance with the Public Funds Investment Act,
the governing body must approve the Corpus Christi Housing Finance Corporation’s Investment
Policy and Strategy annually.
Last year, the Corpus Christi Housing Finance Corporation’s Investment Policy and Investment
Strategy was approved on October 19, 2021.
Amendments are being made to the previous fiscal year’s 2021-2022 Investment Policy and
Investment Strategies document, with such amendments delineated and described below:
(a) Under II. Scope, the wording Comprehensive Annual Financial Report (“CAFR”) has
been changed to Annual Comprehensive Financial Report in agreement with the name
change by the Governmental Accounting Standards Board (GASB).
Corpus Christi Housing Finance Corporation
Investment Policy and Investment Strategy
AGENDA MEMORANDUM
Corpus Christi Housing Finance Corporation
Meeting of February 21, 2023
(b) Under VII. Authorized Financial Institutions and Broker/Dealers, a change has been
made to the third paragraph to reflect the Public Funds Investment Act. Financial
Institutions, broker/dealers and money market mutual funds are no longer required to
provide written certification of receipt and review of the Corporations Investment Policy.
(c) Under VIII. Authorized Investment, a change has been made under section B.
Competitive Bidding Requirement. The list has been updates to more closely reflect the
PFIA requirement. In the last paragraph, ‘At least three bids…’ has been changed to
‘Two or more bids…’ with the exception listed.
The Corporation’s Investment Committee met on May 26, 2022 and approved the changes to the
Investment Policy as presented. The Investment Committee is comprised of the City Manager,
Chief Financial Officer, Director of Finance, Assistant Director of Finance, and the Director of
Management and Budget.
Linda Patterson with Meeder Public Funds, the City’s Investment Advisor, has also reviewed and
approved the changes being proposed.
ALTERNATIVES:
N/A
FISCAL IMPACT:
N/A
Funding Detail:
Fund:
Organization/Activity:
Mission Element:
Project # (CIP Only):
Account:
RECOMMENDATION:
The Investment Committee recommends approval of the resolution amending and reaffirming
the Corpus Christi Housing Finance Corporation’s Investment Policy and Investment Strategy
for Fiscal Year 2022-2023 as presented.
LIST OF SUPPORTING DOCUMENTS:
Corpus Christi Housing Finance Corporation’s Investment Policy and Investment Strategy 2022-
2023
Corpus Christi Housing Finance Corporation’s Investment Policy and Investment Strategy 2022-
2023 (Red Line Version)
Resolution
Resolution amending and reaffirming the Investment Policy and Investment
Strategy for the Corpus Christi Housing Finance Corporation
Whereas, the Texas Public Funds Investment Act requires the governing body of the Corpus
Christi Housing Finance Corporation (the "Corporation") to annually review, amend as
necessary, and reaffirm its investment policy and investment strategy by resolution.
Therefore, be it resolved by the Board of Directors of the Corpus Christi Housing
Finance Corporation:
Section 1. The Board has reviewed the Investment Policy and Investment Strategy, which
is attached to this resolution as Exhibit A and is incorporated by reference into this
resolution as if set out here in its entirety.
Section 2. The Board finds that the Investment Policy and Investment Strategy is in the best
interest of the Corporation and approves said Investment Policy and Investment Strategy as
the Investment Policy and Investment Strategy of the Corporation.
PASSED AND APPROVED on the day of , 2023:
Paulette M. Guajardo _______________________
Roland Barrera _______________________
Sylvia Campos _______________________
Gil Hernandez _______________________
Michael Hunter _______________________
Jim Klein _______________________
Mike Pusley _______________________
Everett Roy _______________________
Dan Suckley _______________________
ATTEST: CORPUS CHRISTI HOUSING FINANCE
CORPORATION
Rebecca Huerta, Secretary President
Exhibit A
Corpus Christi Housing
Finance Corporation
Investment Policy and
Investment Strategy
Adopted Date
February 21, 2023
1
TABLE OF CONTENTS
I. POLICY STATEMENT .................................................................................. 2
II. SCOPE ....................................................................................................... 2
III. PRUDENCE ............................................................................................... 2
IV. OBJECTIVES ............................................................................................. 3
V. LEGAL LIMITATIONS AND AUTHORITIES .................................................. 3
VI. DELEGATION OF AUTHORITY AND RESPONSIBILITY................................ 3
VII. AUTHORIZED FINANCIAL INSTITUTIONS AND BROKER/DEALERS .......... 5
VIII. AUTHORIZED INVESTMENTS ................................................................. 5
IX. REPURCHASE AGREEMENT COLLATERALIZATION ................................... 7
X. SAFEKEEPING ............................................................................................ 7
XI. INTERNAL CONTROLS .............................................................................. 8
XII. REPORTING ............................................................................................. 9
XIII. DEPOSITORIES ....................................................................................... 9
XIV. AUDITS AND COMPLIANCE WITH LAWS ............................................. 10
XV. INVESTMENT POLICY ADOPTION ......................................................... 10
XVI. INVESTMENT STRATEGY...................................................................... 11
APPENDIX
A. RESOLUTION……………………………………………………………………………………..12
Page 2 of 12
CORPUS CHRISTI HOUSING FINANCE CORPORATION
INVESTMENT POLICY AND INVESTMENT STRATEGY
Adopted, February 21, 2023
This Investment Policy (“Policy”) sets forth the specific policies and guidelines and general
strategy for the investment of funds of the Corpus Christi Housing Finance Corporation
("Corporation") in order to achieve the Corporation's goals of safety, liquidity, diversification,
and yield and to preserve the public trust. This Policy satisfies the statutory requirements of
the Public Funds Investment Act, Texas Government Code, Chapter 2256 ("Act") to define and
adopt a formal investment policy and investment strategy and assures compliance with the
Act.
I. POLICY STATEMENT
It is the policy of the Corporation that the administration of its funds and the investment of
those funds shall be handled as its highest public trust. Investments shall be made in a manner
which will provide maximum security of principal invested through risk management and
diversification strategies while meeting the cash flow needs of the Corporation and conforming
to all federal, State and local laws, rules and regulations governing the investment of public
funds.
The receipt of a reasonable yield is secondary to the requirements for safety and liquidity.
Earnings from investment will be used in a manner that best serves the interests of the
Corporation.
II. SCOPE
This Investment Policy applies to all the financial assets of the Corporation. All funds of the
Corporation are pooled for investment purposes and efficiency into the Corporation’s
Investment Portfolio (“Portfolio”). All investments must be accounted for in the City of Corpus
Christi’s (“City”) Annual Comprehensive Financial Report.
III. PRUDENCE
The standard of care established by law to be used in the investment process shall be the
"prudent person standard" and shall be applied in the context of managing the overall
Portfolio, rather than a consideration as to the prudence of a single investment. The standard
states that:
Investments shall be made with judgment and care, under prevailing circumstances,
that a person of prudence, discretion, and intelligence would exercise in the
Page 3 of 12
management of the person’s own affairs, not for speculation, but for investment,
considering the probable safety of capital and the probable income to be derived.
IV. OBJECTIVES
All funds shall be managed and invested with four primary objectives, in order of their priority:
A. Safety
The preservation and safety of principal is the Corporation’s foremost objective.
Investments shall be undertaken in a manner that seeks to ensure the preservation of
capital in the overall portfolio. Authorized investments are chosen for their high credit
quality and stability.
B. Liquidity
The Portfolio shall remain sufficiently liquid, and retain a liquidity buffer, to assure that the
Corporation meets all reasonably anticipated expenditures. Investment decisions will be
based on anticipated cash flows and only high‐credit quality securities will be used for their
marketability.
C. Diversification
The Corporation will diversify its investments by maturity and market sector in an effort to
avoid incurring unreasonable and avoidable market risks.
D. Yield
The Portfolio shall be designed with the objective of attaining a reasonable market yield
taking into account the investment risk constraints and liquidity needs of the Corporation.
V. LEGAL LIMITATIONS AND AUTHORITIES
Specific investment parameters for the investment of public funds in Texas are found in the
Act. All investments will be made in accordance with the Act, this Policy, and any applicable
financial indentures or trust requirements.
VI. DELEGATION OF AUTHORITY AND RESPONSIBILITY
All participants in the investment process shall seek to act responsibly as custodians of the
public trust.
A. Corporation Board
The Corporation Board (“Board”) has fiduciary responsibility for all funds. The Board is
responsible for reviewing and adopting the Investment Policy and Investment Strategy on
Page 4 of 12
no less than an annual basis. The Board has resolved to designate the Investment
Committee and authorized Investment Officers of the City (as named in the City’s
Investment Policy and Investment Strategies) as the Corporation's Investment Committee
and authorized Investment Officers, respectively. The Executive Director of the
Corporation Board will coordinate with the Investment Officers on all strategy decisions
and provide cash flow requirements. This will provide efficiency and cost effectiveness but
retain control of investment strategy and final decision‐making by the Corporation. The
Board shall receive and review quarterly investment reports, approved by the Investment
Committee, from the Investment Officers.
B. Investment Committee
An Investment Committee shall meet at least quarterly to review and determine
operational strategies and to monitor investment results. The Investment Committee shall
include in its deliberation such topics as: economic outlook, diversification, maturity
structure, risk, and performance of the Portfolio. The Investment Committee shall be
responsible for monitoring, reviewing, and making recommendations regarding the Policy
to the Board. The Investment Committee will review quarterly investment reports before
submission to the Board.
C. Investment Officer
The Investment Officers will be responsible for the daily operations of the investment
program; shall comply with this Policy, the Act, and all applicable federal, State, and City
laws, rules, and regulations; and will provide complete reports to the Investment
Committee on a quarterly basis. The Investment Officers will retain all documentation on
investment transactions and will direct the settlement and safekeeping of securities in
accordance with any controlling Indenture of Trust, if applicable. Should funds be removed
from a Trust or there is no Trust, the Investment Officers will settle investments into the
Corporation's safekeeping account and provide documentation of the safekeeping to the
Board representatives.
The Investment Officers will follow training guidelines as set forth in the City’s Investment
Policy and Investment Strategies.
D. Investment Advisor
The Corporation may use the City’s Investment Advisor, if applicable. The City Council may
contract with an investment management firm registered under the Investment Advisers
Act of 1940 (15 U.S.C. Section 80b‐1 et seq.) or with the State Securities Board to provide
for the investment and management of its public funds or other funds under its control. A
contract made under authority of this subsection may not be for a term longer than two
years. A renewal or extension of the contract must be made by the City Council by
ordinance or resolution.
Page 5 of 12
E. Ethics and Conflicts of Interest
Investment Officers shall comply with the Ethics and Conflicts of Interest section in the
City’s Investment Policy and Investment Strategies.
VII. AUTHORIZED FINANCIAL INSTITUTIONS AND BROKER/DEALERS
All investment transactions shall be made through the financial institutions or broker/dealers
the City’s Investment Committee has approved, and all requirements for these institutions of
the City are to be met for Corporation funds.
No investment transactions may be entered into with a brokerage subsidiary of the City or the
Corporation’s safekeeping bank in order to perfect delivery versus payment (DVP)
requirements for trade independence.
The Investment Officers will provide each authorized financial institution and broker/dealer a
copy of this Policy to ensure that they are familiar with the goals and objectives of the
Corporation as required by the Act.
Investments shall only be made with local government investment pools which have provided
the Corporation with a written certification executed by a qualified representative of the pool
acknowledging that the pool has:
A. Received, and thoroughly reviewed the Policy; and
B. Implemented reasonable controls and procedures in an effort to preclude investment
transactions not authorized by the Policy, except to the extent that this authorization is
dependent on an analysis of the makeup of the Corporation’s Portfolio or requires an
interpretation of subjective investment standards.
The Investment Officers will request the Investment Committee authorize the deletion of
financial institutions or broker/dealers for:
A. Slow response time;
B. Inability to compete with other authorized firms;
C. Insufficient market information on technical or fundamental expectations based on
economic indicators;
D. Failed transactions or continuing operations difficulties; or
E. Unwillingness to abide by this Policy.
VIII. AUTHORIZED INVESTMENTS
A. Investments
Authorized investments under this Policy shall be limited to the instruments listed below
as further described by the Act. If additional types of securities are approved for investment
Page 6 of 12
of public funds by State statute, they will not be eligible for investment by the Corporation
until this Policy has been amended and the amended version adopted by the Board. The
Corporation is not required to liquidate investments that were authorized investments at
the time of purchase (2256.017).
1. Obligations of the U.S. Government, its agencies and instrumentalities, excluding
mortgage backed securities, with a maximum stated maturity of three years
[2256.009(a)(1)].
2. Fully Federal Deposit Insurance Corporation (FDIC) insured depository certificates
of deposit of a depository institution that has its main office or a branch office in
Texas with a maximum maturity of two years (2256.010).
3. Fully collateralized direct repurchase agreements with a defined termination date
secured in accordance with this Policy and placed through a primary government
securities dealer, as defined by the Federal Reserve, or a financial institution doing
business in this State. All repurchase agreement transactions shall be governed in
accordance with the Act. The maximum stated maturity shall be one year with the
exception of flex repurchase agreements used for bond proceeds capital projects.
The flex repurchase agreement transaction shall be matched to the expenditure
plan of the bonds (2256.011).
4. AAA, or equivalent, rated local government investment pools defined by the Act
and striving to maintain a $1 net asset value and specifically approved for
participation by a resolution of the Board (2256.016).
5. AAA‐rated, SEC registered no‐load money market mutual funds which strive to
maintain a $1 net asset value [2256.014(a)].
6. Fully FDIC insured interest‐bearing depository accounts of banks in Texas
[2256.009(a)(7)].
7. General debt obligations of any U.S. states, agencies, counties, cities, and other
political subdivisions of any state rated no less than A by a nationally recognized
rating agency and with a maximum stated maturity of three years [2256.009(a)(5)].
8. FDIC insured brokered certificate of deposit securities from a bank in any U.S. state,
DVP to the Corporation’s safekeeping agent, not to exceed two years to maturity.
Before purchase, the Investment Officers must verify the FDIC status of the bank on
www.fdic.gov to assure the bank is FDIC insured [2256.010(b)].
9. A1/P1, or equivalent, rated commercial paper with a maximum maturity of 270 days
subject to meeting one of the two stated conditions in Sec. 2256.013. (2256.013).
10. Guaranteed investment contracts with a maximum maturity of two years and
executed in accordance with the Act (2256.015).
11. Securities lending transactions with primary dealers or banks doing business in
Texas in accordance with the Act (2256.0115).
B. Competitive Bidding Requirement
It is the policy of the Corporation to require competitive bidding for all security purchases
and sales, except for:
Page 7 of 12
1. Transactions with money market mutual funds and local government investment
pools;
2. Treasury and agency securities purchased at issue;
3. Automatic overnight “sweep” transactions with the Corporation depository; and
4. Repurchase agreements.
Two or more bids or offers must be solicited for all other transactions involving individual
securities with the exception of guaranteed investment contracts, which require at least
three bids or offers. In situations where the exact security is not offered by other dealers,
offers on the closest comparable investment may be used to establish a fair market price
for the security. Certificates of deposit may be solicited in any manner permitted by the
Act.
C. Delivery versus Payment Requirement
All security transactions, including collateral for repurchase agreements, shall be
conducted on a DVP basis.
D. The Portfolio, as a pooled fund group, shall have a maximum dollar‐weighted average
maturity of one year (365 days)
IX. REPURCHASE AGREEMENT COLLATERALIZATION
As a local government corporation, the Corporation is not authorized to have collateral pledged
to it for time and demand bank deposits in accordance with FDIC regulations. Time and
demand deposits in any bank holding company must be limited by the FDIC insurance level
(currently $250,000), inclusive of accrued interest.
A. Repurchase Agreements Owned Collateral
Collateral under a repurchase agreement is owned by the Corporation. (2256.011) It will
be held by an independent third‐party safekeeping institution approved by the Corporation
under an executed Bond Market Master Repurchase Agreement. Securities (collateral)
with a market value totaling 102% of the principal and accrued interest of the repurchase
agreement are required and the counter‐party is responsible for the monitoring and
maintaining of collateral and margins daily.
Authorized collateral for repurchase agreements will include only:
1. Cash;
2. Obligations of the US Government, its agencies and instrumentalities including
mortgage‐backed securities and CMO which pass the bank test; or
3. Debt obligations of any US state or US state sub‐division rated A or better by at least
one nationally recognized rating agency.
Page 8 of 12
X. SAFEKEEPING
The Corporation shall maintain safekeeping under the Indenture of Trust, if applicable. Should
funds be removed from a Trust, or if there is no Trust, the Investment Officers will settle
investments into the Corporation's safekeeping account and provide documentation of the
safekeeping to the Board. All security transactions shall be settled on a DVP basis by the
safekeeping institution (2256.005).
Securities shall not be held in any brokerage account. Securities shall not be bought from the
Corporation’s depository in order to provide perfected DVP.
The safekeeping institution shall be required to issue safekeeping receipts listing each specific
security, rate, description, maturity, Committee on Uniform Security Identification Procedures
(CUSIP) number, and other pertinent information which will be maintained by the Investment
Officers.
XI. INTERNAL CONTROLS
The Investment Officers will maintain controls to regulate the activities of the investment
program in accordance with this Policy. The controls shall be designed to prevent loss of funds
due to fraud, employee error, misrepresentation by third parties, unanticipated market
changes, or imprudent actions. Internal controls deemed most important would include:
competitive bidding, control of collusion, separation of duties, safekeeping, delegation of
authority, and documentation. In conjunction with the annual financial audit, a compliance
audit of management controls on investments and adherence to this Policy shall be performed.
A. Cash Flow Forecasting
Cash flow analysis and forecasting is designed to protect and sustain cash flow
requirements of the Corporation. The Executive Director will inform the Investment
Officers of anticipated cash flows which will be used for cash flow and investment
purposes.
B. Loss of Rating
The Investment Officers shall monitor the credit rating on all authorized investments in the
Portfolio which require ratings by policy or law. Ratings will be based upon independent
information from a nationally recognized rating agency. An investment that requires a
minimum rating under the Act does not qualify as an authorized investment during the
period the investment does not have the minimum rating. The Corporation shall take all
prudent measures that are consistent with this Policy to liquidate an investment that does
not have the minimum rating. If any security falls below the minimum rating required by
Policy or law, the Investment Officers shall notify the Investment Committee of the loss of
rating, conditions affecting the rating and possible loss of principal with liquidation options
Page 9 of 12
available, within one week after the loss of the required rating (2256.021).
C. Monitoring FDIC Coverage
The Investment Officers shall monitor, on no less than a weekly basis, the status and
ownership of all banks issuing brokered certificates of deposit owned by the Corporation
based upon information from the FDIC. If any bank has been acquired or merged with
another bank in which brokered certificates of deposit are owned by the Corporation, the
Investment Officers shall immediately liquidate any brokered certificate of deposit which
places the Corporation above the FDIC insurance level.
XII. REPORTING
In accordance with the Act (2256.023), not less than quarterly, the Investment Officers shall
prepare and submit to the Investment Committee and the Board a written report of
investment transactions for all funds covered by the Act and this Policy for the preceding
reporting period within a reasonable time after the end of the period. The report must:
A. Describe in detail the investment position of the Portfolio on the date of the report;
B. Be prepared jointly by all Investment Officers of the Corporation;
C. Be signed by each Investment Officer of the Corporation;
D. Contain a summary statement of each pooled fund group that states the:
1. Beginning market value for the reporting period;
2. Ending market value for the period; and
3. Fully accrued interest for the reporting period;
E. State the book value and market value of each separately invested asset at the end of
the reporting period by the type of asset and fund type invested;
F. State the maturity date of each separately invested asset that has a maturity date;
G. State the account or fund or pooled group fund in the Corporation for which each
individual investment was acquired; and
H. State the compliance of the Portfolio of the Corporation as it relates to:
1. The investment strategy expressed in this Policy; and
2. Relevant provisions of Section 2256.023 of the Act.
The quarterly reports prepared by the Investment Officers shall be formally reviewed at least
annually by the independent auditor of the City, and the result of the review shall be reported
to the City Council by that auditor. The City Council will then distribute the results to the Board.
Market prices for market value calculations shall be obtained from nationally recognized
securities databases including those provided by the City’s depository bank through its
safekeeping services and Bloomberg Professional Services.
Page 10 of 12
XIII. DEPOSITORIES
The Corporation will use the City’s depository bank or, if applicable, the depository listed in the
Indenture of Trust. The City designates one banking institution for banking services through a
competitive process at least every five years. Written depository agreements shall be executed
before funds are transferred.
XIV. AUDITS AND COMPLIANCE WITH LAWS
Each banking institution agrees to comply with all federal, State, and local laws, rules, and
regulations. The personnel or officers of such institution shall be fully qualified and authorized
under federal, State, and local law to perform the services set out under this Policy. Each
institution shall permit the Investment Officers to audit, examine, and make excerpts or
transcripts from such records of all contracts, invoices, materials, and other data relating to
applicable investments.
XV. INVESTMENT POLICY ADOPTION
The Board shall review and adopt by resolution its Investment Policy and Investment Strategy
not less than annually, and the approving resolution shall designate any changes made to the
Policy and Strategy.
<This space is intentionally left blank.>
Page 11 of 12
XVI. INVESTMENT STRATEGY
All funds of the Corporation are commingled for investment purposes and efficiency into one
portfolio. The Corporation’s Investment Portfolio (“Portfolio”) will be designed and managed
based on projected cash flows to provide for all anticipated and projected cash needs. The
Portfolio is to be managed pro‐actively considering ongoing market changes but is essentially
a buy‐and‐hold portfolio. Information on expected expenditures from the Executive Director
of the Board will be incorporated in Investment decisions. The overall investment program
shall be designed and managed with a degree of professionalism worthy of public trust.
The Portfolio is maintained to meet anticipated daily cash needs for Corporation operations.
The objectives of the Portfolio are to:
A. Ensure safety of principal by investing only in high‐credit quality investments for which
a strong secondary market exists which are designed to assure on‐going suitability and
marketability of such investments;
B. Ensure that anticipated cash flows are matched with adequate investment liquidity;
C. Limit market and credit risk through diversification; and
D. Attain a market yield commensurate with the objectives and restrictions set forth in
this Policy.
The Portfolio shall have a maximum dollar‐weighted average maturity (WAM) of one year (365
days) designed to meet anticipated cash flow needs. The fund shall be laddered based on cash
flow analysis to provide ongoing liquidity for anticipated needs and provide for reasonable
extension.
A minimum of 15% of the Portfolio shall be held in cash or cash equivalents for liquidity and no
more than 40% may be invested longer than one year. Changes in the Corporation’s cash flows
may change percentage representations over time. Unless approved by the Investment
Committee, the target percentages specified shall not be exceeded for a temporary period
greater than thirty (30) days without the Investment Officers taking corrective action.
The risks in the Portfolio shall be measured quarterly against a risk benchmark designed to
mirror the authorized market investments and the Corporation’s cash flow requirements.
Because this Portfolio is dictated by cash flow needs, the benchmark becomes a measure of
risk which reflects the primary market rates matched to the WAM. With a maximum WAM of
one year, the risk benchmark is established as the one‐year Treasury Bill for the comparable
period. The fund should track the risk benchmark but will naturally lag as market interest rates,
which adjust daily, move.
Exhibit A
Corpus Christi Housing
Finance Corporation
Investment Policy and
Investment Strategy
Adopted Date
February 21, 2023October 19, 2021
1
TABLE OF CONTENTS
I. POLICY STATEMENT .................................................................................. 2
II. SCOPE ....................................................................................................... 2
III. PRUDENCE ............................................................................................... 2
IV. OBJECTIVES ............................................................................................. 3
V. LEGAL LIMITATIONS AND AUTHORITIES .................................................. 3
VI. DELEGATION OF AUTHORITY AND RESPONSIBILITY................................ 3
VII. AUTHORIZED FINANCIAL INSTITUTIONS AND BROKER/DEALERS .......... 5
VIII. AUTHORIZED INVESTMENTS ................................................................. 5
IX. REPURCHASE AGREEMENT COLLATERALIZATION ................................... 7
X. SAFEKEEPING ............................................................................................ 7
XI. INTERNAL CONTROLS .............................................................................. 8
XII. REPORTING ............................................................................................. 9
XIII. DEPOSITORIES ....................................................................................... 9
XIV. AUDITS AND COMPLIANCE WITH LAWS ............................................. 10
XV. INVESTMENT POLICY ADOPTION ......................................................... 10
XVI. INVESTMENT STRATEGY.................................................................. 1111
APPENDIX
A. RESOLUTION……………………………………………………………………………………..12
Page 2 of 12
CORPUS CHRISTI HOUSING FINANCE CORPORATION
INVESTMENT POLICY AND INVESTMENT STRATEGY
Adopted, February 21, 2023October 19, 2021
This Investment Policy (“Policy”) sets forth the specific policies and guidelines and general
strategy for the investment of funds of the Corpus Christi Housing Finance Corporation
("Corporation") in order to achieve the Corporation's goals of safety, liquidity, diversification,
and yield and to preserve the public trust. This Policy satisfies the statutory requirements of
the Public Funds Investment Act, Texas Government Code, Chapter 2256 ("Act") to define and
adopt a formal investment policy and investment strategy and assures compliance with the
Act.
I. POLICY STATEMENT
It is the policy of the Corporation that the administration of its funds and the investment of
those funds shall be handled as its highest public trust. Investments shall be made in a manner
which will provide maximum security of principal invested through risk management and
diversification strategies while meeting the cash flow needs of the Corporation and conforming
to all federal, State and local laws, rules and regulations governing the investment of public
funds.
The receipt of a reasonable yield is secondary to the requirements for safety and liquidity.
Earnings from investment will be used in a manner that best serves the interests of the
Corporation.
II. SCOPE
This Investment Policy applies to all the financial assets of the Corporation. All funds of the
Corporation are pooled for investment purposes and efficiency into the Corporation’s
Investment Portfolio (“Portfolio”). All investments must be accounted for in the City of Corpus
Christi’s (“City”) Annual Comprehensive Financial Report Comprehensive Annual Financial
Report ("CAFR”).
III. PRUDENCE
The standard of care established by law to be used in the investment process shall be the
"prudent person standard" and shall be applied in the context of managing the overall
Portfolio, rather than a consideration as to the prudence of a single investment. The standard
states that:
Investments shall be made with judgment and care, under prevailing circumstances,
Page 3 of 12
that a person of prudence, discretion, and intelligence would exercise in the
management of the person’s own affairs, not for speculation, but for investment,
considering the probable safety of capital and the probable income to be derived.
IV. OBJECTIVES
All funds shall be managed and invested with four primary objectives, in order of their priority:
A. Safety
The preservation and safety of principal is the Corporation’s foremost objective.
Investments shall be undertaken in a manner that seeks to ensure the preservation of
capital in the overall portfolio. Authorized investments are chosen for their high credit
quality and stability.
B. Liquidity
The Portfolio shall remain sufficiently liquid, and retain a liquidity buffer, to assure that the
Corporation meets all reasonably anticipated expenditures. Investment decisions will be
based on anticipated cash flows and only high‐credit quality securities will be used for their
marketability.
C. Diversification
The Corporation will diversify its investments by maturity and market sector in an effort to
avoid incurring unreasonable and avoidable market risks.
D. Yield
The Portfolio shall be designed with the objective of attaining a reasonable market yield
taking into account the investment risk constraints and liquidity needs of the Corporation.
V. LEGAL LIMITATIONS AND AUTHORITIES
Specific investment parameters for the investment of public funds in Texas are found in the
Act. All investments will be made in accordance with the Act, this Policy, and any applicable
financial indentures or trust requirements.
VI. DELEGATION OF AUTHORITY AND RESPONSIBILITY
All participants in the investment process shall seek to act responsibly as custodians of the
public trust.
A. Corporation Board
The Corporation Board (“Board”) has fiduciary responsibility for all funds. The Board is
Page 4 of 12
responsible for reviewing and adopting the Investment Policy and Investment Strategy on
no less than an annual basis. The Board has resolved to designate the Investment
Committee and authorized Investment Officers of the City (as named in the City’s
Investment Policy and Investment Strategies) as the Corporation's Investment Committee
and authorized Investment Officers, respectively. The Executive Director of the
Corporation Board will coordinate with the Investment Officers on all strategy decisions
and provide cash flow requirements. This will provide efficiency and cost effectiveness but
retain control of investment strategy and final decision‐making by the Corporation. The
Board shall receive and review quarterly investment reports, approved by the Investment
Committee, from the Investment Officers.
B. Investment Committee
An Investment Committee shall meet at least quarterly to review and determine
operational strategies and to monitor investment results. The Investment Committee shall
include in its deliberation such topics as: economic outlook, diversification, maturity
structure, risk, and performance of the Portfolio. The Investment Committee shall be
responsible for monitoring, reviewing, and making recommendations regarding the Policy
to the Board. The Investment Committee will review quarterly investment reports before
submission to the Board.
C. Investment Officer
The Investment Officers will be responsible for the daily operations of the investment
program; shall comply with this Policy, the Act, and all applicable federal, State, and City
laws, rules, and regulations; and will provide complete reports to the Investment
Committee on a quarterly basis. The Investment Officers will retain all documentation on
investment transactions and will direct the settlement and safekeeping of securities in
accordance with any controlling Indenture of Trust, if applicable. Should funds be removed
from a Trust or there is no Trust, the Investment Officers will settle investments into the
Corporation's safekeeping account and provide documentation of the safekeeping to the
Board representatives.
The Investment Officers will follow training guidelines as set forth in the City’s Investment
Policy and Investment Strategies.
D. Investment Advisor
The Corporation may use the City’s Investment Advisor, if applicable. The City Council may
contract with an investment management firm registered under the Investment Advisers
Act of 1940 (15 U.S.C. Section 80b‐1 et seq.) or with the State Securities Board to provide
for the investment and management of its public funds or other funds under its control. A
contract made under authority of this subsection may not be for a term longer than two
years. A renewal or extension of the contract must be made by the City Council by
ordinance or resolution.
Page 5 of 12
E. Ethics and Conflicts of Interest
Investment Officers shall comply with the Ethics and Conflicts of Interest section in the
City’s Investment Policy and Investment Strategies.
VII. AUTHORIZED FINANCIAL INSTITUTIONS AND BROKER/DEALERS
All investment transactions shall be made through the financial institutions or broker/dealers
the City’s Investment Committee has approved, and all requirements for these institutions of
the City are to be met for Corporation funds.
No investment transactions may be entered into with a brokerage subsidiary of the City or the
Corporation’s safekeeping bank in order to perfect delivery versus payment (DVP)
requirements for trade independence.
The Investment Officers will provide each authorized financial institution and broker/dealer a
copy of this Policy to ensure that they are familiar with the goals and objectives of the
Corporation as required by the Act.
Investments shall only be made with those financial institutions or broker/dealers (including
money market mutual funds and local government investment pools) which have provided the
Corporation with a written certification executed by a qualified representative of the pool firm
acknowledging that the pool business organization has:
A. Received, and thoroughly reviewed the Policy; and
B. Implemented reasonable controls and procedures in an effort to preclude investment
transactions not authorized by the Policy, except to the extent that this authorization is
dependent on an analysis of the makeup of the Corporation’s Portfolio or requires an
interpretation of subjective investment standards.
The Investment Officers will request the Investment Committee authorize the deletion of
financial institutions or broker/dealers for:
A. Slow response time;
B. Inability to compete with other authorized firms;
C. Insufficient market information on technical or fundamental expectations based on
economic indicators;
D. Failed transactions or continuing operations difficulties; or
E. Unwillingness to abide by this Policy.
VIII. AUTHORIZED INVESTMENTS
A. Investments
Page 6 of 12
Authorized investments under this Policy shall be limited to the instruments listed below
as further described by the Act. If additional types of securities are approved for investment
of public funds by State statute, they will not be eligible for investment by the Corporation
until this Policy has been amended and the amended version adopted by the Board. The
Corporation is not required to liquidate investments that were authorized investments at
the time of purchase (2256.017).
1. Obligations of the U.S. Government, its agencies and instrumentalities, excluding
mortgage backed securities, with a maximum stated maturity of three years
[2256.009(a)(1)].
2. Fully Federal Deposit Insurance Corporation (FDIC) insured depository certificates
of deposit of a depository institution that has its main office or a branch office in
Texas with a maximum maturity of two years (2256.010).
3. Fully collateralized direct repurchase agreements with a defined termination date
secured in accordance with this Policy and placed through a primary government
securities dealer, as defined by the Federal Reserve, or a financial institution doing
business in this State. All repurchase agreement transactions shall be governed in
accordance with the Act. The maximum stated maturity shall be one year with the
exception of flex repurchase agreements used for bond proceeds capital projects.
The flex repurchase agreement transaction shall be matched to the expenditure
plan of the bonds (2256.011).
4. AAA, or equivalent, rated local government investment pools defined by the Act
and striving to maintain a $1 net asset value and specifically approved for
participation by a resolution of the Board (2256.016).
5. AAA‐rated, SEC registered no‐load money market mutual funds which strive to
maintain a $1 net asset value [2256.014(a)].
6. Fully FDIC insured interest‐bearing depository accounts of banks in Texas
[2256.009(a)(7)].
7. General debt obligations of any U.S. states, agencies, counties, cities, and other
political subdivisions of any state rated no less than A by a nationally recognized
rating agency and with a maximum stated maturity of three years [2256.009(a)(5)].
8. FDIC insured brokered certificate of deposit securities from a bank in any U.S. state,
DVP to the Corporation’s safekeeping agent, not to exceed two years to maturity.
Before purchase, the Investment Officers must verify the FDIC status of the bank on
www.fdic.gov to assure the bank is FDIC insured [2256.010(b)].
9. A1/P1, or equivalent, rated commercial paper with a maximum maturity of 270 days
subject to meeting one of the two stated conditions in Sec. 2256.013. (2256.013).
10. Guaranteed investment contracts with a maximum maturity of two years and
executed in accordance with the Act (2256.015).
11. Securities lending transactions with primary dealers or banks doing business in
Texas in accordance with the Act (2256.0115).
B. Competitive Bidding Requirement
Page 7 of 12
It is the policy of the Corporation to require competitive bidding for all security purchases
and sales, except for:
1. Transactions with money market mutual funds and local government investment
pools;
2. Treasury and agency securities purchased at issue;
3. Automatic overnight “sweep” transactions with the Corporation depository; and
4. Fully insured certificate of deposit placed in accordance with the Act [2256.010 (b)];
5.4. Repurchase agreements.; and
6. Guaranteed investment contracts.
Two or more At least three bids or offers must be solicited for all other transactions
involving individual securities with the exception of guaranteed investment contracts,
which require at least three bids or offers. In situations where the exact security is not
offered by other dealers, offers on the closest comparable investment may be used to
establish a fair market price for the security. Bids for Ccertificates of deposit may be
solicited in any manner permitted by the Act.
C. Delivery versus Payment Requirement
All security transactions, including collateral for repurchase agreements, shall be
conducted on a DVP basis.
D. The Portfolio, as a pooled fund group, shall have a maximum dollar‐weighted average
maturity of one year (365 days)
IX. REPURCHASE AGREEMENT COLLATERALIZATION
As a local government corporation, the Corporation is not authorized to have collateral pledged
to it for time and demand bank deposits in accordance with FDIC regulations. Time and
demand deposits in any bank holding company must be limited by the FDIC insurance level
(currently $250,000), inclusive of accrued interest.
A. Repurchase Agreements Owned Collateral
Collateral under a repurchase agreement is owned by the Corporation. (2256.011) It will
be held by an independent third‐party safekeeping institution approved by the Corporation
under an executed Bond Market Master Repurchase Agreement. Securities (collateral)
with a market value totaling 102% of the principal and accrued interest of the repurchase
agreement are required and the counter‐party is responsible for the monitoring and
maintaining of collateral and margins daily.
Authorized collateral for repurchase agreements will include only:
1. Cash;
2. Obligations of the US Government, its agencies and instrumentalities including
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mortgage‐backed securities and CMO which pass the bank test; or
3. Debt obligations of any US state or US state sub‐division rated A or better by at least
one nationally recognized rating agency.
X. SAFEKEEPING
The Corporation shall maintain safekeeping under the Indenture of Trust, if applicable. Should
funds be removed from a Trust, or if there is no Trust, the Investment Officers will settle
investments into the Corporation's safekeeping account and provide documentation of the
safekeeping to the Board. All security transactions shall be settled on a DVP basis by the
safekeeping institution (2256.005).
Securities shall not be held in any brokerage account. Securities shall not be bought from the
Corporation’s depository in order to provide perfected DVP.
The safekeeping institution shall be required to issue safekeeping receipts listing each specific
security, rate, description, maturity, Committee on Uniform Security Identification Procedures
(CUSIP) number, and other pertinent information which will be maintained by the Investment
Officers.
XI. INTERNAL CONTROLS
The Investment Officers will maintain controls to regulate the activities of the investment
program in accordance with this Policy. The controls shall be designed to prevent loss of funds
due to fraud, employee error, misrepresentation by third parties, unanticipated market
changes, or imprudent actions. Internal controls deemed most important would include:
competitive bidding, control of collusion, separation of duties, safekeeping, delegation of
authority, and documentation. In conjunction with the annual financial audit, a compliance
audit of management controls on investments and adherence to this Policy shall be performed.
A. Cash Flow Forecasting
Cash flow analysis and forecasting is designed to protect and sustain cash flow
requirements of the Corporation. The Executive Director will inform the Investment
Officers of anticipated cash flows which will be used for cash flow and investment
purposes.
B. Loss of Rating
The Investment Officers shall monitor the credit rating on all authorized investments in the
Portfolio which require ratings by policy or law. Ratings will be based upon independent
information from a nationally recognized rating agency. An investment that requires a
minimum rating under the Act does not qualify as an authorized investment during the
period the investment does not have the minimum rating. The Corporation shall take all
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prudent measures that are consistent with this Policy to liquidate an investment that does
not have the minimum rating. If any security falls below the minimum rating required by
Policy or law, the Investment Officers shall notify the Investment Committee of the loss of
rating, conditions affecting the rating and possible loss of principal with liquidation options
available, within one week after the loss of the required rating (2256.021).
C. Monitoring FDIC Coverage
The Investment Officers shall monitor, on no less than a weekly basis, the status and
ownership of all banks issuing brokered certificates of deposit owned by the Corporation
based upon information from the FDIC. If any bank has been acquired or merged with
another bank in which brokered certificates of deposit are owned by the Corporation, the
Investment Officers shall immediately liquidate any brokered certificate of deposit which
places the Corporation above the FDIC insurance level.
XII. REPORTING
In accordance with the Act (2256.023), not less than quarterly, the Investment Officers shall
prepare and submit to the Investment Committee and the Board a written report of
investment transactions for all funds covered by the Act and this Policy for the preceding
reporting period within a reasonable time after the end of the period. The report must:
A. Describe in detail the investment position of the Portfolio on the date of the report;
B. Be prepared jointly by all Investment Officers of the Corporation;
C. Be signed by each Investment Officer of the Corporation;
D. Contain a summary statement of each pooled fund group that states the:
1. Beginning market value for the reporting period;
2. Ending market value for the period; and
3. Fully accrued interest for the reporting period;
E. State the book value and market value of each separately invested asset at the end of
the reporting period by the type of asset and fund type invested;
F. State the maturity date of each separately invested asset that has a maturity date;
G. State the account or fund or pooled group fund in the Corporation for which each
individual investment was acquired; and
H. State the compliance of the Portfolio of the Corporation as it relates to:
1. The investment strategy expressed in this Policy; and
2. Relevant provisions of Section 2256.023 of the Act.
The quarterly reports prepared by the Investment Officers shall be formally reviewed at least
annually by the independent auditor of the City, and the result of the review shall be reported
to the City Council by that auditor. The City Council will then distribute the results to the Board.
Market prices for market value calculations shall be obtained from nationally recognized
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securities databases including those provided by the City’s depository bank through its
safekeeping services and Bloomberg Professional Services.
XIII. DEPOSITORIES
The Corporation will use the City’s depository bank or, if applicable, the depository listed in the
Indenture of Trust. The City designates one banking institution for banking services through a
competitive process at least every five years. Written depository agreements shall be executed
before funds are transferred.
XIV. AUDITS AND COMPLIANCE WITH LAWS
Each banking institution agrees to comply with all federal, State, and local laws, rules, and
regulations. The personnel or officers of such institution shall be fully qualified and authorized
under federal, State, and local law to perform the services set out under this Policy. Each
institution shall permit the Investment Officers to audit, examine, and make excerpts or
transcripts from such records of all contracts, invoices, materials, and other data relating to
applicable investments.
XV. INVESTMENT POLICY ADOPTION
The Board shall review and adopt by resolution its Investment Policy and Investment Strategy
not less than annually, and the approving resolution shall designate any changes made to the
Policy and Strategy.
<This space is intentionally left blank.>
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XVI. INVESTMENT STRATEGY
All funds of the Corporation are commingled for investment purposes and efficiency into one
portfolio. The Corporation’s Investment Portfolio (“Portfolio”) will be designed and managed
based on projected cash flows to provide for all anticipated and projected cash needs. The
Portfolio is to be managed pro‐actively considering ongoing market changes but is essentially
a buy‐and‐hold portfolio. Information on expected expenditures from the Executive Director
of the Board will be incorporated in Investment decisions. The overall investment program
shall be designed and managed with a degree of professionalism worthy of public trust.
The Portfolio is maintained to meet anticipated daily cash needs for Corporation operations.
The objectives of the Portfolio are to:
A. Ensure safety of principal by investing only in high‐credit quality investments for which
a strong secondary market exists which are designed to assure on‐going suitability and
marketability of such investments;
B. Ensure that anticipated cash flows are matched with adequate investment liquidity;
C. Limit market and credit risk through diversification; and
D. Attain a market yield commensurate with the objectives and restrictions set forth in
this Policy.
The Portfolio shall have a maximum dollar‐weighted average maturity (WAM) of one year (365
days) designed to meet anticipated cash flow needs. The fund shall be laddered based on cash
flow analysis to provide ongoing liquidity for anticipated needs and provide for reasonable
extension.
A minimum of 15% of the Portfolio shall be held in cash or cash equivalents for liquidity and no
more than 40% may be invested longer than one year. Changes in the Corporation’s cash flows
may change percentage representations over time. Unless approved by the Investment
Committee, the target percentages specified shall not be exceeded for a temporary period
greater than thirty (30) days without the Investment Officers taking corrective action.
The risks in the Portfolio shall be measured quarterly against a risk benchmark designed to
mirror the authorized market investments and the Corporation’s cash flow requirements.
Because this Portfolio is dictated by cash flow needs, the benchmark becomes a measure of
risk which reflects the primary market rates matched to the WAM. With a maximum WAM of
one year, the risk benchmark is established as the one‐year Treasury Bill for the comparable
period. The fund should track the risk benchmark but will naturally lag as market interest rates,
which adjust daily, move.
RESOLUTION WITH RESPECT TO THE ISSUANCE OF BONDS TO FINANCE
FACILITIES FOR GREENWOOD MANOR, LP
WHEREAS, Corpus Christi Housing Finance Corporation (the “Corporation”) is a
nonprofit housing finance corporation duly organized and existing under the laws of the
State of Texas, including particularly the Texas Housing Finance Corporations Act, as
amended (the “Act”) codified in Chapter 394 of the Texas Local Government Code;
WHEREAS, the City of Corpus Christi, Texas (the “City”) has authorized and approved
the creation of the Corporation to act on its behalf to further certain public purposes of the
City;
WHEREAS, GREENWOOD MANOR, LP, a limited partnership to be organized and
existing under the laws of the State of Texas, has requested that the Corporation consider
financing for the acquisition and construction of multifamily housing facilities in Corpus
Christi, together with real and personal property related thereto, more particularly
described on Exhibit A attached (the “Facilities”);
WHEREAS, for purposes of this Resolution, GREENWOOD MANOR, LP, and any
“related person” (within the meaning of Section 147 of the Internal Revenue Code of 1986,
as amended) thereto, shall be referred to herein as the “Company”;
WHEREAS, the Company has advised the Corporation that a contributing factor which
would further induce the Company to proceed with providing for the acquisition,
construction and equipment of the Facilities would be a commitment and agreement by
the Corporation to issue bonds pursuant to the Act (the “Bonds”) to finance and pay for
the Facilities;
WHEREAS, the Company has proposed to the Corporation that the Company, acting for
the benefit of the Corporation, will be further induced to proceed with providing for the
acquisition and construction of the Facilities if the Corporation will make such commitment
and agreement and adopt this Resolution;
WHEREAS, the Corporation finds, intends, and declares that this Resolution shall, in
accordance with its provisions, constitute the commitment and agreement of the
Corporation to issue the Bonds, in one or more series, in such aggregate principal
amount, presently estimated to be $17,625,000, as is actually required to finance and pay
for the acquisition, construction and equipment of the Facilities, together with all costs
and fees of or incurred in connection with the issuance of the Bonds and the acquisition
and construction of the Facilities, and interest costs and/or expenses during the estimated
period of construction and for a reasonable period thereafter, to the extent permitted by
federal or state law; and
WHEREAS, the Corporation finds, considers, and declares that the issuance of the Bonds
in such amount and for such purposes will be appropriate and consistent with the
objectives of the Act, and that the adoption of this Resolution is and constitutes, and is
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intended as (i) an inducement to the Company to proceed with providing the Facilities, (ii)
the taking of affirmative official action by the Corporation, acting by and through its Board
of Directors, towards the issuance of such Bonds, and that such action is, and is intended
to be, similar to the adoption of a bond resolution, within the meaning of Section 1.142 -4
of the U.S. Department of Treasury Regulations and Section 142 of the Internal Revenue
Code of 1986, as amended (the “Code”), with respect to Exempt Facility Bonds, (iii) the
declaration of the intention of the Corporation, in accordance with the provisions of
Section 1.150-2 of the U.S. Department of Treasury Regulations to reimburse
expenditures for the Facilities at such time as the Bonds are issued, and (iv) applying to
the Company or any “related person” (within the meaning of Section 147 of the Code) to
the Company;
THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF CORPUS
CHRISTI HOUSING FINANCE CORPORATION THAT:
Section 1. The Corporation is committed and agrees as follows:
(a) To adopt a bond resolution or bond resolutions, when requested by the
Company, authorizing the issuance of Bonds pursuant to the Act, and to issue the Bonds,
subject to the requirements of the Act, the execution of the appropriate agreements or
contracts described in subparagraph (b) below, and the sale of the Bonds under terms
and conditions satisfactory to the Corporation and the Company, to finance and pay for
the acquisition, construction and equipment of the Facilities, including amounts sufficient
to pay the fees, expenses, and costs in connection with such issuance, including an
amount adequate to reimburse the Corporation for its administrative and overhead
expenses and costs with respect to the Bonds and the Facilities, with the Bonds to be
payable from payments by the Company to the Corporation and/or to a corporate trustee
in such sums as are necessary to pay the principal of, interest on, and redemption
premium, if any, together with the paying agents’ and trustee’s fees on, the Bon ds, as
and when the same shall become due and payable.
(b) Prior to the issuance of the Bonds, when requested by the Company, to
enter into such lease, use agreement, management agreement and/or any other
appropriate contracts or agreements between the Corporation and the Company as are
mutually acceptable in all respects to the Corporation and the Company, under which the
Company will be obligated to make payments to the Corporation and/or to a corporate
trustee in such sums as are necessary to pay the principal of, interest on, and redemption
premium, if any, together with the paying agent’s and trustee’s fees on, the Bonds, as
and when the same shall become due and payable, and with such payments also to be
sufficient to defray the Corporation’s administrative, overhead, and other expenses and
costs with respect to the Bonds and the Facilities.
(c) To take, or cause to be taken, such other action, and to execute such
additional contracts and agreements mutually agreeable to the parties in all respects,
when requested by the Company, as may be required in accordance with the Act and this
Resolution to cause the issuance of the Bonds.
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Section 2. The Company has executed and delivered to the Corporation an Inducement
and Indemnity Agreement, the terms of wh ich are incorporated by reference into this
Resolution. By the acceptance of this Resolution and proceeding with the Facilities, the
Company thereby agrees that it will fully indemnify and hold the City, the Corporation,
and their respective officers, directors, employees, agents and attorneys, harmless from
any and all damages, losses, and expenses, including attorneys’ fees, arising at any time
from or with respect to the Bonds and the Facilities, as more fully described in the
Inducement and Indemnity Agreement.
Section 3. The adoption of this Resolution shall be deemed to constitute the acceptance
of the Company’s proposal that it be further induced to proceed with providing for the
acquisition, construction and equipment of the Facilities, and said p roposal and
acceptance shall constitute an agreement between the Corporation and the Company in
accordance with the provisions of this Resolution.
Section 4. Immediately after the adoption of this Resolution the acquisition, construction
and equipment of the Facilities may commence and continue to completion in accordance
with methods and procedures determined by the Company, or by the Company and the
Corporation, pursuant to this Resolution and the agreement it constitutes.
Section 4. The Secretary of the Board of Directors of the Corporation is hereby
authorized and directed to transmit to proper representatives of the Company one or more
certified copies of the Resolution and such parties are hereby authorized to rely upon this
inducement for the purposes herein stated.
PASSED AND APPROVED on the day of February 2023:
Paulette M. Guajardo _______________________
Roland Barrera _______________________
Sylvia Campos _______________________
Gil Hernandez _______________________
Michael Hunter _______________________
Jim Klein _______________________
Mike Pusley _______________________
Everett Roy _______________________
Dan Suckley _______________________
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ATTEST: CORPUS CHRISTI HOUSING
FINANCE CORPORATION
Rebecca Huerta, Secretary President
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EXHIBIT A
Greenwood Manor, LP commonly known as ALMA at Greenwood 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
(Organized in 1979 by Corpus Christi City Council)
The CCHFC’s board of directors is comprised of the nine members of the City Council. It meets
on an as-needed basis in order to assist in meeting local housing needs.
Past Bond Activities
In the 1980’s, the CCHFC issued over $100 million in single family mortgage revenue bonds
which provided financing at affordable interest rates (market rates exceeded 10%) for over 2,000
first-time homebuyers. When conditions changed in the bond markets, the CCHFC ceased issuing
bonds and refocused its efforts in originating mortgage credit certificates which assisted over 3,000
first-time homebuyers during the period from 1987 through 2009 when that program concluded.
In the 1980’s, the CCHFC also issued multi-family housing revenue bonds to finance the
construction of five market-rate apartment projects. Due to changes in federal tax laws and the
local market occupancy, that program was terminated.
In 2005, the CCHFC issued $15 million in multi-family housing revenue bonds to finance the first
phase of the Costa Tarragona Apartments located at N.P.I.D. and I-H 37. In 2011, the second
phase was constructed without using revenue bonds, but both phases qualified for low-income
housing tax credits. In that project, the CCHFC also owns the land which is leased for the
development and was a co-developer and received development fees.
Outline of a Bond Financing and Key Terms
Under federal and state laws, the CCHFC can issue revenue bonds which are tax-exempt under
federal tax laws when required conditions are satisfied. When the project is owned or managed
by a private company, they are called “private activity bonds.”
Private Activity Bonds. Under federal law, only a limited amount of private activity bonds may
be issued in each state each year that will be tax exempt. The Texas Bond Review Board (BRB)
operates an allocation system that gives authority to issue bonds for different types of projects
including housing, port facilities, hospital facilities, etc. When it receives more requests for a year
than the State allocation in a particular category, it conducts a lottery in that category.
State Allocation System. The BRB has a deadline of October 20 for issuers seeking an allocation
for issuing bonds in the next year. If the CCHFC gets an allocation for a bond issue, it is permitted
to issue multifamily housing revenue bonds that will be tax exempt. The State performs no other
role in the system other than the BRB allocating the annual amount for private activity bonds in
the State each year to different issuers.
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. City bonds and certificates of obligation are not private activity bonds so they are not
https://corpuschristi-my.sharepoint.com/personal/jenniferb9_cctexas_com/Documents/Workforce Housing/CCHFC/CCHFC Bond Transaction
Guide.docx 2
Lender/Bondholder
CCHFC
Borrower/User
Trustee
subject to any of these rules. 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.
Bonds Are “Conduit Financing”. Bonds issued by the CCHFC are considered a conduit financing
in that the borrower obtains a lender, based solely on the credit underwriting of the borrower. Once
the lender approves the loan to the borrower, the lender agrees to purchase bonds from the CCHFC
in the amount of the loan and the CCHFC loans the funds to the borrower. The CCHFC’s bonds
are repayable solely from the loan payments received from the borrower. The loan typically also
is secured by real estate and may have personal guaranties of the borrower’s principals as required
by the lender. Although technically the CCHFC makes the loan, the terms are determined by the
lender, and the terms of the bonds issued are the same as the loan terms for the borrower.
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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. CCHFC assigns all rights to loan to Trustee for Lender/Bondholder.
Step 4. Borrower makes required loan payments to Trustee.
Step 5. Trustee pays funds received to Lender/Bondholder.
Limited Obligation of CCHFC. The bonds are not general obligations of the CCHFC but are
revenue bonds payable from the revenues generated by the loan to the borrower. The existing
funds and assets of the CCHFC are not pledged to secure the bonds and are not at risk if the
borrower defaults in payment of the loan. The CCHFC assigns its rights under the loan documents
to a trustee for the bonds, so if the borrower defaults on the loan, the trustee would conduct
whatever foreclosure would be necessary in order to liquidate the remaining assets securing the
loan for the lender.
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.
Resolutions with Respect to Bonds for Greenwood
Manor, LP Commonly Known as ALMA at Greenwood
Corpus Christi Housing Finance Corporation
February 21, 2023
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Bond Transaction
Alma at Greenwood
Ownership Structure
0.01% Special Limited Partner
ALMA Greenwood SLP, LLC
a Texas Limited Liability Company
(Responsible for Management
And Compliance)
DEVELOPMENT PARTNERSHIP
Greenwood Manor, LP
a Texas Limited Partnership
99.98% INVESTOR LIMITED PARTNER
(LIHTC Equity Investor)
0.01% General Partner
CCHFC Greenwood Manor GP, LLC
a Texas limited liability company
(Ability to Control)
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General Partner
•Proposal includes CCHFC as General Partner of Greenwood Manor, LP
•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
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Liability Analysis
•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 CAFR
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ALMA at Greenwood
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
•$33.7M estimated costs
•Funding sources:
•Multifamily Revenue Bonds
•4% Low-income Housing Tax Credits
•TDHCA Loan
•City and City related funds – Type A, Type B, CCHFC and HOME
•Deferred fees
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