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Home My WebLink AboutAgenda Packet City Council - 06/17/2025 Cityof Corpus Christi 1201 Leopard Street Corpus Christi,TX 78401 cctexas.com Meeting Agenda Final-revised City Council Tuesday,June 17,2025 11:30 AM Council Chambers Addendums may be added on Friday. Public Notice: Persons with disabilities who plan to attend this meeting and who may need auxiliary aids or services are requested to contact the City Secretary's office (at 361-826-3105) at least 48 hours in advance so that appropriate arrangements can be made. Si Usted desea dirigirse al Concilio y cree que su ingles es limitado, habra un interprete ingles-espanol en todas las juntas del Concilio para ayudarle. This meeting may be held via videoconference call pursuant to Texas Government Code § 551.127. If this meeting is held via videoconference call or other remote method of meeting, then a member of this governmental body presiding over this meeting will be physically present at the location of this meeting unless this meeting is held pursuant to Texas Government Code § 551.125 due to an emergency or other public necessity pursuant to Texas Government Code § 551.045. A. Mayor Paulette Guajardo to call the meeting to order. B. Invocation to be given by Pastor Rick Milby with Corpus Christi Cross Project. C. Pledge of Allegiance to the Flag of the United States and to the Texas Flag to be led by Hudson Davis, 4th grader at Windsor Park Elemenary 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: (ITEMS 1 -2) 1. 25-0901 Overview of City Council 3-month Agenda Forecast Planning Tool 2. 25-0931 Update on Alternative Water Supply Projects City of Corpus Christi Page 1 Printed on 6/16/2025 City Council Meeting Agenda-Final-revised June 17,2025 F. PUBLIC COMMENT-APPROXIMATELY 12:00 P.M. To speak during this public comment period on a city-related matter or agenda item, 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 Communications Department at least 24 hours prior to the Meeting. Please contact Communications at 826-3211 to coordinate. This is a public hearing for all items on this agenda. G. BOARD &COMMITTEE APPOINTMENTS: (NONE) H. EXPLANATION OF COUNCIL ACTION: For administrative convenience, certain of the agenda items are listed as motions, resolutions, or ordinances. If deemed appropriate, the City Council will use a different method of adoption from the one listed;may finally pass an ordinance by adopting it as an emergency measure rather than a two reading ordinance;or may modify the action specified. I. CONSENT AGENDA: (ITEMS 3 - 29) NOTICE TO THE PUBLIC: The following items are consent motions, resolutions, and ordinances of a routine or administrative nature. The Council has been furnished with background and support material on each item, and/or it has been discussed at a previous meeting. All items will be acted upon by one vote without being discussed separately unless requested by a Council Member or a citizen, in which event the item or items will immediately be withdrawn for individual consideration in its normal sequence after the items not requiring separate discussion have been acted upon. The remaining items will be adopted by one vote. 3. 25-0930 Approval of the June 10, 2025 Regular Meeting Minutes sponsors: City Secretary's Office Consent-Second Reading Ordinances 4. 25-0729 Ordinance by the City Council of the City of Corpus Christi, Texas authorizing the issuance of its utility system senior lien revenue improvement and/or refunding bonds in one or more series (as designated by purpose and series) for Water, Wastewater, and Stormwater utility improvements in an amount not to exceed $181,000,000 and refinancings in an amount not to exceed $162,385,000, within set parameters and according to the City Council adopted Capital Improvement Plan, and the plan of finance set by the City's financial advisors; making provisions for the payment and security thereof by a first and prior lien on and pledge of the net revenues of the City's utility system on a parity with certain currently City of Corpus Christi Page 2 Printed on 6/16/2025 City Council Meeting Agenda-Final-revised June 17,2025 outstanding utility system revenue obligations; stipulating the terms and conditions for the issuance of additional revenue bonds on a parity therewith; prescribing the form, terms, conditions, and resolving other matters incident and related to the issuance, sale, and delivery of one or more series of bonds, including the approval and distribution of one or more official statements pertaining thereto; authorizing the execution of one or more paying agent/registrar agreements, one or more escrow agreements, and one or more purchase contracts; complying with the requirements imposed by the Letter of Representations previously executed with the depository trust company; delegating authority to the City Manager, Assistant City Manager, and Director of Finance and Procurement to execute certain documents relating to the sale of each series of bonds; and providing an effective date. sponsors: Finance &Procurement 5. 25-0817 Ordinance approving a mid-year budget adjustment in an amount of $4,077,839.00 for the Animal Care Services department including appropriating $2,183,664.00 from the American Rescue Plan Act (ARPA) revenue interest funds for the addition of three full-time positions for Animal Care Services (ACS), for ACS capital improvement projects, and ACS equipment; amending the FY 2024-25 Operating Budget and the Capital Improvement Budget by $1,894,175.00. sponsors: Animal Care Services 6. 25-0749 Ordinance amendment Chapter 12 1/2 of the City Code of Ordinances to modify audit standards and make other edits. sponsors: City Auditor 7. 25-0743 Ordinance authorizing a Wastewater Trunk Line Construction and Reimbursement Agreement up to $322,684.80 with MPM Development, LP to construct a wastewater trunk line related to King's Landing Unit 8 subdivision located north of the Lady Alexa Dr. and Lady Claudia St. intersection; and authorizing future transfer and appropriation of Water and Wastewater Trust Fund revenue up to $322,684.80 to reimburse the developer in accordance with the agreement. (District 3). sponsors: Development Services 8. 25-0740 Zoning Case No. ZN8545, M&R Home Solutions, LLC. (District 4). Ordinance rezoning a property at or near 2345 Yorktown Blvd from the "RS-6" Single-Family 6 District to the "RS-6/SP" Single-Family 6 District with a Special Permit; providing for a penalty not to exceed $2,000 and publication. (Planning Commission and Staff recommend approval). sponsors: Development Services Consent- Contracts and Procurement City of Corpus Christi Page 3 Printed on 6/16/2025 City Council Meeting Agenda-Final-revised June 17,2025 9. 25-0354 Motion authorizing execution of a one-year agreement, with two one-year options to renew, with Lindenwood Education System dba South Texas Vocational Technical Institute of St. Charles, Missouri, with a location in Corpus Christi, in an amount up to $300,000.00, with a potential of up to $900,000.00 if the options are exercised, for Class A commercial driver's license (CDL) training for Corpus Christi Water, with FY 2025 funding of $150,000.00 from the Water Fund and $150,000.00 from the Wastewater Fund. Sponsors: Corpus Christi Water and Finance &Procurement 10. 25-0483 Resolution authorizing a one-year service agreement, with two one-year options, with Cummins Southern Plains, LLC, dba Cummins Sales and Service, of Arlington, Texas, with an office in Corpus Christi, in an amount up to $144,880.39, with a potential up to $434,641.17 if options are exercised, for preventative maintenance and the purchase of parts for 10 generators at various wastewater treatment plants and lift stations, with FY 2025 funding of$144,880.39 from the Wastewater Fund. Sponsors: Corpus Christi Water and Finance &Procurement 11. 25-0674 Motion authorizing execution of a two-year service agreement with the option to extend two, one-year periods with Highway Barricades and Services, LLC of Corpus Christi, in the amount of$1,500,000 with a potential amount of$4,500,000 for striping, pavement markings, and signage maintenance for the Public Works Department, with FY 2025 funding of$700,000 from the Street Maintenance Fund. Sponsors: Public Works/Street Department and Finance &Procurement 12. 25-0616 Motion authorizing execution of a one-year professional services agreement with OpenGov, Inc., of Dover, Delaware for$101,880.00 to implement a custom configuration and integration of the Public Works Department's permitting module with the City's current merchant payment processor's system, with FY2025 funding of$101,880.00 from the Streets Fund. Sponsors: Public Works/Street Department, Information Technology Services and Finance &Procurement 13. 25-0762 Motion authorizing execution of Change Order No. 5 with Intergraph Corporation, through its Hexagon Safety, Infrastructure & Geospatial Division, of Madison, Alabama, for the computer-aided dispatch (CAD) and records management software implementation project for additional on-site workshop configuration sessions, training, and integrations in the amount of$250,000.00, with FY 2025 funding from the MetroCom Fund. Sponsors: Information Technology Services, Police Department and Finance & Procurement 14. 25-0522 Motion authorizing execution of a two-year agreement with e-Builder, Inc., of Sunrise, Florida, through a federal GSA contract, for a software subscription in an amount of$358,177.54 and a managed services City of Corpus Christi Page 4 Printed on 6/16/2025 City Council Meeting Agenda-Final-revised June 17,2025 agreement in an amount of$129,672.54, for a combined total amount of $487,850.08, to renew the necessary licenses, provide professional services, provide technical support, and provide maintenance, with FY2025 funding from the Engineering Services Fund. Sponsors: Engineering Services, Information Technology Services and Finance & Procurement 15. 25-0790 Motion to authorize the execution of a two-year order form with Infor US, Inc., in the amount of$262,500.00 for the purchase of additional user software licenses for Finance and Human Resources, with FY 2025 funding of$131,250.00 from the Information Technology Fund. Sponsors: Information Technology Services and Finance &Procurement 16. 25-0857 Motion authorizing execution of a cooperative service agreement with PSI JF Petroleum Group, Inc., dba JF Petroleum Group, of McAllen, Texas, through the Sourcewell Cooperative, for an amount up to $186,253.54 to upgrade the existing fuel management system at the Corpus Christi International Airport, with FY 2025 funding of$121,911.16 from Airport Operating Funds and $65,342.38 from Customer Facility Charge Funds. Sponsors: Aviation Department, Information Technology Services and Finance & Procurement 17. 25-0344 Resolution authorizing a one-year supply agreement, with two one-year option periods, with Siddons Martin Emergency Group, dba Siddons Martin Environmental Group, of Houston, Texas, for McNeilus replacement parts and equipment for repairs to City waste collection trucks for the Asset Management Department, in an amount up to $275,000.00, with a potential total amount of up to $825,000.00 if both one-year option periods are exercised, with FY 2025 funding in the amount of$114,583.33 from the Fleet Maintenance Service Fund. Sponsors: Asset Management Department and Finance & Procurement 18. 25-0523 Motion authorizing the purchase of 16 replacement roll-off containers from Keystone Waste Solutions, LLC of Rhome, Texas, through the BuyBoard Purchasing Cooperative for$154,234.00 for Solid Waste Services, with FY 2025 funding from the General Fund. Sponsors: Solid Waste Operations and Finance &Procurement 19. 25-0643 Motion authorizing a one-time purchase of galvanized and insulated meter gas valves for $132,800.00 from A.Y. McDonald Mfg. Co., of Dubuque, Iowa, for use by the Gas Department, with FY 2025 funding from the Gas CIP Fund. Sponsors: Gas Department and Finance &Procurement Consent- Capital Projects 20. 25-0582 Motion awarding eleven (11) Master Service Agreements for professional engineering services to nine (9) firms in an amount not to exceed City of Corpus Christi Page 5 Printed on 6/16/2025 City Council Meeting Agenda-Final-revised June 17,2025 $5,700,000.00 per year with an aggregate three-year amount not to exceed $17,100,000.00 for Solid Waste, Stormwater, Wastewater, and Water, to support the Capital Improvement Program with projects located Citywide, with FY 2025 funding available from the Capital Program and operating budgets. sponsors: Engineering Services and Finance & Procurement 21. 25-0794 Motion awarding five Master Service Agreements for professional architectural services to five firms in an amount not to exceed $3,750,000.00 per year with an aggregate three-year not to exceed amount of$11,250,000.00 for City facilities and Park Capital Improvement Program projects, located Citywide, with FY 2025 funding available from the Capital Program and operating budgets. sponsors: Engineering Services and Finance & Procurement 22. 25-0356 Motion authorizing an agreement with American Electric Power to install twenty-six (26) new LED, concrete light poles for the Swantner Park Lighting project in an amount up to $75,904.43 to provide nighttime visibility and safety along the seawall for park visitors, located in Council District 2, with FY 2025 funding available from the Parks Capital Fund. sponsors: Engineering Services General Consent Items 23. 25-0807 Motion authorizing execution of an Interlocal Cooperation Agreement with the State of Texas, acting through the Department of Public Safety (DPS), to allow DPS access to the Coastal Bend Public Safety Radio System in exchange for an annual maintenance payment. sponsors: Information Technology Services 24. 25-0367 Resolution amending City Council Policy 2 "Council Travel/Business Expense" to add new subsection I to establish guidelines for the shared travel/business expense pool. sponsors: City Secretary's Office Consent-First Reading Ordinances 25. 25-0591 Ordinance amending the Roadway Master Plan Map and the Urban Transportation Plan Map of Mobility CC, transportation elements of the Comprehensive Plan of the City of Corpus Christi, by modifying County Road 22 between SH286 and County Road 43 from an A2 Arterial to a C1 Collector, modifying County Road 22 between County Road 43 and a proposed P1 Parkway from a C3 Collector to a C1 Collector, and modifying a planned road between County Road 22 and County Road 20A from a C3 Collector to a C1 Collector; amending related elements of the Comprehensive Plan of the City; and providing for publication. sponsors: Public Works/Street Department City of Corpus Christi Page 6 Printed on 6/16/2025 City Council Meeting Agenda-Final-revised June 17,2025 26. 25-0521 Ordinance accepting Public Health Infrastructure Grant for$250,000.00 from the Department of State Health Services to enhance and expand Laboratory Information Management System infrastructure through November 30, 2027; and appropriating $250,000.00 in the Health Grant Fund. Sponsors: Health Department 27. 25-0601 Ordinance authorizing an Interlocal Agreement with an estimated payment amount of$700,000.00 to the City of Corpus Christi from the Texas General Land Office to provide beach water sampling in Nueces, Aransas, and San Patricio counties under the Texas Beach Watch Program for a five-year period beginning in FY25 and ending August 31, 2030. Sponsors: Health Department 28. 25-0644 Ordinance authorizing a no-fee 20-year lease agreement with the Federal Aviation Administration for 2.7896 acres of land at the Corpus Christi International Airport for the operation of an Airport Surveillance Radar. (28- day delay required between readings) Sponsors: Aviation Department 29. 25-0845 Ordinance adding annexed areas to City Council District 1 and District 3. Sponsors: City Secretary's Office J. RECESS FOR LUNCH The City Council will take a lunch break at approximately 1:30 p.m. K. PUBLIC HEARINGS: (NONE) The following items are public hearings and public hearings with first reading ordinances. Each item will be considered individually. L. INDIVIDUAL CONSIDERATION ITEMS: (ITEMS 30 - 33) The following items are motions, resolutions or ordinances that may be considered and voted on individually. 30. 25-0855 Resolution authorizing the submission of a grant application for the FY 2024 Staffing for Adequate Fire and Emergency Response (SAFER) grant in the amount of$4,004,254.53 from the Department of Homeland Security's Federal Emergency Management Agency for salaries and benefits over a three-year period for 15 additional firefighters for the Corpus Christi Fire Department for our four-person staffing plan. Sponsors: Fire Department 31. 25-0788 Motion authorizing execution of Amendment#1 to the cooperative service agreement with Carahsoft Technology Corporation, of Reston, Virginia, through the Texas Department of Information Resources, in the amount of $321,063.37, to upgrade and enhance the Granicus community City of Corpus Christi Page 7 Printed on 6/16/2025 City Council Meeting Agenda-Final-revised June 17,2025 engagement platform to add text messaging and emails to residents and increase the 3-1-1 mobile app capabilities, plus professional services and continued support, with FY 2025 funding of$300,000.00 from the General Fund and $21,063.37 from the Information Technology Fund. Sponsors: Communications, Information Technology Services and Finance & Procurement 32. 25-0899 Ordinance appointing Gabriel Rodriguez as Division 1 Judge, Jason Supplee as Division 2 Judge, David Walsh as Division 3 Judge, William Gregory "Bill" Bonilla as Division 4 Judge, and George Picha as Division 5 Judge of the Municipal Court; appointing Christopher E. Matt as part-time judge #1, Douglas K. DeFratus as part-time judge #2, William Holt Feemster as part-time judge #3, Mara Schecter as part-time judge #4, Mario A. Olivarez as part-time judge #5, Arnold McAdams as part-time judge #6, and Robert Reyna as part-time judge #7 of the Municipal Court; determining salary; providing a two year term of office; and declaring an effective date. Sponsors: Municipal Court Committee and City Secretary's Office 33. 25-0898 Discussion and possible action on council policy regarding the scheduling of council meetings, as requested by Council Members Eric Cantu, Carolyn Vaughn, and Gil Hernandez. Sponsors: City Secretary's Office M. RECESS TO THE CITY CORPORATION MEETING: (ITEM 34) 34. 25-0463 Special Board Meeting of the Corpus Christi Housing Finance Corporation (CCHFC) to amend and reaffirm the Corpus Christi Housing Finance Corporation's Investment Policy and Investment Strategy for the Fiscal Year 2025-2026 and present on a proposed Housing Needs Assessment and Toolkit to be included in the FY 2026 Corpus Christi Housing Finance Corporation budget Sponsors: Planning and Community Development Department and Finance & Procurement N. RETURN TO THE CITY COUNCIL MEETING: O. BRIEFINGS: (ITEMS 35 - 37) Briefing information will be provided to the City Council during the Council meeting. Briefings are for Council information only. No action will be taken and no public comment will be solicited. The City Manager or City Council Liaison for any city board, commission, committee or corporation(including Type A or B Corporation) may report on the action(s) or discussion(s) of any such body's public meeting that occurred within one month prior to this City Council meeting. 35. 25-0866 Crime Statistics Briefing, presented by Corpus Christi Police Chief, Mike Markle Sponsors: Police Department City of Corpus Christi Page 8 Printed on 6/16/2025 City Council Meeting Agenda-Final-revised June 17,2025 36. 25-0802 Briefing on the Inner Harbor Water Treatment Campus, Progressive Design Build and Guaranteed Maximum Price Development. sponsors: Inner Harbor Desalination Program Management Office 37. 25-0873 89th Legislature Post-Session Briefing, presented by Ryan Skrobarczyk, Director, Intergovernmental Relations Department, and Snapper Carr, Partner, Focused Advocacy sponsors: Intergovernmental Relations P. EXECUTIVE SESSION: (ITEMS 38 -41) PUBLIC NOTICE is given that the City Council may elect to go into executive session at any time during the meeting in order to discuss any matters listed on the agenda, when authorized by the provisions of the Open Meeting Act, Chapter 551 of the Texas Government Code, and that the City Council specifically expects to go into executive session on the following matters. If the Council elects to go into executive session regarding an agenda item, the section or sections of the Open Meetings Act authorizing the executive session will be publicly announced by the presiding officer. The City Council may deliberate and take action in open session on any issue that may be discussed in executive session. The description of an item in "Executive Sessions" constitutes the written interpretation by the City Attorney of Chapter 551 of the Texas Government Code and his determination that said item may be legally discussed in Closed Meeting in compliance with Chapter 551 the Texas Government Code. 38. 25-0900 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 following judges of the Municipal Court: Division 1 Judge, Division 2 Judge, Division 3 Judge, Division 4 Judge, Division 5 Judge, part-time judge#1, part-time judge#2, part-time judge#3, part-time judge#4, part-time judge#5, part-time judge#6, and part-time judge#7 and Texas Government Code § 551.074 (personnel matters) to deliberate the appointment, employment, evaluation, reassignment, duties, or discipline of the judges of the aforementioned personnel. 39. 25-0872 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 desalinated water from CC Polymers (CCP) including, but not limited to, state and federal laws and EPA and TCEQ regulations related to desalinated water. 40. 25-0921 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 utility plants purchased by CPS, the Corpus Christi Housing Authority and land to be purchased by said entity and Texas Government Code § 551.072 to discuss and deliberate the potential purchase and/or value of the aforementioned property rights because deliberation in an open meeting would have a detrimental effect on the position of the governmental body in negotiations City of Corpus Christi Page 9 Printed on 6/16/2025 City Council Meeting Agenda-Final-revised June 17,2025 with a third person. 41. 25-0943 Executive session pursuant to Texas Government Code § 551.071 and Texas Disciplinary Rules of Professional Conduct Rule 1.05 to consult with attorneys concerning legal issues related to the potential sale of water to WCID#3, water rights related thereto, and regulatory matters related to the production and transportation of groundwater in Nueces County and state, federal, and TCEQ rules related thereto. Q. ADJOURNMENT City of Corpus Christi Page 10 Printed on 6/16/2025 City Council Agenda Forecast June, July, August, September 2025 Date AIL Subject 6/17/2025 CM Report: Overview of City Council 3-month Rogelio Munoz Agenda Forecast Planning Tool Rogelio Munoz CM Report: Update on Alternative Water Supply Projects Heather Hurlbert Utility Revenue Bond Ordinance Approval (2nd Reading) Dan McGinn Corpus Christi Housing Finance Corporation Board Meeting Dan McGinn Community Engagement Platform Ernesto De La Garza Urban Transportation Plan Amendment for Mirabella and Kings Lake Michael Rodriguez Municipal Court Judge Appointments 1s' Reading Michael Rodriguez Mass Selections Professional Services for Other Operating Departments (Solid Waste, Gas, Animal Care Services) Michael Rodriguez Mass Selections Professional Services— Facilities Projects Rebecca Huerta Council Travel Policy Michael Rodriguez Briefing No. 1: Crime Stats Follow Up Brett Van Hazel Briefing No. 2: Inner Harbor Water Treatment Campus Update /Water Collaborative Delivery Association Progressive Design Build Briefing Sony Peronel Briefing No. 3: 891h Legislature Post-Session Briefing (In-person with Focus Advocacy) Miles Risley Exec. Session: Municipal Court Judge Appointments Miles Risley Exec. Session: Desalinated water with CC Polymers Miles Risley Exec. Session: CPS and Corpus Christi Housing Authority Land purchase Miles Risley Exec. Session: WCID #3 Water 6/24/2025 Drew Molly Oxy/Carbon Capture Effluent Water Agreement (Tentative) Ernesto De La Garza 10 Street Closures-Request by PoCC Ernesto De La Garza Rezoning: PoCCA- Lexington Ave Ernesto De La Garza Rezoning: PoCCA— Nueces St, Winnebago, Coke St, and West Broadway St. Michael Rodriguez Municipal Court Judge Appointments 2nd Reading Brett Van Hazel/ Briefing No. 1: Inner Harbor Water Treatment Drew Molly Campus Update / Update on Alternative Water Supply Projects Prepared by City Manager's Office Last Updated: 6/13/2025 6:56 PM Heather Hurlbert Briefing No. 2: Creation of Mirabella/London Area TI RZ#7 Miles Risley Exec Session: Fire Stations#9 and #11 Thursday, June 26, 2025 City Council Retreat Time: 9:00 a.m. — 4:00 P.M. Location: Police Training Academy, 2nd Floor poll Subject 7/15/2025 Drew Molly Contract with Seven Seas Ernesto De La Garza Solid Waste Compost Center Heather Hurlbert GO /CO Debt Issuance Approval delegation (1sc Reading) Heather Hurlbert Creation of Mirabella/London Area TIRZ#7 (1sc Reading) Ernesto De La Garza STBG —SA Program AFA: Leopard ST and Oak Park Avenue Pedestrian Safety Improvements Ernesto De La Garza STBG —SA Program AFA: Ocean Drive Pedestrian Crossing Improvements Ernesto De La Garza STBG —SA Program AFA: Mary Carroll Ditch Hike and Bike Trail Improvements Ernesto De La Garza STBG —SA Program AFA: Encantada Avenue Safety Improvements Heather Hurlbert Financial Policies Sony Peronel La Retama Library Exterior Renovation Brett Van Hazel/ Briefing No. 1: Inner Harbor Water Treatment Drew Molly Campus Update / Update on Alternative Water Supply Projects Ernesto De La Garza Briefing No. 2: CCRTA's Year In Review Briefing, Presented by Derrick Majchszak, CCRTA CEO 7/22/2025 Heather Hurlbert GO /CO Debt Issuance Approval delegation (2nd Reading) Heather Hurlbert Creation of Mirabella/London Area TIRZ#7 (2nd Reading) Drew Molly Oso WWTP Operational Center (Design) Michael Rodriguez Public Works Facility (Storm Water) (Design) Michael Rodriguez Mass Selections for Bond 2024 Facilities Projects (Public Safety project/ Park Projects) Drew Molly Briefing No. 1: Update on Alternative Water Supply Projects Heather Hurlbert Briefing No. 2: Art Center Annual Briefing Heather Hurlbert Briefing No. 3: Whitecap PID No. 1 Annual SAP Update Prepared by City Manager's Office Last Updated: 6/13/2025 6:56 PM 7/29/2025 Dan McGinn Texan Aviation Lease Drew Molly Nueces River Raw Water Pump Station Piping & System (Construction Contract) Drew Molly London WW Collection System Improvements (Construction Contract) Drew Molly Hewitt & Santa Fe WW Line Upsizing to Oso WWTR (Design Contract) Drew Molly Williams Lift Station Force Main (Construction Contract) Brett Van Hazel/ Briefing No. 1: Inner Harbor Water Treatment Drew Molly Campus Update / Update on Alternative Water Supply Projects Heather Hurlbert Briefing No. 2: FY 2026 Proposed Operating & Capital Budget Presentation Thursday, July 31, 2025 FY 2026 Budget Workshop #1 JTime: 9:00 a.m. - 1:00 p.m., Location: Council Chambers Monday, August 4, 2025 Community Input Session #1 (District 1) Time: 6:00 p.m., Location: TBD Wednesday, August 6, 2025 Community Input Session #2 (District 2) Time: 6:00 p.m., Location: TBD Thursday, August 7, 2025 FY 2026 Budget Workshop #2 Time: 9:00 a.m. - 1:00 p.m., Location: Council Chambers Thursday, August 7, 2025 Community Input Session #3 (District 3) Time: 6:00 p.m., Location: TBD 8/12/2025 Drew Molly Briefing No. 1: Update on Alternative Water Supply Projects Wednesday, August 13, 2025 FY 2026 Budget Workshop #3 Prepared by City Manager's Office Last Updated: 6/13/2025 6:56 PM Time: 9:00 a.m. - 1:00 p.m., Location: Council Chambers Wednesday, August 13, 2025 Community Input Session #4 (District 4) Time: 6:00 p.m., Location: TBD Thursday, August 14, 2025 State of the County Time: 11:00 a.m. — 1:00 p.m., Location: R.M.B Regional Fairgrounds Thursday, August 14, 2025 Community Input Session #5 (District 5) Time: 6:00 p.m., Location: TBD Monday, August 18, 2025 Community Input Session #6 (District 4) Time: 6:00 p.m., Location: TBD 8/19/2025 Drew Molly Briefing No. 1: Update on Alternative Water Supply Projects Wednesday, August 20, 2025 Community Input Session #7 (District 1) Time: 6:00 p.m., Location: TBD Thursday, August 21, 2025 FY 2026 Budget Workshop #4 Time: 9:00 a.m.- 1:00 p.m., Location: Council Chambers 8/26/2025 Drew Molly Briefing No. 1: Update on Alternative Water Supply Projects Thursday, August 28, 2025 FY 2026 Budget Workshop #5 Time: 9:00 a.m. - 1:00 p.m., Location: Council Chambers Prepared by City Manager's Office Last Updated: 6/13/2025 6:56 PM Date E LT Subject 9/02/2025 Heather Hurlbert Public Hearing/1st Reading of Tax Rate & Proposed FY26 Budget Drew Molly Briefing No. 1: Update on Alternative Water Supply Projects 9/09/2025 Heather Hurlbert Public Hearing/2nd Reading of Tax Rate & Proposed FY26 Budget Drew Molly Briefing No. 1: Update on Alternative Water Supply Projects 9/16/2025 Drew Molly Briefing No. 1: Update on Alternative Water Supply Projects FUTURE ITEMS FY25, Q3 Target (June) ELT SUBJECT Ernesto De La Garza Rezoning: Patel Estate Holding (Sunrise Mall) Heather Hurlbert TIRZ#6 Project Financing Plan (June) FY25, Q4 Target (July— September) Heather Hurlbert Cinergy Economic Development Agreement Dan McGinn Wayfinding Master Plan Briefing Dan McGinn Portland ETJ & Municipal Boundary Adjustments Dan McGinn Island Mobility Plan (July/August) Rebecca Huerta 2023 Sunset Review of Boards and Commissions Prepared by City Manager's Office Last Updated: 6/13/2025 6:56 PM t Update aer u Drew Molly, P.E. Chief Operating Officer June 17, 2025 C'� corpus Christi Water• Serving the Coastal Bend Summary of Weekly Water Supply Updates • MOU with South Texas Water Authority (STWA) • City staff is working with STWA to develop language • Garver submitted the written data request to Seven Seas on June 5th • Nueces River Groundwater Wells Project • On June ZZt", the Texas Commission on Environmental Quality (TCEQ) declared the City's Bed and Banks Permit administratively complete • Well installation continues with two contractors • Evangeline Groundwater Project • On June ZZt", City staff met with the Evangeline Team • City Staff anticipates the Valuation proposal to take four to five weeks Thank you ! Corpus Christi Water- Serving the Coastal Bend a CITY OF CORPUS CHRISTI CORPUS CHRISTI WATER TO: Peter Zanoni, City Manager FROM: Drew Molly, P.E., Chief Operating Officer COPY: Mayor& City Council DATE: June 13, 2025 SUBJECT: Water Supply Projects Update Corpus Christi Water(CCW)continues to evaluate the four major alternative water supply projects, which include the Nueces River Groundwater Wells Project, the Evangeline Groundwater Project, the EV Ranch Groundwater Project, and the South Texas Water Authority (STWA). These are in addition to the Inner Harbor Water Treatment Campus, which is currently progressing with design under the City Council approved design-build contract with Kiewit. Inner Harbor Water Treatment Campus (IHWTC) The project consists of three phases,with Phase 1 having two parts(A and B). Phase 1A was completed on June 1,2025, and included planning, initiation of the Basis of Design Report, and development of the pilot plan protocol. Phase I began in April 2025 and will include multiple "Steps"(contract amendments). This week, Phase 18, Step 3 was executed. It includes working with key vendors on critical equipment procurement scope development.In addition, Phase 1 B, Step 4 was executed, authorizing Kiewit to perform design services on a time and material basis until a design amendment can be fully negotiated. Phase 113, Step 5 will be executed next month and will include full design and guaranteed maximum price (GMP)development. Phase 1: Nueces River Groundwater Wells Project Phase 1 consists of obtaining the necessary TCEQ Bed and Banks permit to discharge up to 15,680 acre-feet per year(approx. 14 MGD)of groundwater into the Nueces River.As of today,the current expenditures for this project are$8,556,088. A summary of the most recently completed activities includes: • Groundwater Wells: o Completion of Well No. 1 o Completion of Well No.2 a Installation of the permanent pumping equipment is to be completed,and the delivery of the natural gas generator is expected next week on Well No.3 and Well No.4 ■ City staff anticipate Well No. 3 to be operable by mid-June ■ City staff anticipate Well No.4 to be operable by the end of June o Begin test pumping next week on Well No. 5 ■ City staff anticipate the well to be operable by the end of July Water Supply Projects Update Page 2 o Design of permanent pumping equipment will begin next week at Well No. 6 ■ City staff anticipate the well to be operable by the end of July o Drilling has begun on Well No. 7&Well No. 8 ■ City staff anticipate the wells to be operable by the end of August • Bed and Banks Permit o On June 11`'', CCW and the City Manager met with the Texas Commission on Environmental Quality(TCEQ)to review the application and next steps for the City's Bed and Banks Permit,which was declared administratively complete later that day. Phase 2:Nueces River Groundwater Wells Project Phase 2 of the Nueces Groundwater Wells Project involves treating the Nueces River groundwater to meet drinking water standards and distributing it to the drinking water system. CCW is working to establish a second task order with Garver to continue project execution for the conceptual design of a future brackish groundwater project. Evangeline Groundwater Project The City met with the Evangeline Team this past Wednesday,June 11'. The team continues to work through several critical issues,including: • The questionability of marketable title for the water rights currently held by the Evangeline Group • The high probability that it will take a long time to obtain groundwater conservation district permits. These two challenges can independently reduce the value of the Evangeline water. To make progress in the Evangeline negotiations,we have hired a real estate expert with extensive water rights knowledge to provide a broker's price opinion, subject to good title and all permits being obtained prior to closing. We have conveyed these conditions to Evangeline, and they understand and claim they will be willing to comply with them prior to closing. Our broker's price opinion is expected within the next 4 to 5 weeks. We will use that opinion as the basis for making a potential offer with the aforementioned preconditions to closing. EV Ranch Groundwater Project There is no update to add regarding the EV Ranch Groundwater Project for this week. City staff continue to work with Dr.Mintz and Darrell Brownlow. South Texas Water Authority(STWA) On June 10', John Marez, STWA Executive Director, presented the Brackish Groundwater Project to the City Council. City staff are coordinating an MOU with STWA. Garver submitted a written data request to Seven Seas on June 5 with no response to their questions. A second meeting is being scheduled with officials from the City of Corpus Christi,STWA,Kleberg County, and Seven Seas. City of Corpus Christi 1201 Leopard Street r Corpus Christi,TX 78401 cctexas.com o Meeting Minutes City Council Tuesday,June 10,2025 11:30 AM Council Chambers Addendums may be added on Friday. A. Mayor Paulette Guajardo to call the meeting to order. Mayor Guajardo called the meeting to order at 11:37 a.m. B. Invocation to be given by Pastor Steve Lopez with Koinonia Church. Pastor Steve Lopez with Koinonia Church gave the invocation. C. Pledge of Allegiance to the Flag of the United States and to the Texas Flag to be led by Mariah Stith 4th grader at Incarnate Word Academy and Sloan Murphy 4th grader at Annapolis Christian Academy. Mariah Stith 4th grader at Incarnate Word Academy and Sloan Murphy 4th grader at Annapolis Christian Academy, led the Pledge of Allegiance to the Flag of the United States of America and to the Texas Flag. D. City Secretary Rebecca L. Huerta to call the roll of the required Charter Officers. City Secretary Rebecca Huerta called the roll and verified that a quorum of the City Council and the required Charter Officers were present to conduct the meeting. Charter Officers: City Manager Peter Zanoni, City Attorney Miles Risley and City Secretary Rebecca Huerta Present: 9- Council Member Roland Barrera,Council Member Carolyn Vaughn,Council Member Gil Hernandez,Council Member Sylvia Campos,Mayor Paulette Guajardo,Council Member Eric Cantu,Council Member Mark Scott,Council Member Kaylynn Paxson, and Council Member Everett Roy E. CITY MANAGER'S COMMENTS / UPDATE ON CITY OPERATIONS: (ITEMS 1 -2) 1. 25-0805 Hurricane Season Preparedness, presented by Jace Johnson, Emergency Management Coordinator Emergency Management Coordinator Jace Johnson presented information on the following topics: office of emergency management staff; how the city is prepared; 2025 Atlantic Tropical Cyclone Names; 2025 Atlantic Hurricane season outlook; it only takes one; hurricane levels; coordination and collaboration; partner communication; outreach; communications; reverse alert; hurricane preparedness 2025; know your evacuation City of Corpus Christi Page 1 Printed on 6/13/2025 City Council Meeting Minutes June 10,2025 route; evacuation hub; and phased hurricane reentry. Council Members, City Manager Peter Zanoni, and Emergency Coordinator Johnson discussed the following topics: sandbag distributions will be held on Saturday, June 14 and Saturday, June 28 at the Cabaniss Athletic Complex; how to secure barriers and construction areas during strong winds; and a Council Member recognized the City Manager for assisting the City of Alice during the recent inclement weather. 2. 25-0851 FY 2025 2nd Quarter Budget Report City Manager Peter Zanoni presented information on the following topics: FY 2025 2nd Quarter Report overview; general fund revenues; 2nd quarter actual revenues $229.3M; general fund expenses; 2nd quarter actual expenditures $166.2M; HOT tax revenue; water fund; FY 2025 budget initiatives (all funds); Capital Improvement Program; quarter 2 report summary; and FY 2026 budget roadmap. F. PUBLIC COMMENT Mayor Guajardo opened public comment. David Lehfeldt, Corpus Christi, TX, suggested cutting the litter critter program and the recycling program from the City's budget to assist with the deficit. Shawn Flanagan, Corpus Christi, TX, spoke in support of Item 20. Brad Bartilson, Corpus Christi, TX, spoke about re-examining other water options for the City. Robin Sanders, Corpus Christi, TX, spoke about Council decorum and City ethics. Patsy Vazquez-Contes, Corpus Christi, TX, recognized the Mayor for her dedication to the 4th of July Big Bang Celebration. Charlie Webb, Corpus Christi, TX and Adam Rios, Corpus Christi, TX, spoke in support of the funding received for the Ritz Theatre. Samuel Aundra Fryer, Corpus Christi, TX, spoke about an alternative water supply. Sofia Hernandez, Corpus Christi, TX, expressed gratitude to the City for accepting the University of Texas Home to Texas Internship program. Tina Butler, Corpus Christi, TX, spoke about the Juneteenth Festival on June 20-22, as well as free mammograms at the health and wellness event. AI Arreola, Corpus Christi, TX, recognized Lemonade Day, and spoke in support of the Inner Harbor desalination plant and moving the public comment period to 5:30 p.m. City of Corpus Christi Page 2 Printed on 6/13/2025 City Council Meeting Minutes June 10,2025 Rachel Caballero, Corpus Christi, TX, expressed a desire to move the public comment period the day before the Council meeting and for the City to move into stage 4 water restrictions. The following citizens spoke in support of Item 9: Johnny Stobbs, Corpus Christi, TX, Santiago Garcia, Corpus Christi, TX, and Scott Marsh, Corpus Christi, TX. Jennifer Gracia, Corpus Christi, TX, spoke about the Juneteenth Festival presented by the TABPHE organization. Jason Hale, Corpus Christi, TX, requested GHD's participation regarding the results for the desalination study. Isabel Araiza, Corpus Christi, TX, asked to move the public comment period the day before the Council meeting, expressed opposition to the Hillcrest rezoning, spoke about the budget shortfall, and the naming rights to the Convention Center. Melissa Zamora, Corpus Christi, TX, spoke in opposition to desalination. Eli McKay, Corpus Christi, TX, expressed a desire to move the public comment period the day before the Council meeting at 5:30 p.m. and in opposition to the Hillcrest rezoning. Pat Craig, Corpus Christi, TX, spoke in support of Item 20 and the public comment process should allow individuals to ask questions to Council. John Hendricks, Corpus Christi, TX, spoke about making Feast of Corpus Christi a new City holiday. Myra Alaniz, Robstown, TX, spoke in opposition to desalination. The following individuals spoke in opposition to the Hillcrest rezoning: Andrea Puyol, Corpus Christi, TX, Lia Araiza Ortiz, Corpus Christi, TX, Deanna King, Corpus Christi, TX, Gilbert Aguirre II, Corpus Christi, TX, Lamont Taylor, Corpus Christi, TX, Christina English, Corpus Christi, TX, Monna Lytle, Corpus Christi, TX, Daniel Pena, Corpus Christi, TX, and Elida Castillo, Taft, TX. The following citizens submitted a written public comment which is attached to the minutes: Susan Lamb, Corpus Christi, TX, John Weber, Corpus Christi, TX, and Amanda Breland, Corpus Christi, TX. G. BOARD &COMMITTEE APPOINTMENTS: (ITEM 3) 3. 25-0818 Civil Service Board Civil Service Commission Ethics Commission City of Corpus Christi Page 3 Printed on 6/13/2025 City Council Meeting Minutes June 10,2025 Mayor Guajardo referred to Item 3. Civil Service Board: Reappointed: Deborah A. Sibila Appointed: Joel S. Mumphord and Israel Talamantez Civil Service Commission: Reappointed: Deborah A. Sibila Appointed: Joel S. Mumphord and Israel Talamantez Ethics Commission: Appointed: Christina Garcia and Casey O'Donnell H. EXPLANATION OF COUNCIL ACTION: I. CONSENT AGENDA: (ITEMS 4 - 12) Approval of the Consent Agenda Mayor Guajardo referred to the Consent Agenda. Items 9, 11 and 12 were pulled for individual consideration. Council Member Paxson moved to approve the consent agenda with the exception of Items 9, 11 and 12, seconded by Council Member Campos. The motion carried by the following vote: Aye: 9- Council Member Barrera, Council Member Vaughn, Council Member Hernandez, Council Member Campos, Mayor Guajardo, Council Member Cantu, Council Member Scott, Council Member Paxson and Council Member Roy Abstained: 0 4. 25-0800 Approval of the May 13, 2025 Regular Meeting Minutes The Minutes were approved on the consent agenda. Consent- Second Reading Ordinances 5. 25-0637 Ordinance to add new Section 12-109 to Chapter 12 of the City Code to prohibit crossing of buoy markers at Choke Canyon Reservoir; providing for a penalty not to exceed $500 and publication. This Ordinance passed on second reading on the consent agenda. Enactment No: 033656 Consent- Contracts and Procurement City of Corpus Christi Page 4 Printed on 6/13/2025 City Council Meeting Minutes June 10,2025 6. 25-0586 Resolution authorizing the purchase of 40 additional and 35 replacement Harris XL-85M mobile communication radio systems from Dailey and Wells Communications, of San Antonio, Texas, for the Corpus Christi Police Department in the amount of$350,745.00, with FY 2025 funding in the amount of $196,417.20 from the Fleet Equipment Replacement Fund, $116,915.00 from the General Fund and $37,412.80 from the Crime Control and Prevention District Fund. This Resolution was passed on the consent agenda. Enactment No: 033657 7. 25-0490 Motion authorizing the purchase of 11 additional binocular night vision device systems and accessories from Z Bar Supply Company, of Muleshoe, Texas, for the Corpus Christi Police Department's Special Weapons and Tactics Team for $168,300.00, with FY 2025 funding in the amount of$168,300.00 from the General Fund. This Motion was passed on the consent agenda. Enactment No: M2025-056 8. 25-0636 Motion authorizing the purchase of two additional LifePak cardiac monitors, accessory equipment, software licenses, and preventative maintenance services for $142,623.70 from Stryker Sales, of Kalamazoo, Michigan, through the Sourcewell Cooperative, for the Corpus Christi Fire Department, with FY 2025 funding from the General Fund. This Motion was passed on the consent agenda. Enactment No: M2025-057 9. 25-0793 Resolution authorizing a two-year professional services agreement with Grail, Inc., of Menlo Park, California, for Galleri multi-cancer early detection tests for the Corpus Christi Fire Department in an amount not to exceed $311,520.00, with FY 2025 funding of$233,640.00 from the General Fund. Mayor Guajardo referred to Item 9. Council Member Paxson requested to pull this item to express full support. Council Member Paxson moved to approve the resolution, seconded by Council Member Roy. This Resolution was passed and approved with the following vote: Aye: 9- Council Member Barrera, Council Member Vaughn, Council Member Hernandez, Council Member Campos, Mayor Guajardo, Council Member Cantu, Council Member Scott, Council Member Paxson and Council Member Roy Abstained: 0 Enactment No: 033658 City of Corpus Christi Page 5 Printed on 6/13/2025 City Council Meeting Minutes June 10,2025 10. 25-0695 Resolution authorizing a two-year service agreement, with one two-year option to renew, with Grace Water Services, LLC, of Katy, Texas, in an amount up to $564,744.00, with a potential amount up to $1,129,488.00 if the option is exercised, for preventative maintenance and repairs of the breakpoint chlorination system at the Oso Water Reclamation Plant, with FY 2025 funding of $69,624.00 from the Wastewater Fund. This Resolution was passed on the consent agenda. Enactment No: 033659 General Consent Items 11. 25-0554 Resolution canceling the 2025 Homeless Housing and Services Program (HHSP) agreements between the City of Corpus Christi and the Nueces Center for Mental Health and Intellectual Disabilities (MHID) and increasing the 2025 HHSP agreements with Mission 911 to $164,198.00 for the General Set Aside and $53,111.00 for the Youth Set Aside totaling $217,309.00. Mayor Guajardo referred to Item 11. Council Members, City Manager Peter Zanoni, and Director of Planning and Community Development Dan McGinn discussed the following topics: currently no money is being issued to Mental Health Intellectual Disabilities (MHID); $217,000 is going to Mission 911; and desires to find solutions for the houseless community. Mayor Guajardo opened public comment. Marilena Garza, Corpus Christi, TX, voiced support for homelessness funding and concern about lack of leadership. Tony Reyes, Corpus Christi, TX, thanked the City Council Members for this funding. Mayor Guajardo closed public comment. Council Member Paxson moved to approve the resolution, seconded by Council Member Cantu. This Resolution was passed and approved with the following vote: Aye: 9- Council Member Barrera, Council Member Vaughn, Council Member Hernandez, Council Member Campos, Mayor Guajardo, Council Member Cantu, Council Member Scott, Council Member Paxson and Council Member Roy Abstained: 0 Enactment No: 033660 Consent-First Reading Ordinances 12. 25-0749 Ordinance amendment Chapter 12 1/2 of the City Code of Ordinances to modify City of Corpus Christi Page 6 Printed on 6/13/2025 City Council Meeting Minutes June 10,2025 audit standards and make other edits. Mayor Guajardo referred to Item 12. Council Member Hernandez moved to amend the ordinance to Sec. 121/2-3.-Audit Committee, seconded by Council Member Campos as follows: (a) The audit committee will provide guidance and oversight of the city auditor's office in the performance of its responsibilities. The audit committee will consist of four (4) council members selected by the mayor at the beginning of each council term and be approved by a majority of council. The mayor shall appoint one of the council members as the chairperson. The mayor or a majority of council may remove a member of the audit committee at any time. If a member is removed, the mayor will select a new member to be approved by a majority of council. However, if a committee has not been appointed, then the duties of the council audit committee as described in this chapter shall be undertaken by the entire city council. Council Members and City Attorney Miles Risley discussed the following topic: concerns with how this amendment is worded without a cause for removal or change. Council Member Paxson moved to amend the ordinance to include "for justifiable cause that does not reflect and support the mission of the audit committee," seconded by Council Member Hernandez and passed with the following vote: Council Members Campos, Cantu, Hernandez, Paxson and Vaughn voting, "yes", and Mayor Guajardo and Council Members Barrera, Roy and Scott voting, "no." Council Member Paxson moved to approve the ordinance as amended, seconded by Council Member Hernandez. This Ordinance was passed on first reading as amended and approved with the following vote: Aye: 6- Council Member Vaughn, Council Member Hernandez, Council Member Campos, Council Member Cantu, Council Member Paxson and Council Member Roy Nay: 3- Council Member Barrera, Mayor Guajardo and Council Member Scott Abstained: 0 J. RECESS FOR LUNCH Mayor Guajardo recessed the Council meeting for lunch at 1:49 p.m. Executive Session Items 25 and 27 were held during the lunch recess. Mayor Guajardo reconvened the meeting at 2:48 p.m. K. PUBLIC HEARINGS: (ITEMS 13 - 14) 13. 25-0743 Ordinance authorizing a Wastewater Trunk Line Construction and Reimbursement Agreement up to $322,684.80 with MPM Development, LP to construct a wastewater trunk line related to King's Landing Unit 8 subdivision City of Corpus Christi Page 7 Printed on 6/13/2025 City Council Meeting Minutes June 10,2025 located north of the Lady Alexa Dr. and Lady Claudia St. intersection; and authorizing future transfer and appropriation of Water and Wastewater Trust Fund revenue up to $322,684.80 to reimburse the developer in accordance with the agreement. (District 3). Mayor Guajardo referred to Item 13. Mayor Guajardo opened the public hearing. There were no comments from the Council or the public. Mayor Guajardo closed the public hearing. Council Member Paxson moved to approve the ordinance, seconded by Council Member Campos. This Ordinance was passed on first reading and approved with the following vote: Aye: 8- Council Member Vaughn, Council Member Hernandez, Council Member Campos, Mayor Guajardo, Council Member Cantu, Council Member Scott, Council Member Paxson and Council Member Roy Absent: 1 - Council Member Barrera Abstained: 0 14. 25-0740 Zoning Case No. ZN8545, M&R Home Solutions, LLC. (District 4). Ordinance rezoning a property at or near 2345 Yorktown Blvd from the "RS-6" Single-Family 6 District to the "RS-6/SP" Single-Family 6 District with a Special Permit; providing for a penalty not to exceed $2,000 and publication. (Planning Commission and Staff recommend approval). Mayor Guajardo referred to Item 14. Mayor Guajardo opened the public hearing. There were no comments from the Council or the public. Mayor Guajardo closed the public hearing. Council Member Paxson moved to approve the ordinance, seconded by Council Member Roy. This Ordinance was passed on first reading and approved with the following vote: Aye: 9- Council Member Barrera, Council Member Vaughn, Council Member Hernandez, Council Member Campos, Mayor Guajardo, Council Member Cantu, Council Member Scott, Council Member Paxson and Council Member Roy Abstained: 0 L. INDIVIDUAL CONSIDERATION ITEMS: (ITEMS 15 - 16) City of Corpus Christi Page 8 Printed on 6/13/2025 City Council Meeting Minutes June 10,2025 15. 25-0729 Ordinance by the City Council of the City of Corpus Christi, Texas authorizing the issuance of its utility system senior lien revenue improvement and/or refunding bonds in one or more series (as designated by purpose and series) for Water, Wastewater, and Stormwater utility improvements in an amount not to exceed $181,000,000 and refinancings in an amount not to exceed $162,385,000, within set parameters and according to the City Council adopted Capital Improvement Plan, and the plan of finance set by the City's financial advisors; making provisions for the payment and security thereof by a first and prior lien on and pledge of the net revenues of the City's utility system on a parity with certain currently outstanding utility system revenue obligations; stipulating the terms and conditions for the issuance of additional revenue bonds on a parity therewith; prescribing the form, terms, conditions, and resolving other matters incident and related to the issuance, sale, and delivery of one or more series of bonds, including the approval and distribution of one or more official statements pertaining thereto; authorizing the execution of one or more paying agent/registrar agreements, one or more escrow agreements, and one or more purchase contracts; complying with the requirements imposed by the Letter of Representations previously executed with the depository trust company; delegating authority to the City Manager, Assistant City Manager, and Director of Finance and Procurement to execute certain documents relating to the sale of each series of bonds; and providing an effective date. Mayor Guajardo referred to Item 15. Assistant City Manager Heather Hurlbert presented information on the following topics: financing of capital projects; summary of financial transactions; projects to be funded-water, wastewater, stormwater, and gas; steps for issuance; and utility system revenue bonds financing overview per approved budget. A Council Member, City Manager Peter Zanoni, and Assistant City Manager Hurlbert discussed the following topics: how much interest will be paid over the next 30 years; and how this affects the total debt service for next year. Mayor Guajardo opened public comment. There were no comments from the public. Mayor Guajardo closed public comment. Council Member Paxson moved to approve the ordinance, seconded by Council Member Campos. This Ordinance was passed on first reading and approved with the following vote: Aye: 8- Council Member Barrera, Council Member Vaughn, Council Member Campos, Mayor Guajardo, Council Member Cantu, Council Member Scott, Council Member Paxson and Council Member Roy City of Corpus Christi Page 9 Printed on 6/13/2025 City Council Meeting Minutes June 10,2025 Nay: 1 - Council Member Hernandez Abstained: 0 16. 25-0817 Ordinance approving a mid-year budget adjustment in an amount of $4,077,839.00 for the Animal Care Services department including appropriating $2,183,664.00 from the American Rescue Plan Act (ARPA) revenue interest funds for the addition of three full-time positions for Animal Care Services (ACS), for ACS capital improvement projects, and ACS equipment; amending the FY 2024-25 Operating Budget and the Capital Improvement Budget by $1,894,175.00. Mayor Guajardo referred to Item 16. Council Members, City Manager Peter Zanoni, Ram Munoz with Munoz Engineering, Director of Animal Care Services Kathleen Chapa, and Assistant Director of Animal Care Services Cynthia Martinez discussed the following topics: the cost to repair the parking lot and maintenance yard includes concrete pavement, along with a drainage and sanitary system; concerns with the exorbitant cost of the improvements; the City is prioritizing the hiring of an Animal Care Director; concerns with using Certificates of Obligation for kennels; the incinerator has been repaired; this proposed mid-year budget adjustment includes adding three full-time positions; and Veterinarians are currently contracted. Council Member Barrera moved to approve the ordinance, seconded by Mayor Guajardo. This Ordinance was passed on first reading and approved with the following vote: Aye: 8- Council Member Barrera, Council Member Vaughn, Council Member Campos, Mayor Guajardo, Council Member Cantu, Council Member Scott, Council Member Paxson and Council Member Roy Nay: 1 - Council Member Hernandez Abstained: 0 M. BRIEFINGS: (ITEMS 17) 17. 25-0854 Update on Alternative Water Supply Projects, to include a presentation on the Seven Seas/South Texas Water Authority brackish groundwater project, and possible action. Mayor Guajardo referred to Item 17. Chief Operating Officer of Corpus Christi Water (CCW) Drew Molly presented information on the following topics: drought monitor; monthly raw water usage; water supply dashboard; groundwater supply assessment; Nueces River Groundwater Wells project; Evangeline Laguna, LLP (Evangeline) Groundwater project; Echelman-Voigt (EV) Ranch project; and South Texas Water Authority partnership. City of Corpus Christi Page 10 Printed on 6/13/2025 City Council Meeting Minutes June 10,2025 Council Members, COO of CCW Molly, and Water Resource Manager Esteban Ramos discussed the following topics: the percentage of the combined lake levels; stage 4 water restrictions will take effect October 2026; the City is currently receiving 55 million gallons per day (MGD) from the Mary Rhodes Pipeline; how to assist seniors with paying their utility bills; the Water Summit profited $87,000; and how many gallons of water can a 42 inch pipeline produce. N. COUNCIL REQUESTED ITEMS: (ITEMS 18 -24) 18. 25-0878 Reconsideration of"Presentation of the Plan of Finance for FY 2025 and resolution by the City Council of the City of Corpus Christi, Texas, authorizing and approving publication of Notice of Intention to issue not more than $43,200,000 of Certificates of Obligation, in one or more series, for certain capital improvements, as included and approved by City Council in the Fiscal Year 2025 Capital Budget; complying with the requirements contained in Securities and Exchange Commission Rule 15c2-12; and providing an effective date," as submitted by Council Members Sylvia Campos and Eric Cantu. This Item was withdrawn. 19. 25-0892 Discussion regarding the usage of a current Mayor's name for a City Sponsored Event, as requested by Council Members Sylvia Campos, Eric Cantu, Gil Hernandez. Mayor Guajardo referred to Item 19. Council Members, City Manager Peter Zanoni, and City Attorney Miles Risley discussed the following topics: concerns with using the Mayor's name on City events; there is no ethics opinion regarding using names on a community celebration; and how funds are tracked for this event. Mayor Guajardo opened public comment. Susie Saldana, Corpus Christi, TX, expressed concern about adding this insignificant topic to the agenda. Mayor Guajardo closed public comment. 20. 25-0893 Discussion and possible action regarding a Memorandum of Understanding (MOU) between the City of Corpus Christi and the South Texas Water Authority, as requested by Council Members Carolyn Vaughn, Eric Cantu, and Sylvia Campos. Mayor Guajardo referred to Item 20. Nueces County Commissioner John Marez provided a brief background about South Texas Water Authority (STWA). City of Corpus Christi Page 11 Printed on 6/13/2025 City Council Meeting Minutes June 10,2025 Council Members, Nueces County Commissioner Marez, and Kleberg County Judge Rudy Madrid discussed the following topics: STWA can transmit up to 28 million gallons of water per day (MGD); the timeline for this project is approximately 24 months; all studies have been completed by Seven Seas Water Group; there will be no cost to the City or debt involved; STWA will provide maintenance and operation to the facility; a contract needs to be in effect before September for a 30 year fixed rate; and the water rate amount will not exceed $5.50 for 5,000 gallons of water. Mayor Guajardo opened public comment. Gail Anderson, Corpus Christi, TX, spoke in support of this Item. Mayor Guajardo closed public comment. Council Member Vaughn made the following motion: Motion for the City of Corpus Christi to enter into a Memorandum of Understanding with South Texas Water Authority within 10 days and direct the City Manager to bring back a contract with South Texas Water Authority within 45 days for a council vote based on the rate, seconded by Council Member Paxson. The Motion was passed and approved with the following vote: Aye: 9- Council Member Barrera, Council Member Vaughn, Council Member Hernandez, Council Member Campos, Mayor Guajardo, Council Member Cantu, Council Member Scott, Council Member Paxson and Council Member Roy Abstained: 0 Enactment No: M2025-058 21. 25-0894 Nonbinding motion of support for awarding the naming rights for the Convention Center to the entity that offers the most funding to the City for said rights, as requested by Council Members Carolyn Vaughn, Eric Cantu, and Sylvia Campos. Mayor Guajardo referred to Item 21. Council Members, City Manager Peter Zanoni, and General Manager of OVG360 Daniel Melise discussed the following topics: desires to award the naming rights for the Convention Center to the highest bidder; the naming rights process has been ongoing for two years; OVG360 closed the naming proposals on May 31; OVG360 considers several factors when deciding to accept a bid; and over 90 entities have expressed interest in naming rights. Mayor Guajardo opened public comment. Susie Saldana, Corpus Christi, TX, spoke in support of awarding the naming rights for the Convention Center to the highest bidder. City of Corpus Christi Page 12 Printed on 6/13/2025 City Council Meeting Minutes June 10,2025 Mayor Guajardo closed public comment. Council Member Vaughn moved to amend the motion as follows: Nonbinding motion of support for awarding the naming rights for the Convention Center to the most responsible entity that offers the most funding to the City for said rights, seconded by Council Member Cantu. This Motion was passed as amended and approved with the following vote: Aye: 6- Council Member Vaughn, Council Member Hernandez, Council Member Campos, Council Member Cantu, Council Member Paxson and Council Member Roy Nay: 2- Council Member Barrera and Council Member Scott Abstained: 1 - Mayor Guajardo Enactment No: M2025-059 22. 25-0895 Discussion with possible action regarding changes to the City Council's public comment process to enhance community participation, as requested by Council Members Carolyn Vaughn, Eric Cantu, and Sylvia Campos. Mayor Guajardo referred to Item 22. Council Members, City Manager Peter Zanoni, and City Attorney Miles Risley discussed the following topics: this new process would move the noon public comment period to 5:30 p.m.; and the public would still be allowed to speak on individual items when the items are called. Mayor Guajardo opened public comment. Susie Saldana, Corpus Christi, TX, spoke in opposition to moving the public comment period to 5:30 p.m. Joshua Fraedrick, Corpus Christi, TX, recommended keeping the noon public comment period and adding a second public comment period at 5:30 p.m. Conor Rice, Corpus Christi, TX, suggested using a clipboard to allow citizens to sign up for public comment until 5:30 p.m. the day of the meeting. Mayor Guajardo closed public comment. Council Member Vaughn made the following motion: Move public comment period from 12:00 p.m. to 5:30 p.m. effective July 15, 2025. City Council will still be in session during the 5:30 p.m. public comment period even if quorum is lost, seconded by Council Member Hernandez. This Motion was passed and approved with the following vote: Aye: 8- Council Member Barrera, Council Member Vaughn, Council Member Hernandez, Council Member Campos, Council Member Cantu, Council Member Scott, Council Member Paxson and Council Member Roy Nay: 1 - Mayor Guajardo City of Corpus Christi Page 13 Printed on 6/13/2025 City Council Meeting Minutes June 10,2025 Abstained: 0 Enactment No: M2025-060 23. 25-0896 Discussion and possible action to refer to the City Auditor for investigation into potential waste and abuse of taxpayer funds by city manager and staff relating to claims and payments made by the city to Luminare INC. This includes reviewing whether City staff circumvented City Council approval processes in an amount greater than $50,000 and to avoid public disclosure, as requested by Council Members Sylvia Campos, Eric Cantu, and Gil Hernandez. Mayor Guajardo referred to Item 23. Council Members, City Manager Peter Zanoni, City Attorney Miles Risley, and Interim Director of Public Health Department Dr. Dante Gonzalez discussed the following topics: the City had a contractual obligation to pay the vendor$262,000 for three years; a Council Member's request for an audit on this item; and whether this contract could have been terminated before it was automatically renewed. (see attached memo from the City Attorney) 24. 25-0898 Discussion and possible action on council policy regarding the scheduling of council meetings, as requested by Council Members Eric Cantu, Carolyn Vaughn, and Gil Hernandez. Mayor Guajardo referred to Item 24. Council Members discussed the following topics: a desire to limit Council meetings to every 14 days to allow staff more time to prepare and for more productive meetings; and a concern that having less meetings per month would lengthen the meetings. Council Member Cantu moved to table this item to the next council meeting, seconded by Council Member Vaughn. This Item was tabled with the following vote: Aye: 6- Council Member Vaughn, Council Member Hernandez, Council Member Cantu, Council Member Scott, Council Member Paxson and Council Member Roy Nay: 2- Council Member Barrera and Mayor Guajardo Absent: 1 - Council Member Campos Abstained: 0 O. EXECUTIVE SESSION: (ITEMS 25 -27) 25. 25-0785 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 claim by Thomas Joseph Moore against City, including potential consideration of settlement offers and/or fees for attorneys, engineers, other expert witnesses assisting in this case, deposition City of Corpus Christi Page 14 Printed on 6/13/2025 City Council Meeting Minutes June 10,2025 fees, and court costs, and updates on litigation in other cases. The following motion was considered: Motion to authorize the execution of all documents necessary to settle the claim of Thomas Joseph Moore against the City for all personal injury claims arising from an auto accident on August 15, 2023, in an amount not to exceed $125,000. Council Member Barrera moved to approve the motion, seconded by Council Member Campos. This Motion was passed and approved with the following vote: Aye: 9- Council Member Barrera, Council Member Vaughn, Council Member Hernandez, Council Member Campos, Mayor Guajardo, Council Member Cantu, Council Member Scott, Council Member Paxson and Council Member Roy Abstained: 0 Enactment No: M2025-061 26. 25-0847 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 utility plants purchased by CPS, the Corpus Christi Housing Authority and land to be purchased by said entity and Texas Government Code § 551.072 to discuss and deliberate the potential purchase and/or value of the aforementioned property rights because deliberation in an open meeting would have a detrimental effect on the position of the governmental body in negotiations with a third person. This E-Session Item was postponed. 27. 25-0863 Executive session pursuant to Texas Government Code § 551.071 and Texas Disciplinary Rules of Professional Conduct Rule 1.05 to consult with attorneys concerning legal issues related to the potential purchase and value of real property rights at/near FM624 and/or Northwest Boulevard and/or FM666 and/or County Road 59 and/or County Road 44, all in Nueces County and property rights related to groundwater in San Patricio County at/near 1-69 and/or Highway 181 related to the Evangeline Aquifer, property rights in other areas in Hogg County related to the Catahoula Aquifer, rules of the Brush Country Groundwater Conservation District, the San Patricio County Groundwater Conservation District, and the TCEQ, potential real property rights and/or contracts related thereto involving groundwater well development near Driscoll, Texas and Texas Government Code § 551.072 to discuss and deliberate the potential purchase and/or value of the aforementioned property rights because deliberation in an open meeting would have a detrimental effect on the position of the governmental body in negotiations with a third person. The following motion was considered: Motion authorizing a Real Estate Sales Contract with Bapo Land, Inc. for the purchase of approximately 250 acres of land known as Sutherland Ranch near the intersection of FM City of Corpus Christi Page 15 Printed on 6/13/2025 City Council Meeting Minutes June 10,2025 666 and FM 624 (which may also be described as 250.116 acre tract out of the Vicente Lopez Herrera Portion of the Barranco Blanco Grant) near Bluntzer, in Nueces County, Texas, in an amount not to exceed $2,133,500. Council Member Paxson moved to approve the motion, seconded by Council Member Barrera. This Motion was passed and approved with the following vote: Aye: 9- Council Member Barrera, Council Member Vaughn, Council Member Hernandez, Council Member Campos, Mayor Guajardo, Council Member Cantu, Council Member Scott, Council Member Paxson and Council Member Roy Abstained: 0 Enactment No: M2025-062 P. ADJOURNMENT There being no further business, Mayor Guajardo adjourned this meeting at 9:39 p.m. City of Corpus Christi Page 16 Printed on 6/13/2025 i I �,�ve o� Attorney-Client Privileged Communication MEMORANDUM INS To: Mayor and City Council From: Miles Risley, City Attorney CC: Peter Zanoni, City Man Date: June 9, 2025 Subject: Luminare Contract Approval Issue/Problem: Did City Staff circumvent the City Council approval process to authorize a contract in an amount greater than $50,000 related to the Luminare three-year City Council-approved contract? No, on June 14, 2022, the City Council authorized the purchase of a three-year software license renewal from Luminare, Inc., of Houston, for $786,000.00 for COVID-19 testing and vaccine software for the Corpus Christi-Nueces County Public Health District ("District'), with FY 2022 funding of$262,000.00 for the first year available from the District's COVID-19 grant fund, by a vote of 9-0. All payments were in accordance with the said contract. Background & Findings: The Corpus Christi-Nueces County Public Health District entered into a contract with Luminare, Inc. for vaccine reporting software on April 6, 2020. It utilized Luminare's software to provide approximately 30,000 citizens with testing eligibility, registration, scheduling, testing results, and reporting to Texas Health Trace. On June 14, 2022, the City Council authorized the purchase of a three-year software license renewal from Luminare, Inc., of Houston, for $786,000.00 for COVID-19 testing and vaccine software for the Corpus Christi-Nueces County Public Health District ("District"), with FY 2022 funding of $262,000.00 for the first year available from the District's COVID-19 grant fund, by a vote of 9-0. (See Exhibit A). The vaccine software enabled the Health Department to provide approximately 220,000 citizens with vaccine eligibility information, registration, scheduling, vaccination status updates, and reminders. Pursuant to said resolution, the former Assistant Director, Finance & Procurement, executed an extension ( Exhibits B) to the existing Service Agreement executed initially on April 16, 2020 (Exhibits C), by a former Director of Contract and Procurement. The contracts lacked standard legal language, typically used in City Contracts, which would have provided an option to terminate with 30 days' notice and included a non-appropriation clause. Corpus Christi-Nueces County Public Health District made full payment of$262,000.00 per year for contract years 1 and 2 as provided in the agreement authorized by the City Council. On March 26, 2024, at the request of the former Director of the Public Health District, the former Assistant Director of Finance and Procurement sent a letter to Luminare Inc. seeking termination of the agreement due to the expiration of the COVID-19 grant funding. (See Exhibit D) The former Director of the Public Health District directed the Public Health Administrator to send a subsequent termination letter, despite the Public Health Administrator's lack of delegated authority from the City Manager to do so. (See Exhibit E) In defense of these letters, City Legal sent a last Page 1 of 2 termination letter due to a lack of grant funds. (See Exhibit F) Unfortunately, the former Director of the Public Health District misinformed the assistant director and assistant city attorney. Contrary to what was communicated by the former Director of the Public Health District, there was ample grant funding. At the close of the grant, there was actually$13,339,930.53 in available grant funding. The former Director's misinformation and poor judgment created unnecessary legal liability and potential reputational damage for the City, In response to City Legal's letter, Attorney Doug Allison, representing Luminare Inc., sent the City a demand letter for the $262,000.00 on September 10, 2024. (See Exhibit G) Due to the weak legal position of the City and the potential for attorney's fees, City legal sought mediation with Luminare, Inc. At the mediation, Luminare, Inc. agreed to accept $202,500 in lieu of pursuing litigation against the City. However,such a settlement would have negatively impacted the City's general funds, as grant funds were not eligible to be utilized for legal fees. (See Exhibit H) Upon presenting the results of the mediation to the City Manager for an agenda item for City Council approval, the City Manager declined (1) the agenda item (2) the settlement, (2) staff's approach and processes that led to the settlement, and (4)the potential loss of City General Fund revenue. The City Manager opted to pay the $262,000 to Luminar pursuant to the contract as approved by the City Council. Honoring the contract avoided reputational damage to the City and made Luminare whole, without resorting to the threat of litigation to obtain a discount on the money owed. Furthermore, the payment of the contract utilized grant funds from the Texas Department of State Health Services, which had previously awarded $22,800,779.00 for Contract No. HHS001019500010 to increase vaccination capacity for the Corpus Christi-Nueces County Public Health District, The Statement of Work for the grant contract includes funding local health departments to expand their operations (e.g., providing vaccinations during evenings, overnight, and on weekends) and to increase their throughput. Additionally, the Statement of Work for the grant contract includes funding for the implementation of vaccine strike teams, mobile vaccine clinics, satellite clinics, temporary, or off-site clinics to travel and provide vaccination services in nontraditional settings and/or to supplement the work of local health departments in underserved communities. Conclusion The City Council authorized a three-year software license renewal from Luminare, Inc., of Houston, for $786,000.00 via a resolution. Pursuant to that authorization, the City Manager honored the terms of the three-year software license utilizing grant funds. Page 2 of 2 EXHIBIT A Resolution authorizing the purchase of a three-year software license renewal from Luminare, Inc., of Houston, for$786,000.00 for COVID-19 testing and vaccine software for the Corpus Christi-Nueces County Public Health District ("District"), with FY 2022 funding of$262,000.00 for the first year available from the District's COVID-19 grant fund. WHEREAS, COVID-19 testing and vaccine software is needed for use by the District in the delivery of services; WHEREAS, State law provides that such procurements, as outlined above, are subject to statutory procurement requirements, including competitive bids, unless an exception applies; WHEREAS, there is a statutory exemption for this procurement in Texas Local Government Code, Section 252.022(a)(2), as a procurement necessary to preserve or protect the public health and safety of the municipality's residents; and WHEREAS, there is a second statutory exemption for this procurement in Texas Local Government Code, Section 252.022(a)(7), as a procurement of items that are available for only one source due to patents or copyrights. Be it resolved by the City Council of the City of Corpus Christi, Texas: Section 1. The City Council specifically finds that the foregoing statements included in the preamble of this resolution are true and correct and adopts such findings for all intents and purposes related to the authorization of this procurement. Section 2. The City Manager, or his designee, is authorized to execute all documents necessary to obtain a three-year software license renewal from Luminare, Inc., for a total amount of $786,000.00, with FY 2022 funding of $262,000.00 for the first year of the license renewal available from the District's COVID-19 grant fund. 1 PASSED AND APPROVED on the It-I �h day of 2022: Paulette Guajardo Roland Barrera Gil Hernandez ) Michael Hunter !`►� Billy Lerma 4_1' John Martinez ! , Page 1 of 2 032775 SCANNED Ben Molina Mike Pusley Greg Smith ATTEST: OF CORPUS CHRISTI R,61av� ebecca Huerta l Paulette Guajardo City Secretary Mayor Page 2 of 2 032775 CITY OF CORPUS CHRISTI CERTIFICATION OF FUNDS (City Charter Article IV, Sections 7 & 8) I, the Director of Financial Services of the City of Corpus Christi, Texas (or his/her duly authorized representative), hereby certify to the City Council and other appropriate officers that the money required for the current fiscal year's portion of the contract, agreement, obligation or expenditure described below is in the Treasury to the credit of the Fund specified below, from which it is to be drawn, and has not been appropriated for any other purpose. Future payments are subject to annual appropriation by the City Council. City Council Action Date: June14, 2022 Legistar Number: 22-0882 Agenda Item: Resolution authorizing the purchase of a three-year software license renewal with Luminare, Inc., of Houston, for $786,000.00 for COVID-19 testing and vaccine software for the Corpus Christi- Nueces County Public Health District ("District"), with FY 2022 funding of $262,000.00 for the first year available from the District's COVID-19 grant fund. Amount Required: $262,000.00 Fund Name Accounting Unit AcNoo. Activity No. Health Grants 1066-103 520100 831559E $262,000.00 Total $262,000.00 ❑ Certification Not Required Director of Financial Services Date: U(A4 b DocuSign Envelope ID:5FDB7EFA-C89C-41BF-964C-801080FA7A96 EXHIBIT B QUOTE DATED MAY 10'ru 2021 This Order Form dated 5/17/2022(Effective Date) is an extension to the Service Agreement("Agreement"), dated as of 5/17/2021 is made by and between LUMINARE Inc., with a place of business at TMC innovation Institute, 2450 Holcombe Blvd., Suite X, Houston, Texas 77021 ("LUMINARE"), and City of Corpus Christi, Texas with a place of business at 1702 Horne Rd Corpus Christi, TX 78416 ("Company"). Contract term 36 months from Effective Date. LUMINARE will invoice Company on execution of the Agreement the Total listed in the below table. Will be auto renewed for 12-month terms. LUMINARE will invoice Company on execution of the Agreement: Annual Fee of$262,000 for year 1. Annual Fee of$262,000 on anniversary date for year 2 Annual Fee of$262,000 on anniversary date for year 3 Details listed in the below table. Innoculate and QS Proposal for COVID-19 City of Corpus Christi Proposal Innoculate-COVID-19 List Price/year $452,867 Innovation Partner Discount/year ($202,867) Subtotal $250,000 Additional Multiyear discount(10%)/year ($25,000) Subtotal per year $225,000 Annual ImmTrac Integration Fee $5,000 Subtotal for Innoculate COVID-19 subscription and fees per year $230,000 QSPH COVID-19 price/year $92,500 Innovation partner discount+Multiyear discount +Multiple product discount/year (61,667) Subtotal for QSPH COVID-19 price per year $30,833 Annual HL7 Lab integration fee $1,167 Total for QSPH COVID-19 subscription and fees per year $32,000 1 i DocuSign Envelope ID:5FDB7EFA-C89C-41BF-964C-801080FA7A96 Notes on next page NOTES: 1 Pricing valid until May 17,2022(agreements and PO). 2 Innoculate for COVID-19 and QSPH for COVID-19 subscription for 36 months 3 Annual fee to maintain integration for vaccine reporting with lmmTrac and integration to Lab interface 4 LUMINARE may offer health information or discounts to users that interact with the solution *valid only for use for City of Corpus Christi Health department for administering tests Special Fees: Customization and/or special project work beyond reasonable scope may be charged at an hourly rate of $200/hr,with estimates provided for approval prior to proceeding. IN WITNESS WHEREOF,the parties have caused their duly authorized officers to execute this Agreement. LUMINARE INC. CLIENT: CITY OF CORPUS CHRISTI, TEXAS �4WIIIuli=2 by: Docuftned by: By: C v By: C � �-� ... FM648858UMC... Name: Sarma iv. velamurt,M.D. Name; Title: Chief Executive Officer Title: Res.032775 Authorized By Council 6-14-2022 ATTEST: �D{o)cuSIgned by: DS Rebecca Huerta City Secretary 2 DocuSign Envelope ID:AE2967B4-AB3A-4A8D-8698-D3A4736B367C EXHIBIT C SERVICE AGREEMENT This Service Agreement(Agreement), dated as of April 6T", 2020 2020 (Effective Date), is made by and between Luminare Inc.,with a place of business at TMC Innovation Institute, 2450 Holcombe Blvd., Suite X, Houston, Texas 77021 (Luminare), and Corpus Christi —Nueces County, (Company) at 1201 Leopard Street, Corpus Christi, TX 78401 The parties agree as follows: 1. Service. The parties intend for Company to use Luminare's QuickScreen COVID-19 screening services identified in the Scope of Work,which is attached as Attachment A,Exhibit A ,Service Specs and Fee Schedule attached as Exhibit B, the Service), to be provided to Company as a hosted, SaaS service. Subject to the terms and conditions of this Agreement, Luminare grants to Company a nonexclusive and nontransferable license to use the Service for the term of this Agreement. All such use will be solely for internal purposes of the Company,by its employees and any healthcare providers, pharmacists or other employees who are involved either in patient care or quality management related to patient care who are authorized by the Company to use the Service, at the Company's facility. 2. Statement of Works: The Company and Luminare may enter into one or more Statement of Works (SOWs) to set forth specific services or requirements that may be needed and attached to ExhibitA and part of this Agreement. To the extent there are any conflicts or inconsistencies between this Agreement and any Statement of Work, unless specifically noted as an exception in the Statement of Work,the provisions of this Agreement will govern and control. 3. Payment. Company will pay to Luminare the fees and other amounts noted on the fee schedule attached as any Exhibit B's or as may be specified in any agreed SOW that may be attached to and part of this Agreement. All fees and other amounts are exclusive of tax, and Company is responsible for all taxes or charges assessed by any governmental authority, except income taxes payable by Luminare, in connection with the Service provided to Company under this Agreement. Unless otherwise specified on the fee schedule, any amount due will be paid no later than 30 days after the date of invoice. 4. Term; Termination. This Agreement commences on the Effective Date and will remain in effect for a minimum of one (1) year (the Initial Term.) This agreement is specifically for the QuickScreen COVID-19 product and should not require renewal after I year. The provisions of this Agreement which by their terms are intended to survive termination of this Agreement and shall survive such termination. Either Party may terminate this Agreement if the other Patty materially breaches the terms and conditions set forth herein, provided however, that such breaching Party is provided no less than thirty (30) days in which to cure such alleged material breach following actual receipt of the written notice from the non-breaching Party describing the alleged breach in reasonable detail. 5. Ownership of Service IP. Company agrees that as between Company and Luminare, the software and other intellectual property underlying the Service, as well as any Service user materials, are the property of Luminare and are protected under U.S, and international intellectual property laws, including copyrights, trademarks, service marks, patents, trade secrets or other proprietary rights and laws (IP Protection Laws). Luminare reserves all rights not expressly granted in this Agreement. Luminare has the right, but not the obligation, to monitor the Service, Input Data and Service reports. 6. Ownership of Input Data; Permitted Use. As between Company and Luminare, Luminare acknowledges and agrees that any Input Data is proprietary to Company and/or third parties, and not t Private and Confidential i I DocuSign Envelope ID:AE296784-AB3A-4A8D-8698-D3A4736B367C I proprietary to Luminare. Company represents and warrants that it has all necessary consents, or owns or otherwise controls all necessary rights, to supply Input Data in connection with the Service and that use of Input Data for such purpose will not violate any applicable law or infringe or violate the rights of any third party. Luminare will have no liability under this Agreement for any failure of the foregoing Company representation and warranty. In addition, Company grants Luminare a nonexclusive license to use de-identified and/or aggregated data uploaded to the Service and/or produced from Company's use of the Service, for the purposes of evaluating effectiveness of the Service, making improvements to the Service,and generating statistics regarding(i) any of the results of use of the Service or(ii)the general effectiveness of medications and other treatments, individually and in concert, on disease states. 7. Limitations of Liability. Except for- any breaches of a parry's obligations relating to confidentiality or Company's obligations concerning its use of Luminare's intellectual property, in no event will ! either parry's aggregate liability hereunder to the other party exceed the total fees paid by Company to Luminare for the twelve-month period preceding the date on which the subject liability arose. EXCEPT FOR ANY BREACHES OF A PARTY'S OBLIGATIONS RELATING TO CONFIDENTIALITY OR COMPANY'S OBLIGATIONS CONCERNING ITS USE OF E LUMINARE'S INTELLECTUAL PROPERTY HEREUNDER, IN NO EVENT SHALL EITHER PARTY BE LIABLE, UNDER ANY LEGAL OR EQUITABLE THEORY OF LIABILITY, WITH 4 j RESPECT TO THE SERVICE (EXCEPT TO THE EXTENT OTHERWISE REQUIRED BY APPLICABLE LAW OR BY ANOTHER AGREEMENT BETWEEN THE PARTIES HERETO) j FOR ANY LOST DATA,LOST PROFITS, OR SPECIAL,INDIRECT,INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER REGARDLESS OF WHETHER SUCH LOSS WAS FORESEEABLE OR THE PARTY SUFFERING THE LOSS OR DAMAGE WAS ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. 8. USE WARNINGS.THE COMPANY DOES NOT OFFER MEDICAL ADVICE,DIAGNOSES OR OTHER HEALTH MANAGEMENT SERVICES OR ENGAGE IN THE PRACTICE OF MEDICINE. THE SERVICE IS NOT INTENDED TO BE, AND DOES NOT CONSTITUTE, A SUBSTITUTE FOR PROFESSIONAL MEDICAL ADVICE BY PHYSICIANS OR LICENSED INDEPENDENT PRACTITIONERS, OR A SUBSTITUTE FOR DIAGNOSIS, TREATMENT OR HEALTH MANAGEMENT AND IS OFFERED FOR INFORMATIONAL PURPOSES ONLY. FURTHERMORE, THE INFORMATION PRODUCED BY THE SERVICE IS ONLY USEFUL TO THE EXTENT THAT THE INPUT DATA IS ACCURATE. END USERS SHOULD ALWAYS RELY ON THEIR CLINICAL JUDGMENT WHEN MAKING DECISIONS REGARDING PATIENT CARE. AT ALL TIMES, IT IS THE RESPONSIBILITY OF COMPANY AND ITS END USERS TO ACCESS, REVIEW AND RESPOND TO ALL RESULTS FROM USE OF THE SERVICE, INCLUDING WITHOUT LIMITATION ANY ALERTS MADE AVAILABLE BY THE SERVICE (COLLECTIVELY, SERVICE RESULTS), IN A TIMELY AND CLINICALLY APPROPRIATE MANNER, AND LUMINARE WILL HAVE NO LIABILITY TO COMPANY, ANY END USER OR ANY THIRD PARTY FOR ANY FAILURE OF COMPANY, ANY END USER OR ANY OTHER CLINICIAN TO APPROPRIATELY RESPOND TO ANY SERVICE RESULTS. Private and Confidential 2 DocuSign Envelope ID:AE296784-AB3A-4ABD-8698-D3A4736B367C IN WITNESS WHEREOF, the parties have caused their duly authorized officers to execute this Agreement. LUMINARE INCORPORATED NUECES COUNTY,TEXAS d by:[ VDoouSlpne► Q BakL"'_ 181C3EtA7D0344F.., y: By: Name: Vrna N. Velamuri, M.D. Name: Kim Baker Title: Chief Executive Officer Title: Director of Contracts and Procurement Private and Confidential 3 DocuSlgn Envelope ID:AE2967B4-AB3A-4A8D-8698-D3A4736B367C EXHIBIT A to Service Agreement Service Use Requirements; Service Specifications Part I —Current Data Input and similar Technical Requirements Company shall provide or supply, as applicable, the following: • Medical Executive Com►nittee(MEC) approved COVID-19 screening protocol —if there is no protocol in place Luminare will provide a draft protocol for approval. • Administrative oversight to ensure adequate overview of the use QuickScreen Covid-19 solution for the Company. Project Name: COVID-19 QuickScreen Web Tool for Health Department Background: In an effort to increase the efficiency of COVID-19 testing, the Health Department will implement the COVID-19 QuickScreen Web Tool. The web tool will identify persons as needing COVID-19 testing or not prior to arriving to the testing site. The City's IT Department will be publishing a link on the City's Health Department website that directs users to the online screening tool. All work is going to be done off site and remotely for this project. This screening tool is at no cost to the City, but Contractor will require a news joint news release to be published when the website is announced. The press release will name Luminare "the Contractor" in the headline as a partner to the City/County and needs to be mutually approved before release. Scope of Work: Contract shall provide QuickScreen COVID-19 Screening Solution Platform. Contractor shall ensure that template is fully developed with data specific to the City of Corpus Christi. Contractor shall provide application programming interface (API) for to City to access positive screening results. City of Corpus Christi Point of Contact: Holly Houghton City of Corpus Christi IT Application Analyst 361-826-3753 holly@cctexas.com Contractor Point of Contact: Aaron Alex Luminare Customer Success Associate 832-986-1483 aaron.alex@luminaremed.com Private and Confidential 4 DocuSign Envelope ID:AE2967B4-AB3A-4A8D-8698-D3A4736B367C Part 2 - Security Matters Concerning Use of Service Input Data will be supplied to Luminare either by Company or on Company's behalf. In addition, in order to access reports generated by the Service, Company will have access to certain Service web page(s). Company will be responsible for maintaining the security and confidentiality of all activity (i) to supply Input Data to the Service and (ii) to access reports generated for Company by the Service. Company will take reasonable steps, including no less than industry standard security measures, to prevent unauthorized use of the Service, and Company will immediately notify Luminare in writing of any unauthorized use of any of its users' login names or passwords of which such user, or other Company party, becomes aware. Luminare may suspend the Service (in whole or in part), including without limitation suspending access for certain previously authorized users, in the event of the potential or actual compromise or unauthorized use of the Service. The Parties understand that the Company is a Texas governmental entity. Release of any information in accordance with the Texas Public Information Act does not violate any provision of this Agreement. Part 3—Compliance with Applicable Law Each party agrees to comply with all applicable federal, state and local laws, orders, regulations and regulatory standards with respect to its respective obligations and performance under this Agreement and, in the case of Company,with respect to Company's use of the Service. 3 Part 4—Error Reporting 3 Company will follow Luminare's reasonable procedures and instructions to report any errors and difficulties it encounters with regard to the Service so as to permit Luminare to recreate and evaluate same. l Part 5—Additional Restrictions on Company's Use of Service Company will not (a) use the Service or any documentation, know-how or other information received from Luminare or its representatives or licensors (the Evaluation Materials) to create any similar application or service,(b) decompile,disassemble or otherwise reverse engineer any technology employed by the Service, or use any similar means to discover the source code or trade secrets embodied in the Service, or otherwise circumvent any technical measure that controls access to the Service or (c) permit any third party use the Service to do any of the foregoing. Except for the limited rights and licenses expressly granted in this Agreement, no other license is granted, no other use is permitted and Luminare and its licensors will retain all right, title and interest (including patents, copyrights, trade secrets and trademarks) in and to the Service, Evaluation Materials and any underlying intellectual property (acknowledging that none of the foregoing includes any Input Data). Company will not take any action inconsistent with such ownership. Part 6 6.1 Company Personnel Commitment Company will ensure that its personnel who may be necessary or appropriate for the successful implementation of the services will, on reasonable notice, (i) be available to assist Luminare personnel by answering relevant business, technical and operational questions and providing requested data, documents, guidelines and procedures, if any, that are relevant, in a timely manner; (ii) participate in periodic testing and similar evaluative use of any services, as outlined in the Agreement, or as reasonably requested by Luminare; (iii) participate in progress and other services related meetings; (iv) Private and Confidential 5 I DocuSign Envelope ID:AE2967B4-AB3A-4A8D-8698-D3A4736B367C contribute to system testing and data integrity testing; and (v) be available to assist Luminare with any other activities or tasks required in order for the services to be provided for Company's use in accordance with this Agreement. 6.2 Marquee client privileges: 6.2.1. Company agrees to serve as reference customer to field a reasonable number of calls if requested by other Luminare clients. 6.2.2. Co-publication of whitepaper on outcomes. 6.2.3. Approved Combined partnership press release upon signing of this agreement on QuickScreen Covid-19 to help promote rapid adoption in the state of Texas. Release must be issued to AP and all news wire services used by the County. Private and Confidential 6 DocuSign Envelope ID:AE296784-AB3A-4A8D-8698-D3A4736B367C EXHIBIT B to Service Agreement Fee Schedule and Product Services Contract term: Initially 1-year term as specified in the Agreement. No Subscription fees will be payable for use of the COVID-19 product, Total amount invoiced at time of signing contract:N/A Rates are for per inpatient hospital (geographic) location unless otherwise specified Services Rate Notes Luminare will accept donations or fees at the QuickScreen Covid-19 company's discretion if funds Screening Solution are provided for this by CDC Platform N/A or Federal funds Limited support during working hours by email Support Included Protocol Vetting and Compliance Checking N/A Education Superuser training per session N/A Web-based training is free. i s Special Fees ' i • Luminare will accept donations from the Company if federal funds or CDC funds become i available for this function • Customization and/or special project work beyond reasonable scope may be charged at an hourly rate($451 through December 31, 2021), with estimates provided for approval prior to proceeding. Private and Confidential f DocuSlgn Envelope ID:OCADFFCF-EBEB-413F-AD9D-A4750B1B3309 EXHIBIT D NOTICE OF NON-RENEWAL &TERMINATION ' Date: March 26, 2024 Via CMRRR#7020 2450 0000 3636 2323 FINANCE- Via First Class Mail PROCUREMENT Luminare Inc. PO Box 9277 Attn: Sarma Velamuri, M.D. Corpus Chrlstl TMC Innovation Institute Texas,78469-9277 Phone: 2450 Holcombe Blvd., Suite X 361.826.3160 Houston, Texas 77021 Subject: Service Agreement 3541 —QuickScreen Web Tool & Innoculate Dear Dr. Velamuri, Thank you for providing services to the City of Corpus Christi ("City"). The City has determined that it is in the best interest of the City not to renew the above-referenced agreement and to terminate due to the availability of COVID grant funding ending. This letter serves as advance notice to Luminare Inc., for termination of the above- referenced agreement. Termination of the agreement is effective at the close of business on May 16, 2024. If Luminare Inc. has any outstanding invoices for work completed prior to the termination date, please mail the invoices to the City's Accounts Payable Division,with copies to the Contract Administrator, within five days of the termination date. Regards, igned by:� F7054866SES84EC... josn Vnromey Assistant Director, Finance & Procurement cc: Dr. Fauzia Khan, Director of Public Health Corpus Christi-Nueces County Public Health District ,�PON EXHIBIT E CONTRACT TERMINATION LETTER Corpus Christi—Nueces County Public Health District 1702 Horne Rd Corpus Christi, Texas 78416 April 2"d, 2024 Luminare Inc. Attn: Meghan Wittorf 2450 Holcombe Blvd Suite X Houston, TX 77021 Project: COVID-19 Quickscreen Web Tool for Health Department Dear Meghan, Please consider this your official contract termination letter on the project named above. You are hereby notified to cease providing Webtool Services for the City of Corpus Christi-Nueces County Public Health District. This Agreement has been fulfilled as per term on Service Agreement `Item 4' as of April 01',2024. A copy of the fully executed contract is enclosed for your records. Sincerely, Denzel Otokunrin, MPH Public Health Administrator Corpus Christi-Nueces County Public Health District i EXHIBIT F • July 15, 2024 Ms. Meghan Wittorf Via Email: meshan.wittorf(@luminaremed.com 1 Luminare Incorporated 2450 Holcombe Blvd.Suite X Houston,TX 77021 Re: Luminare Inc. Invoice#1400 LEGAL DEPARTMENT City A!loraey's OfJlce Dear Ms.Wittorf: City Hall Po Box 9277 The City of Corpus Christi submitted two separate letters of termination dated 3/26/2024 and Corpus Christi Texas 78469-9277 4/2/2024 to Luminare regarding the QuickScreen COVID Innoculate Module. Luminare has Phone 361-826-3360 submitted Invoice #1400 for "Inoculate subscription renewal 5/17/24 — 5/16/25". The City Fax 361-826-3239 disputes this invoice as the agreement has been terminated effective May 16, 2024. mm.cctexas.com As stated in prior notice of termination, the availability of grant funding for the QuickScreen COVID Innoculate Module has ended. In addition, no City funds have been certified to pay for the 5/17/24-5/16/25 annual subscription for the QuickScreen COVID Innoculate Module. The i Corpus Christi City Charter provides that contracts involving an expenditure of funds without certification of funding for the expenditures are void. This provision is an essential term of any contract for goods or services that continues beyond the current fiscal year. Therefore, no further payment can be made to Luminare for the annual subscription of the QuickScreen COVID Innoculate Module as stated in our prior letters of termination. In addition, per Guidance from the Texas Department of State Health Services (DSHS) regarding Rider 40, effective September 1,2023,copy attached,appropriated funds may not be used to promote or advertise COVID-19 vaccinations. The State guidance further clarifies that "COVID-19 vaccinations should not be singled out from other vaccines..." There has not been a need for the QuickScreen COVID Innoculate Module for several months as the City has been managing COVID vaccines as any other vaccination and does not require special dedicated software. The last date of use of the QuickScreen COVID Innoculate Module by the City of Corpus Christi was in September 2023. We provided notice of termination to Luminare effective May 16, 2024. Therefore,the contract Is terminated as of that date and no payment will be made for Invoice #1400 for the annual subscription renewal. Please advise If there are any questions regarding this matter and cease billing for the annual subscription renewal as the agreement has been terminated effective May 16,2024. Sincerely, Lisa Aguilar Assistant City Attorney City of Corpus Christi ~�vTEXAS Texas Department o s e Health and Human f State Health Services Services Jennifer A.Shuford,M.D.,M.P.H. Commissioner DSHS Immunization Section Texas 88t" Legislature State Fiscal Year Budget 2023-2024, Rider 40, "COVID-19 Vaccinations" i Background: The General Appropriations Act, House Bill 1 (H.B. 1), Article II, Rider 40, is effective September 1, 2023. Rider 40 prohibits the Department of State Health Services (DSHS) from using appropriated funds to promote or advertise COVID-19 vaccinations as stated below. 40. COVXD-19 Vaccinations: None of the General Revenue funds appropriated to the Department of State Health Services (DSHS) may be used for the purposes of promoting or advertising COVID-19 vaccinations In the 2024-2025 biennium. It is also the intent of the legislature that to the extent allowed by federal law, any federal funds allocated to DSHS shall be expended for activities other than promoting or advertising COVID-19 vaccinations, i guidance:, i i DSHS and entities funded by DSHS must not promote or advertise COVID-19 vaccinations. Under this guidance, COVID-19 vaccinations can be listed alongside other Advisory Committee on Immunization Practices (ACIP) recommended vaccines ' In educational materials. However, COVID-19 vaccinations should not be singled out from other vaccines, listed alone, or otherwise listed in a manner meant to promote or advertise COVID-19 vaccinations. Clinics may Inform patients that COVID-19 vaccinations are available If it is not being singled out from other vaccines. FAQs: 1. What is Rider 40? In the state budget, a rider gives Instruction on how appropriated funds may or may not be spent, Rider 40 prohibits the use of DSHS-appropriated funds to promote or advertise COVID-19 vaccinations In the state fiscal year 2024-202S biennium, which lasts from September 1, 2023, to August 31, 2025. This includes any downstream spending from DSHS-appropriated funds, including those who contract with DSHS. I 2. Who does Rider 40 apply to? Rider 40 applies to DSHS and contractors that receive DSHS-appropriated funds. Rider 40 only applies to funds appropriated through the state budget and does not affect how a contractor may spend money from other sources. P.O.Box 149347 Austin,Texas 78714-9347 Phone;888-963-7111 TTY;800-735-2989 dshs.texos.gov i E t 33yI E i i I Ito � � Texas Department of State Health Services Health and Heiman Services Jennifer A.Shuford,M.D.,M.P.H. Commissioner 3. Can I administer the COVID-19 vaccine? Yes. DSHS, contractors, the Texas Vaccines for Children Program (TVFC), and Adult Safety Net Program (ASN) providers can order, distribute, and administer COVID-19 vaccinations. 4. Can I distribute pamphlets with information on COVID-19 and the COVID- 19 vaccine? Yes. COVID-19 pamphlets and other educational materials can be distributed, However, COVID-19 vaccinations should not be singled out from other vaccines, listed alone, or otherwise listed in a manner meant to promote or advertise COVID- 19 vaccinations. 5. Can DSHS employees receive COVID-19 vaccinations? Yes, DSHS employees may receive COVID-19 vaccinations. G. Can clinics Inform patients that COVID-19 vaccinations are available? Yes. Clinics should inform all patients of all vaccines available, Including COVID-19. Clinics that are not paid for by DSHS may promote patients about COVID-19 vaccinations. 7. Who should I contact if I have additional questions about Rider 407 Further questions regarding Rider 40 should be directed to DSHS Immunization Section at immiegisiation@dshs.texas.gov. EXHIBIT G LAW OFFICES OF DOUGLAS A. ALLISON Douglas A.Allison doug@dallisonlaw,com September 10, 2024 Via Email: lisaa@cctexas.com Ms. Lisa Aguilar,Assistant City Attorney The City of Corpus Christi 1200 Leopard Street Corpus Christi,Texas 78401 Re: Luminare Inc,vs,The City of Corpus Christi Dear Ms.Aguilar: Please allow this letter to serve as my introduction. I represent Luminare Inc. ("Luminare"). For the past four (4)+ years, Luminare has provided important health care technologies(software platforms) for the use and benefit of the City of Corpus Christi("City") and its residents. In years past, City has always paid for Luminare's software platforms provided(2020, 2021, 2022,and 2023), Unfortunately, the City has failed to pay the amount owed by contract in 2024. This letter is a request for prompt payment. I have reviewed your letter dated July 15, 2024. For reasons set forth below, I must say that I completely disagree with your analysis of the May 2022 Contract (a term defined 1 below). The City signed the May 2022 Contract, and thus must pay Luminare according to the express terms and provisions of the City/Luminare contract approved by the Corpus Christi Mayor and Corpus Christi City Council. The timeline of events becomes important to understanding the relative position of the Parties,' Please consider the following: 1. On or about March 13, 2020, the Mayor of the City signed a formal Declaration of a Local State of Disaster Due to a Public Health Emergency- "COVID-19" ("Emergency Declaration"). The Emergency Declaration was promptly adopted by the City. 2. On or about May 12, 2020, the City's Emergency Declaration - by vote of the Mayor and Corpus Christi City Council ("Council") -was extended by Ordinance Extending the Local State of Disaster as related to COVID-19 ("Ordinance Extending"), 3. The City's Emergency Declaration expressly noted: City and Luminare may be referred to as the Parties,or as Patty. 403 North Tancahua Corpus Christi,Texas Telephone:361.888.6002♦Facsimile:361-888.6651 I i • the need to "prepare for the containment, including active surveillance, early detection, isolation and case management, contact tracing, and prevention of onward spread of the [COVID] disease;" • that "COVID-19 testing capacity is inadequate to obtain levels of community infections, and there is an ongoing risk and likelihood of significant numbers of COVID-19-positive patients being identified in the City of Corpus Christi;" • that"the City. . . [has] been working successfully and diligently to implement CDC guidelines, but now require[s] additional tools and resources to protect the public health given the current state of the epidemic and the need for a sustained response;" • that "by this Declaration of Local State of Disaster due to this public health emergency, [Council] declare[s] all rules and regulations that may inhibit or prevent prompt response to this threat suspended for the duration of the incident;" • that"the people and communities of the City have suffered or face imminent threat to the public health and the potential loss of life and property resulting from the disaster: the introduction, transmission, or spread (or imminent threat of same) of COVID-19 in the City of Corpus Christi;" • that"emergency measures must be taken to either prepare for or respond to a disaster due to this public health emergency in order to respond quickly, prevent and alleviate the suffering of people exposed to those infected with the virus....and to prevent or minimize the loss of life;"and • that [City's Council] is empowered to take the actions described in this proclamation pursuant to the Texas Disaster Act; • "A local state of disaster due to this public health emergency is hereby declared" and the City "activates the City of Corpus Christi's Emergency Management Plan:' 4. The City's Ordinance Extending specifically was further"declaring an emergency"and noted: • that the City's Mayor "issued a declaration of a local state of disaster on March 13, 2020;"and • that Council"extended the declaration of a local state of disaster;"and • that"a state of disaster continues to exist in the City of Corpus Christi due to the spread of COVID-19;"and • "The Declaration, Renewals, and Extension of Declaration of a Local State of Disaster Due to a Public Health [Emergency] of the City of Corpus Christi shall continue until the date the Texas Governor's [COVID] disaster proclamation is terminated .., ," 5. The Texas Governor's (thereby City's) disaster proclamation terminated on June 14, 2023, As such, the City was in a declared public disaster calling for extraordinary emergency COVID-19 related expenditures and responses from March 13, 2020, through June 14, 2023. 6, On or about April 6, 2020 (during the term of the Emergency Declaration), the City contracted with Luminare to "use Luminare's QuickScreen COVID-19 screening services . . :' and other "Scope of Work,') "This Agreement commence[d] on the Effective Date [April 6,2020] and [remained] in effect for a minimum of one (1)year (the Initial Term.)." Luminare was timely paid-in-full for the Initial Term (April 2020 to April 2021). Payments received beginning 8/31/2020, 7. On or about May 17, 2021 (during the term of the Emergency Declaration), the City contracted to 'renew' by 'Service Agreement' for "one year" Luminare's services (in consideration of"203,000"). This City/Luminare contract was executed by City and Luminare. Luminare was timely paid-in-full for the May 17, 2021, to May 16, 2022, timeframe ($203,000,00 payment received by Luminare from City on 8/17/2021. I 8. On or about May 17, 2022 (during the term of the Emergency Declaration), the City contracted with Luminare to'extend"'the Service Agreement("Agreement"),dated as j of 5/17/21." The stated"Effective Date"for the contract is"5/17/22,"with"Contract term 36 months from Effective Date." The May 17, 2022, contract2 clearly states the contract"[w]ill be auto renewed for 12-month terms," The Agreement was executed "6-14-22,"upon the City Mayor's and City Council's unanimous approval. The May 2022 Contract,in relevant part,sets forth: • "LUMINARE will invoice [City] on execution of the Agreement:" o "Annual Fee of$262,000 for year 1:' ■ Term 5/17/22-5/16/23: Paid-in-Full by City on 7/08/22. o "Annual Fee of$262,000 on anniversary date for year 2." ■ Term 5/17/23-5/16/24; Paid-in-Full by City on 5/23/2023. K o "Annual Fee of$262,000 on anniversary date for year 3," z This May 17,2022 contract may be sometimes referred to as the"May 2022 Contract." I • Term 5/17/24-5/16/25: PAST DUE. As noted above,the May 2022 Contract(with its three-year term) as between City and Luminare was unanimously approved by City's Mayor and City Council on June 14, 2022;executed by Josh Chronley(City's Assistant Director,Finance and Procurement) and attested by Rebecca Huerta (City Secretary) - and thus is contractually binding upon City. 9. On March 26,2024,Josh Chronley(Assistant Director,Finance&Procurement)wrote a letter to Luminare indicating the City's intent"not to renew"the May 2022 Contract. Mr, Chronley was clearly mistaken about the expiry date of the May 2022 Contract (2022 + 3 = 2025; not 2024). Mr. Chronley's letter states the May 2022 Contract is 'terminated' as of"close of business on May 16,2024" (his mistake in calculating the date upon which the May 2022 Contract's three-year term expires). The City may choose to not renew its contract with Luminare, but choosing to not renew is decidedly different than the City's current breach of contract.Of course, Mr. Chronley lacks authority to unilaterally contradict the City's June 14, 2022, approval of the City/Luminare three-year term contract. 10. On April 2, 2024, Denzel Otokurin (Public Health Administrator) wrote a different letter to Luminare to 'terminate' the May 2022 Contract, by claiming "[t]his Agreement has been fulfilled as per term of Service Agreement'Item 4'as of April dth, 2024." The undersigned has no earthly idea of how Mr. Otokurin deduced that April 6th as a date for fulfillment of the City/Luminare contract, Mr.Otokurin's cover-email says nothing of termination, but rather emphasizes that the "Agreement with Luminare has been fulfilled as per Service Agreement 'Item 4 Oddly, Service Agreement 'Item 4' does not contain any provision supporting termination of the City/Luminare contract approved on June 14, 2022 (with a three-year term from 5/17/22 through 5/16/25) . 11.On July 15, 2024, you (presumably recognizing that neither Mr. Chronley's nor Mr. Otokurin's letters were of any value whatsoever to the City's attempt to avoid the Luminare obligation) proffered new theories on why the City's on-going use of Luminare's proprietary software should be allowed without City's payment of the past-due contractual amount($262,000.00). You offered three (3) theories: • " . . . the agreement has been terminated effective May 16, 2024." Of course, this City theory presumes the existence of a valid contract(which there is)and some legal basis for termination pursuant to one or more terms of the contract (which there is not). Obviously, presuming the existence of the May 2022 Contract contradicts the City theory that the May 2022 Contract is"void" (this "void"theory is discussed next). Respectfully,no one can point to any term or provision of the May 2022 Contract (inclusive of preceding contracts) to suggest the May 2022 Contract is "terminated." The vague references to 'Item 4' of the April 2020 contract offer no grounds for termination of the March 2022 Contract. This City theory is readily dispensed. • the contract is "void," since the "City of Corpus Christi City Charter provides that contracts involving an expenditure of funds without certification of funding for the expenditures are void." (Ms. Aguilar, you is apparently referring to City's Charter, Article IV, Administration, Section 9), This City argument fails quite miserably because; (1) this City argument assumes the City Council's vote approving the May 2022 Contract was "contrary to the preceding sections" - and it was not; (2) Section 9 never applies "in case of public disaster calling for extraordinary emergency expenditures," and City's COVID-19 Emergency Declaration was in full force and effect as of June 14, 2022(the date of City Council's approval of the City/Luminare three-year term contract); and (3) Article IV, Section 9,is not a term of the May 2022 Contract (or any of the preceding contracts) and thus is inapplicable. Moreover,the City - pursuant to the express provisions of the May 2022 Contract - paid $262,000.00 for the 2022 12-month term; and paid$262,000,00 for the 2023 12-month term; and thereby clearly ratified the May 2022 Contract (which required no ratification given its execution during pendency of the City's Emergency Declaration, and its unanimous approval by Council on June 14, 2022). j • "Guidance from the Texas Department of State Health Services (DSHS) regarding Rider 40, effective September 1, 2023, copy attached;' commands "funds may not be used to promote or advertise COVID-19 vaccinations.' Obviously, the City is grasping at straws. The Rider 40 guidance document referenced in your July 1S letter disallows"using[State of Texas] appropriated funds to promote or advertise COVID-19 vaccinations . . . Luminare's software is not a promotional or advertising tool, and thus Rider 40 is of no consequence to the City/Luminare May 2022 Contract whatsoever. Also, the City had and has various funding opportunities available, exclusive of funds from the State of Texas. 12.Of course, neither Mr. Chronley, nor Mr. Otokurin, nor Ms.Aguilar may speak for the City's Mayor and City's Council, On June 14, 2022,the City's Mayor and City's Counsel unanimously approved and authorized execution of the May 2022 Contract- and its three-year term (2022-2025). The City's counsel has never terminated the May 2022 Contract; nor is it terminated,void, or disallowed by Rider 40. The above-referenced materials make clear the chronology that leads us to this moment. If any of these details are incomplete or incorrect,then please advise. The City of Corpus Christi issued its Emergency Declaration on March 13, 2020, The Emergency Declaration clearly allowed for the City's execution of the April 6, 2020, contract (indefinite term) as between the City of Corpus Christi, on the one hand, and Luminare, on the other hand, For the period May 17,2021,through May 16,2022,City/Luminare executed a new/renewed, one-year contract (payment of $203,000,00 received by Luminare on 8/17/2021). Effective May 17, 2022,the City/Luminare contract was extended to allow for three (3) more years (May 17, 2022, through May 16, 202S), City paid for Year 1: $262,000.00 (on 7/8/22). City paid for Year 2: $262,000.00 (on S/23/2023). City is now past due on their obligation to pay Year 3: $262,000.00 (due as of May 3, 2024). Luminare now requests immediate payment of$262,000.00 from City, The express terms of the May 2022 Contract require payment of this City obligation. As you are quite aware,the City was given a huge pricing discount(3 years for price of 2 years)by Luminare's offer of the March 2022 Contract-and City accepted. Even if City were to further breach or otherwise seek to avoid its Year 3 obligation (which City should not), the City would still be liable for$262,000.00 to adjust for the pricing discount contemplative of the City's longer- term (three(3)year) commitment, Please offer prompt payment, Please reach out if you have any questions or other concerns about an immediate path-forward, Very truly yours, /s/Douglas A.Allison Douglas A.Allison DAA/kdb cc: Via Email: milesr@cctexas.com Mr.Miles Risley,City Attorney The City of Corpus Christi 1200 Leopard Street Corpus Christi,Texas 78401 EXHIBIT H 11 Outlook RE: HHS001019500010 (Vaccine Capacity Exp Grant) Corpus Christi Answers to Mediation Questions From Lunday,Forrest(DSHS) <Forrest.Lunday@dshs.texas.gov> Date Tue 12/10/2024 3:26 PM To Denzel Otokunrin <denzel@cctexas.com> [ [ WARNING: External e-mail. Avoid clicking on links or attachments. We will NEVER ask for a password, username, payment or to take action from an email. When in doubt, please forward to SecurityAlert@cctexas.com. ] ] That is my understanding as well Denzel. That the funds can be utilized to pay for the service but not any legal fees associated with such. Forrest Lunday Contract Specialist V Contract Management Section Department of State Health Services P.O. Box 149347 Austin, Texas 78714 - Mail Code 1990 Forrest.Lundayslc dshs.texas.gov From: Denzel Otokunrin<denzel@cctexas.com> Sent:Tuesday, December 10, 2024 1:41 PM To: Lunday,Forrest(DSHS) <Forrest.Lunday@dshs.texas.gov> Subject: Re: HHS001019500010 (Vaccine Capacity Exp Grant)Corpus Christi Answers to Mediation Questions Good afternoon Forrest, to verify, has there been any changes in guidance since this response? Based off the response of this email it seems a though we are able to continue utilizing the funds for the software agreement/purchases, but not legal fees associated as such. Is this correct? Thank you, Denzel Otokunrin, MPH Public Health Administrator-Protection Division I Epidemiologist Corpus Christi-Nueces County Public Health District 1702 Horne Road Corpus Christi, Texas 78416 Office: (361) 826-7241 Cell: (361) 533-3181 DenzelCakctexas.com NEED HELP WITH CITY SERVICES? CALL 311 TO REACH OUR CUSTOMER CALL CENTER From: Lunday,Forrest (DSHS)<Forrest.Lunday_@dshs.texas.gov> Sent:Thursday, November 7, 2024 14:29 To: Denzel Otokunrin <denzel@cctexas.com> Subject: RE: HHS001019500010(Vaccine Capacity Exp Grant)Corpus Christi Answers to Mediation Questions [ [ WARNING: External e-mail. Avoid clicking on linl<s or attachments. We will NEVER ask for a password, username, payment or to take action from an email. When in doubt, please forward to SecurityAlert cctexas.com. Good afternoon Denzel, I know we are about to hop onto a meeting together, but I wanted to share with you what I was able to find out. Lauren was able to confirm that grant funds would not be able to be used for any legal fees. She did however ask about the subcontractor agreement being shared and I noticed that this email references it being attached, but I am not seeing it, unless I am mistaken. Q: A copy of all contracts we had with Luminaire. A:Attached are the agreements and 3 amendments as well as Council Agenda Memo where IT sent contract to Council. Let me know, thank you. Forrest Lunday Contract Specialist V Contract Management Section Department of State Health Services P.O. Box 149347 Austin, Texas 78714 - Mail Code 1990 Forrest.LundayCcbdshs.texas.gov From: Lunday,Forrest (DSHS) Sent:Tuesday, November 5, 2024 8:57 AM To: Denzel Otokunrin <denzel@cctexas.com> Subject: RE:HHS001019500010(Vaccine Capacity Exp Grant) Corpus Christi Answers to Mediation Questions Good morning Denzel, Just wanted to reach out and let you know I saw your message and to inform you that I haven received any updates about this issue. I know there have been meetings regarding this matter and it is being worked on. I do have an upcoming meeting with Lauren and will provide you with any updates at that time (Thursday). In the meantime, let me know if I can help with anything else. Thank you, Forrest Lunday Contract Specialist V Contract Management Section Department of State Health Services P.O. Box 149347 Austin, Texas 78714 - Mail Code 1990 Forrest.Lunday a dshs.texas.gov From: Denzel Otokunrin<denzel cctexas.com> Sent:Tuesday, November 5, 2024 8:17 AM To: McBride,Rachel (DSHS) <Rachel.McBride@dshs.texas.g v>; Lunday,Forrest(DSHS) <Forrest.Lunday@dshs.texas.gov>; Paradise,Caeli (DSHS)<Caeli.Paradise(@dshs.texas.gov> Cc: Miller,Lauren (DSHS) <Lauren.Miller@dshs.texas.ggv->;Garcia,Susana K(DSHS) <Susana.Garcia@dshs.texas.gov>; Dante Gonzalez<DanteG(@cctexas.com>; Fauzia Khan<FauziaK(@cctexas.com>; Michael Perez<michael cctexas.com>; Blandina Costley<BlandinaC@cctexas.com> Subject: Re: HHS001019500010(Vaccine Capacity Exp Grant)Corpus Christi Answers to Mediation Questions WARNING:This email is from outside the HHS system. Do not click on links or attachments unless you expect them from the sender and know the content is safe. Good morning DSHS partners, I am following up on the email sent pertaining to the issues that have arose with the third-party company 'Luminare' Please advise. Thank you for all you do, Denzel Otokunrin, MPH Public Health Administrator-Protection Division I Epidemiologist Corpus Christl-Nueces County Public Health District 1702 Horne Road Corpus Christi,Texas 78416 Office: (361) 826-7241 Cell: (361) 533-3181 Denzel(a)cctexas.com NEED HELP WITH CITY SERVICES? CALL 311 TO REACH OUR CUSTOMER CALL CENTER From: Denzel Otokunrin Sent:Wednesday,October 23, 2024 13:51 To: McBride,Rachel (DSHS)<Rachel.McBride@ dshs.texas.gov>; Lunday,Forrest(DSHS) <Forrest.Lunday_@dshs.texas.gov>; Paradise,Caeli (DSHS) <Caell.Paradise@dshs.texas.gov> Cc: Miller,Lauren(DSHS)<Lauren.Miller@dshs.texas.gov>;susana•g ra cia@dshsAexas.gov <susana.garcia@dshs.texas.gov>; Dante Gonzalez<Dante i@cctexas.com>; Fauzia Khan<FauziaK@cctexas.corn>; Michael Perez< 'chae p9@cctexas.com>; Blandina Costley<Blandi aC@cctexas.com> Subject: HHS001019500010(Vaccine Capacity Exp Grant)Corpus Christi Answers to Mediation Questions Good afternoon, DSHS partners. As requested, I have included answers to the questions from our recent meeting pertaining to the issues that have arisen with a third-party company. I have also attached all supporting documentation. Q: What was the date of when we sent Luminare the Letter to Cease Services provided to CCNCPHD? A: 4/2/24 was the email sent to Meghan. As per City attorney's letter, letters were sent 3/26/24 & 4/2/24. Attached is the certified letter delivery confirmation dated 4-1-24. ti5kunr n<crenzeire e s.c > Sent:Tuesday,April 2,2024 11:37 AM To:Meghan Wittorf<meghan.wittorfiDluminaremed.com> Cc:Blandina Costley<BlandinaCiticctexas.com>;Elizabeth Allen<ellzabetha40cctexas.com>;Mark Benavides<markb59Dcctexas.com> Subject:[EXTERNAL]tuminare CCHD Contract/Termination Letter You don't often get emall horn denzelt.cctexas.cont.Learn why this_is_imvortanl Good morning Meghan, Please see attached letter from the CCNCPHD requesting termination of the COVID-19 Quickscreen Web Tool for Health Department. ho Agreement with Luminaro has been fulfillod as par Service Agraemont'Rem 4. Attached 18 the Memo for the Luminare License as welt as the service Agreement. Q: Provide me the date/documentation of when the Vaccine Capacity Expansion Grant was last invoiced for Luminaire services? DSHS is requesting the information. A: All payments have been submitted to #3 grant for reimbursement. The last 2024 invoice was not included in B-13 because it has not been posted to 831559F G/L. 2020 = Inv#1036A& Inv#1036B $100,000 2021 = Inv#1204 $203,000 = 530250 PO#69451 PAID 7.06.21 2022 = Inv# 1327 $262,000 = 520100 PO#74218/PO#204637 (1 of 3) PAID 6.14.22 2023 = Inv#1380 $262,000 = 520100 PO#215120 (2 of 3)- PAID 5.18.23 2024 = $262,000 = 6/15/24 - 5/16/25 (Auto Renewal)_(3of3)_ UNPAID Q: A copy of all contracts we had with Luminaire. A: Attached are the agreements and 3 amendments as well as Council Agenda Memo where IT sent contract to Council. Let me know if you need anything else at this time, Thank you for all you do, Denzel Otokunrin, MPH Public Health Administrator-Protection Division I Epidemiologist Corpus Christi-Nueces County Public Health District 1702 Horne Road Corpus Christi, Texas 78416 Office: (361) 826-7241 Cell: (361) 533-3181 Denzel@cctexas.com NEED HELP WITH • ,'' CITY SERVICES? CALL 311 TO REACH OUR CUSTOMER CALL CENTER 3 Tuesday,June 10, 2025 Public Comment & Input Form For City Council Meetings, Board Meetings, & Commission Meetings To submit a service request, ask a question, report a violation, browse city-required permit forms or access services online, click here: Access Online Services To continue submitting a written public comment click Next below. Public Comment & Input Form For City Council Meetings, Board Meetings, & Commission Meetings Date of Meeting Tuesday,June 10, 2025 Name Amanda Breland Address 11930 Leopard St Corpus Christi,TX, 78410 Please select the Board, Committee, City Council or governing body that your comments are directed to: Are you a resident of Corpus Christi? Yes What district do you reside in? District 1 Topic Hill crest rezoning Agenda Item Number General Comment My name is Amanda Breland and I am writing this comment to express my opposition of the rezoning of the residential Hillcrest&Washington-Coles neighborhoods. These neighborhoods have been ravaged and sacrificed to industry and it's time to stop it. People still live in these areas and rezoning them as "Heavy Industrial" is a death sentence to these communities. It's time to put the PEOPLE over the profit and destruction that industry brings. I would also like to add that I am opposed to the funding of equipment for the police department. That is a waste of taxpayer dollars and would be better spent on providing services to our community that actually uplifts those most in need. Provide an email to receive a copy of amkbre@gmail.com your submission. i i Tuesday,June 10, 2025 Public Comment & Input Form For City Council Meetings, Board Meetings, & Commission P Meetings To submit a service request, ask a question, report a violation, browse city-required permit forms or access services online, click here: Access Online Services To continue submitting a written public comment click Next below. Public Comment & Input Form For City Council Meetings, Board Meetings, & Commission Meetings Date of Meeting Tuesday, June 10, 2025 Name Susan Lamb Address 2554 Balchuck Lane Corpus Christi,Texas, 78415 Please select the Board, Committee, City Council or governing body that your comments are directed to: Are you a resident of Corpus Christi? No Topic Water Agenda Item Number 17 Comment In recent years, I have asked about the apparent losses of water we have been and are experiencing from Choke Canyon and Lake CC. Those questions were met with no answers. With the drought to the point that releases are no longer allowed to the bay and tributaries, and the city supplying graphs of usage,we are much more able to fine tune what amount of water we are actually using versus what is missing daily from both of those reservoirs. I have emailed Mr. Molly and supplied several people with the following spreadsheets. These numbers result in unaccounted losses in the months of March, April and May to the tune of approximately 4 billion gallons of water. While I support the newest endeavor to gain water with a minimum financial investment, do we still have a root problem of huge unaccounted for losses?This needs to be publically addressed. We will not be able to replenish these reservoirs with these types of losses. Upload supporting images or 6'cWtrSr Losu:LLkc Corpus=Chriq1i F�C3r,il:r�Can{nr,�{6 t d:ula I documents. z. w��,.; i t E O A.HI a.,Et - AFrA a u ® till O �n m La,a ®2024 Lo ., F 205 L+oms a NInt AUDLIl tr.d FI-M j LCC&CCR water loss Mar 2025 PDF.pdf t LCC&CCR water loss Apr 2025 PDF.pdf I I I LCC&CCR water loss May 2025 PDF.pdf I Provide an email to receive a copy of lularoelambs@gmail.com your submission. 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Lc) IP 6 (6 6 co 6 6 6 6 (6 H m m m m m m w m m m m M Lo M CS! CB CU CU CU cu cu cu co cu cu cu m m cu co m COco m cu cu ca cu co m m m cu m cu O ,;T Lo (D N co 0) 0 -1 N co "t m co N co m 0 r1i cq 1-11 C� C� os d) 0 H N M H H r-i -4 H H V--i H H H N N cq cq N N N N N N co co is ' Thursday, May 15, 2025 Input Form Public Comment & In p For City Council Meetings, Board Meetings, &Commission Meetings To submit a service request, ask a question, report a violation, browse city-required permit forms or access services online, click here: Access Online Services To continue submitting a written public comment click Next below. Public Comment & Input Form For City Council Meetings, Board Meetings, & Commission Meetings Date of Meeting Tuesday,June 10, 2025 Name John Weber Address 10523 Fair Oaks Blvd Fair Oaks, CA, 95628 Please select the Board, Committee, City Council or governing body that your comments are directed to: Are you a resident of Corpus Christi? No Topic Inner Harbor Desalination Agenda Item Number Public comment Comment Please see attached. Upload supporting images or documents. Lies.docx Provide an email to receive a copy of js_weber@hotmail.com your submission. Lies, Misstatements, and Deception Mayor, Mr. Zanoni, and Mr. Molly, What a Council meeting yesterday. There is nothing that disturbs me more than dishonesty. Today is a good day to start being honest with the residents. The reason the City is spending tens of thousands of dollars on the desal PR campaign is because most of the residents are against it, for one reason or another. If the residents were in favor of it, there would be no reason for the PR campaign. Heck, the City still hasn't held the Desal Town Hall that was scheduled for June 12th of last year. I can only guess they didn't hold it because of the massive amount of opposition residents have against the plant being built. The City does not have the discharge permit from the TCEQ. If they do, it should be posted on the City's website. According to the TCEQ, the permit is still pending. I have been patiently been waiting for it to be issued but that hasn't happened yet. Once it is issued, other things will go into play. Until that permit is issued SWIFT funds cannot be used for design or construction. https://www.youtube.com/watch?v=XSZgx9XIRgA Where is the money coming from? The Mayor stated yesterday, "We have spent over$200 million", timestamp 2:19:05. 1 would suggest it wouldn't be a good thing to alter the video of the meeting. It seems like this statement and others are meant to deceive the residents into thinking this desal plant is a done deal and the final vote will just be a formality. Later the supposed facts came out that the City has spent$22-23 million. Council member Roy hits the nail on the head, that this council will be held accountable for the decision on the Inner Harbor desal plant. At a prior meeting, Mr. Molly admitted "I am not an expert," which is true, he isn't. Of course, he lied at a press briefing by stating his family lives in Corpus Christi, which they don't. Ben Hodges, Ph.D. is an expert. He states the following: "The fundamental problem is that the proposed outfall siting is in a relatively flat location (IH) with little ambient mixing energy. The complete destruction of the far-field effluent plume will require days to weeks under most conditions. Any portion of the channel bottom that is isolated by the plume for more than 24 hours is likely to become hypoxic. Thus, the far-field effluent plume within the IH and SC will constitute a large dead zone. Based on the best available science, the following facts are beyond dispute: 1. Far-field evolution of the effluent plume and possible development of a hypoxic dead zone depends on the effluent transport rate, the vertical salinity gradient, and the wind/current mixing energy from the ambient water that progressively erodes the plume. 2. The overall mass balance of the broader bay (as presented by the applicant in answer to the FRI on salinity gradient issues) is entirely irrelevant to the development of salinity gradients and their dead-zone consequences. 3. From the two points above, the applicant has not provided sufficient evidence that the proposed outfall location is protective of ecosystem health. Furthermore, as a matter of expert opinion based on the information I have reviewed, I doubt that there is any configuration of diffusers and the outfall placement in the Inner Harbor that can avoid development of a far-field stratified effluent plume, hypoxia, and ecosystem harm to the IH and the SC. The lack of an inertial far-field mixing regime at this location renders this location inappropriate for the applicant's proposal." We also know the most similar location in the world to the Inner Harbor desal plant is the Brownsville Ship Channel. REISS Engineering, a well-respected firm, did a study funded by the Texas Water Development Board called Lessons Learned from the Brownsville Seawater Pilot Study. I have shared the whole report with Mr. Molly. It states, "it is recommended that future pilot studies in the State of Texas include 12 months of operation, to capture season difference in water quality. Most of the pilot studies implemented in California and Florida are performed over a 12-month period of operation or more." This is a common-sense statement. Who doesn't think common-sense is a good thing? Speaking of pilot studies. It doesn't even appear the City will be doing one. We found out yesterday, they will be running a demonstration plant for 30 days. That is all. The demonstration plant won't be pulling the water out at the same place as the Inner Harbor plant and it won't be discharging it in the same location. It won't even be using any of the fresh water. What ever happened to "every drop counts"? It will be blending the fresh water and the brine together and sending it to a water treatment plant. No wonder it isn't called a pilot plant anymore. It won't show the interaction of the discharge with the intake or the discharge with the bay water. This is very sloppy in my opinion. A slide was presented with the "GHD Model Domain." It is missing one key component, the NBPS (Nueces Bay Power Station). This should be a Big Red Flag for anyone remotely paying attention. According to Freese and Nichols, the NBPS median withdrawal from the Inner Harbor is 304 MGD. Mr. Molly and Mr. Zanoni are both aware that the input numbers for the NBPS in the QUAL-TX model for the Updated Inner Harbor permit application are incorrect. It shows 14.5 MGD, which is a huge difference from 304 MGD. So far, the number hasn't been corrected and the model hasn't been rerun. Mr. Molly also confirmed the number for the Broadway Waste Water Treatment plant is off by a factor of 2. The problem is that correct numbers weren't used for the modeling for the permit. Because the incorrect data was used the modeling shows the outgoing flow being higher than the incoming flow, which doesn't make sense. The implication is the effluent in the outgoing tide will be much more concentrated than what the modeling says it will be. High enough to exceed the permit limits. A real expert thinks the brine discharge will basically fall to the bottom and create a "large dead zone."The only other option I can imagine, even though the expert doesn't think so, "I doubt that there is any configuration of diffusers and the outfall placement in the Inner Harbor that can avoid development of a far-field stratified effluent plume, hypoxia, and ecosystem harm," is that the brine discharge can mix evenly with the Inner Harbor water. If that were to happen, the discharged brine would get sucked back in with the intake being so close and create a salinity feedback loop, and the discharge brine would be sucked up by the NBPS. The discharge from the NBPS would end up in Nueces Bay. We have no idea what will happen to Nueces Bay with the additional salty brine water ending up there. It doesn't look like Kiewit has any care for Nueces Bay or they would have GHD including it in the modeling. Kiewit has said they learned from the Carlsbad plant. Why wouldn't they want to learn from the Brownsville plant? I hope they learned from the Carlsbad plant because it ended up costing 4 times as much as the original estimate. It is interesting to note, it was named after the Mayor. Does Mayor G. want the Inner Harbor plant named after her? Is that why the experts aren't being listened to? So, we know Kiewit is paying GHD to do some far-field modeling in the Inner Harbor but the modeling won't go beyond the mouth of the Inner Harbor and won't go into Nueces Bay. I am sure this modeling will show whatever Kiewit wants it to show and won't gain the trust of the residents. The residents are really interested in the whole bay system, where they swim and fish. I see two outcomes, if this plant is built. One, it will cause damage to the bay system. Two, it will have to run at less than the rated capacity not to damage the bay system, which would mean the cost per gallon of water will be higher than we are being told. Remember, the Tampa Bay Desal plant has only run at 21.5% of capacity as of November of last year, making the water almost 5 times more expensive than they were told it would be. Neither option is good. Without properly modeling the bays, there is no way to even guess the impacts the desal plant will have. It is kind of like buying an expensive brand-new car without a warranty and without buying insurance. The Council should request a guarantee that the desal plant will not cause ecological damage to the bays and operate at the designed capacity for at least half the life of the plant. It needs to be in writing. If the plant causes ecological damage and or fails to operate at its designed capacity, all money spent on the project will be refunded to the taxpayers/ratepayers. The contractors can self-insure for this or they can take out an insurance policy that will cover the amount of money it costs to design and build the plant. It the contractors aren't willing to insure this, the City shouldn't either and should stop all work on the project. The taxpayers/ratepayers don't want to be the ones holding the bag, especially if the City staff isn't requiring the contractors to perform the proper modeling. Now is the time for Mr. Risley to work on the wording for the written guarantee that Kiewit should be required to sign before the final vote is held later this year. This Council will be 100% responsible. What prior Councils have done is their legacy, not the legacy of this Council. As always, have a nice day, John s ct , GO �s v NOpPOkp�'0 I852 AGENDA MEMORANDUM First Reading for the City Council Meeting of June 10, 2025 Second Reading for the City Council Meeting of June 17, 2025 DATE: June 10, 2025 TO: Peter Zanoni, City Manager FROM: Sergio Villasana, CPA Director of Finance and Procurement Sergiov2@cctexas.com (361) 826- Delegating the Authorization for the Issuance of Utility System Revenue Improvement Bonds CAPTION: Ordinance by the City Council of the City of Corpus Christi, Texas authorizing the issuance of its utility system senior lien revenue improvement and/or refunding bonds in one or more series (as designated by purpose and series) for Water, Wastewater, and Stormwater utility improvements in an amount not to exceed $181,000,000 and refinancings in an amount not to exceed $162,385,000, within set parameters and according to the City Council adopted Capital Improvement Plan, and the plan of finance set by the City's financial advisors; making provisions for the payment and security thereof by a first and prior lien on and pledge of the net revenues of the City's utility system on a parity with certain currently outstanding utility system revenue obligations; stipulating the terms and conditions for the issuance of additional revenue bonds on a parity therewith; prescribing the form, terms, conditions, and resolving other matters incident and related to the issuance, sale, and delivery of one or more series of bonds, including the approval and distribution of one or more official statements pertaining thereto; authorizing the execution of one or more paying agent/registrar agreements, one or more escrow agreements, and one or more purchase contracts; complying with the requirements imposed by the Letter of Representations previously executed with the depository trust company; delegating authority to the City Manager, Assistant City Manager, and Director of Finance and Procurement to execute certain documents relating to the sale of each series of bonds; and providing an effective date. SUMMARY: The City intends to issue $181,000,000 of Utility System Junior Lien Revenue Improvement Bonds to fund the Capital Improvement Program for utilities. The amount of bond issuance included in the ordinance includes estimated costs of issuance and accounts for any fluctuations in the bond market at the time of pricing. In addition, the City may issue up to $162,385,000 for current refundings and for savings. The ordinance delegates the authority to issue the bonds to the City Manager, Assistant City Manager over Finance, or the Director of Finance and Procurement per the plan of finance set by the City's financial advisors and within the parameters set forth in the ordinance for net present value savings and true interest rate. BACKGROUND AND FINDINGS: Because of the fluctuating conditions in the municipal bond market and to ensure that all legal documents are executed on a timely basis, our financial advisor has recommended that the City Council delegate to the City Manager, Assistant City Manager over Finance, and the Director of Finance and Procurement (the "Authorized Officials") the authority to approve the sale of the bonds subject to the following parameters: 1) The principal amount in total of all bonds sold may not exceed $343,385,000. 2) The true interest rate shall not exceed 5.50% per year. 3) Maximum maturity of July 17, 2055. 4) Minimum net present value savings on the refunding of 2.5% The City's bond counsel has confirmed that the City can delegate the sale of the bonds to the Delegated Officials in the manner outlined above pursuant to the authority contained in Chapter 1371, as amended, Texas Government Code. The City Council annually approves reimbursement resolutions to award contracts for the utility projects Capital Improvement Plan (CIP) prior to the issuance of bonds. This agenda item will allow for the issuance of Utility System Revenue Bonds to reimburse the City funds used for these projects. The City intends to issue bonds in an amount not to exceed $181,000,000 to fund Water, Wastewater, Gas, and Stormwater projects included in the Capital Improvement plan. In addition to the project funding, the City may issue bonds in an amount up to $162,385,000 in current refunding. The current refunding will be for savings and the City will only move forward with these transactions if the savings achieved exceed a minimum net present value of 2.5%. Issuing bonds is a multi-step process. Staff will meet with rating agencies during the week of June 2, 2025, with expected ratings issued by June 12, 2025. The sale of the bonds is expected in late-June depending on market conditions with the financing closing in July. The City Council will be updated with the final results of the issuance at completion. ALTERNATIVES: n/a FISCAL IMPACT: The fiscal impact of this ordinance is that it will generate $181,000,000 in bond proceeds for use on utility system improvements approved in the CIP budget and possibly refund bonds totaling $162,385,000 for savings. COMMENTS: None. RECOMMENDATION: Staff recommends approval of the ordinance as presented. LIST OF SUPPORTING DOCUMENTS: Ordinance Presentation ORDINANCE NO. ORDINANCE BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS AUTHORIZING THE ISSUANCE OF ITS UTILITY SYSTEM SENIOR LIEN REVENUE IMPROVEMENT AND/OR REFUNDING BONDS IN ONE OR MORE SERIES (AS DESIGNATED BY PURPOSE AND SERIES) FOR WATER, WASTEWATER, AND STORMWATER UTILITY IMPROVEMENTS IN AN AMOUNT NOT TO EXCEED $181,000,000 AND REFINANCINGS IN AN AMOUNT NOT TO EXCEED $162,385,000, WITHIN SET PARAMETERS AND ACCORDING TO THE PLAN OF FINANCE SET BY THE CITY'S FINANCIAL ADVISORS; MAKING PROVISIONS FOR THE PAYMENT AND SECURITY THEREOF BY A FIRST AND PRIOR LIEN ON AND PLEDGE OF THE NET REVENUES OF THE CITY'S UTILITY SYSTEM ON A PARITY WITH CERTAIN CURRENTLY OUTSTANDING UTILITY SYSTEM REVENUE OBLIGATIONS; STIPULATING THE TERMS AND CONDITIONS FOR THE ISSUANCE OF ADDITIONAL REVENUE BONDS ON A PARITY THEREWITH; PRESCRIBING THE FORM,TERMS,CONDITIONS,AND RESOLVING OTHER MATTERS INCIDENT AND RELATED TO THE ISSUANCE, SALE, AND DELIVERY OF ONE OR MORE SERIES OF BONDS, INCLUDING THE APPROVAL AND DISTRIBUTION OF ONE OR MORE OFFICIAL STATEMENTS PERTAINING THERETO; AUTHORIZING THE EXECUTION OF ONE OR MORE PAYING AGENT/REGISTRAR AGREEMENTS, ONE OR MORE ESCROW AGREEMENTS, AND ONE OR MORE PURCHASE CONTRACTS; COMPLYING WITH THE REQUIREMENTS IMPOSED BY THE LETTER OF REPRESENTATIONS PREVIOUSLY EXECUTED WITH THE DEPOSITORY TRUST COMPANY; DELEGATING AUTHORITY TO THE CITY MANAGER, ASSISTANT CITY MANAGER, AND DIRECTOR OF FINANCE AND PROCUREMENT TO EXECUTE CERTAIN DOCUMENTS RELATING TO THE SALE OF EACH SERIES OF BONDS; AND PROVIDING AN EFFECTIVE DATE WHEREAS,the City Council(the City Council)of the City of Corpus Christi,Texas(the City)has heretofore issued, and there are currently Outstanding, revenue bonds (the Previously Issued Parity Obligations) secured by a first and prior lien on and pledge of the Net Revenues (hereinafter defined) of the City's combined utility systems (as further described and defined herein,the System); and WHEREAS, in the City ordinances authorizing the issuance of the Previously Issued Parity Obligations,the City reserved the right to issue revenue bonds on a parity with the Previously Issued Parity Obligations (hereinafter defined) from time to time outstanding; and WHEREAS,the City Council has heretofore issued,and there are currently outstanding,obligations supported by a lien on and pledge of the Net Revenues of the System that are inferior to the lien thereon and pledge thereof securing the Previously Issued Parity Obligations (the Previously Issued Subordinate Lien Obligations); and WHEREAS,the City Council has determined for the purpose of improving the credit quality of its Previously Issued Parity Obligations,which has become its primary lien for issuing System debt,that it will no longer issue "Priority Bonds"which were previously secured by a first and prior lien on and pledge of the Net Revenues of the System; and 297963954.4 WHEREAS, on the date hereof, no Priority Bonds remain outstanding and all System revenue obligations previously subordinate and inferior to the Priority Bonds in priority of lien on and pledge of Net Revenues have been elevated in kind and as hereinbefore stated, and all Previously Issued Parity Obligations hereinbefore issued with a "Junior Lien" designation are secured by a first and prior lien on and pledge of the Net Revenues and the Bonds(defined herein)and any Additional Senior Lien Obligations (defined herein) shall be secured by a first and prior lien on and pledge of the Net Revenues on parity with the Previously Issued Parity Obligations; and WHEREAS, the City Council has determined that the Bonds and any additional bonds issued on parity with the Previously Issued Parity Obligations bear the designation"Senior Lien"to evidence the first and prior lien on and pledge of the Net Revenues is the primary lien for issuing System debt; and WHEREAS, the City Council does not intend to issue System debt bearing the "Junior Lien" designation while any Previously Issued Parity Obligations bearing the "Junior Lien" designation remain Outstanding; and WHEREAS,the City Council has determined that a new series of Senior Lien Obligations payable from and equally and ratably secured solely by a first and prior lien and pledge of the Net Revenues of the System on parity with the lien on and pledge of the Net Revenues securing the Previously Issued Parity Obligations should be issued for the purpose of designing, planning, building, improving, extending, enlarging, and repairing the System; and WHEREAS, pursuant to the provisions of Chapter 1371, as amended, Texas Government Code (Chapter 1371) and Chapter 1502, as amended, Texas Government Code (Chapter 1502), and the City's Home Rule Charter,the City Council is authorized to issue revenue bonds; and WHEREAS, there are currently outstanding obligations in the aggregate principal amount of at least$ ,being the obligations set forth on Schedule I hereto which is incorporated by reference for all purposes to this ordinance (the Refunded Obligations);and WHEREAS,pursuant to the provisions of Chapter 1207, as amended,Texas Government Code,as amended(Chapter 1207),the City Council is authorized to issue revenue and refunding bonds and deposit the proceeds of sale under an escrow agreement to provide for the payment of the Refunded Obligations or directly with any place of payment for the Refunded Obligations, or other authorized depository, and such deposit, when made in accordance with Chapter 1207, shall constitute the making of firm banking and financial arrangements for the discharge and final payment of the Refunded Obligations; and WHEREAS, Chapter 1207 requires that the deposit of the proceeds from the sale of the revenue and refunding bonds be deposited directly with any designated escrow agent for the Refunded Obligations, or directly with any place of payment for the Refunded Obligations, or other authorized depository, that is not the depository bank of the City; and WHEREAS, The Bank of New York Mellon Trust Company,N.A., Dallas, Texas currently serves as the paying agent for the Refunded Obligations disclosed on Schedule I hereto; and WHEREAS, BOKF, NA, Dallas, Texas, which is not a depository bank of the City, is appointed and will serve as the Paying Agent/Registrar(hereinafter defined); and WHEREAS, BOKF, NA, Dallas, Texas, which is not a depository bank of the City, is appointed and will serve as the Escrow Agent(hereinafter defined) for the refunding bonds; and 297963954.4 -2- WHEREAS,the City Council also hereby finds and determines that the Refunded Obligations are scheduled to mature or are subject to being redeemed,not more than twenty(20)years from the date of the Bonds herein authorized and such refunding will result in a net present value saving of approximately $ ( %), which is more than %, and a gross savings of$ (taking into account the City's contribution of$ with respect to the Refunded Obligations; and WHEREAS, the Governing Body hereby finds and determines that, pursuant to the authority provided by Chapter 1371,the delegation to the Authorized Officials (defined herein)with the authority to execute an "approval certificate" (a form of which is attached hereto as Schedule I) to approve the final terms of a series of bonds issued hereunder is in the best interest of the City; and WHEREAS,the revenue and refunding bonds hereinafter authorized are to be issued and delivered pursuant to the laws of the State of Texas, including the Act (defined herein), and the terms of this Ordinance (hereinafter defined), for the purposes set forth in this Ordinance;and now therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. Authorization-Designation-Principal Amount-Purpose. Revenue improvement and refunding bonds of the City shall be and are hereby authorized to be issued in the aggregate principal amount of AND NO/100 DOLLARS ($ �,to be designated and bear the title of CITY OF CORPUS CHRISTI,TEXAS UTILITY SYSTEM SENIOR LIEN REVENUE IMPROVEMENT AND REFUNDING BONDS, SERIES 2025 (the Bonds),pursuant to this ordinance adopted by the City Council (the Ordinance) for the purpose of(i) designing, planning, building, improving, extending, enlarging, and repairing the System, (ii) discharging and making final payment of the Refunded Obligations, and (iii) paying the costs of issuance relating thereto. The Bonds shall be payable from and equally and ratably secured solely by a lien on and pledge of the Senior Lien Pledged Revenues, which includes a first and prior lien on and pledge of Net Revenues that is on parity with the lien thereon and pledge thereof securing the repayment of the Previously Issued Parity Obligations and is senior and superior to the lien thereon and pledge thereof securing the repayment of the Subordinate Lien Obligations and the Inferior Lien Obligations. The Bonds are authorized to be issued pursuant to the authority conferred by and in conformity with the laws of the State of Texas, including,particularly, Chapter 1207, Chapter 1371,and Chapter 1502 (collectively,the Act). As authorized by the Act, the Pricing Officer is hereby authorized, appointed, and designated as the officer of the City authorized to individually act on behalf of the City in selling and delivering one or more series of revenue improvement and/or refunding bonds authorized herein and carrying out the procedures specified in this Ordinance, including approval of the following terms and provisions for each series of revenue improvement and/or refunding bonds: A. whether such series of bonds shall be issued as revenue improvement, refunding, or revenue improvement and refunding bonds, and if refunding or revenue improvement and refunding bonds, the identification and selection from the Refunding Candidates (defined herein) of those City obligations to be included as the Refunded Obligations refunded with the proceeds of such series of bonds; B. the style of each series of bonds, which style indicates (with respect to each series of bonds) the use of proceeds thereof, calendar year of issuance, and (if necessary or desired) a 297963954.4 -3- letter or other sequential identification indicating that multiple series of bonds of the same or similar type have been or will be issued hereunder during a particular calendar year; C. the aggregate principal amount of each series of bonds, as well as the principal amount of each stated maturity within a series of bonds; D. the rate of interest to be borne on the principal amount of each stated maturity within a series of bonds and the interest payment dates for such series of bonds; E. the Dated Date for each series of bonds; F. whether such series of bonds is sold pursuant to a competitive or negotiated sale based upon the advice of the City's financial advisor; G. the optional, extraordinary optional, and mandatory redemption provisions applicable, if at all, to each series of bonds; H. whether or not to issue such series of bonds on a taxable or tax-exempt basis and, if on a tax-exempt basis, subject to market conditions at the time of pricing and sale of such series of bonds; I. the pricing of each series of bonds, including use of premium, discount, underwriters' compensation, and costs of issuance; J. the selection of the bond insurer and/or debt service reserve fund surety provider, if any, with respect to the Bonds. If the Pricing Officer chooses to purchase a debt service reserve surety policy or similar credit facility relating to the Bonds, then the Pricing Officer shall be permitted to execute an insurance or similar reimbursement agreement; K. approval, replacement, or confirmation, as applicable, of the underwriting syndicate of the applicable series of bonds, to consist of one (1) or more financial institutions included in the City's approved underwriters pool, and the establishment or confirmation, as applicable, of the respective roles of the members of such syndicate,which approval, replacement, and establishment (if any) shall supersede prior action or actions of the City Council concerning the same. The Bonds shall be issued within the following parameters: A. the principal amount of the Bonds issued hereunder shall not exceed $343,385,000, being the sum of"new money"Bonds in the principal amount not to exceed$181,000,000,and"refunding"Bonds (determined as the amount of principal of such Bonds allocated to the refunding of the Refunded Obligations) in the principal amount not to exceed$162,385,000; B. the maximum maturity of any series of Bonds shall not occur later than July 15, 2055; C. the refunding of the Refunded Obligations by the Bonds shall produce net present value savings, determined on a comparative basis to the prior debt service on Refunded Obligations 297963954.4 -4- then being refunded by the Bonds, of at least 2.50%, taking into account any City contribution; and D. the true interest cost on each series of Bonds shall not exceed a rate greater than 5.50% per annum; E. the final series of Bonds hereunder issued shall be sold on or before June 17, 2026 (though the initial delivery of a particular series of Bonds may occur within a reasonable period of time occurring thereafter, as determined by the Pricing Officer). The Pricing Officer, acting for and on behalf of the City, is authorized, with respect to a series of bonds, to complete and execute an Approval Certificate, in substantially the form attached hereto as Schedule II_ The execution of the Approval Certificate shall evidence the sale date of each series of Bonds by the City to the initial purchasers thereof in accordance with the provisions of Chapter 1207 and Chapter 1371 and as set forth in Schedule II_ Upon execution of an Approval Certificate,Bond Counsel is authorized to complete a copy of this Ordinance as evidence of the issuance of a series of Bonds pursuant to the delegated authority granted hereunder and to reflect such final terms for such series of Bonds, which includes (A) completion of the preamble to this Ordinance, included deletion of those recitals that are not applicable to the particular series of Bonds then being issued, (B) selection of the appropriate terms to reflect the final transaction structure and terms of sale evidenced in an applicable Approval Certificate, (C) if applicable, completion of Schedule I with those Refunding Candidates selected as Refunded Obligations to be refunded with the proceeds a particular series of Bonds issued as refunding bonds or refunding and revenue improvement bonds, and (D) such other necessary technical modifications to this Ordinance (including the renumbering of sections hereof) to accommodate all other terms and provisions of this Section 1. In addition to the foregoing,the Pricing Officer is authorized to execute, as the act and deed of the City and on behalf of the City Council, any and all contracts, agreements, letters, and certificates, relative to any series of Bonds that may be required by this Ordinance, as supplemented in the manner described above, or determined to be necessary or advisable in connection with an issuance of Bonds hereunder. It is further provided,however,that notwithstanding the foregoing provisions,the Bonds shall not be delivered unless prior to delivery,the Bonds have been rated by a nationally recognized rating agency for municipal securities in one (1) of the four (4) highest rating categories for long term obligations, as required by Chapter 1371. SECTION 2. Fully_ Registered Obligations - Authorized Denominations - Stated Maturities - Interest Rates - Dated Date. The Bonds are issuable in fully registered form only; shall be dated July 17, 2025 (the Dated Date);shall be in denominations of$5,000 or any integral multiple thereof,shall be lettered "R-" and numbered consecutively from One (1) upward; and principal shall become due and payable on July 15 in each of the years and in principal amounts(the Stated Maturities)and bear interest on the unpaid principal amounts from the Closing Date(anticipated to occur on July 17,2025),or the most recent Interest Payment Date (hereinafter defined) to which interest has been paid or duly provided for, to the earlier of redemption or Stated Maturity, at the rates per annum in accordance with the following schedule: Stated Maturities Jul 15 Principal Amounts ($) Interest Rates (%) 297963954.4 -5- Stated Maturities Jul 15 Principal Amounts ($) Interest Rates (%) The Bonds shall bear interest on the unpaid principal amount thereof at the per annum rates shown above, computed on the basis of a 360-day year of twelve 30-day months, and interest thereon shall be payable semiannually on January 15 and July 15 of each year(each,an Interest Payment Date),commencing January 15, 2026,while the Bonds are Outstanding. SECTION 3. Payment of Bonds -Interest Payments-Paying Agent/Registrar. The principal of, premium, if any, and interest on the Bonds, due and payable by reason of Stated Maturity, redemption, or otherwise, shall be payable in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts, and such payment of principal of and interest on the Bonds shall be without exchange or collection charges to the Holder(hereinafter defined)of the Bonds. The selection and appointment of BOKF, NA, Dallas, Texas, to serve as the initial Paying Agent/Registrar (the Paying Agent/Registrar) for the Bonds is hereby approved and confirmed, and the City agrees and covenants to cause to be kept and maintained at the corporate trust office of the Paying Agent/Registrar books and records (the Security Register) for the registration,payment, and transfer of the Bonds, all as provided herein, in accordance with the terms and provisions of a Paying Agent/Registrar Agreement, attached, in substantially final form, as Exhibit A hereto, and such reasonable rules and regulations as the Paying Agent/Registrar and the City may prescribe. The City covenants to maintain and provide a Paying Agent/Registrar at all times while the Bonds are Outstanding, and any successor Paying Agent/Registrar shall be (i) a national or state banking institution or (ii) an association or a corporation organized and doing business under the laws of the United States of America or of any state, authorized under such laws to exercise trust powers. Such Paying Agent/Registrar shall be subject to supervision or examination by federal or state authority and authorized by law to serve as a Paying Agent/Registrar. The City reserves the right to appoint a successor Paying Agent/Registrar upon providing the previous Paying Agent/Registrar with a certified copy of a resolution or ordinance terminating such agency. Additionally,the City agrees to promptly cause a written notice of this substitution to be sent to each Holder of the Bonds by United States mail, first-class postage prepaid, which notice shall also give the address of the new Paying Agent/Registrar. 297963954.4 -6- Both principal of,premium, if any,and interest on the Bonds, due and payable by reason of Stated Maturity, redemption or otherwise, shall be payable only to the registered owner of the Bonds appearing on the Security Register (the Holder or Holders) maintained on behalf of the City by the Paying Agent/Registrar as hereinafter provided(i)on the Record Date (defined herein)for purposes of payment of interest thereon and(ii)on the date of surrender of the Bonds for purposes of receiving payment of principal thereof at the Bonds' Stated Maturity or upon prior redemption of the Bonds. The City and the Paying Agent/Registrar, and any agent of either, shall treat the Holder as the owner of a Bond for purposes of receiving payment and all other purposes whatsoever,and neither the City nor the Paying Agent/Registrar, or any agent of either, shall be affected by notice to the contrary. Principal of, and premium, if any, on the Bonds shall be payable only upon presentation and surrender of the Bonds to the Paying Agent/Registrar at its corporate trust office. Interest on the Bonds shall be paid to the Holder whose name appears in the Security Register at the close of business on the last business day of the month next preceding an Interest Payment Date for the Bonds (the Record Date) and shall be paid (i)by check sent by United States mail, first-class postage prepaid, by the Paying Agent/Registrar,to the address of the Holder appearing in the Security Register or(ii)by such other method, acceptable to the Paying Agent/Registrar, requested in writing by the Holder at the Holder's risk and expense. If the date for the payment of the principal of, premium, if any, or interest on the Bonds shall be a Saturday, Sunday, a legal holiday, or a day on which banking institutions in the city where the corporate trust office of the Paying Agent/Registrar is located are authorized by law or executive order to close,then the date for such payment shall be the next succeeding day which is not such a day. The payment on such date shall have the same force and effect as if made on the original date any such payment on the Bonds was due. In the event of a non-payment of interest on a scheduled payment date, and for thirty (30) days thereafter, a new record date for such interest payment(a Special Record Date) will be established by the Paying Agent/Registrar, if and when funds for the payment of such interest have been received from the City. Notice of the Special Record Date and of the scheduled payment date of the past due interest (the Special Payment Date -which shall be fifteen(15)days after the Special Record Date) shall be sent at least five (5) business days prior to the Special Record Date by United States Mail, first-class postage prepaid, to the address of each Holder appearing on the Security Register at the close of business on the last business day next preceding the date of mailing of such notice. SECTION 4. Redemption. A. Mandatory Redemption. The Bonds stated to mature on July 15, 20 and July 15, 20 are referred to herein as the "Term Bonds". The Term Bonds are subject to mandatory sinking fund redemption prior to their stated maturities from money required to be deposited in the Bond Fund for such purpose and shall be redeemed in part, by lot or other customary method, at the principal amount thereof plus accrued interest to the date of redemption in the following principal amounts on July 15 in each of the years as set forth below: The principal amount of a Term Bond required to be redeemed pursuant to the operation of such mandatory redemption provisions shall be reduced,at the option of the City,by the principal amount of any Term Bonds of such Stated Maturity which, at least fifty (50) days prior to the mandatory redemption date (i) shall have been defeased or acquired by the City and delivered to the Paying Agent/Registrar for cancellation, (ii) shall have been purchased and canceled by the Paying Agent/Registrar at the request of the City with money in the Bond Fund,or(iii) shall have been redeemed pursuant to the optional redemption provisions set forth below and not theretofore credited against a mandatory redemption requirement. 297963954.4 -7- Term Bonds Term Bonds Stated to Mature on Stated to Mature on July 15, 20 July 15,20 Principal Principal Year Amount($) Year Amount($) *Payable at Stated Maturity. B. Optional Redemption. The Bonds having Stated Maturities on and after July 15, 20 shall be subject to redemption prior to Stated Maturity, at the option of the City, on July 15, 20 , or any date thereafter, as a whole or in part, in principal amounts of$5,000 or any integral multiple thereof (and if within a Stated Maturity selected at random and by lot by the Paying Agent/Registrar), at the redemption price of par plus accrued interest to the date of redemption. C. Exercise of Redemption Option. At least forty-five (45) days prior to a date set for the redemption of Bonds (unless a shorter notification period shall be satisfactory to the Paying Agent/Registrar), the City shall notify the Paying Agent/Registrar of its decision to exercise the right, or of the requirement, as applicable, to redeem Bonds, the principal amount of each Stated Maturity to be redeemed, and the date set for the redemption thereof. The decision of the City to exercise the right to redeem Bonds shall be entered in the minutes of the City Council. D. Selection of Bonds for Redemption. If less than all Outstanding Bonds of the same Stated Maturity are to be redeemed on a redemption date, the Paying Agent/Registrar shall select at random and by lot the Bonds to be redeemed, provided that if less than the entire principal amount of a Bond is to be redeemed,the Paying Agent/Registrar shall treat such Bond then subject to redemption as representing the number of Bonds Outstanding which is obtained by dividing the principal amount of such Bond by $5,000. E. Notice of Redemption. Not less than thirty (30) days prior to a redemption date for the Bonds, a notice of redemption shall be sent by United States Mail, first-class postage prepaid, in the name of the City and at the City's expense, by the Paying Agent/Registrar to each Holder of a Bond to be redeemed, in whole or in part, at the address of the Holder appearing on the Security Register at the close of business on the business day next preceding the date of mailing such notice, and any notice of redemption so mailed shall be conclusively presumed to have been duly given irrespective of whether received by the Holder. This notice may also be published once in a financial publication,journal, or reporter of general circulation among securities dealers in the City of New York, New York (including, but not limited to, The Bond Buyer and The Wall Street dournal), or in the State of Texas (including, but not limited to, The Texas Bond Reporter). All notices of redemption shall (i) specify the date of redemption for the Bonds, (ii) identify the Bonds to be redeemed and, in the case of a portion of the principal amount to be redeemed,the principal amount thereof to be redeemed, (iii) state the redemption price, (iv) state that the Bonds, or the portion of the principal amount thereof to be redeemed, shall become due and payable on the redemption date 297963954.4 -8- specified, and the interest thereon, or on the portion of the principal amount thereof to be redeemed, shall cease to accrue from and after the redemption date, and (v) specify that payment of the redemption price for the Bonds,or the principal amount thereof to be redeemed, shall be made at the corporate trust office of the Paying Agent/Registrar only upon presentation and surrender thereof by the Holder. If a Bond is subject by its terms to redemption and has been called for redemption and notice of redemption thereof has been duly given or waived as herein provided, such Bond (or the principal amount thereof to be redeemed) so called for redemption shall become due and payable,and if money sufficient for the payment of such Bonds (or of the principal amount thereof to be redeemed) at the then applicable redemption price is held for the purpose of such payment by the Paying Agent/Registrar, then on the redemption date designated in such notice, interest on said Bonds (or the principal amount thereof to be redeemed)called for redemption shall cease to accrue, and such Bonds shall not be deemed to be Outstanding in accordance with the provisions of this Ordinance. F. Transfer/Exchange. Neither the City nor the Paying Agent/Registrar shall be required (i) to transfer or exchange any Bond during a period beginning forty-five (45) days prior to the date fixed for redemption of the Bonds or(ii)to transfer or exchange any Bond selected for redemption, provided; however, such limitation of transfer shall not be applicable to an exchange by the Holder of the unredeemed balance of a Bond which is subject to redemption in part. SECTION 5. Execution-Registration. The Bonds shall be executed on behalf of the City by its Mayor, its seal reproduced or impressed thereon, and attested by the City Secretary, or designee. The signature of either officer on the Bonds may be manual or facsimile. Bonds bearing the manual or facsimile signatures of individuals who were, at the time of the Dated Date,the proper officers of the City shall bind the City,notwithstanding that such individuals or either of them shall cease to hold such offices prior to the delivery of the Bonds to the Purchasers (defined herein), all as authorized and provided in Chapter 1201, as amended, Texas Government Code. No Holder of a Bond shall be entitled to any right or benefit under this Ordinance, or be valid or obligatory for any purpose, unless there appears on such Bond either a certificate of registration substantially in the form provided in Section 8C, executed by the Comptroller of Public Accounts of the State of Texas or his duly authorized agent by manual signature for the Initial Bond only, or a certificate of registration substantially in the form provided in Section 8D for Bonds other than the Initial Bond,executed by the Paying Agent/Registrar by manual signature, and either such certificate upon any Bond shall be conclusive evidence, and the only evidence, that such Bond has been duly certified or registered and delivered. SECTION 6. Registration - Transfer - Exchange of Bonds - Predecessor Bonds. The Paying Agent/Registrar shall obtain, record, and maintain in the Security Register the name and address of every owner of the Bonds, or, if appropriate,the nominee thereof. Any Bond may, in accordance with its terms and the terms hereof, be transferred or exchanged for Bonds of other authorized denominations upon the Security Register by the Holder,in person or by his duly authorized agent,upon surrender of such Bond to the Paying Agent/Registrar for cancellation,accompanied by a written instrument of transfer or request for exchange duly executed by the Holder or by his duly authorized agent, in form satisfactory to the Paying Agent/Registrar. Upon surrender for transfer of any Bond at the corporate trust office of the Paying Agent/Registrar, the City shall execute and the Paying Agent/Registrar shall register and deliver, in the name of the designated transferee or transferees, one or more new Bonds of authorized denomination and having the same Stated Maturity and of a like interest rate and aggregate principal amount as the Bond or Bonds surrendered for transfer. 297963954.4 -9- At the option of the Holder, Bonds may be exchanged for other Bonds and of authorized denominations and having the same Stated Maturity,bearing the same rate of interest and of like aggregate principal amount as the Bonds surrendered for exchange upon surrender of the Bonds to be exchanged at the corporate trust office of the Paying Agent/Registrar. Whenever any Bonds are so surrendered for exchange, the City shall execute, and the Paying Agent/Registrar shall register and deliver, the Bonds, to the Holder requesting the exchange. All Bonds issued upon any transfer or exchange of Bonds shall be delivered at the corporate trust office of the Paying Agent/Registrar, or be sent by registered mail to the Holder at his request, risk, and expense, and upon the delivery thereof, the same shall be the valid and binding obligations of the City, evidencing the same obligation to pay,and entitled to the same benefits under this Ordinance,as the Bonds surrendered upon such transfer or exchange. All transfers or exchanges of Bonds pursuant to this Section shall be made without expense or service charge to the Holder, except as otherwise herein provided, and except that the Paying Agent/Registrar shall require payment by the Holder requesting such transfer or exchange of any fee, tax or other governmental charges required to be paid with respect to such transfer or exchange. Bonds canceled by reason of an exchange or transfer pursuant to the provisions hereof are hereby defined to be Predecessor Bonds,evidencing all or a portion,as the case may be,of the same debt evidenced by the new Bond or Bonds registered and delivered in the exchange or transfer therefor. Additionally,the term Predecessor Bonds shall include any Bond registered and delivered pursuant to Section 27 in lieu of a mutilated, lost, destroyed, or stolen Bond which shall be deemed to evidence the same obligation as the mutilated, lost, destroyed,or stolen Bond. SECTION 7. Initial Bond. The Bonds herein authorized shall be issued initially either (i) as a single fully-registered Bond in the total principal amount of$ with principal installments to become due and payable as provided in Section 2 and numbered T-1,or(ii) as one(1)fully-registered Bond for each year of Stated Maturity in the applicable principal amount and denomination and to be numbered consecutively from T-1 and upward(the Initial Bond and,in either case,the Initial Bond shall be registered in the name of the initial purchasers or the designee thereof. The Initial Bond shall be the Bond submitted to the Office of the Attorney General of the State of Texas for approval, certified and registered by the Office of the Comptroller of Public Accounts of the State of Texas and delivered to the initial purchasers. Any time after the delivery of the Initial Bond, the Paying Agent/Registrar shall cancel the Initial Bond delivered hereunder and exchange therefor definitive Bonds of authorized denominations, Stated Maturities,principal amounts and bearing applicable interest rates for transfer and delivery to the Holders named at the addresses identified therefor; all pursuant to and in accordance with such written instructions from the initial purchasers, or the designee thereof, and such other information and documentation as the Paying Agent/Registrar may reasonably require. SECTION 8. Forms. A. Forms Generally. The Bonds, the Registration Certificate of the Comptroller of Public Accounts of the State of Texas, the Certificate of Paying Agent/Registrar, and the form of Assignment to be printed on each of the Bonds shall be substantially in the forms set forth in this Section with such appropriate insertions, omissions, substitutions, and other variations as are permitted or required by this Ordinance and may have such letters, numbers, or other marks of identification(including insurance legends in the event the Bonds, or any Stated Maturities thereof, are insured and identifying numbers and letters of the Committee on Uniform Securities Identification Procedures of the American Bankers Association) and such legends and endorsements(including any reproduction of an opinion of Bond Counsel(hereinafter referenced)) 297963954.4 -10- thereon as may, consistent herewith, be established by the City or determined by the officers executing the Bonds as evidenced by their execution thereof. Any portion of the text of any Bond may be set forth on the reverse thereof, with an appropriate reference thereto on the face of the Bond. The definitive Bonds shall be printed, lithographed, or engraved,produced by any combination of these methods, or produced in any other similar manner, all as determined by the officers executing the Bonds as evidenced by their execution thereof, but the Initial Bond submitted to the Attorney General of Texas may be typewritten or photocopied or otherwise reproduced. [The remainder of this page intentionally left blank.) 297963954.4 -11- B. Form of Definitive Bond. REGISTERED REGISTERED PRINCIPAL AMOUNT NO. $ United States of America State of Texas Counties of Nueces,Aransas, Kleberg, and San Patricio CITY OF CORPUS CHRISTI, TEXAS UTILITY SYSTEM SENIOR LIEN REVENUE IMPROVEMENT AND REFUNDING BONDS, SERIES 2025 Dated Date: Interest Rate: Stated Maturity: CUSIP NO: July 17, 2025 REGISTERED OWNER: PRINCIPAL AMOUNT: DOLLARS The City of Corpus Christi,Texas (the City),a body corporate and a municipal corporation located in the Counties of Nueces, Aransas, Kleberg, and San Patricio, State of Texas, for value received, hereby promises to pay to the order of the Registered Owner specified above, or the registered assigns thereof, on the Stated Maturity date specified above,the Principal Amount specified above (or so much thereof as shall not have been paid upon prior redemption),and to pay interest on the unpaid Principal Amount hereof from the Closing Date (anticipated to occur on July 17, 2025) or from the most recent Interest Payment Date (hereinafter defined) to which interest has been paid or duly provided for,to the earlier of redemption or Stated Maturity, at the per annum rate of interest specified above computed on the basis of a 360-day year of 30-day months; such interest being payable on January 15 and July 15 of each year (each, an Interest Payment Date), commencing January 15, 2026. Principal and premium, if any, of the Bond shall be payable to the Registered Owner hereof(the Holder) upon presentation and surrender, at the corporate trust office of the Paying Agent/Registrar executing the registration certificate appearing hereon or a successor thereof. Interest shall be payable to the Holder of this Bond (or one or more Predecessor Bonds, as defined in the Ordinance hereinafter referenced)whose name appears on the Security Register maintained by the Paying Agent/Registrar at the close of business on the Record Date, which is the last business day of the month next preceding each Interest Payment Date. All payments of principal of,premium,if any,and interest on this Bond shall be in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts. Interest shall be paid by the Paying Agent/Registrar by check sent on the appropriate date of payment by United States Mail, first-class postage prepaid,to the Holder hereof at the address appearing in the Security Register or by such other method, acceptable to the Paying Agent/Registrar,requested by the Holder hereof at the Holder's risk and expense. This Bond is one of the series specified in its title issued in the aggregate principal amount of $ (the Bonds) pursuant to an ordinance adopted by the governing body of the City (the Ordinance), for the purpose of (i) designing, planning, building, improving, extending, enlarging, and repairing the System, (ii) discharging and making final payment of the Refunded Obligations, and (iii) paying the costs of issuance related thereto,all in conformity with the laws of the State of Texas,particularly the City's Home Rule Charter and the Act,and the Ordinance. The Bonds shall be payable from and equally and ratably secured solely by a lien on and pledge of the Senior Lien Pledged Revenues,which includes a 297963954.4 -12- first and prior lien on and pledge of Net Revenues that is on parity with the lien thereon and pledge thereof securing the repayment of the Previously Issued Parity Obligations and that is senior and superior to the lien thereon and pledge thereof securing the repayment of the Subordinate Lien Obligations and the Inferior Lien Obligations. The Bonds stated to mature on July 15, 20 and July 15, 20 are referred to herein as the "Term Bonds". The Term Bonds are subject to mandatory sinking fund redemption prior to their stated maturities from money required to be deposited in the Bond Fund for such purpose and shall be redeemed in part,by lot or other customary method, at the principal amount thereof plus accrued interest to the date of redemption in the following principal amounts on July 15 in each of the years as set forth below: Term Bonds Term Bonds Stated to Mature on Stated to Mature on July 15, 20 July 15,20 Principal Principal Year Amount($) Year Amount($) *Payable at Stated Maturity. The principal amount of a Term Bond required to be redeemed pursuant to the operation of such mandatory redemption provisions shall be reduced,at the option of the City,by the principal amount of any Term Bonds of such Stated Maturity which, at least fifty (50) days prior to the mandatory redemption date (i) shall have been defeased or acquired by the City and delivered to the Paying Agent/Registrar for cancellation, (ii) shall have been purchased and canceled by the Paying Agent/Registrar at the request of the City with money in the Bond Fund,or(iii) shall have been redeemed pursuant to the optional redemption provisions set forth below and not theretofore credited against a mandatory redemption requirement. The Bonds stated to mature on and after July 15, 20 may be redeemed prior to their Stated Maturities, at the option of the City, on July 15, 20 or on any date, in whole or in part in principal amounts of$5,000 or any integral multiple thereof(and if within a Stated Maturity selected at random and by lot by the Paying Agent/Registrar) at the redemption price of par,together with accrued interest to the date of redemption, and upon thirty(30) days prior written notice being given by United States mail, first- class postage prepaid, to Holders of the Bonds to be redeemed, and subject to the terms and provisions relating thereto contained in the Ordinance. If this Bond is subject to redemption prior to Stated Maturity and is in a denomination in excess of$5,000,portions of the principal sum hereof in installments of$5,000 or any integral multiple thereof may be redeemed, and, if less than all of the principal sum hereof is to be redeemed, there shall be issued, without charge therefor, to the Holder hereof, upon the surrender of this Bond to the Paying Agent/Registrar at its corporate trust office,a new Bond or Bonds of like Stated Maturity and interest rate in any authorized denominations provided in the Ordinance for the then unredeemed balance of the principal sum hereof. If this Bond(or any portion of the principal sum hereof)shall have been duly called for redemption and notice of such redemption duly given,then upon such redemption date this Bond(or the portion of the principal sum hereof to be redeemed) shall become due and payable, and, if money for the payment of the redemption price and the interest accrued on the principal amount to be redeemed to the date of redemption is held for the purpose of such payment by the Paying Agent/Registrar,interest shall cease to accrue and be 297963954.4 -13- payable hereon from and after the redemption date on the principal amount hereof to be redeemed. In the event of a partial redemption of the principal amount of this Bond,payment of the redemption price of such principal amount shall be made to the registered owner only upon presentation and surrender of this Bond to the corporate trust office of the Paying Agent/Registrar and,there shall be issued to the registered owner hereof, without charge, a new Bond or Bonds of like maturity and interest rate in any authorized denominations provided in the Ordinance for the then unredeemed balance of the principal sum hereof. If this Bond is called for redemption, in whole or in part,the City or the Paying Agent/Registrar shall not be required to issue, transfer, or exchange this Bond within forty-five (45) days of the date fixed for redemption; provided, however, such limitation of transfer shall not be applicable to an exchange by the Holder of the unredeemed balance hereof in the event of its redemption in part. The Bonds of this series are special obligations of the City, issued as Senior Lien Obligations, payable from and equally and ratably secured by a lien on and pledge of the Senior Lien Pledged Revenues, being (primarily)a first and prior lien on and pledge of the Net Revenues derived from the operation of the City's combined utility systems (as further described in the Ordinance,the System),that is on parity with the lien thereon and pledge thereof securing the repayment of the Previously Issued Parity Obligations and that is senior and superior to the lien thereon and pledge thereof securing the repayment of the Subordinate Lien Obligations and the Inferior Lien Obligations. In the Ordinance,the City reserves and retains the right to issue Additional Senior Lien Obligations, Additional Subordinate Lien Obligations, and Inferior Lien Obligations without limitation as to principal amount but subject to any terms, conditions, or restrictions set forth in the Ordinance or as may be applicable thereto under law or otherwise. The Bonds do not constitute a legal or equitable pledge,charge,lien,or encumbrance upon any property of the City or System, except with respect to the Senior Lien Pledged Revenues. The Holder hereof shall never have the right to demand payment of this obligation out of any funds raised or to be raised by taxation. Reference is hereby made to the Ordinance, a copy of which is on file in the corporate trust office of the Paying Agent/Registrar, and to all of the provisions of which the Holder by his acceptance hereof hereby assents, for definitions of terms; the description and nature of the Senior Lien Pledged Revenues pledged for the payment of the Bonds;the terms and conditions under which the City may issue Additional Senior Lien Obligations,Additional Subordinate Lien Obligations,and Inferior Lien Obligations;the terms and conditions relating to the transfer or exchange of the Bonds;the conditions upon which the Ordinance may be amended or supplemented with or without the consent of the Holders; the rights, duties, and obligations of the City and the Paying Agent/Registrar;the terms and provisions upon which this Bond may be redeemed or discharged at or prior to the Stated Maturity thereof, and deemed to be no longer Outstanding thereunder; and for the other terms and provisions specified in the Ordinance. Capitalized terms used herein have the same meanings assigned in the Ordinance. This Bond, subject to certain limitations contained in the Ordinance, may be transferred on the Security Register upon presentation and surrender at the corporate trust office of the Paying Agent/Registrar,duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Paying Agent/Registrar duly executed by the Holder hereof, or his duly authorized agent, and thereupon one or more new fully registered Bonds of the same Stated Maturity, of authorized denominations,bearing the same rate of interest,and of the same aggregate principal amount will be issued to the designated transferee or transferees. The City and the Paying Agent/Registrar, and any agent of either, shall treat the Holder hereof whose name appears on the Security Register (i) on the Record Date as the owner hereof for purposes of receiving payment of interest hereon, (ii) on the date of surrender of this Bond as the owner hereof for purposes of receiving payment of principal hereof at its Stated Maturity, or its redemption, in whole or in part, and (iii) on any other date as the owner hereof for all other purposes, and neither the City nor the 297963954.4 -14- Paying Agent/Registrar,or any such agent of either,shall be affected by notice to the contrary. In the event of a non-payment of interest on a scheduled payment date,and for thirty(30) days thereafter,a new record date for such interest payment(a Special Record Date) will be established by the Paying Agent/Registrar, if and when funds for the payment of such interest have been received from the City. Notice of the Special Record Date and of the scheduled payment date of the past due interest(the Special Payment Date -which shall be fifteen(15)days after the Special Record Date) shall be sent at least five (5)business days prior to the Special Record Date by United States mail, first-class postage prepaid, to the address of each Holder appearing on the Security Register at the close of business on the last business day next preceding the date of mailing of such notice. It is hereby certified, covenanted, and represented that all acts, conditions, and things required to be performed,exist, and be done precedent to the issuance of this Bond in order to render the same a legal, valid,and binding special obligation of the City have been performed,exist,and have been done,in regular and due time, form, and manner, as required by law, and that issuance of the Bonds does not exceed any constitutional or statutory limitation;and that due provision has been made for the payment of the principal of and interest on the Bonds by a pledge of and lien on the Senior Lien Pledged Revenues. In case any provision in this Bond or any application thereof shall be deemed invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions and applications shall not in any way be affected or impaired thereby. The terms and provisions of this Bond and the Ordinance shall be construed in accordance with and shall be governed by the laws of the State of Texas. [The remainder of this page intentionally left blank] 297963954.4 -15- IN WITNESS WHEREOF,this Bond has been signed with the imprinted or lithographed facsimile signature of the Mayor of the City,attested by the imprinted or lithographed facsimile signature of the City Secretary, and the official seal of the City has been duly affixed to, printed, lithographed or impressed on this Bond. CITY OF CORPUS CHRISTI, TEXAS Mayor ATTEST: City Secretary (SEAL) [The remainder of this page intentionally left blank.) 297963954.4 -16- C. Form of Registration Certificate of Comptroller of Public Accounts to Appear on Initial Bond Only. REGISTRATION CERTIFICATE OF COMPTROLLER OF PUBLIC ACCOUNTS OFFICE OF THE COMPTROLLER OF §§ PUBLIC ACCOUNTS §§ REGISTER NO. THE STATE OF TEXAS I HEREBY CERTIFY that this Bond has been examined, certified as to validity and approved by the Attorney General of the State of Texas, and duly registered by the Comptroller of Public Accounts of the State of Texas. WITNESS my signature and seal of office this Comptroller of Public Accounts of the State of Texas (SEAL) * Note to Printer: Not to appear on printed Bonds D. Form of Certificate of Paying Agent/Registrar to Appear on Definitive Bonds Only. CERTIFICATE OF PAYING AGENT/REGISTRAR This Bond has been duly issued under the provisions of the within-mentioned Ordinance;the Bond or Bonds of the above-entitled and designated series originally delivered having been approved by the Attorney General of the State of Texas and registered by the Comptroller of Public Accounts,as shown by the records of the Paying Agent/Registrar. Registered this date: BOKF,NA, DALLAS, TEXAS, as Paying Agent/Registrar By: Authorized Signature * Note to Printer: to appear on printed Bonds E. Form of Assignment. ASSIGNMENT 297963954.4 -17- FOR VALUE RECEIVED the undersigned hereby sells, assigns, and transfers unto (Print or typewrite name, address, and zip code of transferee): (Social Security or other identifying number): the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints attorney to transfer the within Bond on the books kept for registration thereof,with full power of substitution in the premises. DATED: NOTICE: The signature on this assignment must correspond with the name of the registered owner as it appears on the face of the within Bond in every particular. Signature guaranteed: [The remainder of this page intentionally left blank.) 297963954.4 -18- F. Form of Initial Bond. The Initial Bond shall be in the form set forth in paragraph B of this Section, except that the form of a single fully registered Initial Bond shall be modified as follows: (1) immediately under the name of the Bond(s) the headings "Interest Rate" and "Stated Maturity" shall both be completed"as shown below"; (2) the first two paragraphs shall read as follows: The City of Corpus Christi,Texas (the City),a body corporate and a municipal corporation located in the Counties of Nueces, Aransas, Kleberg, and San Patricio, State of Texas, for value received, hereby promises to pay to the order of the Registered Owner named above, or the registered assigns thereof,the Principal Amount specified above on the fifteenth day of July in each of the years and in principal amounts and bearing interest at per annum rates in accordance with the following schedule: Years of Principal Interest Stated Maturity Amounts ($) Rates (Information to be inserted from schedule in Section 2 hereof). (or so much thereof as shall not have been paid upon prior redemption) and to pay interest on the unpaid Principal Amount hereof from the Closing Date (anticipated to occur on July 17, 2025), or from the most recent Interest Payment Date (hereinafter defined)to which interest has been paid or duly provided for,to the earlier of redemption or Stated Maturity, at the per annum rate of interest specified above computed on the basis of a 360-day year of 30-day months; such interest being payable on January 15 and July 15 of each year(each,an Interest Payment Date), commencing January 15, 2026. Principal of this Bond shall be payable to the Registered Owner hereof (the Holder), upon its presentation and surrender, at the corporate trust office of BOKF, NA, Dallas, Texas (the Paying Agent/Registrar). Interest shall be payable to the Holder of this Bond whose name appears on the Security Register maintained by the Paying Agent/Registrar at the close of business on the Record Date, which is the last business day of the month next preceding each interest payment date. All payments of principal of and interest on this Bond shall be in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts. Interest shall be paid by the Paying Agent/Registrar by check sent on or prior to the appropriate date of payment by United States mail, first- class postage prepaid, to the Holder hereof at the address appearing in the Security Register or by such other method, acceptable to the Paying Agent/Registrar, requested by, and at the risk and expense of, the Holder hereof. [END OF FORMS] G. Insurance Legend. If bond insurance is obtained by the Purchasers or the City for the Bonds, the definitive Bonds and the Initial Bond shall bear an appropriate legend as provided by the bond insurer, to appear under the following header: [BOND INSURANCE] SECTION 9. Definitions. For all purposes of this Ordinance, except as otherwise expressly provided or unless the context otherwise requires: (i)the terms defined in this Section have the meanings assigned to them in this Section, and certain terms used in Sections 32 and 46 of this Ordinance have the 297963954.4 -19- meanings assigned to them in such Sections, and all such terms include the plural as well as the singular; (ii) all references in this Ordinance to designated "Sections" and other subdivisions are to the designated Sections and other subdivisions of this Ordinance as originally adopted; and (iii)the words "herein", "hereof', and"hereunder"and other words of similar import refer to this Ordinance as a whole and not to any particular Section or other subdivision. A. The term Accountant shall mean a nationally recognized independent certified public accountant, or an independent firm of certified public accountants. B. The term Additional Senior Lien Obligations shall mean (i) any bonds, notes, warrants, or any similar obligations hereafter issued by the City that are payable wholly or in part from and equally and ratably secured by a lien and pledge of the Senior Lien Pledged Revenues, such pledge to include a pledge of Net Revenues that is senior and superior to the lien thereon and pledge thereof that is or will be pledged to the payment of any Subordinate Lien Obligations and any Inferior Lien Obligations now Outstanding or hereafter issued by the City, and(ii) obligations hereafter issued to refund any of the foregoing that are payable from and equally and ratably secured solely by a lien on and pledge of the Senior Lien Pledged Revenues (including the Previously Issued Parity Obligations), as determined by the City Council in accordance with applicable law. C. The term Additional Subordinate Lien Obligations shall mean(i) any bonds, notes, warrants, or any similar obligations hereafter issued by the City that are payable wholly or in part from and equally and ratably secured by a lien and pledge of the Net Revenues, such pledge being subordinate and inferior to the lien on and pledge of the Net Revenues that is included in Senior Lien Pledged Revenues, but senior and superior to the lien thereon and pledge thereof that is or will be pledged to the payment of the Inferior Lien Obligations now Outstanding or hereafter issued by the City, and on parity with the lien on and pledge of the Net Revenues securing the payment of the then-Outstanding Subordinate Lien Obligations and (ii) obligations hereafter issued to refund any of the foregoing that are payable from and equally and ratably secured by such subordinate and inferior lien on and pledge of the Net Revenues as determined by the City Council in accordance with applicable law. D. The term Approval Certificate shall mean a written instrument from time to time executed by the Authorized Official in accordance with Section 1 of this Ordinance. E. The term Authorized Official shall mean the City Manager, each Assistant City Manager, Director of Finance and Procurement, City Secretary, and City Attorney of the City (which shall include any person serving in the foregoing capacity on an interim or non-permanent basis). F. The term Average Annual Debt Service Requirements shall mean that average amount which, at the time of computation, will be required to pay the Debt Service Requirements of obligations when due and derived by dividing the total of such Debt Service Requirements by the number of years then remaining before final Stated Maturity. The calculation of Average Annual Debt Service Requirements shall be net of(1) capitalized interest from bond proceeds and (2) the receipt or anticipated receipt of a refundable tax credit or similar payment relating to a series of Senior Lien Obligations irrevocably designated as refundable tax credit bonds, which 297963954.4 -20- payment shall be treated as one offset to regularly scheduled debt service of the series of Senior Lien Obligations to which it relates. G. The term Bonds shall mean the $ "CITY OF CORPUS CHRISTI, TEXAS UTILITY SYSTEM SENIOR LIEN REVENUE IMPROVEMENT AND REFUNDING BONDS, SERIES 2025", dated July 17, 2025, authorized by this Ordinance. H. The term Bond Fund shall mean the special Fund or account created and established by the provisions of Section 13 of this Ordinance. I. The term Capital Additions shall mean a reservoir or other water storage facilities, a water or wastewater treatment plant or an interest therein, an electric generation facility and/or distribution system or an interest therein, a gas distribution system or an interest therein and associated transmission facilities with respect to each and any combination thereof, which shall become a part of the System. J. The term Capital Improvements shall mean any capital extensions, improvements and betterments to the System other than Capital Additions. K. The term City shall mean the City of Corpus Christi, Texas and, where appropriate, the City Council of the City. L. The term Closing Date shall mean the date of physical delivery of the Initial Bond in exchange for the payment in full by the Purchasers. M. The term Credit Agreement shall mean a loan agreement, revolving credit agreement, agreement establishing a line of credit, letter of credit, reimbursement agreement, insurance contract, commitments to purchase Debt, purchase or sale agreements,interest rate swap agreements, or commitments or other contracts or agreements authorized, recognized, and approved by the City as a Credit Agreement in connection with the authorization, issuance, security, or payment of any obligation authorized by Chapter 1371, as amended, Texas Government Code, and which includes any Credit Facility. N. The term CreditFacility shall mean(i)a policy of insurance or a surety bond,issued by an issuer of policies of insurance insuring the timely payment of debt service on governmental obligations, or(ii) a letter or line of credit issued by any financial institution. O. The term Credit Provider shall mean any bank, financial institution, insurance company, surety bond provider, or other institution which provides, executes, issues, or otherwise is a party to or provider of a Credit Agreement or Credit Facility. P. The term Debt shall mean (1) all indebtedness payable from Net Revenues and/or Senior Lien Pledged Revenues incurred or assumed by the City for borrowed money (including indebtedness payable from Net Revenues and/or Senior Lien Pledged Revenues arising under Credit Agreements) and all other financing obligations of the System payable from Net Revenues and/or Senior Lien Pledged Revenues that, in accordance with generally accepted accounting principles, are shown on the liability side of a balance sheet; and 297963954.4 -21- (2) all other indebtedness payable from Senior Lien Pledged Revenues and/or Net Revenues (except indebtedness not treated as Debt hereunder) for borrowed money or for the acquisition, construction, or improvement of property or capitalized lease obligations pertaining to the System that is guaranteed, directly or indirectly, in any manner by the City, or that is in effect guaranteed, directly or indirectly, by the City through an agreement, contingent or otherwise, to purchase any such indebtedness or to advance or supply funds for the payment or purchase of any such indebtedness or to purchase property or services primarily for the purpose of enabling the debtor or seller to make payment of such indebtedness, or to assure the owner of the indebtedness against loss, or to supply funds to or in any other manner invest in the debtor (including any agreement to pay for property or services irrespective of whether or not such property is delivered or such services are rendered), or otherwise. For the purpose of determining Debt,there shall be excluded any particular Debt if, upon or prior to the maturity thereof,there shall have been deposited with the proper depository(i) in trust the necessary funds (or investments that will provide sufficient funds, if permitted by the instrument creating such Debt) for the payment, redemption, or satisfaction of such Debt or (ii) evidence of such Debt deposited for cancellation; and thereafter it shall not be considered Debt. No item shall be considered Debt unless such item constitutes indebtedness under generally accepted accounting principles applied on a basis consistent with the financial statements of the System in prior Fiscal Years. Q. The term Debt Service Requirements shall mean, as of any particular date of computation, with respect to any obligations and with respect to any period, the aggregate of the amounts to be paid or set aside by the City as of such date or in such period for the payment of the principal of, premium, if any, and interest (to the extent not capitalized) on such obligations; assuming, in the case of obligations without a fixed numerical rate, that such obligations bear interest calculated by assuming (i) that the interest rate for every 12-month period on such bonds is equal to the rate of interest reported in the most recently published edition of The Bond Buyer (or its successor) at the time of calculation as the"Revenue Bond Index" or, if such Revenue Bond Index is no longer being maintained by The Bond Buyer(or its successor)at the time of calculation, such interest rate shall be assumed to be 80% of the rate of interest then being paid on United States Treasury obligations of like maturity and (ii) that, in the case of bonds not subject to fixed scheduled mandatory sinking fund redemptions, that the principal of such bonds is amortized such that annual debt service is substantially level over the remaining stated life of such bonds or in the manner permitted under Section 1371.057(c), as amended, Texas Government Code as the same relates to interim or non—permanent indebtedness, and in the case of obligations required to be redeemed or prepaid as to principal prior to Stated Maturity according to a fixed schedule, the principal amounts thereof will be redeemed prior to Stated Maturity in accordance with the mandatory redemption provisions applicable thereto (in each case notwithstanding any contingent obligation to redeem bonds more rapidly). For the term of any Credit Agreement in the form of an interest rate hedge agreement entered into in connection with any such obligations,Debt Service Requirements shall be computed by netting the amounts payable to the City under such hedge agreement from the amounts payable by the City under such hedge agreement and such obligations. R. The term Depository shall mean an official depository bank of the City. S. The term Engineer shall mean an individual, firm, or corporation engaged in the engineering profession, being a registered professional engineer under the laws of the State of Texas, having specific experience with respect to a combined municipal utility system similar to 297963954.4 -22- the System and such individual, firm, or corporation may be employed by, or may be an employee of, the City. T. The term Fiscal Year shall mean the twelve month accounting period used by the City in connection with the operation of the System which may be any twelve consecutive month period established by the City, presently being that period commencing on October 1 of each year and ending on the following September 30. U. The term Government Securities shall mean: (i) direct noncallable obligations of the United States, including obligations that are unconditionally guaranteed by, the United States of America, or (ii) noncallable obligations of an agency or instrumentality of the United States, including obligations that are unconditionally guaranteed or insured by the agency or instrumentality and that, on the date the governing body of the issuer adopts or approves the proceedings authorizing the issuance of refunding bonds, are rated as to investment quality by a nationally recognized investment rating firm not less than AAA or its equivalent. When the Previously Issued Parity Obligations issued on or before August 25, 2016, are no longer Outstanding, the term Government Securities, as used herein, shall mean (i) direct noncallable obligations of the United States, including obligations that are unconditionally guaranteed by, the United States of America; (ii)noncallable obligations of an agency or instrumentality of the United States, including obligations that are unconditionally guaranteed or insured by the agency or instrumentality and that, on the date the governing body of the issuer adopts or approves the proceedings authorizing the issuance of refunding bonds, are rated as to investment quality by a nationally recognized investment rating firm not less than AAA or its equivalent; (iii) noncallable obligations of a state or an agency or a county, municipality, or other political subdivision of a state that have been refunded and that, on the date the governing body of the issuer adopts or approves the proceedings authorizing the issuance of refunding bonds, are rated as to investment quality by a nationally recognized investment rating firm not less than AAA or its equivalent; or (iv) any additional securities and obligations hereafter authorized by the laws of the State of Texas as eligible for use to accomplish the discharge of obligations such as the Bonds. V. The term Gross Revenues shall mean all revenues, income, and receipts derived or received by the City from the operation and ownership of the System,including the interest income from the investment or deposit of money in any Fund created or confirmed by this Ordinance or maintained by the City in connection with the System, other than those amounts subj ect to payment to the United States of America as rebate pursuant to section 148 of the Code. W. The term Holder or Holders shall mean the registered owner, whose name appears in the Security Register, for any Bond. X. The term Inferior Lien Obligations shall mean (i) any bonds, notes, warrants, or any similar obligations hereafter issued by the City that are payable wholly or in part from and equally and ratably secured by a lien and pledge of the Net Revenues, which pledge is subordinate and inferior to the lien on and pledge of the Net Revenues that is included in Senior Lien Pledged Revenues, that is or will be pledged to the payment of the Subordinate Lien Obligations, and that is on parity with the lien on and pledge of the Net Revenues securing the payment of the then- Outstanding Inferior Lien Obligations and (ii) obligations hereafter issued to refund any of the foregoing that are payable from and equally and ratably secured by such subordinate and inferior 297963954.4 -23- lien on and pledge of the Net Revenues as determined by the City Council in accordance with applicable law. Y. The term Interest Payment Date shall mean the date semiannual interest is payable on the Bonds, being January 15 and July 15 of each year, commencing January 15,2026, while any of the Bonds remain Outstanding. Z. The term Net Revenues shall mean all Gross Revenues less Operating Expenses. AA. The term Operating Expenses shall mean the expenses of operation and maintenance of the System, including all salaries, labor, materials, repairs, and extensions necessary to render efficient service; provided, however, that only such repairs and extensions, as in the judgment of the City, reasonably and fairly exercised by the passage of appropriate ordinances, are necessary to render adequate service, or such as might be necessary to meet some physical accident or condition which would otherwise impair any Senior Lien Obligations, Subordinate Lien Obligations, Inferior Lien Obligations, or other Debt of the System. Operating Expenses shall include the purchase of water, sewer and gas services as received from other entities and the expenses related thereto and, to the extent permitted by a change in law(and receipt of an opinion as to legality from a firm of nationally recognized bond counsel), Operating Expenses may include payments made on or in respect of obtaining and maintaining any Credit Facility. Operating Expenses shall never include any allowance for depreciation, property retirement, depletion, obsolescence, and other items not requiring an outlay of cash and any interest on the Bonds or any Debt. BB. The term Ordinance shall mean this Ordinance adopted by the City Council on June 17, 2025 authorizing the issuance of the Bonds. CC. The term Outstanding shall mean when used in this Ordinance with respect to all Debt means, as of the date of determination, all Debt except: (1) those Senior Lien Obligations, Subordinate Lien Obligations, and Inferior Lien Obligations canceled by the Paying Agent/Registrar or delivered to the Paying Agent/Registrar for cancellation; (2) those Senior Lien Obligations, Subordinate Lien Obligations, and Inferior Lien Obligations for which payment has been duly provided by the City in accordance with the provisions of Section 34 of this Ordinance; and (3) those Senior Lien Obligations, Subordinate Lien Obligations, and Inferior Lien Obligations that have been mutilated, destroyed, lost, or stolen and replacement Bonds have been registered and delivered in lieu thereof as provided in Section 27 of this Ordinance. DD. The term Paying Agent/Registrar shall mean the financial institution specified in Section 3 of this Ordinance, or its herein-permitted successors and assigns. EE. The term Previously Issued Parity Obligations shall mean, as of the Closing Date the Outstanding and unpaid obligations of the City that are payable solely from and equally and ratably secured by a lien on and pledge of the Senior Lien Pledged Revenues which includes a first and prior lien on and pledge of Net Revenues of the System that is superior to the lien thereon and 297963954.4 -24- pledge thereof securing the Subordinate Lien Obligations and Inferior Lien Obligations, identified as follows: (1) "City of Corpus Christi, Texas Utility System Junior Lien Revenue Improvement Bonds, Series 2012", dated November 15, 2012,in the original principal amount of$69,085,000; (2) "City of Corpus Christi,Texas Utility System Junior Lien Revenue and Refunding Bonds, Series 2012", dated November 15, 2012,in the original principal amount of$155,660,000; (3) "City of Corpus Christi, Texas Utility System Junior Lien Revenue Refunding Bonds, Series 2015", dated July 1, 2015, in the original principal amount of$46,990,000; (4) "City of Corpus Christi, Texas Utility System Junior Lien Revenue Improvement Bonds, Series 2015A", dated March 1, 2015,in the original principal amount of$93,600,000; (5) "City of Corpus Christi, Texas Utility System Junior Lien Revenue Improvement Bonds, Series 2015C", dated July 1, 2015, in the original principal amount of$101,385,000; (6) "City of Corpus Christi, Texas Utility System Junior Lien Revenue Refunding Bonds, Series 2016", dated August 1,2016,in the original principal amount of$80,415,000; (7) "City of Corpus Christi, Texas Utility System Junior Lien Revenue Refunding Bonds, Series 2017", dated March 15, 2017,in the original principal amount of$51,215,000; (8) "City of Corpus Christi, Texas Utility System Junior Lien Revenue Improvement Bonds, Series 2017", dated October 1, 2017, in the original principal amount of$2,750,000; (9) "City of Corpus Christi, Texas Utility System Junior Lien Revenue and Improvement Refunding Bonds, Series 2019", dated September 15, 2019, in the original principal amount of$93,425,000; (10) "City of Corpus Christi, Texas Utility System Junior Lien Revenue Improvement and Refunding Bonds, Series 2020A", dated July 15, 2020, in the original principal amount of $133,765,000; (11) "City of Corpus Christi, Texas Utility System Junior Lien Revenue Refunding Bonds, Taxable Series 202013", dated July 15, 2020, in the original principal amount of $183,635,000; (12) "City of Corpus Christi, Texas Utility System Junior Lien Revenue Improvement Bonds, New Series 2020C", dated November 1, 2020, in the original principal amount of $11,425,000; (13) "City of Corpus Christi,Texas Utility System Junior Lien Revenue Notes,Taxable New Series 2021A", dated April 1, 2021, in the original principal amount of$35,000,000; (14) "City of Corpus Christi, Texas Utility System Junior Lien Revenue Improvement Bonds, Series 2022A", dated June 15, 2022, in the original principal amount of$3,561,000; (15) "City of Corpus Christi, Texas Utility System Junior Lien Revenue Improvement Bonds, Series 202213", dated July 15, 2022, in the original principal amount of$92,465,000; 297963954.4 -25- (16) "City of Corpus Christi, Texas Utility System Senior Lien Revenue Improvement and Refunding Bonds, Series 2023", dated July 20, 2023, in the original principal amount of $138,320,000; and (17) "City of Corpus Christi, Texas Utility System Senior Lien Revenue Improvement and Refunding Bonds, Series 2024", dated June 18, 2024, in the original principal amount of $250,415,000; and (18) "City of Corpus Christi, Texas Utility System Senior Lien Revenue Improvement and Refunding Bonds, Series 2024A", dated November 14, 2024, in the original principal amount of$211,050,000; and (19) "City of Corpus Christi, Texas Utility System Senior Lien Revenue Improvement and Refunding Bonds, Series 2024B", dated November 14, 2024, in the original principal amount of$10,000,000; and (20) Upon issuance,the Bonds. FF. The term Previously Issued Subordinate Lien Obligations shall mean the "City of Corpus Christi, Texas Utility System Subordinate Lien Revenue Refunding Bonds, Series 2018", dated February 15, 2018, in the original principal amount of$34,835,000. GG. The term Pricing Officer shall mean either of the City Manager, the Assistant City Manager, or Director of Finance and Procurement, respectively, of the City (which shall include any person serving in the foregoing capacity on an interim or non-permanent basis). HH. The term Prudent Utility Practice shall mean any of the practices, methods and acts, in the exercise of reasonable judgment, in the light of the facts, including but not limited to the practices,methods and acts engaged in or approved by a significant portion of the public utility industry prior thereto, known at the time the decision was made, would have been expected to accomplish the desired result at the lowest reasonable cost consistent with reliability, safety and expedition. It is recognized that Prudent Utility Practice is not intended to be limited to the optimum practice, method or act at the exclusion of all others, but rather is a spectrum of possible practices, methods or acts which could have been expected to accomplish the desired result at the lowest reasonable cost consistent with reliability, safety and expedition. In the case of any facility included in the System which is owned in common with one or more other entities, the term "Prudent Utility Practice", as applied to such facility, shall have the meaning set forth in the agreement governing the operation of such facility. II. The term Purchasers shall mean the initial purchaser or purchasers of the Bonds named in Section 28 of this Ordinance. H. The term Refunding Candidates shall mean the following obligations of the City from which certain of the Refunded Obligations are selected by the Pricing Officer: (1) "City of Corpus Christi, Texas Utility System Junior Lien Revenue Refunding Bonds, Series 2015",dated July 1,2015,in the original principal amount of$46,990,000,and stated to mature on July 15, 2026 in the aggregate principal amount of$5,110,000, to be redeemed on [August 1, 2025]"; 297963954.4 -26- (2) "City of Corpus Christi, Texas Utility System Junior Lien Revenue Improvement Bonds, Series 2015A", dated March 1, 2015, in the original principal amount of$93,600,000, and stated to mature on July 15 in each of the years 2026 through 2035, July 15, 2040, and July 15, 2045,in the aggregate principal amount of$75,395,000,to be redeemed on [August 1,2025]";and (3) "City of Corpus Christi, Texas Utility System Junior Lien Revenue Improvement Bonds, Series 2015C", dated July 1, 2015, in the original principal amount of$101,385,000, and stated to mature on July 15 in each of the years 2026 through 2035, July 15, 2040, and July 15, 2045,in the aggregate principal amount of$81,880,000,to be redeemed on [August 1,2025]";and KK. The term Required Reserve Amount shall have the meaning given such term in Section 14 of this Ordinance. LL. The term Reserve Fund shall have the meaning given such term in Section 14 of this Ordinance. MM. The term Reserve Fund Deposits shall have the meaning given such term in Section 14 of this Ordinance. NN. The term Senior Lien Obligations shall mean (i) the Previously Issued Parity Obligations, (ii) any Additional Senior Lien Obligations, and (iii) obligations hereafter issued to refund any of the foregoing that are payable from and equally and ratably secured solely by a lien on and pledge of the Senior Lien Pledged Revenues, which includes a first and prior lien on and pledge of Net Revenues that is senior and superior to the lien thereon and pledge thereof securing the repayment of the Subordinate Lien Obligations and the Inferior Lien Obligations, as determined by the City Council in accordance with applicable law. 00. The term Senior Lien Pledged Revenues shall mean (i) the Net Revenues plus (ii) any additional revenues, income, receipts, or other resources including, without limitation, any grants, donations, or income received or to be received from the United States Government, or any other public or private source, whether pursuant to an agreement or otherwise, which hereafter are pledged by the City to the payment of the Bonds, and at the City's discretion, any Additional Senior Lien Obligations, and excluding those revenues excluded from Gross Revenues. PP. The term Special Project shall mean, to the extent permitted by law, any water, sewer,wastewater reuse, or municipal drainage system property,improvement, or facility declared by the City, upon the recommendation of the City Council, not to be part of the System, for which the costs of acquisition, construction, and installation are paid from proceeds of Special Project Bonds (hereinafter defined)being a financing transaction other than the issuance of bonds payable from ad valorem taxes, Net Revenues, or Senior Lien Pledged Revenues, and for which all maintenance and operation expenses are payable from sources other than ad valorem taxes, Net Revenues, or Senior Lien Pledged Revenues, but only to the extent that and for so long as all or any part of the revenues or proceeds of which are or will be pledged to secure the payment or 297963954.4 -27- repayment of such costs of acquisition, construction, and installation under such Special Project Bonds. QQ. The term Stated Maturity shall mean the annual principal payments of the Bonds payable on July 15 of each year, as set forth in Section 2 of this Ordinance. RR. The term Subordinate Lien Obligations shall mean (i) the Previously Issued Subordinate Lien Obligations, (ii) any Additional Subordinate Lien Obligations, and (iii) any obligations issued to refund the foregoing payable and equally and ratably secured from a lien on and pledge of the Net Revenues that is subordinate and inferior to the lien thereon and pledge thereof that is included in Senior Lien Pledged Revenues but superior to the lien thereon and pledge thereof securing the payment of the Inferior Lien Obligations, as determined by the City Council in accordance with any applicable law. SS. The term System shall mean and include, whether now existing or hereinafter added, the City's existing combined waterworks system, wastewater disposal system and gas system, together with all future extensions, improvements, enlargements, and additions thereto including, to the extent permitted by law(and to be added at the sole discretion of the City), storm sewer and drainage within the waterworks system, solid waste disposal system, additional utility (including electricity), telecommunications, technology, and any other similar enterprise services, and all replacements, additions, and improvements to any of the foregoing, within or without the City limits; provided that, notwithstanding the foregoing, and to the extent now or hereafter authorized or permitted by law, the term System shall not include any waterworks, wastewater or gas facilities which are declared by the City to be a Special Project and not a part of the System and which are hereafter acquired or constructed by the City with the proceeds from the issuance of Special Project Bonds, which are hereby defined as being special revenue obligations of the City which are not secured by or payable from all or part of the Net Revenues and/or Senior Lien Pledged Revenues, but which are secured by and payable solely from special contract revenues, or payments received from the City or any other legal entity, or any combination thereof, in connection with such facilities; and such revenues or payments shall not be considered as or constitute Gross Revenues of the System, unless and to the extent otherwise provided in the ordinance or ordinances authorizing the issuance of such Special Project Bonds. TT. The term System Fund shall have the meaning given such term in Section 12 of this Ordinance. SECTION 10. Pledge of Senior Lien Pledged Revenues. A. The City hereby covenants and agrees that the Senior Lien Pledged Revenues of the System are hereby irrevocably pledged to the payment and security of the Senior Lien Obligations, including the establishment and maintenance of the special funds or accounts created for the payment and security thereof, all as hereinafter provided; and it is hereby ordained that the Senior Lien Obligations, and the interest thereon, shall constitute a lien on and pledge of the Senior Lien Pledged Revenues and be valid and binding without any physical delivery thereof or further act by the City, and the lien created hereby on the Senior Lien Pledged Revenues for the payment and security of the Senior Lien Obligations, shall be, prior in right and claim as to any other indebtedness, liability, or obligation of the City or the System. The Senior Lien Obligations are and will be secured by and payable only from the Senior Lien Pledged Revenues, and are not 297963954.4 -28- secured by or payable from a mortgage or deed of trust on any properties whether real, personal, or mixed, constituting the System. B. Chapter 1208, as amended, Texas Government Code, applies to the issuance of the Bonds and the pledge of Senior Lien Pledged Revenues granted by the City under subsection A of this Section, and such pledge is therefore valid, effective, and perfected. If Texas law is amended at any time while the Senior Lien Obligations are Outstanding and unpaid such that the pledge of the Senior Lien Pledged Revenues granted by the City is to be subject to the filing requirements of Chapter 9, Texas Business&Commerce Code,then in order to preserve to the registered owners of the Senior Lien Obligations the perfection of the security interest in this pledge,the City Council agrees to take such measures as it determines are reasonable and necessary under Texas law to comply with the applicable provisions of Chapter 9, as amended, Texas Business & Commerce Code and enable a filing to perfect the security interest in this pledge to occur. SECTION 11. Rates and Charges. For the benefit of the Holders of the Bonds and in addition to all provisions and covenants in the laws of the State of Texas and in this Ordinance, the City hereby expressly stipulates and agrees,while any of the Senior Lien Obligations are Outstanding,to establish and maintain rates and charges for facilities and services afforded by the System that are reasonably expected, on the basis of available information and experience and with due allowance for contingencies,to produce Gross Revenues in each Fiscal Year sufficient: A. To pay all Operating Expenses, or any expenses required by statute to be a first claim on and charge against the Gross Revenues of the System. B. To produce Net Revenues, together with any other lawfully available funds, equal to at least 1.15 times Average Annual Debt Service Requirements on the then-Outstanding Senior Lien Obligations and to deposit the amounts required to be deposited in any reserve or contingency fund or account created for the payment and security of the Senior Lien Obligations, and any other obligations or evidences of indebtedness issued or incurred that are payable from and secured solely by a first and prior lien on and pledge of the Net Revenues, including the Senior Lien Pledged Revenues, that is senior and superior to the lien thereon and pledge thereof securing the repayment of the Subordinate Lien Obligations and the Inferior Lien Obligations; C. To produce Net Revenues, together with any other lawfully available funds, sufficient to pay the amounts that may be deposited in the special funds established for the payment of the Subordinate Lien Obligations; D. To produce Net Revenues, together with any other lawfully available funds, sufficient to pay the principal of and interest on the Inferior Lien Obligations as the same become due and payable and to deposit the amounts required to be deposited in any reserve or contingency fund or account created for the payment and security of the Inferior Lien Obligations, and any other obligations or evidences of indebtedness issued or incurred that are payable from and secured solely by a lien on and pledge of the Net Revenues that is subordinate and inferior to the lien 297963954.4 -29- thereon and pledge thereof securing the repayment of the Senior Lien Obligations, and the Subordinate Lien Obligations; and E. To pay, together with any other lawfully available funds, any other legally incurred Debt payable from the Net Revenues of the System and/or secured by a lien on any part of the System. The determination of the amount of principal of and interest on any obligations identified in this Section for the purpose of confirming the sufficiency of System rates and charges shall be made after giving consideration as an offset to debt service the receipt or anticipated receipt of a refundable tax credit or similar payment relating to any series of obligations irrevocably designated as refundable tax credit bonds pursuant to the City ordinance authorizing their issuance or otherwise relating thereto. SECTION 12. System Fund. The City hereby covenants, agrees, and ratifies its prior covenants and agreements that the Gross Revenues of the System shall be deposited, as collected and received, into a separate Fund or account (previously created and established and to be maintained with the Depository) known as the "City of Corpus Christi,Texas Utility System Revenue Fund" (the System Fund) and that the Gross Revenues of the System shall be kept separate and apart from all other funds of the City. All Gross Revenues deposited into the System Fund shall be pledged and appropriated to the extent required for the following uses and in the order of priority shown: A. First: To the payment of all necessary and reasonable Operating Expenses or other expenses required by statute to be a first charge on and claim against the revenues of the System. B. Second: To the payment of the amounts required to be deposited into the special funds and accounts created and established for the payment, security and benefit of the Previously Issued Parity Obligations, the Bonds, and any Additional Senior Lien Obligations hereafter issued by the City. C. Third: To the payment of the amounts required to be deposited into the special funds and accounts created and established for the payment, security and benefit of the Previously Issued Subordinate Lien Obligations and any Additional Subordinate Lien Obligations hereafter issued by the City. D. Fourth: To the payment of the amounts that must be deposited in any special funds and accounts created and established for the payment, security, and benefit of any Inferior Lien Obligations hereafter issued by the City. Any Net Revenues remaining in the System Fund following such transfers may be used by the City for payment of other obligations of the System, and for any other lawful purpose. SECTION 13. Bond Fund -Excess Funds. For purposes of providing funds to pay the principal of and interest on the currently Outstanding Senior Lien Obligations as the same become due and payable, the City agrees to maintain, at the Depository, a separate and special Fund or account to be created and known as the "City of Corpus Christi, Texas Utility System Senior Lien Revenue Improvement and Refunding Bonds Interest and Sinking Fund" (the Bond Fund). The City covenants that there shall be deposited by an Authorized Official into the Bond Fund prior to each principal and interest payment date from the available Net Revenues an amount equal to one hundred per cent(100%) of the amount required to fully pay the interest on and the principal of the currently Outstanding Senior Lien Obligations then falling due and payable, such deposits to pay maturing principal and accrued interest on the currently 297963954.4 -3 0- Outstanding Senior Lien Obligations to be made in substantially equal monthly installments on or before the 10'day of each month,beginning on or before the 10'day of the month next following the delivery of the Bonds to the Purchasers. As described further in Section 15 hereof,if the Senior Lien Pledged Revenues in any month are insufficient to make the required payments into the Bond Fund,then the amount of any deficiency in such payment shall be added to the amount otherwise required to be paid into the Bond Fund in the next month. The required monthly deposits to the Bond Fund for the payment of principal of and interest on the currently Outstanding Senior Lien Obligations shall continue to be made as hereinabove provided until such time as (i)the total amount on deposit in the Bond Fund and Reserve Fund is equal to the amount required to fully pay and discharge all Outstanding Senior Lien Obligations(principal and interest)or(ii)the Senior Lien Obligations are no longer Outstanding. Any proceeds of the Bonds,and investment income thereon,not expended for authorized purposes shall be deposited into the Bond Fund and shall be taken into consideration and reduce the amount of monthly deposits required to be deposited into the Bond Fund from the Net Revenues of the System. Any surplus proceeds from the sale of the Bonds, including investment income thereon, not expended for authorized purposes shall be deposited in the Bond Fund,and such amounts so deposited shall reduce the sums otherwise required to be deposited in such Fund from the Senior Lien Pledged Revenues. SECTION 14. Reserve Fund. To accumulate and maintain a reserve for the payment of the Bonds equal to 100% of the Average Annual Debt Service Requirements or such lesser amount as restricted by the Code (calculated by the City Council at the beginning of each Fiscal Year and as of the date of issuance of the Bonds and each series of Additional Senior Lien Obligations) for the Bonds (the Required Reserve Amount),the City hereby creates and establishes,and shall maintain at a Depository a separate and special fund known as the"Corpus Christi,Texas Utility System Senior Lien Revenue Improvement and Refunding Bonds Reserve Fund" (the Reserve Fund). Earnings and income derived from the investment of amounts held forthe credit of the Reserve Fund shall be retained in the Reserve Fund until the Reserve Fund contains the Required Reserve Amount;thereafter, such earnings and income shall be deposited to the credit of the System Fund. All funds deposited into the Reserve Fund shall be used solely for the payment of the principal of and interest on the Bonds, when and to the extent other funds available for such purposes are insufficient and,in addition,may be used to retire the last Stated Maturity or Stated Maturities of or interest on the Bonds. The City may acquire a Credit Facility or Facilities issued by a Credit Provider in amounts equal to all or part of the Required Reserve Amount for the Bonds in lieu of depositing cash into the Reserve Fund; provided, however,that no such Credit Facility may be so substituted unless the substitution of the Credit Facility will not, in and of itself, cause any ratings then assigned to the Bonds by any nationally recognized rating agency to be lowered and the resolution authorizing the substitution of the Credit Facility for all or part of the Required Reserve Amount for the Bonds contains (i)a finding that such substitution is cost effective and(ii)a provision that the interest due on any repayment obligation of the City by reason of payments made under such Credit Facility does not exceed the highest lawful rate of interest which may be paid by the City at the time of the delivery of the Credit Facility. The City reserves the right to use Senior Lien Pledged Revenues to fund the payment of(1)periodic premiums on the Credit Facility as a part of the payment ofthe City's Operating Expenses,and(2)any repayment obligation incurred by the City(including interest)to the Credit Provider,the payment of which will result in the reinstatement of such Credit Facility, prior to making payments required to be made to the Reserve Fund pursuant to the provisions of this Section to restore the balance in such fund the Required Reserve Amount for the Bonds. Until the issuance of any Additional Senior Lien Obligations (or as from time to time recalculated by the City as provided in the first paragraph of this Section), the Required Reserve Amount is $ 297963954.4 -3 1- (inclusive of the Bonds). Of this amount,$ representing the increase in the Required Reserve Amount attributable to the issuance of the Bonds, shall be deposited to the Reserve Fund at such time as may be required pursuant to the provisions of this Section from Revenues,paid from the System Fund at such level of priority as specified in Section 12,by the deposit of monthly installments,made on or before the 10'day of each month following the month in which such obligation to fund the Reserve Fund arises, of not less than 1/60th of the amount to be maintained in the Reserve Fund. As and when Additional Senior Lien Obligations are delivered or incurred,the Required Reserve Amount shall be increased,if required,to an amount calculated in the manner provided in the first paragraph of this Section. Any additional amount required to be maintained in the Reserve Fund shall be so accumulated by the deposit of all or a portion of the necessary amount from the proceeds of the issue or other lawfully available funds in the Reserve Fund immediately after the delivery of the then proposed Additional Senior Lien Obligations or, at the option of the City, by the deposit of monthly installments, made on or before the business day before the 10'day of each month following the month of delivery of the then proposed Additional Senior Lien Obligations, of not less than 1/60th of the additional amount to be maintained in the Reserve Fund by reason of the issuance of the Additional Senior Lien Obligations then being issued (or 1/60th of the balance of the additional amount not deposited immediately in cash) (such deposits,the Required Reserve Fund Deposits),thereby ensuring the accumulation in the Reserve Fund of the appropriate Required Reserve Amount. When and for so long as the cash and investments in the Reserve Fund equal the Required Reserve Amount,no deposits need be made to the credit of the Reserve Fund;but,if and when the Reserve Fund at any time contains less than the Required Reserve Amount (other than as the result of the issuance of Additional Senior Lien Obligations as provided in the preceding paragraph),the City covenants and agrees to cure the deficiency in the Required Reserve Amount by resuming the Required Reserve Fund Deposits to the Reserve Fund from the Senior Lien Pledged Revenues in monthly deposit amounts equal to not less than 1/60th of the Required Reserve Amount covenanted by the City to be maintained in the Reserve Fund. Any such deficiency payments shall be made on or before the 10' day of each month until the Required Reserve Amount has been fully restored. The City further covenants and agrees that, subject only to the prior payments to be made to the Bond Fund, the Senior Lien Pledged Revenues shall be applied and appropriated and used to establish and maintain the Required Reserve Amount and to cure any deficiency in such amounts as required by the terms of this Ordinance and any other ordinance pertaining to the issuance of Additional Senior Lien Obligations. During such time as the Reserve Fund contains the Required Reserve Amount, the City Council may, at its option, withdraw all surplus funds in the Reserve Fund in excess of the Required Reserve Amount. Any such withdrawn surplus shall be deposited to the Bond Fund or used by the City for any other lawful purpose; provided,however,to the extent that such excess amount represents Bond proceeds, then such amount must be transferred to the Bond Fund or be otherwise used in accordance with then- applicable State law. In the event a Credit Facility issued to satisfy all or a part of the City's obligation with respect to the Reserve Fund causes the amount then on deposit in the Reserve Fund to exceed the Required Reserve Amount for the Bonds,the City may transfer such excess amount to any fund or funds established for the payment of or security for the Bonds (including any escrow established for the final payment of any such obligations pursuant to the provisions of Chapter 1207, as amended, Texas Government Code), or be used for any lawful purposes; provided, however, to the extent that such excess amount represents Bond proceeds,then such amount must be transferred to the Bond Fund or be otherwise used in accordance with then-applicable State law. Notwithstanding anything to the contrary contained in this Section,the requirements set forth above to fund the Reserve Fund in the amount of the Required Reserve Amount shall be suspended for such time 297963954.4 -32- as the Senior Lien Pledged Revenues for each Fiscal Year are equal to at least 110%of the Average Annual Debt Service Requirements. In the event that the Senior Lien Pledged Revenues for any two consecutive Fiscal Years are less than 110%(unless such percentage is below 100%in any Fiscal Year, in which case the hereinafter—specified requirements will commence after such Fiscal Year)of the Average Annual Debt Service Requirements,the City will be required to commence making the deposits to the Reserve Fund,as provided above, and to continue making such deposits until the earlier of(i)such time as the Reserve Fund contains the Required Reserve Amount or (ii) the Senior Lien Pledged Revenues for a Fiscal Year have been equal to not less than 110%of the Average Annual Debt Service Requirements. SECTION 15. Deficiencies -Excess Senior Lien Pledged Revenues. A. If on any occasion there shall not be sufficient Senior Lien Pledged Revenues to make the required deposits into the Bond Fund, then such deficiency shall be cured as soon as possible from the next available unallocated Senior Lien Pledged Revenues, or from any other sources available for such purpose, and such payments shall be in addition to the amounts required to be paid into these Funds or accounts during such month or months. B. Subject to making the required deposits to the Bond Fund when and as required by any ordinance or resolution authorizing the issuance of the Senior Lien Obligations, the Subordinate Lien Obligations and any Inferior Lien Obligations, the excess Net Revenues of the System may be used by the City for any lawful purpose(as further provided in Section 12 hereof). SECTION 16. Payment of Bonds. While any of the Bonds are Outstanding, an Authorized Official shall cause to be transferred to the Paying Agent/Registrar therefor, from funds on deposit in the Bond Fund, amounts sufficient to fully pay and discharge promptly each installment of interest on and principal of the Bonds as such installment accrues or matures; such transfer of funds must be made in such manner as will cause immediately available funds to be deposited with the Paying Agent/Registrar for the Bonds at the close of the business day next preceding the date a debt service payment is due on the Bonds. SECTION 17. Investments. Funds held in any Fund or account created, established, or maintained pursuant to this Ordinance shall,at the option of the City,be placed in time deposits,certificates of deposit,guaranteed investment contracts or similar contractual agreements as permitted by the provisions of the Public Funds Investment Act, as amended, Chapter 2256, Texas Government Code (collateralized pursuant to the Public Funds Collateral Act, as amended, Chapter 2257, Texas Government Code), or any other law, and secured (to the extent not insured by the Federal Deposit Insurance Corporation) by obligations of the type hereinafter described, including investments held in book-entry form, in securities including, but not limited to, direct obligations of the United States of America, obligations guaranteed or insured by the United States of America,which,in the opinion of the Attorney General of the United States, are backed by its full faith and credit or represent its general obligations,or invested in indirect obligations of the United States of America including,but not limited to, evidences of indebtedness issued,insured,or guaranteed by such governmental agencies as the Federal Land Banks, Federal Intermediate Credit Banks, Banks for Cooperatives,Federal Home Loan Banks,Government National Mortgage Association,Farmers Home Administration, Federal Home Loan Mortgage Association, or Federal Housing Association; provided that all such deposits and investments shall be made in such a manner that the money required to be expended from any Fund or account will be available at the proper time or times. Such investments (except State and Local Government Series investments held in book entry form, which shall at all times be valued at cost)shall be valued in terms of current market value within 45 days of the close of each Fiscal Year. All interest and income derived from deposits and investments in the Bond Fund immediately shall be credited to,and any losses debited to,the Bond Fund. All such investments shall be sold promptly when necessary to prevent any default in connection with the Bonds. 297963954.4 -3 3- SECTION 18. Covenants. It is expressly recognized that prior to the issuance of any Additional Senior Lien Obligations, Additional Subordinate Lien Obligations, or Inferior Lien Obligations, that the City must comply with each of the conditions precedent contained in this Ordinance and the City ordinances. A. Performance. It will faithfully perform at all times any and all covenants, undertakings, stipulations, and provisions contained in this Ordinance, and each ordinance authorizing the issuance of Senior Lien Obligations;it will promptly pay or cause to be paid the principal amount of and interest on all Debt, on the dates and in the places and manner prescribed in such ordinances and such Debt; and it will, at the time and in the manner prescribed, deposit or cause to be deposited the amounts required to be deposited into the System Fund and the Funds herein created; and any registered owner of any Debt may require the City, its officials and employees to carry out, respect or enforce the covenants and obligations of this Ordinance, or any ordinance authorizing the issuance of Debt, by all legal and equitable means, including specifically,but without limitation,the use and filing of mandamus proceedings, in any court of competent jurisdiction, against the City,its officials and employees. B. City's Legal Authority. It is a duly created and existing home rule city of the State of Texas, and is duly authorized under the laws of the State of Texas to issue the Bonds;that all action on its part for the issuance of the Bonds has been duly and effectively taken,and that the Bonds in the hands of the owners thereof are and will be valid and enforceable special obligations of the City in accordance with their terms. C. Acquisition and Construction; Operation and Maintenance. (1)It shall use its best efforts in accordance with Prudent Utility Practice to acquire and construct, or cause to be acquired and constructed, any Capital Additions or Capital Improvements, in accordance with the plans and specifications therefor, as modified from time to time, with due diligence and in a sound and economical manner;and(2)it shall at all times use its best efforts to operate or cause to be operated the System properly and in an efficient manner,consistent with Prudent Utility Practice,and shall use its best efforts to maintain, preserve, reconstruct and keep the same or cause the same to be so maintained, preserved, reconstructed and kept, with the appurtenances and every part and parcel thereof, in good repair, working order and condition, and shall from time to time make, or use its best efforts to cause to be made, all necessary and proper repairs, replacement and renewals so that at all times the operation of the System may be properly and advantageously conducted. D. Title. It has or will obtain lawful title, whether such title is in fee or lesser interest, to the lands,buildings, structures and facilities constituting the System,that it warrants that it will defend the title to all the aforesaid lands, buildings, structures and facilities, and every part thereof, for the benefit of the owners of the Senior Lien Obligations, against the claims and demands of all persons whomsoever,that it is lawfully qualified to pledge the Senior Lien Pledged Revenues to the payment of the Senior Lien Obligations in the manner prescribed herein,and has lawfully exercised such rights. E. Liens. It will from time to time and before the same become delinquent pay and discharge all taxes, assessments and governmental charges, if any, which shall be lawfully imposed upon it, or the System;it will pay all lawful claims for rents,royalties,labor,materials and supplies which if unpaid might by law become a lien or charge thereon,the lien of which would be prior to or interfere with the liens hereof, so that the priority of the liens granted hereunder shall be fully preserved in the manner provided herein, and it will not create or suffer to be created any mechanic's,laborer's,materialman's or other lien or charge which might or could be prior to the liens hereof, or do or suffer any matter or thing whereby the liens hereof might or could be impaired; provided however,that no such tax, assessment or charge, and that no such claims which might be used as the basis of a mechanic's, laborer's, materialman's or other lien or charge, shall be required to be paid so long as the validity of the same shall be contested in good faith by the City. 297963954.4 -34- F. No Free Service. No free service or service otherwise than in accordance with the established rate schedule shall be furnished, directly or indirectly, by the System to any person, firm, corporation or other entity,other than the City. No part of the salary of any official or employee of the City or his replacement shall be paid from Senior Lien Pledged Revenues unless and only to the extent the duties and performances of such official or employee or his replacement appertain directly to the System. To the extent the City receives the services of the System, such services shall be accounted for according to the established rate schedule. G. Further Encumbrance. It will not additionally encumber the Net Revenues of the System in any manner, except as permitted in this Ordinance (which provisions are also included in other City ordinances authorizing other series of Senior Lien Obligations). H. Sale, Lease or Disposal of Property. No part of the System shall be sold, leased, mortgaged, demolished, removed or otherwise disposed of,except as follows: (1) To the extent permitted by law,the City may sell or exchange at any time and from time to time any property or facilities constituting part of the System only if(A) it shall determine such property or facilities are not useful in the operation of the System,or(B)the proceeds of such sale are $250,000 or less, or it shall have received a certificate executed by an Engineer and the City Manager stating, in their opinion, that the fair market value of the property or facilities exchanged is $250,000 or less, or (C) if such proceeds or fair market value exceeds $250,000 it shall have received a certificate executed by an Engineer and the City Manager stating (i) that system within the System of which the property or facilities comprises a part thereof and (n) in their opinion, that the sale or exchange of such property or facilities will not impair the ability of the City to comply during the current or any future Fiscal Year with the provisions of Subsection K of this Section. The proceeds of any such sale or exchange not used to acquire other property necessary or desirable for the safe or efficient operation of the System shall forthwith,at the option of the City (i) be used to redeem or purchase Debt, or (ii) otherwise be used to provide for the payment of Debt. The foregoing notwithstanding, if such property or facilities sold or exchanged constituted property or facilities comprising all or a part of a system within the System, the acquisition, improvement or extension of such system having not been financed by the City in any manner with the proceeds of Debt, or with the proceeds of obligations which were refunded in whole or in part with the proceeds of Debt,then the City may utilize the proceeds of such sale or exchange for any lawful purpose; and (2) To the extent permitted by law, the City may lease or make contracts or grant licenses for the operation of,or make arrangements for the use of,or grant easements or other rights with respect to,any part of the System,provided that any such lease,contract,license,arrangement, easement or right(A) does not impede the operation by the City of the System and(B) does not in any manner impair or adversely affect the rights or security of the owners of the Debt under this Ordinance; and provided, further,that if the depreciated cost of the property to be covered by any such lease,contract,license,arrangement,easement or other right is in excess of$500,000,the City shall have received a certificate executed by an Engineer and the City Manager that the action of the City with respect thereto does not result in a breach of the conditions under this clause (2).Any payments received by the City under or in connection with any such lease, contract, license, arrangement, easement or right in respect of the System or any part thereof shall constitute Gross Revenues. I. Books, Records and Accounts. It shall keep proper books, records and accounts separate and apart from all other records and accounts, in which complete and correct entries shall be made of all 297963954.4 -3 5- transactions relating to the System and the City shall cause said books and accounts to be audited annually as of the close of each Fiscal Year by the Accountant. J. Insurance. (1) Except as otherwise permitted in clause (2)below,it shall cause to be insured such parts of the System as would usually be insured by corporations operating like properties, with a responsible insurance company or companies, against risks, accidents or casualties against which and to the extent insurance is usually carried by corporations operating like properties including,to the extent reasonably obtainable, fire and extended coverage insurance, insurance against damage by floods, and use and occupancy insurance. Public liability and property damage insurance shall also be carried unless the City Attorney gives a written opinion to the effect that the City is not liable for claims which would be protected by such insurance. At any time while any contractor engaged in construction work shall be fully responsible therefor,the City shall not be required to carry insurance on the work being constructed if the contractor is required to carry appropriate insurance. All such policies shall be open to the inspection of the bondholders and their representatives at all reasonable times. (2) In lieu of obtaining policies for insurance as provided above, the City may self- insure against risks,accidents, claims or casualties described in clause (1) above. (3) The annual audit hereinafter required shall contain a section commenting on whether or not the City has complied with the requirements of this Section with respect to the maintenance of insurance, and listing the areas of insurance for which the City is self-insuring, all policies carried, and whether or not all insurance premiums upon the insurance policies to which reference is hereinbefore made have been paid. K. Audits. After the close of each Fiscal Year while any Debt is Outstanding,an audit will be made of the books and accounts relating to the System and the Net Revenues by the Accountant. Such annual audit reports shall be open to the inspection of the registered owners of Debt and their agents and representatives at all reasonable times. L. Governmental Agencies. It will comply with all of the terms and conditions of any and all franchises, permits and authorizations applicable to or necessary with respect to the System, and which have been obtained from any governmental agency; and the City has or will obtain and keep in full force and effect all franchises, permits, authorization and other requirements applicable to or necessary with respect to the acquisition,construction, equipment, operation and maintenance of the System. M. No Competition. To the extent it legally may, it will not grant any franchise or permit for the acquisition, construction or operation of any competing facilities which might be used as a substitute for the System's facilities, and,to the extent that it legally may,the City will prohibit any such competing facilities. N. Rights of Inspection. The Engineer or any registered owner of $100,000 in aggregate principal amount of the Debt then Outstanding shall have the right at all reasonable times to inspect the System and all records,accounts and data of the City relating thereto,and upon request the City shall furnish to an Engineer or such registered owner, as the case may be, such financial statements, reports and other information relating to the City and the System as an Engineer or such registered owner may from time to time reasonably request. 297963954.4 -3 6- SECTION 19. Issuance of Additional Senior Lien Obligations, Additional Subordinate Lien Obligations, and Inferior Lien Obligations. The City hereby expressly reserves the right to hereafter issue bonds, notes, warrants, certificates of obligation, or similar obligations, payable, wholly or in part, as appropriate,from and secured by a pledge of and lien on the Net Revenues of the System with the following priorities, without limitation as to principal amount, but subject to any terms, conditions, or restrictions applicable thereto under existing ordinances, laws, or otherwise: A. Additional Senior Lien Obligations, secured by and payable from the Senior Lien Pledged Revenues,which includes(primarily)a first and prior lien on and pledge of Net Revenues that is senior and superior to the lien there on and pledge thereof securing the repayment of the Subordinate Lien Obligations and any Inferior Lien Obligations, upon satisfying each of the following conditions precedent: (1) The City Manager (or other officer of the City then having the responsibility for the financial affairs of the City) shall have executed a certificate stating (i)that the City is not then in default as to any covenant, obligation or agreement contained in any ordinance or other proceeding relating to any obligations of the City payable from and secured by a lien on and pledge of the Net Revenues and (ii)that the amounts on deposit in all Funds or Accounts created and established for the payment and security of all Outstanding obligations payable from and secured by a lien on and pledge of the Net Revenues are the amounts then required to be deposited therein. Such certificate shall be dated on or before the date of delivery of such Additional Senior Lien Obligations, but such certificate shall not be dated prior to the date an ordinance is passed authorizing the issuance of such Additional Senior Lien Obligations. (2) Conditions Precedent for Issuance of Additional Senior Lien Obligations-Capital Improvements and for any other Lawful Purpose except for Capital Additions or for Refunding. The City covenants and agrees that Additional Senior Lien Obligations will not be issued for the purpose of financing Capital Improvements, or for any other lawful purpose (except for Capital Additions or for refunding,which are to be issued in accordance with the provisions of Subsection (3)of this Section and Section 20 hereof,respectively)unless and until the conditions precedent in Subsection (1) above have been satisfied and, in addition thereto, the City has secured a certification of the City Manager to the effect that, according to the books and records of the City, the Net Earnings (hereinafter defined) for the preceding Fiscal Year or for 12 consecutive months out of the 15 months immediately preceding the month the ordinance authorizing the Additional Senior Lien Obligations is adopted are at least equal to 1.15 times the Average Annual Debt Service Requirements for all then-Outstanding Senior Lien Obligations after giving effect to the Additional Senior Lien Obligations then proposed. The foregoing notwithstanding, the City covenants and agrees that Additional Senior Lien Obligations may not be issued for the purpose of financing Capital Improvements when other Outstanding Senior Lien Obligations which have been issued for the purpose of financing Capital Additions and for which capitalized interest for such other Senior Lien Obligations has been provided for at least the twelve months subsequent to the date of issuance of the Additional Senior Lien Obligations then proposed to be issued, unless the conditions precedent in Subsection(1) above have been satisfied and, in addition thereto,the City has either (1)complied with the relevant conditions in this Subsection as set forth above,or(2) if the relevant conditions of this Subsection (2) as set forth above cannot be satisfied, the City has satisfied the conditions precedent in Subsection(3)(1)and(ii) of this Section(but,for purposes of such clauses, the term Capital Improvements shall be substituted for the term Capital Additions where the term Capital Additions appears therein to the extent necessary to give recognition to the fact that Capital Improvements, rather than Capital Additions, are then to be financed) and has secured a certification of the City Manager to the effect that, according to the books and records of the City, the Net Earnings for the preceding Fiscal Year or for 12 consecutive months out of the 15 months 297963954.4 -3 7- immediately preceding the month the ordinance authorizing the Additional Senior Lien Obligations is adopted are at least equal to 1.15 times the Average Annual Debt Service Requirements for all then-Outstanding Senior Lien Obligations (other than Senior Lien Obligations issued for Capital Additions for which capitalized interest has been provided for at least the twelve months subsequent to the date of issuance of the Additional Senior Lien Obligations proposed to be issued)after giving effect to the Additional Senior Lien Obligations then proposed to be issued. (3) Conditions Precedent for Issuance of Additional Senior Lien Obligations-Capital Additions: Initial Issue. The City covenants and agrees that Additional Senior Lien Obligations will not be issued for the purpose of financing Capital Additions, unless the same conditions precedent specified in Subsection (1) above have been satisfied and, in addition thereto, either the relevant conditions precedent specified in Subsection (1) above are satisfied or, in the alternative, the City shall have obtained: (i) from an Engineer a comprehensive engineering report for each Capital Addition to be financed,which report shall(A) contain(1) detailed estimates of the cost of acquiring and constructing the Capital Addition, (2) the estimated date the acquisition and construction of the Capital Addition will be completed and commercially operative, and (3) a detailed analysis of the impact of the Capital Addition on the financial operations of the system for which the Capital Addition is to be integrated and to the System as a whole during the construction thereof and for at least five Fiscal Years after the date the Capital Addition becomes commercially operative,and(B)conclude that(1)the Capital Addition is necessary and will substantially increase the capacity, or is needed to replace existing facilities,to meet current and projected demands for the service or product to be provided thereby,and(2)the estimated cost of providing the service or product from the Capital Addition will be reasonable in comparison with projected costs for furnishing such service or product from other reasonably available sources; and(ii)a certificate of an Engineer to the effect that, based on an engineering report prepared thereby for each Capital Addition, the projected Net Earnings for each of the five Fiscal Years subsequent to the date the Capital Addition becomes commercially operative (as estimated in the engineering report)will be equal to at least 1.15 times the Average Annual Debt Service Requirements for the currently Outstanding Senior Lien Obligations or incurred and all Additional Senior Lien Obligations estimated to be issued, if any, for all Capital Improvements and for all Capital Additions then in progress or then being initiated, during the period from the date the first series of obligations for the Capital Additions is to be delivered through the fifth Fiscal Year subsequent to the date the Capital Addition is estimated to become commercially operative. (4) Completion Issues. Once a Capital Addition has been initiated by meeting the conditions precedent specified in Subsection(3)(1) and (ii) above and the initial Senior Lien Obligations issued therefor are delivered,the City reserves the right to issue Additional Senior Lien Obligations to finance the remaining costs of such Capital Addition in such amounts as may be necessary to complete the acquisition and construction thereof and make the same commercially operative without satisfaction of any condition precedent under Subsection(3)(1) and (ii) or Subsection (1) of this Section but subject to satisfaction of the following conditions precedent: (i)the City makes a forecast (the Forecast) of the operations of the System demonstrating the System's ability to pay all obligations, payable from the Net Revenues of the System to be Outstanding after the issuance of the Additional Senior Lien Obligations then being issued for the period (the Forecast Period) of each ensuing Fiscal Year through the fifth Fiscal Year subsequent to the latest estimated date such Capital Addition is expected to be commercially operative; and (ii) an Engineer reviews such Forecast and executes a certificate to the effect that(A) such Forecast is reasonable, and based thereon (and such other factors deemed to be relevant),the Net Revenues of the System will be adequate to pay all the obligations, payable from the Senior Lien Pledged Revenues of the System to be Outstanding after the issuance of the Additional Senior Lien Obligations then being issued for the Forecast Period and (B)the proceeds from the sale of such 297963954.4 -3 8- Additional Senior Lien Obligations are estimated to be sufficient to complete such acquisition and construction. (5) Computations;Reports. With reference to Senior Lien Obligations anticipated and estimated to be issued or incurred, the Average Annual Debt Service Requirements therefor shall be those reasonably estimated and computed by the City's Director of Finance and Procurement (or other officer of the City then having the primary responsibility for the financial affairs of the City) after giving effect to the receipt or anticipated receipt of a refundable tax credit or similar payment relating to any series of Senior Lien Obligations irrevocably designated as refundable tax credit bonds,which payment shall be treated as an offset to regularly scheduled debt service of the series of Senior Lien Obligations to which it relates. In the preparation of the engineering report required in Subsection(3)(1) above, an Engineer may rely on other experts or professionals, including those in the employment of the City, provided such engineering report discloses the extent of such reliance and concludes it is reasonable so to rely. In connection with the issuance of Senior Lien Obligations for Capital Additions, the certification of the City Manager and an Engineer,together with the engineering report for the initial issue and the Forecast for a subsequent issue, shall be conclusive evidence and the only evidence required to show compliance with the provisions and requirements and this clause of this Section. (6) Combination Issues. Senior Lien Obligations for Capital Additions may be combined in a single issue with Senior Lien Obligations for Capital Improvements or for any lawful purpose provided the conditions precedent set forth in Subsection(2)through(4)are complied with as the same relate to the appropriate purpose. (7) Definition of Net Earnings. As used in this Section, the term Net Earnings shall mean the Gross Revenues of the System after deducting the Operating Expenses of the System and those items identified in the SECOND level of priority in Section 12 hereof, but not expenditures which,under standard accounting practice, should be charged to capital expenditures. (8) Determination of Net Earnings. In making a determination of Net Earnings for any of the purposes described in this Section, the City Manager may take into consideration a change in the rates and charges for services and facilities afforded by the System that became effective at least 60 days prior to the last day of the period for which Net Earnings are determined and, for purposes of satisfying any of the Net Earnings test described above, make a pro forma determination of the Net Earnings of the System for the period of time covered by the City Manager's certification or opinion based on such change in rates and charges being in effect for the entire period covered by the City Manager's certificate or opinion. B. The City may issue Additional Subordinate Lien Obligations secured by a lien on and pledge of the Net Revenues of the System subordinate and inferior to the lien thereon and pledge thereof securing the Senior Lien Obligations and that is included in the Senior Lien Pledged Revenues, respectively, and senior and superior to the lien there on and pledge thereof securing the repayment of the Inferior Lien Obligations, on the terms and conditions desired by the City, subject only to the limitations imposed by applicable law and upon satisfying each of the conditions precedent contained in this Ordinance, and the Previously Issued Subordinate Lien Obligations. C. The City may issue Inferior Lien Obligations secured by a lien on and pledge of the Net Revenues of the System subordinate and inferior to the lien thereon and pledge thereof securing the Senior Lien Obligations and Subordinate Lien Obligations and that is included in the Senior Lien Pledged Revenues, respectively, on the terms and conditions desired by the City, 297963954.4 -3 9- subject only to the limitations imposed by applicable law and upon satisfying each of the conditions precedent contained in the ordinances authorizing the issuance of this Ordinance. SECTION 20. Refunding Bonds. The City reserves the right to issue refunding bonds to refund all or any part of the currently Outstanding Debt,pursuant to any applicable law then available,upon such terms and conditions as the City Council may deem to be in the best interest of the City, and if less than all such currently Outstanding Debt are refunded, the conditions precedent prescribed for the issuance of Additional Senior Lien Obligations set forth in Section 19 of this Ordinance shall be satisfied and the City Managers' certification required in Section 19 shall give effect to the Debt Service Requirements of the proposed refunding bonds (but shall not give effect to the Debt Service Requirements of the obligations being refunded following their cancellation or provision being made for their payment). SECTION 21. Issuance of Special Project Bonds. Nothing in this Ordinance shall be construed to deny the City the right and it shall retain the right to issue Special Project Bonds,provided,however,the City will not issue Special Project Bonds unless the City concludes, upon recommendation of the City Council, that (i)the plan for developing the Special Project is consistent with sound planning, (ii)the Special Project would not materially and adversely interfere with the operation of the System, (iii) the Special Project can be economically and efficiently operated and maintained, and (iv)the Special Project can be economically and efficiently utilized by the City to meet combined utility system requirements and the cost of such will be reasonable. SECTION 22. Security of Funds. All money on deposit in the funds or accounts for which this Ordinance makes provision(except any portion thereof as may be at any time properly invested as provided herein)shall be secured in the manner and to the fullest extent required by the laws of Texas for the security of public funds, and money on deposit in such Funds or accounts shall be used only for the purposes permitted by this Ordinance. SECTION 23. Remedies in Event of Default. In addition to all the rights and remedies provided by the laws of the State of Texas, the City covenants and agrees particularly that in the event the City (a) defaults in the payments to be made to the Bond Fund, or(b) defaults in the observance or performance of any other of the covenants, conditions, or obligations set forth in this Ordinance,the Holders of any of the Bonds shall be entitled to seek a writ of mandamus issued by a court of proper jurisdiction compelling and requiring the governing body of the City and other officers of the City to observe and perform any covenant,condition, or obligation prescribed in this Ordinance. No delay or omission to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver of any such default or acquiescence therein, and every such right and power may be exercised from time to time and as often as may be deemed expedient. The specific remedy herein provided shall be cumulative of all other existing remedies and the specification of such remedy shall not be deemed to be exclusive. SECTION 24. Notices to Holders Waiver. Wherever this Ordinance provides for notice to Holders of any event, such notice shall be sufficiently given (unless otherwise herein expressly provided) if in writing and sent by United States Mail, first-class postage prepaid,to the address of each Holder as it appears in the Security Register. In any case where notice to Holders is given by mail,neither the failure to mail such notice to any particular Holders, nor any defect in any notice so mailed, shall affect the sufficiency of such notice with respect to all other Holders. Where this Ordinance provides for notice in any manner, such notice may be waived in writing by the Holder entitled to receive such notice,either before or after the event with respect to which such notice is given,and such waiver shall be the equivalent of such notice. Waivers of notice by 297963954.4 -40- Holders shall be filed with the Paying Agent/Registrar,but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver. SECTION 25. Bonds Are Negotiable Instruments. Each of the Bonds authorized herein shall be deemed and construed to be a "security" and as such a negotiable instrument with the meaning of the Chapter 8 of the Texas Uniform Commercial Code. SECTION 26. Cancellation. All Bonds surrendered for payment,transfer,redemption,exchange, or replacement, if surrendered to the Paying Agent/Registrar, shall be promptly canceled by it and, if surrendered to the City, shall be delivered to the Paying Agent/Registrar and,if not already canceled, shall be promptly canceled by the Paying Agent/Registrar. The City may at any time deliver to the Paying Agent/Registrar for cancellation any Bonds previously certified or registered and delivered which the City may have acquired in any manner whatsoever, and all Bonds so delivered shall be promptly canceled by the Paying Agent/Registrar. All canceled Bonds held by the Paying Agent/Registrar shall be destroyed as directed by the City. SECTION 27. Mutilated, Destroyed, Lost, and Stolen Bonds. If (i)any mutilated Bond is surrendered to the Paying Agent/Registrar, or the City and the Paying Agent/Registrar receive evidence to their satisfaction of the destruction,loss,or theft of any Bond,and(ii)there is delivered to the City and the Paying Agent/Registrar such security or indemnity as may be required to save each of them harmless,then, in the absence of notice to the City or the Paying Agent/Registrar that such Bond has been acquired by a bona fide purchaser,the City shall execute and, upon its request,the Paying Agent/Registrar shall register and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost, or stolen Bond, a new Bond of the same Stated Maturity and interest rate and of like tenor and principal amount, bearing a number not contemporaneously Outstanding. In case any such mutilated, destroyed, lost, or stolen Bond has become or is about to become due and payable,the City in its discretion may, instead of issuing a new Bond,pay such Bond. Upon the issuance of any new Bond or payment in lieu thereof, under this Section, the City may require payment by the Holder of a sum sufficient to cover any tax or other governmental charge imposed in relation thereto and any other expenses(including attorney's fees and the fees and expenses of the Paying Agent/Registrar) connected therewith. Every new Bond issued pursuant to this Section in lieu of any mutilated, destroyed, lost, or stolen Bond shall constitute a replacement of the prior obligation of the City, whether or not the mutilated, destroyed, lost, or stolen Bond shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Ordinance equally and ratably with all other Outstanding Bonds. The provisions of this Section are exclusive and shall preclude(to the extent lawful)all other rights and remedies with respect to the replacement and payment of mutilated,destroyed, lost, or stolen Bonds. SECTION 28. Sale of Bonds — Official Statement Approval — Approval of Purchase Contract. The Bonds authorized by this Ordinance are hereby sold by the City to Morgan Stanley&Co. LLC, as the authorized representative of a group of underwriters (the Purchasers, and having all the rights, benefits, and obligations of a Holder) in accordance with the provisions of a Purchase Contract dated June 26, 2025 (the Purchase Contract) attached hereto as Exhibit B and incorporated herein by reference as a part of this Ordinance for all purposes. The pricing terms of the sale of the Bonds are hereby found and determined to be the most advantageous reasonably obtainable by the City. The Initial Bond shall be registered in the name of Morgan Stanley&Co. LLC. The Pricing Officer is hereby authorized and directed to execute the Purchase Contract for and on behalf of the City and as the act and deed of the City Council, and in regard to the approval and execution of the Purchase Contract, the City Council hereby finds, determines and 297963954.4 -41- declares that the representations,warranties,and agreements of the City contained in the Purchase Contract are true and correct in all material respects and shall be honored by the City. Delivery of the Bonds to the Purchasers shall occur as soon as practicable after the adoption of this Ordinance,upon payment therefor in accordance with the terms of the Purchase Contract. Furthermore, the City hereby ratifies, confirms, and approves in all respects (i)the City's prior determination that the Preliminary Official Statement was,as of its date,"deemed final"in accordance with the Rule (hereinafter defined) and (ii)the use and distribution of the Preliminary Official Statement by the Purchasers in connection with the public offering and sale of the Bonds. The final Official Statement,being a modification and amendment of the Preliminary Official Statement to reflect the terms of sale (together with such changes approved by an Authorized Official), shall be and is hereby in all respects approved and the Purchasers are hereby authorized to use and distribute the final Official Statement,dated June 26,2025, in the reoffering, sale and delivery of the Bonds to the public. The Mayor and/or City Secretary are further authorized and directed to manually execute and deliver for and on behalf of the City copies of the Official Statement in final form as may be required by the Purchasers,and such final Official Statement in the form and content manually executed by said officials shall be deemed to be approved by the City Council and constitute the Official Statement authorized for distribution and use by the Purchasers. Proceeds from the sale of the Bonds shall be applied as follows: A. The Issuer received a [net] reoffering premium from the sale of the Bonds of$ of which$ is attributable to the new money portion of the Bonds(the New Money Premium)and$ is attributable to the refunding portion of the Bonds (the Refunding Premium). (1) The New Money Premium is hereby allocated by the Issuer in the following manner: (i) $ shall be used to pay costs of issuance; (ii) $ shall be used to pay the Purchasers' discount; (iii) $ , representing the rounding amount, shall be deposited into the Bond Fund,and(iv) $ shall be deposited into the special construction account or accounts as described in subsection B below; and (2) The Refunding Premium is hereby allocated by the Issuer in the following manner: (i) $ shall be used to pay costs of issuance; (ii) $ shall be used to pay the Purchasers' discount;and(iii)$ shall be deposited into the Escrow Fund as described in Section 30 below. B. $ (representing $ of principal and $ of the [net] reoffering premium as described in subsection A above) shall be deposited into the special construction account or accounts created for the projects to be constructed with the Bond proceeds. This special construction account shall be established and maintained at the Depository and shall be invested in accordance with the provisions of Section 17 of this Ordinance. Interest earned on the proceeds of the Bonds pending completion of the projects financed with such proceeds shall be accounted for, maintained, deposited, and expended as permitted by the provisions of Chapter 1201, as amended, Texas Government Code, or as required by any other applicable law. Thereafter, such amounts shall be expended in accordance with Section 13. C. $ (representing $ of principal and $ of the [net] reoffering premium as described in subsection A above) shall be deposited with the Escrow Agent for application and disbursement in accordance with the provisions of the Agreement(hereinafter defined),as the case may be, in such amounts as provided in the applicable Approval Certificate. The proceeds of sale of the Bonds not so deposited with the paying agent/registrar for the Refunded Obligations shall be deposited into the construction account for the new money portion of the Bonds, shall be disbursed for payment of costs of issuance, or deposited in the Bond Fund for the Bonds, all in accordance with written instructions from an Authorized Official. Amounts held in the interest and sinking fund for the Refunded Obligations and not 297963954.4 -42- used as part of the City's contribution with the paying agent/registrar for the Refunded Obligations, if any, shall be deposited into the Bond Fund and used to pay principal on the Bonds. This construction account shall be established and maintained at the Depository and shall be invested in accordance with the provisions of Section 17 of this Ordinance. Interest earned on the proceeds of the Bonds pending completion of the projects financed with such proceeds shall be accounted for,maintained, deposited, and expended as permitted by the provisions of Chapter 1201, as amended, Texas Government Code, or as required by any other applicable law. Thereafter, such amounts shall be expended in accordance with Section 13. Additionally,the Pricing Officer shall determine the amount,if any,of any City contribution to the refunding from moneys on deposit in the interest and sinking fund(s) maintained for the payment of the Refunded Obligations, as provided in the applicable Pricing Certificate. SECTION 29. Reserved. SECTION 30. Escrow and Trust Agreement - Approval and Execution. The Escrow and Trust Agreement dated as of June 17, 2025 (the Agreement) by and between the City and BOKF, NA, Dallas, Texas (the Escrow Agent), attached hereto as Exhibit C and incorporated herein by reference as a part of this Order for all purposes,is hereby approved as to form and content, and such Agreement in substantially the form and substance attached hereto, together with such changes or revisions as may be necessary to accomplish the refunding or benefit the City,is hereby authorized to be executed by an Authorized Official for and on behalf of the City and as the act and deed of this City Council; and such Agreement as executed by said officials shall be deemed approved by the City Council and constitute the Agreement herein approved. Furthermore, the Authorized Official and Bond Counsel, in cooperation with the Escrow Agent, are hereby authorized and directed to make the necessary arrangements for the purchase of the Escrowed Securities, if any, referenced in the Agreement and the delivery thereof to the Escrow Agent on the day of delivery of the Bonds to the Purchasers for deposit to the credit of the "CITY OF CORPUS CHRISTI, TEXAS SENIOR LIEN REVENUE IMPROVEMENT AND REFUNDING BONDS, SERIES 2025 ESCROW FUND" (the Escrow Fund, including the execution of the subscription forms, if any, for the purchase and issuance of the "United States Treasury Securities - State and Local Government Series"for deposit to the Escrow Fund; all as contemplated and provided by the provisions of the Act,this Ordinance, and the Agreement. SECTION 31. Redemption of Refunded Obligations. The Refunded Obligations referenced in the preamble hereof become subject to redemption prior to their stated maturities at the price of par and accrued interest to their respective date of redemption. The City shall give written notice to the paying agent/registrar for the Refunded Obligations that the Refunded Obligations have been called for redemption, and the City Council orders that such obligations are called for redemption on the redemption dates set forth on Schedule I attached hereto, and such order to redeem the Refunded Obligations on such date shall be irrevocable upon the delivery of the Bonds. A copy of the notice of redemption pertaining to each series of the Refunded Obligations is attached to this Ordinance as Exhibit D and is incorporated herein by reference for all purposes. The paying agent/registrar for the Refunded Obligations is authorized and instructed to provide notice of this redemption to the holders of the Refunded Obligations in the form and manner described in the City ordinance authorizing the issuance of the respective series of Refunded Obligations. 297963954.4 -43- SECTION 32. Covenants to Maintain Tax—Exempt Status. A. Definitions. When used in this Section, the following terms have the following meanings: Code means the Internal Revenue Code of 1986, as amended by all legislation, if any, effective on or before the Closing Date. Computation Date has the meaning set forth in Section 1.148-1(b) of the Regulations. Gross Proceeds means any proceeds as defined in Section 1.148-1(b) of the Regulations, and any replacement proceeds as defined in Section 1.148-1(c) of the Regulations, of the Bonds. Investment has the meaning set forth in Section 1.148-1(b) of the Regulations. Nonpurposelnvestmentmeans any investment property,as defined in section 148(b)of the Code, in which Gross Proceeds of the Bonds are invested and which is not acquired to carry out the governmental purposes of the Bonds. Rebate Amount has the meaning set forth in Section 1.148-1(b) of the Regulations. Regulations means any proposed, temporary, or final Income Tax Regulations issued pursuant to sections 103 and 141 through 150 of the Code, and 103 of the Internal Revenue Code of 1954, which are applicable to the Bonds. Any reference to any specific Regulation shall also mean, as appropriate, any proposed, temporary or final Income Tax Regulation designed to supplement,amend or replace the specific Regulation referenced. Yield of (1) any Investment has the meaning set forth in Section 1.148-5 of the Regulations; and (2) the Bonds means the yield on the Bonds,calculated in the manner set forth in Section 1.148-4 of the Regulations. B. Not to Cause Interest to Become Taxable. The City shall not use, permit the use of, or omit to use Gross Proceeds or any other amounts (or any property the acquisition, construction or improvement of which is to be financed or refinanced directly or indirectly with Gross Proceeds) in a manner which if made or omitted, respectively, would cause the interest on any Bond to become includable in the gross income, as defined in section 61 of the Code, of the owner thereof for federal income tax purposes. Without limiting the generality of the foregoing, unless and until the City receives a written opinion of counsel nationally recognized in the field of municipal bond law to the effect that failure to comply with such covenant will not adversely affect the exemption from federal income tax of the interest on any Bond, the City shall comply with each of the specific covenants in this Section. C. No Private Use or Private Payments. Except to the extent it will not cause the Bonds to become "private activity bonds" within the meaning of section 141 of the Code and the 297963954.4 -44- Regulations and rulings thereunder, the City shall at all times prior to the last Stated Maturity of Bonds: (1) exclusively own, operate and possess all property the acquisition, construction or improvement of which is to be financed or refinanced directly or indirectly with Gross Proceeds of the Bonds(including property financed with Gross Proceeds of the Refunded Obligations),and not use or permit the use of such Gross Proceeds (including all contractual arrangements with terms different than those applicable to the general public) or any property acquired, constructed or improved with such Gross Proceeds in any activity carried on by any person or entity (including the United States or any agency,department and instrumentality thereof) other than a state or local government,unless such use is solely as a member of the general public; and (2) not directly or indirectly impose or accept any charge or other payment by any person or entity who is treated as using Gross Proceeds of the Bonds or any property the acquisition, construction or improvement of which is to be financed or refinanced directly or indirectly with such Gross Proceeds, other than taxes of general application within the City or interest earned on investments acquired with such Gross Proceeds pending application for their intended purposes. D. No Private Loan. Except to the extent it will not cause the Bonds to become "private activity bonds" within the meaning of section 141 of the Code and the Regulations and rulings thereunder,the City shall not use Gross Proceeds of the Bonds(including property financed with Gross Proceeds of the Refunded Obligations),to make or finance loans to any person or entity other than a state or local government. For purposes of the foregoing covenant, such Gross Proceeds are considered to be "loaned" to a person or entity if: (1) property acquired, constructed or improved with such Gross Proceeds is sold or leased to such person or entity in a transaction which creates a debt for federal income tax purposes; (2) capacity in or service from such property is committed to such person or entity under a take-or-pay, output or similar contract or arrangement; or(3)indirect benefits, or burdens and benefits of ownership, of such Gross Proceeds or any property acquired, constructed or improved with such Gross Proceeds are otherwise transferred in a transaction which is the economic equivalent of a loan. E. Not to Invest at Higher Yield. Except to the extent it will not cause the Bonds to become"arbitrage bonds" within the meaning of section 148 of the Code and the Regulations and rulings thereunder, the City shall not at any time prior to the final Stated Maturity of the Bonds directly or indirectly invest Gross Proceeds in any Investment, if as a result of such investment the Yield of any Investment acquired with Gross Proceeds, whether then held or previously disposed of, materially exceeds the Yield of the Bonds. F. Not Federally Guaranteed. Except to the extent permitted by section 149(b) of the Code and the Regulations and rulings thereunder,the City shall not take or omit to take any action 297963954.4 -45- which would cause the Bonds to be federally guaranteed within the meaning of section 149(b) of the Code and the Regulations and rulings thereunder. G. Information Report. The City shall timely file the information required by section 149(e) of the Code with the Secretary of the Treasury on Form 8038-G or such other form and in such place as the Secretary may prescribe. H. Rebate of Arbitrage Profits. Except to the extent otherwise provided in section 148(f) of the Code and the Regulations and rulings thereunder: (1) The City shall account for all Gross Proceeds (including all receipts, expenditures and investments thereof) on its books of account separately and apart from all other funds (and receipts,expenditures and investments thereof)and shall retain all records of accounting for at least six years after the day on which the last Outstanding Bond is discharged. However,to the extent permitted by law,the City may commingle Gross Proceeds of the Bonds with other money of the City,provided that the City separately accounts for each receipt and expenditure of Gross Proceeds and the obligations acquired therewith. (2) Not less frequently than each Computation Date,the City shall calculate the Rebate Amount in accordance with rules set forth in section 148(f) of the Code and the Regulations and rulings thereunder. The City shall maintain such calculations with its official transcript of proceedings relating to the issuance of the Bonds until six years after the final Computation Date. (3) As additional consideration for the purchase of the Bonds by the Purchasers and the loan of the money represented thereby and in order to induce such purchase by measures designed to insure the excludability of the interest thereon from the gross income of the owners thereof for federal income tax purposes, the City shall pay to the United States out of the Bond Fund or its general fund, as permitted by applicable Texas statute, regulation or opinion of the Attorney General of the State of Texas,the amount that when added to the future value of previous rebate payments made for the Bonds equals (i) in the case of a Final Computation Date as defined in Section 1.148-3(e)(2)of the Regulations, one hundred percent(100%)of the Rebate Amount on such date; and (ii) in the case of any other Computation Date, ninety percent(90%) of the Rebate Amount on such date. In all cases, the rebate payments shall be made at the times, in the installments,to the place and in the manner as is or may be required by section 148(f)of the Code and the Regulations and rulings thereunder, and shall be accompanied by Form 8038-T or such other forms and information as is or may be required by section 148(f) of the Code and the Regulations and rulings thereunder. (4) The City shall exercise reasonable diligence to assure that no errors are made in the calculations and payments required by paragraphs (2) and (3), and if an error is made, to discover and promptly correct such error within a reasonable amount of time thereafter(and in all events within one hundred eighty(180)days after discovery of the error),including payment to the United States of any additional Rebate Amount owed to it, interest thereon, and any penalty imposed under Section 1.148-3(h) of the Regulations. I. Not to Divert Arbitrage Profits. Except to the extent permitted by section 148 of the Code and the Regulations and rulings thereunder, the City shall not, at any time prior to the earlier of the Stated Maturity or final payment of the Bonds, enter into any transaction that reduces the amount required to be paid to the United States pursuant to Subsection H of this Section because such transaction results in a smaller profit or a larger loss than would have resulted if the 297963954.4 -46- transaction had been at arm's length and had the Yield of the Bonds not been relevant to either party. J. Bonds Not Hedge Bonds. (1) At the time the original bonds refunded by the Bonds were issued, the City reasonably expected to spend at least 85% of the spendable proceeds of such bonds within three years after such bonds were issued. (2) Not more than 50% of the proceeds of the original bonds refunded by the Bonds were invested in Nonpurpose Investments having a substantially guaranteed Yield for a period of four(4)years or more. K. Current Refunding of the Refunded Obligations. The Bonds are issued, in part, to refund the Refunded Obligations, and the Bonds will be issued, and certain proceeds thereof used, within 90 days after the Closing Date for the redemption of the Refunded Obligations. In the issuance of the Bonds, the City has employed no"device" to obtain a material financial advantage (based on arbitrage), within the meaning of section 149(d)(4) of the Code, apart from savings attributable to lower interest rates. The City has complied with the covenants,representations, and warranties contained in the documents executed in connection with the issuance of the Refunded Obligations. Accordingly, the City expects to invest the Bond proceeds to be used to refund the Refunded Obligations without regard to Yield restrictions. L. Elections. The City hereby directs and authorizes the Authorized Official to make elections permitted or required pursuant to the provisions of the Code or the Regulations, as they deem necessary or appropriate in connection with the Bonds,in the Certificate as to Tax Exemption or similar or other appropriate certificate, form or document. Such elections shall be deemed to be made on the Closing Date. SECTION 33. Control and Custody of Bonds. The Mayor shall be and is hereby authorized to take and have charge of all necessary orders and records pending investigation by the Attorney General of the State of Texas and shall take and have charge and control of the Bonds pending their approval by the Attorney General of the State of Texas,the registration thereof by the Comptroller of Public Accounts of the State of Texas and the delivery of the Bonds to the Purchasers. Furthermore, each Authorized Official is hereby authorized and directed to furnish and execute such documents relating to the City and its financial affairs as may be necessary for the issuance of the Bonds,the approval of the Attorney General and their registration by the Comptroller of Public Accounts and, together with the City's Bond Counsel and the Paying Agent/Registrar, make the necessary arrangements for the delivery of the Initial Bond to the Purchasers. SECTION 34. Satisfaction of Obligation of City.If the City shall pay or cause to be paid,or there shall otherwise be paid to the Holders,the principal of, premium, if any, and interest on the Bonds, at the times and in the manner stipulated in this Ordinance, then the lien on and pledge of Senior Lien Pledged Revenues made under this Ordinance and all covenants, agreements, and other obligations of the City to the Holders shall thereupon cease,terminate, and be discharged and satisfied. The Bonds, or any principal amount(s) thereof, shall be deemed to have been paid within the meaning and with the effect expressed above in this Section when: (i)money sufficient to pay in full such Bonds or the principal amount(s) thereof at Stated Maturity or to the redemption date therefor, together 297963954.4 -47- with all interest due thereon, shall have been irrevocably deposited with and held in trust by the Paying Agent/Registrar, or an authorized escrow agent; and/or (ii) Government Securities shall have been irrevocably deposited in trust with the Paying Agent/Registrar, or an authorized escrow agent, which Government Securities mature as to principal and interest in such amounts and at such times as will insure the availability, without reinvestment, of sufficient money,together with any money deposited therewith, if any,to pay when due the principal of and interest on such Bonds, or the principal amount(s)thereof, on and prior to the Stated Maturity thereof or (if notice of redemption has been duly given or waived or if irrevocable arrangements therefor acceptable to the Paying Agent/Registrar have been made) the redemption date thereof. In the event of a defeasance of the Bonds,the City shall deliver a certificate from its financial advisor,the Paying Agent/Registrar,an independent accounting firm,or another qualified third party concerning the deposit of cash and/or Government Securities to pay, when due, the principal of, redemption premium (if any), and interest due on any defeased Bonds. To the extent applicable, if at all, the City covenants that no deposit of money or Government Securities will be made under this Section and no use made of any such deposit which would cause the Bonds to be treated as arbitrage bonds within the meaning of section 148 of the Code (as defined in Section 32 hereof). Any money so deposited with the Paying Agent/Registrar, and all income from Government Securities held in trust by the Paying Agent/Registrar, or an authorized escrow agent, pursuant to this Section which is not required for the payment of the Bonds, or any principal amount(s)thereof, or interest thereon with respect to which such money has been so deposited shall be remitted to the City or deposited as directed by the City. Furthermore, any money held by the Paying Agent/Registrar for the payment of the principal of and interest on the Bonds and remaining unclaimed for a period of three (3)years after the Stated Maturity,or applicable redemption date,of the Bonds such money was deposited and is held in trust to pay shall upon the request of the City be remitted to the City against a written receipt therefor, subject to the unclaimed property laws of the State of Texas. Notwithstanding any other provision of this Ordinance to the contrary, it is hereby provided that any determination not to redeem defeased Bonds that is made in conjunction with the payment arrangements specified in subsection (i) or (ii) above shall not be irrevocable, provided that: (1) in the proceedings providing for such defeasance, the City expressly reserves the right to call the defeased Bonds for redemption;(2)gives notice ofthe reservation of that right to the owners of the defeased Bonds immediately following the defeasance; (3) directs that notice of the reservation be included in any redemption notices that it authorizes; and (4) at the time of the redemption, satisfies the conditions of(i) or (ii) above with respect to such defeased debt as though it was being defeased at the time of the exercise of the option to redeem the defeased Bonds, after taking the redemption into account in determining the sufficiency of the provisions made for the payment of the defeased Bonds. SECTION 35. Ordinance a Contract;Amendments -Outstanding Bonds. The City acknowledges that the covenants and obligations of the City herein contained are a material inducement to the purchase of the Bonds. This Ordinance shall constitute a contract with the Holders from time to time,binding on the City and its successors and assigns,and it shall not be amended or repealed by the City so long as any Bond remains Outstanding except as permitted in this Section. The City may,without the consent of or notice to any Holders,from time to time and at any time,amend this Ordinance in any manner not detrimental to the interests of the Holders,including the curing of any ambiguity,inconsistency,or formal defect or omission herein. In addition, the City may, with the written consent of Holders holding a majority in aggregate principal amount of the Bonds then Outstanding affected thereby, amend, add to, or rescind any of the provisions of this Ordinance; provided that, without the consent of all Holders of Outstanding Bonds, no such amendment, addition, or rescission shall (1) extend the time or times of payment of the principal of and interest on the Bonds,reduce the principal amount thereof,the redemption price therefor,or the rate of interest thereon, or in any other way modify the terms of payment of the principal of or interest on the 297963954.4 -48- Bonds, (2)give any preference to any Bond over any other Bond, or (3) reduce the aggregate principal amount of Bonds required for consent to any such amendment, addition, or rescission. SECTION 36. Printed Opinion. The Purchasers' obligation to accept delivery of the Bonds is subject to their being furnished a final opinion of Norton Rose Fulbright US LLP, as Bond Counsel, approving certain legal matters as to the Bonds, said opinion to be dated and delivered as of the date of initial delivery and payment for such Bonds. Printing of a true and correct copy of said opinion on the reverse side of each of said Bonds, with appropriate certificate pertaining thereto executed by facsimile signature of the City's Secretary is hereby approved and authorized. SECTION 37. CUSIP Numbers. CUSIP numbers may be printed or typed on the definitive Bonds. It is expressly provided,however,that the presence or absence of CUSIP numbers on the definitive Bonds shall be of no significance or effect as regards the legality thereof,and neither the City nor attorneys approving said Bonds as to legality are to be held responsible for CUSIP numbers incorrectly printed or typed on the definitive Bonds. SECTION 38. Effect of Headings. The Section headings herein are for convenience only and shall not affect the construction hereof. SECTION 39. Benefits of Ordinance. Nothing in this Ordinance, expressed or implied, is intended or shall be construed to confer upon any person other than the City, Bond Counsel, Paying Agent/Registrar,and the Holders,any right, remedy,or claim,legal or equitable,under or by reason of this Ordinance or any provision hereof,this Ordinance and all its provisions being intended to be and being for the sole and exclusive benefit of the City, Bond Counsel, Financial Advisors,the Paying Agent/Registrar, and the Holders. SECTION 40. Inconsistent Provisions. All resolutions and ordinances, or parts thereof, which are in conflict or inconsistent with any provision of this Ordinance are hereby repealed to the extent of such conflict, and the provisions of this Ordinance shall be and remain controlling as to the matters resolved herein. SECTION 41. Governing Law. This Ordinance shall be construed and enforced in accordance with the laws of the State of Texas and the United States of America. SECTION 42. Severability. If any provision of this Ordinance or the application thereof to any person or circumstance shall be held to be invalid,the remainder of this Ordinance and the application of such provision to other persons and circumstances shall nevertheless be valid,and the City Council hereby declares that this Ordinance would have been enacted without such invalid provision. SECTION 43. Incorporation of Preamble Recitals. The recitals contained in the preamble hereof are hereby found to be true,and such recitals are hereby made apart of this Ordinance for all purposes and are adopted as a part of the judgment and findings of the City Council. SECTION 44. Authorization of Paying Agent/Registrar Agreement. The City Council hereby finds and determines that it is in the best interest of the City to authorize the execution of a Paying Agent/Registrar Agreement concerning the payment, exchange, and transferability of the Bonds. A copy of the Paying Agent/Registrar Agreement is attached hereto, in substantially final form, as Exhibit A and is incorporated by reference to the provisions of this Ordinance. SECTION 45. Public Meeting. It is officially found, determined, and declared that the meeting at which this Ordinance is adopted was open to the public and public notice of the time,place, and subject 297963954.4 -49- matter of the public business to be considered at such meeting, including this Ordinance,was given, all as required by Chapter 551, as amended, Texas Government Code. SECTION 46. Continuing Disclosure of Information. A. Definitions. As used in this Section, the following terms have the meanings ascribed to such terms below: EMMA means the MSRB's Electronic Municipal Market Access system,accessible by the general public, without charge, on the internet through the uniform resource locator (URL) http://www.emma.msrb.org. Financial Obligation means a (a) debt obligation; (b) derivative instrument entered into in connection with, or pledged as security or a source of payment for, an existing or planned debt obligation; or(c)guarantee of a debt obligation or any such derivative instrument;provided that"financial obligation" shall not include municipal securities (as defined in the Securities Exchange Act of 1934, as amended) as to which a final official statement(as defined in the Rule)has been provided to the MSRB consistent with the Rule. MSRB means the Municipal Securities Rulemaking Board. Rule means SEC Rule 15c2-12, as amended from time to time. .SEC means the United States Securities and Exchange Commission. Undertaking means the City's continuing disclosure undertaking, described in subsections B through F below, hereunder accepted and entered into by the City for the purpose of compliance with the Rule. B. Annual Reports. The City shall file annually with the MSRB, (1)within six months after the end of each Fiscal Year of the City ending in or after 2025, financial information and operating data with respect to the System of the general type included in the final Official Statement authorized by Section 28 of this Ordinance,being the information described in Exhibit E hereto, and (2) if not provided as part such financial information and operating data, audited financial statements of the City, when and if available. Any financial statements so to be provided shall be(i)prepared in accordance with the accounting principles described in Exhibit E hereto, or such other accounting principles as the City may be required to employ from time to time pursuant to state law or regulation, and (ii) audited, if the City commissions an audit of such financial statements and the audit is completed within the period during which they must be provided. If the audit of such financial statements is not complete within such period, then the City shall file unaudited financial statements within such period and audited financial statements for the applicable Fiscal Year to the MSRB, when and if the audit report on such statements becomes available. If the City changes its Fiscal Year, it will file notice thereof with the MSRB of the change (and of the date of the new Fiscal Year end) prior to the next date by which the City otherwise would be required to provide financial information and operating data pursuant to this Section. 297963954.4 -50- C. Notice of Certain Events. The City shall file notice of any of the following events with respect to the Bonds to the MSRB in a timely manner and not more than 10 business days after occurrence of the event: (1) Principal and interest payment delinquencies; (2) Non-payment related defaults,if material; (3) Unscheduled draws on debt service reserves reflecting financial difficulties; (4) Unscheduled draws on credit enhancements reflecting financial difficulties; (5) Substitution of credit or liquidity providers,or their failure to perform; (6) Adverse tax opinions,the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB), or other material notices or determinations with respect to the tax status of the Bonds, or other material events affecting the tax status of the Bonds; (7) Modifications to rights of Holders of the Bonds,if material; (8) Bond calls,if material, and tender offers; (9) Defeasances; (10) Release, substitution, or sale of property securing repayment of the Bonds, if material; (11) Rating changes; (12) Bankruptcy, insolvency, receivership, or similar event of the City, which shall occur as described below; (13) The consummation of a merger,consolidation,or acquisition involving the City or the sale of all or substantially all of its assets, other than in the ordinary course of business, the entry into of a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions,other than pursuant to its terms,if material; (14) Appointment of a successor or additional Paying Agent/Registrar or the change of name of a Paying Agent/Registrar, if material; (15) Incurrence of a Financial Obligation of the City, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a Financial Obligation of the City, any of which affect security holders,if material; and (16) Default, event of acceleration,termination event, modification of terms, or other similar events under the terms of a Financial Obligation of the City, any of which reflect financial difficulties. For these purposes, (a) any event described in the immediately preceding paragraph (12) is considered to occur when any of the following occur: the appointment of a receiver,fiscal agent,or similar 297963954.4 -51- officer for the City in a proceeding under the United States Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the City, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement, or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the City, and (b) the City intends the words used in the immediately preceding paragraphs (15) and (16) and the definition of Financial Obligation in this Section to have the same meanings as when they are used in the Rule, as evidenced by SEC Release No. 34-83885, dated August 20, 2018. The City shall file notice with the MSRB, in a timely manner, of any failure by the City to provide financial information or operating data in accordance with this Section by the time required by this Section. D. Limitations,Disclaimers, and Amendments. The City shall be obligated to observe and perform the covenants specified in this Section for so long as, but only for so long as, the City remains an "obligated person" with respect to the Bonds within the meaning of the Rule, except that the City in any event will give notice of any deposit that causes the Bonds to be no longer Outstanding. The provisions of this Section are for the sole benefit of the Holders and beneficial owners of the Bonds,and nothing in this Section,express or implied,shall give any benefit or any legal or equitable right, remedy, or claim hereunder to any other person. The City undertakes to provide only the financial information, operating data, financial statements, and notices which it has expressly agreed to provide pursuant to this Section and does not hereby undertake to provide any other information that may be relevant or material to a complete presentation of the City's financial results, condition, or prospects or hereby undertake to update any information provided in accordance with this Section or otherwise, except as expressly provided herein. The City does not make any representation or warranty concerning such information or its usefulness to a decision to invest in or sell Bonds at any future date. UNDER NO CIRCUMSTANCES SHALL THE CITY BE LIABLE TO THE HOLDER OR BENEFICIAL OWNER OF ANY BOND OR ANY OTHER PERSON, IN CONTRACT OR TORT,FOR DAMAGES RESULTING IN WHOLE OR IN PART FROM ANY BREACH BY THE CITY,WHETHER NEGLIGENT OR WITH OR WITHOUT FAULT ON ITS PART, OF ANY COVENANT SPECIFIED IN THIS SECTION,BUT EVERY RIGHT AND REMEDY OF ANY SUCH PERSON,IN CONTRACT OR TORT, FOR OR ON ACCOUNT OF ANY SUCH BREACH SHALL BE LIMITED TO AN ACTION FOR MANDAMUS OR SPECIFIC PERFORMANCE. No default by the City in observing or performing its obligations under this Section shall constitute a breach of or default under this Ordinance for purposes of any other provision of this Ordinance. Nothing in this Section is intended or shall act to disclaim, waive, or otherwise limit the duties of the City under federal and state securities laws. The provisions of this Section may be amended by the City from time to time to adapt to changed circumstances that arise from a change in legal requirements, a change in law, or a change in the identity, nature,status,or type of operations of the City,but only if(1)the provisions of this Section,as so amended, would have permitted an underwriter to purchase or sell Bonds in the primary offering of the Bonds in compliance with the Rule,taking into account any amendments or interpretations of the Rule to the date of such amendment, as well as such changed circumstances, and (2) either (a)the Holders of a majority in aggregate principal amount(or any greater amount required by any other provision of this Ordinance that 297963954.4 -52- authorizes such an amendment) of the Outstanding Bonds consent to such amendment or(b) a person that is unaffiliated with the City(such as nationally recognized bond counsel)determines that such amendment will not materially impair the interests of the Holders and beneficial owners of the Bonds. The City may also repeal or amend the provisions of this Section if the SEC amends or repeals the applicable provisions of the Rule or any court of final jurisdiction enters judgment that such provisions of the Rule are invalid, and the City also may amend the provisions of this Section in its discretion in any other manner or circumstance,but in either case only if and to the extent that the provisions of this sentence would not have prevented an underwriter from lawfully purchasing or selling Bonds in the primary offering of the Bonds, giving effect to (a) such provisions as so amended and (b) any amendments or interpretations of the Rule. If the City so amends the provisions of this Section, the City shall include with any amended financial information or operating data next provided in accordance with this Section an explanation, in narrative form,of the reasons for the amendment and of the impact of any change in the type of financial information or operating data so provided. E. Information Format— Incorporation by Reference. The City information required under this Section shall be filed with the MSRB through EMMA in such format and accompanied by such identifying information as may be specified from time to time thereby. Under the current rules of the MSRB, continuing disclosure documents submitted to EMMA must be in word- searchable portable document format (PDF) files that permit the document to be saved, viewed, printed, and retransmitted by electronic means and the series of obligations to which such continuing disclosure documents relate must be identified by CUSIP number or numbers. Financial information and operating data to be provided pursuant to this Section may be set forth in full in one or more documents or may be included by specific reference to any document(including an official statement or other offering document) available to the public through EMMA or filed with the United States Securities and Exchange Commission. F. General Policies and Procedures Concerning Compliance with the Rule. Because the issuance of the Bonds is subject to the provisions of the Rule and because the potential "underwriters"in a negotiated sale of the Bonds or the initial purchasers in a competitive sale of the Bonds may be subject to MSRB rules and regulations with respect to such sale (including certain due diligence and suitability requirements, among others), the City hereby adopts the General Policies and Procedures Concerning Compliance with the Rule (the Policies and Procedures), attached hereto as Exhibit G, with which the City shall follow to assure compliance with the Undertaking. The City has developed these Policies and Procedures for the purpose of meeting its requirements of the Undertaking and, in connection therewith, has sought the guidance from its internal staff charged with administering the City's financial affairs, its municipal or financial advisors, its legal counsel (including its Bond Counsel), and its independent accountants (to the extent determined to be necessary or advisable). The Policies and Procedures can be amended at the sole discretion of the City and any such amendment will not be deemed to be an amendment to the Undertaking. Each Authorized Official is hereby authorized to amend the Policies and Procedures as a result of a change in law,a future issuance of indebtedness subject to the Rule, or another purpose determined by the Authorized Official to be necessary or desirable for or with respect to future compliance with the Undertaking. SECTION 47. Book-Entry Only System. The Bonds initially shall be registered so as to participate in a securities depository system (the DTC System) with the Depository Trust Company, New York, New York, or any successor entity thereto (DTC), as set forth herein. Each Stated Maturity of the Bonds shall be issued (following cancellation of the Initial Bond described in Section 7) in the form of a separate single definitive Bond. Upon issuance,the ownership of each such Bond shall be registered in the name of Cede & Co., as the nominee of DTC, and all of the Outstanding Bonds shall be registered in the 297963954.4 -5 3- name of Cede & Co., as the nominee of DTC. The City and the Paying Agent/Registrar are authorized to execute, deliver, and take the actions set forth in such letters to or agreements with DTC as shall be necessary to effectuate the DTC System, including the Letter of Representations attached hereto as Exhibit F(the Representation Letter). With respect to the Bonds registered in the name of Cede &Co.,as nominee of DTC,the City and the Paying Agent/Registrar shall have no responsibility or obligation to any broker-dealer, bank, or other financial institution for which DTC holds the Bonds from time to time as securities depository(a Depository Participant) or to any person on behalf of whom such a Depository Participant holds an interest in the Bonds (an Indirect Participant). Without limiting the immediately preceding sentence, the City and the Paying Agent/Registrar shall have no responsibility or obligation with respect to (i)the accuracy of the records of DTC, Cede & Co., or any Depository Participant with respect to any ownership interest in the Bonds, (ii)the delivery to any Depository Participant or any other person, other than a registered owner of the Bonds,as shown on the Security Register,of any notice with respect to the Bonds,including any notice of redemption, or (iii)the delivery to any Depository Participant or any Indirect Participant or any other Person, other than a Holder of a Bond, of any amount with respect to principal of, premium, if any, or interest on the Bonds. While in the DTC System, no person other than Cede & Co., or any successor thereto, as nominee for DTC, shall receive a bond certificate evidencing the obligation of the City to make payments of principal,premium,if any, and interest pursuant to this Ordinance. Upon delivery by DTC to the Paying Agent/Registrar of written notice to the effect that DTC has determined to substitute a new nominee in place of Cede & Co., and subject to the provisions in this Ordinance with respect to interest checks or drafts being mailed to the Holder,the word "Cede & Co." in this Ordinance shall refer to such new nominee of DTC. In the event that(a) the City determines that DTC is incapable of discharging its responsibilities described herein and in the Representation Letter, (b)the Representation Letter shall be terminated for any reason,or(c)DTC or the City determines that it is in the best interest of the beneficial owners of the Bonds that they be able to obtain certificated Bonds,the City shall notify the Paying Agent/Registrar, DTC, and the Depository Participants of the availability within a reasonable period of time through DTC of bond certificates, and the Bonds shall no longer be restricted to being registered in the name of Cede & Co., as nominee of DTC. At that time, the City may determine that the Bonds shall be registered in the name of and deposited with a successor depository operating a securities depository system, as may be acceptable to the City, or such depository's agent or designee, and if the City and the Paying Agent/Registrar do not select such alternate securities depository system then the Bonds may be registered in whatever name or names the Holders of Bonds transferring or exchanging the Bonds shall designate, in accordance with the provisions hereof. Notwithstanding any other provision of this Ordinance to the contrary, so long as any Bond is registered in the name of Cede & Co., as nominee of DTC, all payments with respect to principal of, premium, if any, and interest on such Bond and all notices with respect to such Bond shall be made and given, respectively, in the manner provided in the Representation Letter. SECTION 48. Further Procedures. The officers and employees of the City are hereby authorized, empowered and directed from time to time and at any time to do and perform all such acts and things and to execute, acknowledge and deliver in the name and under the corporate seal and on behalf of the City all such instruments, whether or not herein mentioned, as may be necessary or desirable in order to carry out the terms and provisions of this Ordinance,the initial sale and delivery of the Bonds,the Agreement, the Paying Agent/Registrar Agreement, and the Purchase Contract. In addition, prior to the initial delivery of the Bonds, each Authorized Official and Bond Counsel are hereby authorized and directed to approve any technical changes or corrections to this Ordinance or to any of the instruments authorized and approved by this Ordinance necessary in order to (i) correct any ambiguity or mistake or properly or more completely 297963954.4 -54- document the transactions contemplated and approved by this Ordinance and as described in the Official Statement, (ii) obtain a rating from any of the national bond rating agencies, or(iii) obtain the approval of the Bonds by the Texas Attorney General's office. In case any officer of the City whose signature shall appear on any certificate shall cease to be such officer before the delivery of such certificate,such signature shall nevertheless be valid and sufficient for all purposes the same as if such officer had remained in office until such delivery. SECTION 49. Unavailability of Authorized Publication. If, because of the temporary or permanent suspension of any newspaper, journal, or other publication, or for any reason, publication of notice cannot be made meeting any requirements herein established,any notice required to be published by the provisions of this Ordinance shall be given in such other manner and at such time or times as in the judgment of the City or of the Paying Agent/Registrar shall most effectively approximate such required publication and the giving of such notice in such manner shall for all purposes of this Ordinance be deemed to be in compliance with the requirements for publication thereof. SECTION 50. No Recourse Against City Officials. No recourse shall be had for the payment of principal of, premium, if any, or interest on any Bond or for any claim based thereon or on this Ordinance against any official of the City or any person executing any Bond. SECTION 51. Automatic Budget Amendments to Reflect Final Debt Service Payments. To the extent that the City Council adopts an annual budget that includes payment of debt service on any Bonds issued (or to be issued) pursuant to this Ordinance based on the City's reasonable expectations and projections relative to the Bonds, such budget entries shall be automatically adjusted to reflect actual debt service payments on those Bonds or any Previously Issued Parity Obligations coming due during the period of time covered by such budget. The Authorized Official, or the designee thereof, is authorized to make such necessary budget entries and/or adjustments to reflect these final debt service amounts. SECTION 52. Covenants of Compliance. The City shall faithfully and punctually perform all duties with reference to the System required by the Act,all other applicable laws of the State of Texas,and the provisions of this Ordinance and that the City shall render no free service to any customers or other persons. SECTION 53. Reserved. SECTION 54. Construction of Terms. If appropriate in the context of this Ordinance, words of the singular number shall be considered to include the plural,words ofthe plural number shall be considered to include the singular, and words of the masculine, feminine, or neuter gender shall be considered to include the other genders. SECTION 55. Ancillary Bond Contracts. Though such parties may be identified, and the entry into a particular form of contract may be authorized herein, the City Council hereby delegates to each Authorized Official the authority to independently select the counterparty to any agreement with any paying agent/registrar, rating agency, securities depository, escrow agent, open market securities bidding agent, verification agent or any other contract that is determined by an Authorized Official,the City's Financial Advisor, or the City's Bond Counsel to be necessary or incidental to the issuance of the Bonds as long as each of such contracts has a value of less than the amount referenced in Section 2252.908 of the Texas Government Code (collectively,the Ancillary Bond Contracts);and,as necessary,to execute the Ancillary Bond Contracts on behalf and as the act and deed of the City. The City Council has not participated in the selection of any of the business entities which are counterparties to the Ancillary Bond Contracts. 297963954.4 -5 5- SECTION 56. City's Consent to Provide Information and Documentation to the Texas MAC. The Municipal Advisory Council of Texas (the Texas MAC), a non-profit membership corporation organized exclusively for non-profit purposes described in section 501(c)(6) of the Internal Revenue Code and which serves as a comprehensive financial information repository regarding municipal debt issuers in Texas, requires provision of written documentation regarding the issuance of municipal debt by the issuers thereof. In support of the purpose of the Texas MAC and in compliance with applicable law, the City hereby consents to and authorizes the Authorized Official, the City's Bond Counsel, and/or the City's Financial Advisor to provide to the Texas MAC information and documentation requested by the Texas MAC relating to the Bonds; provided, however, that no such information and documentation shall be provided prior to the Closing Date. This consent and authorization relates only to information and documentation that is a part of the public record concerning the issuance of the Bonds. SECTION 57. Effective Date. This Ordinance shall be in force and effect from and after its final passage, and it is so resolved. [The remainder of this page intentionally left blank.] 297963954.4 -56- SIGNED AND SEALED THIS DAY OF ,2025. CITY OF CORPUS CHRISTI, TEXAS Mayor ATTEST: City Secretary (SEAL) APPROVED THIS DAY OF 2025: Miles Risley, City Attorney Signature page to the Ordinance S-1 297963954.4 INDEX TO SCHEDULES AND EXHIBITS Schedule I......................Refunded Obligations Schedule IL...................Approval Certificate Exhibit A.......................Paying Agent/Registrar Agreement Exhibit B.......................Purchase Contract Exhibit C.......................Escrow Agreement Exhibit D.......................Notices of Redemption Exhibit E.......................Description of Annual Financial Information Exhibit F ....................... DTC Letter of Representations Exhibit G.......................General Policies and Procedures Concerning Compliance With the Rule Exhibit H................Form of Reimbursement Agreement Index-1 297963954.4 SCHEDULEI Schedule of Refunded Obligations [to be selected by an Authorized Official from the Refunding Candidates upon the pricing of a series of bonds and denoted in the respective Approval Certificate]. 297963954.4 Schedule 1-1 SCHEDULEII Approval Certificate See Tab No. 2 297963954.4 Schedule 11-1 EXHIBIT A Paying Agent/Registrar Agreement See Tab No. 297963954.4 A-1 EXHIBIT B Purchase Contract See Tab No. 297963954.4 B-1 EXHIBIT C Escrow Agreement See Tab No. 297963954.4 C-1 EXHIBIT D Notice of Redemption See Tab No. 297963954.4 D-1 EXHIBIT E Description of Annual Financial Information The following information is referred to in Section 46 of this Ordinance. Annual Financial Statements and Operating Data The financial information and operating data with respect to the City to be provided annually in accordance with such Section are as specified (and included in the Appendix or under the headings of the Official Statement referred to)below: 1. The City's audited financial statements for the most recently concluded Fiscal Year of the general type as attached as Appendix B to the Official Statement or to the extent these audited financial statements are not available, unaudited financial statements of the City for the most recently concluded Fiscal Year. 2. The quantitative financial information and operating data of the general type in Tables 1 through 22 contained in the Official Statement. Accounting Principles The accounting principles referred to in such Section are the accounting principles described in the notes to the financial statements referred to above. 297963954.4 E-1 EXHIBIT F DTC Letter of Representations See Tab No. 297963954.4 F-1 EXHIBIT G General Policies and Procedures Concerning Compliance with the Rule I. Capitalized terms used in this Exhibit have the meanings ascribed thereto in Section 46 of the Ordinance. Bonds refer to the Bonds that are the subject of the Ordinance to which this Exhibit is attached. II. As a capital markets participant, the City is aware of its continuing disclosure requirements and obligations existing under the Rule prior to February 27, 2019, the effective date of the most recent amendment to the Rule (the Effective Date), and has implemented and maintained internal policies, processes,and procedures to ensure compliance therewith.Adherence to these internal policies,processes, and procedures has enabled underwriters in non-exempt negotiated sales and initial purchasers in non- exempt competitive sales to comply with their obligations arising under various MSRB rules and regulations concerning due diligence and findings of suitability, among other matters, regarding the City's compliance with the Rule. III. The City is aware that the Rule was amended as of the Effective Date (the Rule Amendment) and has accommodated this amendment by adding subparagraphs(15)and(16)to Section 46C of the Ordinance, which provisions are a part of the Undertaking. IV. The City is aware that "participating underwriters" (as such term is defined in the Rule) of the Bonds must make inquiry and reasonably believe that the City is likely to comply with the Undertaking and that the standards for determining compliance have increased over time as a result of, among others, the United States Securities and Exchange Commission's Municipalities Continuing Disclosure Cooperation Initiative and regulatory commentary relating to the effectiveness of the Rule Amendment. V. The City now establishes the following general policies and procedures (the Policies and Procedures) for satisfying its obligations pursuant to the Undertaking,which policies and procedures have been developed based on the City's informal policies, procedures, and processes utilized prior to the Effective Date for compliance with the City's obligations under the Rule,the advice from and discussions with the City's internal senior staff(including staff charged with administering the City's financial affairs), its co-municipal or financial advisors, its legal counsel (including Bond Counsel), and its independent accountants,to the extent determined to be necessary or advisable (collectively,the Compliance Team): 1. The Director of Finance and Procurement (the Compliance Officer) shall be responsible for satisfying the City's obligations pursuant to the Undertaking through adherence to these Policies and Procedures; 2. the Compliance Officer shall establish reminder or"tickler"systems to identify and timely report to the MSRB, in the format thereby prescribed from time to time,the City's information of the type described in Section 46B of the Ordinance; 3. the Compliance Officer shall promptly determine the occurrence of any of the events described in Section 46C of the Ordinance; 4. the Compliance Officer shall work with external consultants of the City, as and to the extent necessary,to timely prepare and file with the MSRB the annual information ofthe City and notice of the occurrence of any of the events referenced in Clauses 2 and 3 above, respectively, the foregoing being required to satisfy the terms of the Undertaking; 297963954.4 G-I 5. the Compliance Officer shall establish a system for identifying and monitoring any Financial Obligations,whether now existing or hereafter entered into by the City,and(upon identification) determining if such Financial Obligation has the potential to materially impact the security or source of repayment of the Bonds; 6. upon identification of any Financial Obligation meeting the materiality standard identified in Clause 5 above,the Compliance Officer shall establish a process for identifying and monitoring any City agreement to covenants, events of default, remedies, priority rights, or other similar terms under such Financial Obligation; 7. the Compliance Officer shall establish a process for identifying the occurrence of any default, event of acceleration,termination event,modification of terms,or other similar events under the terms of any Financial Obligation,the occurrence of any of which reflect financial difficulties of the City; and 8. the Compliance Officer shall annually review these Policies and Procedures with the remainder of the Compliance Team, make any modifications on an internal document retained by the Compliance Officer and available to any "participating underwriter" (as defined in the Rule), if requested, and on the basis of this annual review (to the extent determined to be necessary or desirable), seek additional training for herself or himself, as well as other members of the City's internal staff identified by the Compliance Officer to assist with the City's satisfaction of the terms and provisions of the Undertaking. 297963954.4 G-2 EXHIBIT H Form of Reimbursement Agreement Not applicable 297963954.4 H-1 Utility Revenue Bonds Delegation Ordinance Legistar #25-0729 City Council Meeting June 10, 2025 1 '. Financing of Capital Projects • Capital Improvement Projects (CIP) and funding are approved in the City's Capital Budget • Reimbursement resolutions were approved by City Council on December 20, 2022 and January 30, 2024 to begin using funds for the projects • Capital Budget staff assesses funding needs for next 12-18 months to determine what debt needs to be issued to fund current and prior year approved projects • Today - First reading of an ordinance delegating the authority to certain city staff to approve the sale of Utility Revenue Bonds within stated parameters ,IAO- Summary of Financial Transactions • Issuance of Utility System Revenue Bonds in an amount not to exceed $ 181,000,000 for water, wastewater, gas and storm water utility improvements • Potential refunding of up to $162,385,000 of existing Utility System Revenue Bonds for savings Projects to be Funded - Water ■ Water Sources — ■ Wesley Seal Dam Instrumentation Rehabilitation ■ Wesley Seale Dam Dewatering System & Spillway Gate Rehab ■ Water Supply Lines — ■ Mary Rhodes Phase I System Improvements ■ Nueces River Raw Water Pump Station Transmission Main ■ Water Treatment — ■ ON Stevens Water Treatment Clearwell No. 3 ■ ON Stevens Filtration System Hydraulic Improvements ■ ON Stevens Raw Water Influx/Chemical Facility ■ Water Distribution Lines — ■ Citywide Water Line Repair / Replacement ■ Water Utility Support for Street Construction Projects ,IAO- Projects to be Funded - Wastewater ■ Wastewater Treatment Plants- ■ Allison WWTP Improvements ■ Broadway WWTP Rehab ■ Oso WRP Process Upgrades ■ Wastewater Lift Station- ■ Airline Lift Station Upgrades ■ Citywide Lift Station Repairs ■ Wastewater System Maintenance- ■ Wastewater System Collection Lines Maintenance ■ Wastewater Collection Capacity Remediation ■ Wastewater SCADA Improvements ■ Wastewater Utility Support for Street Construction Projects Projects to be Funded - Stormwater ■ La Volla Creek Improvements ■ Citywide Curb and Gutter Replacements ■ Bay Water Quality Improvements ■ Storm Water Bridge and Channel Ditch Rehab ■ Citywide Stormwater Infrastructure Rehabilitation ■ Stormwater Utility Support for Street Construction Projects ' Projects to be Funded - Gas N ; 01 ■ New Gas Line Under Ship Channel ■ Citywide Gas Infrastructure Improvements ■ Gas Department Building Improvements ■ Gas Utility Support for Street Construction Projects ■ Acquisition of Rockport Gas Utility Steps for Issuance Specific steps must be followed per state law for the issuance of Utility Revenue Bonds: • June 10, 2025 - First Reading of ordinance to authorize delegation of authority • June 17, 2025 - Second reading and adoption of ordinance authorizing delegation of authority • June 26, 2025 — Sale of Utility System Revenue bonds • July 17, 2025 — Closing Date for Utility System Revenue Bonds Ordinance#25-0729 Utility System Revenue& Refunding Bonds- Financing Plan Presentation June 10, 2025 City of Corpus Christi, Texas ' Victor Quiroga Dan Wegmiller Managing Director Managing Director 711 N Carancahua St 248 Addie Roy Road Suite 401 Suite 8746 FL-1 SPECIALIZED PUBLIC FINANCE INC. Corpus Christi,Texas784o1 Austin,Texas78746 FINANCIAL ADVISORY SERVIC FS 361.278.1310 512.820.6086 victor(aDspfmuni.com dan(d).spfmuni.com Utility System Revenue Bonds Financing Overview per Approved Budget ➢ Ordinance #25-0729 will allow for the issuance of Utility System Revenue and Refunding Bonds to fund scheduled, planned, projects and to refinance existing debt for minimum PV savings ratio of 2.5%. PLANNED ISSUANCE* PRELIMINARY USE OF PROCEEDS In Millions($) 1) Utility System Revenue Improvement& Revenue Refunding Bonds, Series 2025 Bonds Water $79.0 — Not to exceed $181 ,000,000 to fund Wastewater 59.0 planned projects Stormwater 30.0 — Not to exceed $162,385,000 to Gas 13.0 pursue an Escrow to Maturity Refinancing of the Series 2015, Total $181.0 2015A and 2015C Taxable METHOD OF SALE ■ Open market financing through a negotiated sale process Preliminary,subject to change. SPECIALIZEDgPUBLIC FINANCE INC. CITY OF CORPUS CHRISTI,TEXAS 'I QUESTIONS ? G� pia 1-1 AGENDA MEMORANDUM yC-RPOR 11 Action Item for the City Council Meeting June 10, 2025 I852 Action Item for the City Council Meeting June 17, 2025 DATE: June 3, 2025 TO: Peter Zanoni, City Manager FROM: Kathleen Chapa, Director of Animal Care Services KathleenB@cctexas.com 361-826-3064 FY 2025 Operational Budget Adjustment Animal Care Services Department CAPTION: Ordinance approving a mid-year budget adjustment in an amount of $4,077,839.00 for the Animal Care Services department including appropriating $2,183,664.00 from the American Rescue Plan Act (ARPA) revenue interest funds for the addition of three full-time positions for Animal Care Services (ACS), for ACS capital improvement projects, and ACS equipment; amending the FY 2024-25 Operating Budget and the Capital Improvement Budget by $1,894,175.00. SUMMARY: This ordinance increases the number of full-time positions funded for Animal Care Services (ACS) from 57 to 60. It also allows the purchasing of necessary equipment and facility enhancements, making the budget adjustments needed to support this change. This increase is essential to enhance the department's effectiveness and align it with the operations assessment provided by Citygate Associates. BACKGROUND AND FINDINGS: In 2023, the City engaged Citygate Associates, a nationally recognized consulting firm specializing in local government and animal care services, to conduct a comprehensive operational assessment of ACS. The primary objectives were to benchmark ACS operations against national best practices and identify organizational improvement strategies. Citygate's evaluation resulted in a detailed roadmap of recommendations designed to modernize ACS operations. Key focus areas include optimizing staffing levels to meet service demands and upgrading facilities to enhance shelter capacity, public accessibility, and animal care environments. On May 8, 2025, ACS, in collaboration with Citygate Associates, presented the findings of the operational assessment to the City Council. The study underscored several key recommendations, including enhancing staffing and facilities, which necessitate additional budgetary allocations authorized by the City Council. Based on the recommendations provided by Citygate, ACS is formally requesting a mid-year budget adjustment to implement various staffing, equipment, and facility improvements. Staffing Enhancements The proposed mid-year budget adjustment includes adding three full-time positions and increasing the department's authorized staffing level to 60 in FY 2025. The positions are: 1. Shelter Supervisor: Currently, ACS has one Shelter Supervisor responsible for managing 17 positions comprising the Live Release and Kennel Team. Adding a second Shelter Supervisor will expand supervisory capacity, enhancing the span of control. 2. Community Outreach and Education Manager: ACS does not have a dedicated individual overseeing the department's media and marketing. This position will develop and implement communication and social media campaigns. It will enhance the shelter's public image and increase community awareness of animal care initiatives. 3. Dispatcher: This addition will allow ACS to have two dedicated Dispatchers. The added dispatcher increases efficiency in assigning incoming calls for field services. The proposed budget adjustment involves reclassifying four full-time Live Release Coordinator positions. Specifically, one position will be changed to Volunteer Coordinator, one to Rescue/Foster Coordinator, and two will become Adoption Counselors. These reclassifications will enable staff members to focus on specific aspects of live release rather than simultaneously split their attention across all four roles. Funding for these reclassifications will come from the current Operating Budget for FY 2025 . ACS will reserve funds from the appropriated interest of the American Rescue Plan Act (ARPA) funds for staffing in fiscal years 2026 and 2027. The total funding requirement is projected to be $610,564. Facility Enhancements The Citygate assessment revealed that the ACS complex located at 2626 Holly Rd. is outdated and inadequate for current operational needs. Built in 2004, the ACS facility has not received significant upgrades since its construction. The proposed improvements are based on recommendations from Citygate, along with priority enhancements identified by the Engineering Services Department and Munoz Engineering, which include: 1. Security Gate Repair & Incinerator Replacement 2. Kennel Building 3 - New HVAC 3. Kennel Building 3 and Administrative Main Building Improvements Mechanical, Electrical, and Plumbing (MEP) 4. Replace 5 of 7 Roofs and Wash Bay Upgrades 5. Field Operations Maintenance Yard Improvements These facility improvements are essential for ensuring that ACS can continue to meet community needs, provide high-quality animal care, and ultimately improve the Department's Live Release Rate. The total facility investment will be $3,467,275 ALTERNATIVES: The alternative option is not to approve these adjustments. If we do not adjust the staffing and funding for Animal Care Services needed for facility enhancements, implementing the Citygate Associates ACS Operational Assessment recommendations will be delayed. This will negatively affect the department's ability to improve all operational aspects, extend the useful life of the existing facility, and comply with the guidelines and minimum standards set by the Association of Shelter Veterinarians and the American Society for the Prevention of Cruelty to Animals. FISCAL IMPACT: The Animal Care Operating Budget and the Animal Care Capital Improvement Budget and Plan will be amended to allocate an additional $4,077,839 for staffing and facility enhancements. The proposed budget increase for FY 2025 will be fully funded by the American Rescue Plan Act (ARPA) Interest Funds and Certificates of Obligation. The Certificates of Obligation were initially allocated to design new kennel buildings, but have now been reallocated to support these capital improvement projects. The available ARPA interest funds total $2,183,664, and the Certificates of Obligation total $1,894,175. was reallocated in FY 2024 from the end-of-year savings in Facility Repair and maintenance, with $1,154,175 being reallocated from Fund 3167 and $740,000 from Fund 3169. These amounts were initially allocated for the design of the new kennel facility Funding Detail: Fund: 1020 General Fund Organization/Activity: 12680- Animal Care Services Department: 52 Animal Care Services Account: 510100- Salaries and Wages 511000- Retirement 513000- Group Insurance Benefits 513001- Other Employee Benefits Fund: 3167 2022COFacMntCIP Organization/Activity: 24101- Animal Care Kennels Department: 52 Animal Care Services Account: 550950 Outside Consultants Fund: 3169 Public Facility 2024 CO Organization/Activity: 24101- Animal Care Kennels Department: 52 Animal Care Services Account: 530210- Building Maintenance & Service RECOMMENDATION: Staff recommends the approval of the Ordinance to add three positions with required salaries, benefits, and equipment, and proposed facility enhancements to the Animal Care Services Department in FY 2025, FY 2026, and FY 2027. LIST OF SUPPORTING DOCUMENTS: Ordinance Presentation Three-Year Budget Amendment Ordinance authorizing $4,077,839.00 in mid-year budget adjustments for the Animal Care Services (ACS) department to fund $3,467,275.00 in ACS facility enhancements and provide$610,564 for ACS staff enhancements by appropriating $2,183,664.00 from the American Rescue Plan Act (ARPA) revenue interest funds and allocating $1,894,175.00 from Certificates of Obligation; and amending the FY 2024-25 Operating Budget and the Capital Improvement Budget WHEREAS, the budget for Corpus Christi Animal Care Services (ACS) was adopted as part of the City's FY2024-25 Operating Budget in Ordinance No. 033451; WHEREAS, this budget adjustment will be for the immediate addition of three full- time ACS positions, ACS capital improvement projects and equipment; WHEREAS, the appropriation of $2,183,664.00 from the American Rescue Plan Act (ARPA) revenue interest will increase the number of ACS full-time positions from 57 to 60 employees; and will allow for the purchase of necessary, updated equipment and much needed modernized facility enhancements for ACS; WHEREAS, this budget adjustment will allow for reclassification of four full-time Live Release Coordinator positions into one Volunteer Coordinator, one Rescue/Foster Coordinator, and two Adoption Counselors; WHEREAS, by Resolution 033653 on May 13, 2025, City Council authorized Notice of Intention to issue not more than $43,200,000.00 of Certificates of Obligation ("the Certificates of Obligation"); and WHEREAS, this budget adjustment will provide for the allocation of$1,894,175.00 from the Certificates of Obligation upon issuance for ACS capital improvement projects; NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That funds in the amount of $2,183,664.00 from the American Rescue Plan Act (ARPA) revenue interest funds are appropriated for the addition of three ACS full-time employee positions, for ACS capital improvement projects, and for ACS equipment; and SECTION 2. That $1,894,175.00 from the Certificates of Obligation is allocated upon issuance for ACS capital improvement projects; and SECTION 3. That out of the $4,077,839.00 provided by this mid-year budget adjustment, $3,467,275.00 is allocated forACS capital improvements forfacility enhancement projects including: Security Gate Repair & Incinerator Replacement; new HVAC for Kennel Building 3; Mechanical, Electrical and Plumbing improvements for Kennel Building 3 and the Administrative Main Building; Replacement of 5 of 7 roofs and Wash Bay upgrades; and Field Operations Maintenance Yard Improvements. The remaining balance of $610,564.00 is to be used for ACS staff enhancements reflected in this Ordinance; and SECTION 4. That the FY2024-25 Operating Budget adopted by Ordinance No. 033451 and the Capital Improvement Budget adopted by Ordinance No. 033468 are amended to Page 1 of 2 implement this budget adjustment including increasing revenues and expenditures. Introduced and voted on the day of , 2025. PASSED and APPROVED on the day of , 2025. ATTEST: Paulette Guajardo, Mayor Rebecca Huerta, City Secretary Page 2 of 2 FY 25 thru FY 27 Capital Improvement Plan Corpus Christi, Texas Pc.=- Project# 25090 Project Name Animal Care Field Operations Maint.Yard Impry Contact Director of Animal Care Services Department Public Facilities-Animal Care Services Type Improvement/Additions Category Site Improvements Priority Priority Level 2 Status Active Useful Life 25 years Council District 3 Description Rehabilitation of the Animal Care Field Operations Yard, including replacement of damaged and substandard HMAC pavement with reinforced concrete paving and improvements to existing deficient drainage slopes and systems. justification To bring the facility into compliance.The conditions of the yard pose a health risk to all pets brought in through field services,are causing recurrent damage to vehicles,and are a safety hazard for staff. Expenditures Prior FY 25 FY 26 FY 27 Total Construction/Rehab 0 562,310 0 0 562,310 Contingency 0 110,800 0 0 110,800 Eng,Admin Reimbursements 0 81,446 0 0 81,446 Design 0 67,311 0 0 67,311 Total 0 821,867 0 0 821,867 Funding Sources Prior FY 25 FY 26 FY 27 Total Certificates of Obligation(Prior) 0 821,867 0 0 821,867 Total 0 821,867 0 0 821,867 Budget Impact As assessment will be done upon completion of project to determine maintenance costs. FY 25 thru FY 27 Capital Improvement Plan �_ .¢--- Corpus Christi, Texas If Project# 25091 Project Name Animal Care Building 3 Envelope&HVAC Contact Director of Animal Care Services Department Public Facilities-Animal Care Services Type Rehabilitation Category Building Rehabilitation Priority Priority Level 2 Status Active Useful Life 20 years Council District 3 Description This project will install new insulated dog doors,fill the CMU block walls with closed cell foam,add attic insulation,and install a new HVAC system. Justification To bring the facility into compliance and ensure that the pets in ACS's care are housed according to industry best practices. Expenditures Prior FY 25 FY 26 FY 27 Total Construction/Rehab 0 598,663 0 0 598,663 Contingency 0 117,963 0 0 117,963 Eng,Admin Reimbursements 0 86,711 0 0 86,711 Design 0 71,663 0 0 71,663 Total 0 875,000 0 0 875,000 Funding Sources Prior FY 25 FY 26 FY 27 Total Certificates of Obligation(Prior) 0 875,000 0 0 875,000 Total 0 875,000 0 0 875,000 Budget Impact An assessment will be done upon completion of project to determine maintenance costs. FY 25 thru FY 27 -- - Capital Improvement Plan Corpus Christi, Texas 77 1!M .. Project# 25092 Project Name Animal Care Roof Replacement and Wash Rack Install Contact Director of Animal Care Services Department Public Facilities-Animal Care Services Type Improvement/Additions Category Site Improvements Priority Priority Level 2 Status Active Useful Life 25 years Council District 3 Description This project will replace the roofs on five buildings and construct a dedicated wash bay. Justification Four of the five buildings house pets,and all have active leaks.The wash bay will ensure that vehicles and equipment can be washed and sanitized in a manner consistent with stormwater restrictions and reduce the health risks to pets impounded through the field services team. Expenditures Prior FY 25 FY 26 FY 27 Total Construction/Rehab 0 526,452 0 0 526,452 Contingency 0 103,734 0 0 103,734 Eng,Admin Reimbursements 0 76,252 0 0 76,252 Design 0 63,019 0 0 63,019 Total 0 769,457 0 0 769,457 Funding Sources Prior FY 25 FY 26 FY 27 Total Grant-American Rescue Act 0 572,149 0 0 572,149 Certificates of Obligation(Prior) 0 197,308 0 0 197,308 Total 0 769,457 0 0 769,457 Budget Impact An assessment will be done upon completion of project to determine maintenance costs. FY 25 thru FY 27 s" Imo[ 1 , Capital Improvement PlanX's Corpus Christi, Texas 1 Project# 25093 Project Name Animal Care Admin Building MEP Improvements Contact Director of Animal Care Services Department Public Facilities-Animal Care Services Type Rehabilitation Category Building Rehabilitation Priority Priority Level 2 Status Active Useful Life 25 years Council District 3 Description This project will improve the interior plumbing and HVAC. Replacements and improvements will include replacing chilled and hot water systems, water heaters,and existing HVAC systems. Justification To replace equipment that is beyond its useful life and enable the needed dog kennel building,3 HVAC installations,and ensure continued access to cold and hot water for pet care and sanitation. Expenditures Prior FY 25 FY 26 FY 27 Total Construction/Rehab 0 469,318 0 0 469,318 Contingency 0 92,476 0 0 92,476 Eng,Admin Reimbursements 0 67,977 0 0 67,977 Design 0 56,179 0 0 56,179 Total 0 685,950 0 0 685,950 Funding Sources Prior FY 25 FY 26 FY 27 Total Grant-American Rescue Act 0 685,950 0 0 685,950 Total 0 685,950 0 0 685,950 Budget Impact An assessment will be done upon completion of project to determine maintenance costs. Three-Year Budget Amendment Source of Funds: American Rescue Plan Act(ARPA) Interest Available (Can be used for Staffing, Equipment,and Capital $ 2,183,664 Improvement Projects) Certificates Of Obligation Funds Available (Reprogrammed from new ACS Kennel facility-design $ 1,894,175 project and can only be used for Capital Improvement Projects) Total Funds Available $ 4,077,839 Use of Funds: FY 2025 FY 2026 FY 2027 3 Year Total Staffing&Equipment 3 New Full Time Positions(Shelter Supervisor, $ 58,075 $ 238,161 $ 244,196 Dispatcher,Community Outreach&Education Manager) 4 Reclass Positions(1 Volunteer Coordinator, 1 Rescue/Foster Coordinator,2 Adoption Counselors) $ - $ 6,381 $ 6,573 Equipment&Supplies for new full time positions $ 44,428 $ 6,375 $ 6,375 Total Staffing&Equipment Costs $ 102,503 $ 250,917 $ 257,144 $ 610,564 Operational Enhancements Security Gate Repair 15,000 - - Incinerator Replacement 300,000 - - Total Operational Enhancements Costs $ 315,000 $ - $ - $ 315,000 Facility Capital Improvement Projects 1. Kennel Building 3-New HVAC $ 875,000 $ $ - 2. Kennel Building 3 and Administrative Main Building Improvements Mechanical,Eletricaland $ 685,950 - - Plumbing(MEP) 3. Replace 5 of 7 Roofs and Wash Bay upgrades $ 769,457 - - 4. Field Operations Maintenance Yard Improvements $ 821,867 Total Facility Capital Improvement Projects $ 3,152,274 $ - $ - $ 3,152,274 Total Expenditures FY 2025 FY 2026 FY 2027 3 Year Total $ 3,569,777 $ 250,917 $ 257,144 $ 4,077,839 Prepared by Animal Care Services FY 2025 n ANIMAL CARE SERVICES MID-YEAR BUDGET ADJUSTMENT _ � a mop, :R ACS Mid-Year Budget Adjustment Overview On May 8, 2025, ACS, in collaboration with Citygate Associates, presented the operational assessment findings to the City Council. CL*aq The study underscored several key recommendations, including enhancing staffing and facilities, which necessitate additional budgetary allocations authorized by the City Council. aim Based on Citygate's recommendations, ACS is formally requesting a C I T Y G A T E A S S O C I A T S S mid-year budget adjustment to implement various staffing, equipment,and facility improvements. Animal Care Services Mid-Year Budget Adjustment FY 2025 Three-Year Budget Amendment SOURCEOF AVALIABLE American Rescue Plan Act (ARPA) Interest Can be used for Staffing. Equipment, and $2,183,664 Capital Improvement Projects Certificates Of Obligation Funds reprogrammed from ACS Kennel $1,894,175 Design CIP project Animal Care Services Mid-Year Budget Adjustment FY 2025 Overview of Enhancements Staffing • Shelter Supervisor ----.— • Community Outreach and Education Manager • Dispatcher • Reclassification of 4 Live Release Coordinators 2 Adoption Councilors 1 Rescue/Foster Coordinator . 1 Volunteer Coordinator Facility Enhancements • Security Gate Repair • Incinerator Replacement - • Kennel Building 3-New HVAC • Kennel Building 3 and Administrative Main Building A&L 1 r Improvements: Mechanical, Electrical, and Plumbing • Replace 5 of 7 Roofs and Wash Bay Upgrades • Field Operations Maintenance Yard Improvements Animal Care Services Mid-Year Budget A. ACS Adopted Budget History FY 2020 - FY 2025 Animal Care Services Budget History $5,000,000 $4,000,000 $3,000,000 $2,000,000 $1,000,000 $0 FY 2020 Adopted Budget FY 2021 Adpoted Budget FY 2022 Adopted Budget FY 2023 Adopted Budget FY 2024 Adpoted Budget FY 2025 Adopted Budget FY 2026 Proposed Budget $3,347,590 $3,260,597 $4,136,164 $4,271,526 $5,081,708 $5,009,972 $5,260,889 33 FTE 42 FTE 42 FTE 47 FFE 57 FfE 57 FrE 60 FTE Animal Care Services Mid-Year Budget Adjustment assss�. '� +ssas•.. I i I c •f Animal Care Services Mid-Year Budget Adjustment FY 2025 Proposed New Position Shelter Supervisor (1 FTE) The addition of a second Shelter Supervisor will enhance --°� � ------ — Live Release and Kennel staff. . TL' supervisory capacity and improve the management of 17 This expanded oversight will allow for greater attention to programs, resulting in improved animal care and husbandry. ' Additionally, a stronger focus on customer support will boost pet adoption and rescue, ultimately increasing the =� `=- •�o.. j department's live release rate. • 2025 Proposed New Position Community Outreach & Education Manager (1 FTE) The Community Outreach and Education Manager will develop and implement community outreach events, communication, and media campaigns to increase community awareness of animal care initiatives and promote responsible pet ownership. — Additionally, this individual will oversee the teams dedicated to community y � engagement, outreach, and customer service, including the customer care staff, community relations specialist, and volunteer coordinator(reclassified - y position). Animal Care Services Mid-Year Budget Adjustment FY 2025 Proposed New Position Proposed New Position - Dispatcher (1 FTE) a Implementing a second Dispatcher will aI low ACS to have two dedicated dispatchers, significantly enhancing the efficiency of call-taking processes and assigning calls to field operations. � r Animal Care Services Mid-Year Budget Adjustment FY 2025 Reclassification of 4 Live Release Coordinators Staff dedicated to specific live release programs will enhance the overall live release rate. .. Adoption Counselor: (2 FTEs)- Screens and educates adopters on pet ownership and common new pet j concerns to increase live release and pet retention. - — -- � } Volunteer Coordinator: (1 FTE)- Recruits and engages volunteers to enhance the quality of care and - enrichment provided to shelter pets. 0 Rescue/Foster Coordinator: 0 FTE) - Recruits and supports pet foster parents and rescue groups to iY enhance the live release rate. �i • i Organizational Staffing Additions FTE Overview Animal Care Services Organizational Chart ��' • - Positions ,ff •. • rs - 3 Clinic Technicians Veterinarian Director Assistant Director of • • .• 13 Operations Kennel4 Live r ■ Release Coordinators Veterinary Clinic Lead ACs Program Manager Sr.Management Community Outreach Assistant and Education Manager [iR Business Partner Veterinary Assistant(2) ACS Supt7r7R•or Adman Support/ ACS Supervisor Sheker(2) D3spatcher(2) Field administrative adm.'vniavaerve Volunteer commaniry Support l(2) Support 11 COOfdlna[OP Relations Spee4alist Animal Care Rescue/Foster Kennel WIN Animal Care ACS Investigator Officer(77) (5) Animal Care Services Mid-Year Budget Adjustment FY 2025 11 Three-Year Total for Staffing Enhancements . . FUNDIG IMMARY FY25-FY27 TOTAL POSITION Dispatcher(]FTE) $13,980 $57,228 $58,575 $129,783 Animal Care Shelter Supervisor(1 FTE) $19,291 $79,110 $81,114 $179,515 Community&Education Outreach Manager(1 FTE) $24,804 $101,822 $104,507 $231,133 Reclassifications $O $6,381 $5,573 $12,954 Equipment for Staff $44,428 $6,375 $6,375 $57,178 TOTAL.(Includes Benefits) $102,503 5250,917 $257,144 $610,564 'FY 25 only includes July,August,and September.Funding for these reclassifications will come from the current Operating Budget for FY 25 Animal Care Services Mid-Year Budget Adjustment FY 2025 a IltitU��tta +:� i� Animal Care Services Mid-Year Budget Adjustment FY 2025 13 ACS Facility Overview ACS Facility (2626 Holly Road) Built-in 2004 Facility consists of: .tea► -_n _ - ' �.. • 3 Kennel Buildings - . . . -- - - -- • Maintenance/Storage Building, • Laundry and Storage Administrative Building • A. ACS Facility • • • • 1 • • KennelsDog Kennel 3 I Cat Kennel Maintenance & J �1� � Storage Building • 39 Cat Kennels, incl. Laundry&Storage isolation area Dog Kennel 2 • • Y Dog * Administration • i Storage Building Kennel 1 Building P Administrative Building Animal Care Services Mid-Year Budget Adjustment FY 2025 15 Facility Enhancements Summary Operational and Capital Improvements 1. Security Gate Repair 2.Incinerator Replacement 3.Kennel Building 3 New HVAC 4.Kennel Building 3 & Admin MEP Improvements - - 5.Replace 5 of 7 Roofs and Wash Bay Upgrades 6.Field Services Maintenance Yard Improvements Total Cost for Improvements:$3,152,274 Animal Care Services Mid-Year Budget Adjustment FY 2025 Operational Improvement Security Gate Repairs - $15,000 • The security gate protects the area for Y loading and unloading pets from Animal ------ Care vehicles. • The existing gate is nonfunctional and remains open, posing a high risk of escape for pets. Animal Care Services Mid-Year Budget Adjustment FY 2025 17_ Operational Improvement Incinerator Replacement - $300,000 • The Existing Unit is not suitable for shelter needs because it is designed for private cremations rather than communal purposes. o '; • Very few vendors are available to repair and maintain cremation units, which often results in several-month delays in completing the necessary . repairs. Animal Care Services Mid-Year Budget Adjustment FY 2025 ; Three-Year Total for Operational Enhancements USE OF FUNDS OPERATIONAL ' ' ' 3 YEAR ENHANCEMENTS TOTAL Security Cate Repair $15,000 '- Incinerator Replacement $300,000 - Total Operational Enhancements Costs $315,000 - - $315,000 Mid-YearAnimal Care Services ••- Adjustment FY 2025 Capital Improvement Kennel Building 3 - New HVAC - $875,000 • All three Dog Kennel buildings were not designed to be air- conditioned and require extensive retrofitting. • Industry best practices dictate that pets be housed in r i" areas where the temperatures do not exceed 85 degrees. • Extreme temperatures stress the pet's immune system, 452 making it more susceptible to disease and less likely to find placement. • Environmental temperature stressors reduce the time the public is willing to look at pets available for adoption, " reducing their chances of placement. Animal Care Services Mid-Year Budget A. Capital Improvement Kennel Building 3 and Administrative Building Improvements Mechanical, Electrical, and Plumbing $ 685,950 • All condensing units in the Administration and Clinic building have failed or are failing, causing inadequate ventilation in ' public areas. • An increased risk of failure for units serving the clinic and surgery wing could make those areas unusable for pet housing and medical care. • Campus electrical and plumbing infrastructure is insufficient, leading to frequent power failures. • i Capital Improvement Replace 5 of 7 Roofs and Wash Bay Upgrades ` �. - $ 769,457 a Roof Replacements • Have exceeded their life expectancy and are leaking r • 4 of the 5 systems are on buildings that house pets and/or are open to the public �• �� t Wash Bay Upgrades • Cleaning and sanitizing of animal care trucks and equipment occur in the parking lot. • Chemicals used are not collected, leading to infiltration into the r stormwater system. • Pathogens from vehicles remain in the environment, posing a risk to 1 incoming pets due to lack of drainage. � • i Capital Improvement Field Operations Maintenance Yard Improvements - $ 821,867 parking g p � �.. _• The arkin lot has significant potholes and cracked �.R� - � asphalt, creating a hazardous condition. • The area is sinking due to improper substrate. • The fleet frequently damages tires because of these conditions, leading to regular replacements. • Adjustment FY 2025 Three-Year Total for Capital Improvements USE OF FUNDS CAPITAL IMPROVEMENT 3 YEAR PROJECTS TOTAL 1.Kennel Building 3- New HVAC $876,000 - - 2. Kennel Building 3 and Administrative Main Building Improvements Mechanical, $685,950 Eletrical and Plumbing(MEP) 3.Replace 5 of 7 Roofs and Wash Bay upgrades $769,457 - - 4. Field Operations Maintenance Yard $821,867 Improvements Total Capital Improvement Projects $3,152,274 - - $3,152,274 Animal Care Services Mid-Year Budget Adjustment FY 2025 Recap of Enhancements Staffing ' p • Shelter Supervisor • Community Outreach and Education Manager � • Dispatcher \ • Reclassification of 4 Live Release Coordinators 2 Adoption Councilors 't 1 Rescue/Foster Coordinator 1 Volunteer Coordinator Facility Enhancements • Security Gate Repair • Incinerator Replacement • Kennel Building 3-New HVAC • Kennel Building 3 and Administrative Main Building Improvements: Mechanical, Electrical, and Plumbing • Replace 5 of 7 Roofs and Wash Bay Upgrades • Field Operations Maintenance Yard Improvements ra. Animal Care Services Mid-Year Budget A. Three-Year Budget Amendment Summary Staffing, Equipment, and Facilities USE OF FUNDS 3 YEAR TOTAL n M TOTAL EXPENDITURES o I Totals $3,569,777 $250,917 $257,144 $4,077,839 Animal Care Services Mid-Year Budget 1 a_. '- f L T� 7 se G� 0 �Va. v AGENDA MEMORANDUM N0011FORRSEO First Reading for the City Council Meeting June 10, 2025 1852 Second Reading for the City Council Meeting June 17, 2025 DATE: June 10, 2025 TO: Peter Zanoni, City Manager FROM: George Holland, City Auditor g eorge H 3P-cctexas.com (361) 826-3660 Ordinance amending Chapter 12'/2 of the City Code of Ordinances pertaining to the office of the City Auditor, enhancing audit standards, and necessary edits CAPTION: Ordinance amendment Chapter 12 1/2 of the City Code of Ordinances to modify audit standards and make other edits. PURPOSE: Enhancements include clarification regarding auditor access and follow-up reporting timelines per the International Professional Practices Framework (IPPF) standards of the Institute of Internal Auditors. The enhancement will also satisfy House Bill No. 3666. The bill mandates that state agencies conduct a comprehensive internal auditing program, which includes developing an annual audit plan based on risk assessment and conducting periodic audits of various systems and controls. It specifies that internal auditors must report directly to the governing board or agency administrator and maintain independence from operational responsibilities. Furthermore, the internal audit program is required to conform to the newly established Global Internal Audit Standards, replacing the previous standards set by the Institute of Internal Auditors. The act, if approved by the Texas State Legislature, is set to take effect on September 1, 2025. BACKGROUND: Today, a strong control environment has become increasingly important to address various government-related issues and risks. Regulators and key stakeholders don't just want swift corrective action; they want strong preventive action. To objectively evaluate these issues and risks, the City Auditor's access to records and follow-up reporting timelines are important to obtain complete, accurate, relevant, and timely feedback on the City's programs. During our annual review of City Code Chapter 121/, we noted that further updates were needed to address these issues and risks. A motion to recommend approval of an amendment was unanimously approved in the April 30, 2025, Audit Committee Meeting. FISCAL IMPACT: There will be cost savings for peer reviews. Red Book peer reviews are required every five years, whereas Yellow Book peer reviews are required every three years. FUNDING DETAIL: Fund: General (1020) Organization: 10300 Department: City Auditor (10300) Account: 530000— Professional Services Amount: TBD ALTERNATIVES: The City Council may reject all or part of the proposed amendments to City Code Chapter 12Y2, City Auditor, as presented and recommended. RECOMMENDATION: The City Auditor recommends that the City Council approve the proposed Code amendments. LIST OF SUPPORTING DOCUMENTS: • City Code Chapter 12Y2 Redlined Ordinance • Yellow Book vs. Red Book PowerPoint Presentation • H.B. No. 3666 Ordinance amendment Chapter 12% of the City Code of Ordinances to modify audit standards and make other edits. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: Section 1. Chapter 12'/2 of the City Code of Ordinances pertaining to the auditing standards to be followed is amended to read as follows: Sec. 12%-1. Establishment of the office of city auditor. (a) There is hereby established the office of the city auditor, which shall be directed by the city auditor who shall be appointed by affirmative vote of a majority of the entire membership of the city council. (b) * * * (1) Be a person knowledgeable in performance and financial auditing, public administration, and public financial and fiscal practices; (2) Be licensed as a certified public accountant or certified internal auditor; and (3) Exercise due professional care in carrying out his or her responsibilities, and provide reasonable assurance that due professional care will be employed in conducting audits. The city auditor will establish audit policies and procedures consistent with Government Auditing Standards, established by the Comptroller General of the United States, as well as appliGable laws and reeulpt;^nr,. the International Professional Practices Framework OPPF), established by the Institute of Internal Auditors, as well as applicable laws and regulations. (c) * * * Sec. 12%-2. Independence, objectivity, and audit standards. (a) The organization and administration of the auditor's office shall be sufficiently independent to assure that no interference or influence shall adversely affect an independent and objective judgment of the auditor. (b) * * * (g) The city auditor shall adhere to government auditing standards and the IPPF, insofar as possible, when conducting the city auditor's work and will be independent as defined by those standards. Page 1 of 3 (h) The responsibility for selection of audit areas shall initiate with the city auditor, with due consideration of the interests and concerns of the city council and city manager. To accomplish this: (1) `J the GaleRdaF abeve OR subseGtieRthe .R.. TdTi fer i -1 }7h!'r19 fTisral yeaF eRdiRg l ly 31T L Shall prepared by the Git yeiL fId_fift8r Q;;nTQ S GlhlmTif}C}C f fer rtQyMtQ e Apd , nemmento by audit nemmit+ er before Niey her 4f1 294 1 The initil G17T'I"ITTT cG .�j PfI�TISGT'ITTTl7Vr.fITfJGT'G'�j VTTTTTT 7 audit all they he S; ihmitted tG Gity nei innil for i}5S env--arra fiAa-I apprevat Sec. 12%-3. Audit committee. (a) The audit committee will provide guidance and oversight of the city auditor's office in the performance of its responsibilities. The audit committee will consist of four (4) council members appGiRted-selected by the mayor at the beginning of each council term and be approved by a majority of council. The mayor shall appoint one of the council members as the chairperson. The mayer May nhaRge the membership of the nemmittee at aRy time The mayor or a majority of council may remove a member of the audit committee at any time for justifiable cause that does not reflect and support the mission of the audit committee. If a member is removed, the mayor will select a new member to be approved by a majority of council. However, if a committee has not been appointed, then the duties of the council audit committee as described in this chapter shall be undertaken by the entire city council. (b) Sec. 12%-5. Preparation and release of reports. (a) Each audit shall result in a report which shall: (1) Be transmitted in draft to the city manager, who will provide a written response to the city auditor regarding the audit findings and recommendations within an agreed time frame. The response will indicate agreement or disagreement and reasons for any disagreements, and what actions, if any will be taken. The city auditor will include the responses in the final report, unless they are not received within the established time frame; (2) Be submitted in final form to the city council and the city manager, and shall be retained in the city auditor's office in accordance with the city's records management program; Page 2 of 3 (3) Adhere to reporting standards for financial and performance audits as described in Governmental Audit Standards and the IPPF. (b) Sec. 12%-7. Peer review. (a) Authority statement. The city auditor's office shall, within three (3) years of date of the adoption of Ordinance No. 029287, be subject to peer review and thereafter not less than once every three (3) years by a professional, non-partisan, objective person or group, comprised of auditors and other professionals with appropriate government auditing expertise and experience. (b) Scope of peer review. The peer review shall determine compliance with Government Auditing Standards and the IPPF, and the quality of audit effort and reporting, including: (1) General standards such as staff qualifications, due professional care, and quality assurance; (2) Fieldwork standards such as planning, supervision, and audit evidence; and (3) Reporting standards such as report content, presentation, and timeliness. (c) Section 2. The amendments to the City Code are effective for new and in-progress audits beginning with calendar year 2025. Introduced and voted on the day of , 2025. PASSED and APPROVED on the day of , 2025. ATTEST: Paulette Guajardo, Mayor Rebecca Huerta, City Secretary Page 3 of 3 RED & YELLOW BOOK AUDITING STANDARDS George Holland, CIA, CISA, CCA City Auditor As unanimously approved by the Audit Committee on May 20, 2025, the City Auditor's Office recommends adopting The Institute of Internal Auditors - Global Internal Audit Standards, referred to as the "Red Book," in addition to the GAGAS "Yellow Book" Standard. RED BOOK ADOPTION ADVANTAGES 1. Enhanced Scope and Perspective: -Red Book Focus: Provides a broader framework applicable across all types of organizations, emphasizing the role of internal audit in improving an organization's operations, risk management, control, and governance processes. Applying it brings a more holistic and strategic perspective to the audit function. 2. Strengthened Internal Audit Function: -Red Book Emphasis on Internal Audit Activity Management: The Red Book provides comprehensive guidance on managing the internal audit activity, including its purpose, authority, and responsibility; independence and objectivity; proficiency and due professional care; and quality assurance and improvement program. This helps the local city auditor build a robust and effective internal audit function. 3. Improved Governance and Ethics: -Red Book's Principles-Based Approach: The Red Book's principles for the professional practice of internal auditing (integrity, objectivity, confidentiality, and competency) can reinforce the ethical foundation of the audit work. 4. Enhanced Risk Management and Control Focus: -Red Book's Risk-Based Approach: The Red Book explicitly requires a risk-based approach to developing audit plans, ensuring that audit efforts are directed towards the areas of highest risk to the city. 5. Value-Added and Improvement Focus: •Red Book's Emphasis on Adding Value: A core principle of the Red Book is that internal audit should add value to the organization. This encourages the auditor to go beyond compliance and identify opportunities for improvement in efficiency, effectiveness, and economy. •government programs and operations,aligning with the Red Book's value-added focus. 6. Broader Stakeholder Confidence: •Applying both sets of standards can demonstrate a commitment to both government-specific accountability and broader professional best practices in internal auditing,potentially increasing the confidence of various stakeholders,including city management, elected officials,and the public. 7. Professional Development and Best Practices: •Exposure to both frameworks can broaden the knowledge and skills of the local city auditor and their staff,keeping them abreast of leading practices in both government auditing and the internal audit profession as a whole. •Alignment of the City Auditor's Office team's professional development in obtaining the Certified Internal Auditor(CIA) designation •Compliant with HB No. 3666 initiative to adopt the Red Book at the state agency level •Less stringent than the Yellow Book \\ Source: Institute of Internal Auditors neU Sags Goremment Mmundniiiq omae ey Me Comv�er General of me unneJ Stiles -RUARY2- The YELLOW BOOK — GAGAS: Generally GOVERNMENTDITING AU Accepted Government Auditing Standards STANDARDS 2024 REVISION By the GAO: Government Accountability Office Global Internal Audit Standards'" The RED BOOK — Global Internal Audit Standards By the IIA: Institute of Internal Auditors KEY DIFFERENCES Book)Global Internal Audit Standards (Red Book) Government Auditing Standards(Yellow Developed Members of The Institute of Internal Auditors(IIA) The United States Government Accountability Office by across the globe (GAO) Guidance Various countries collectively agree on best practices Independent legislative government with a focus on Perspective that can be applied for multiple industry projects federally funded programs Designed Internal audits with a focus on responsibilities, Public sector audits with a focus on transparency of for processes, and controls within a private,public, and/or responsibilities and accountability of government non-profit organization entities and programs Recognized Assurance services, consulting services,financial Financial audits,attestation audits,performance Services services,risk management evaluations,control audits assessments,governance reviews Consulting Encourages flexible consulting services allowing Solely recognizes GAO's routinely advising services Services collaboration with the organization's management with and do not typically result in a formal work product an independent approach Prior Audit Requires auditors to follow-up on prior audit reports Asks auditors to consider following-up with prior Reports and discover the disposition of implementation of observations,but it is not mandatory Recognition observations/findings Primary Adding value and enhancing processes to meet the Accountability and transparency in Quality Objective organization's objectives Management AUDIT APPROACH Our approach is to conduct audits in alignment with the Global Internal Audit Standards issued by the Institute of Internal Auditors. Those standards require planning and performing the audit to obtain satisfactory and appropriate evidence to provide a reasonable basis for observations and conclusions within a detailed audit plan based on the audit objectives. The City Auditor's Office will rely on evidence obtained to provide a reasonable basis for observations and conclusions based on audit objectives. Global Internal Audit Standards" TM OTHER AUDIT DEPARTMENTS THAT FOLLOW THE RED BOOK AND THE YELLOW BOOK hem EP TX By: King, Capriglione, Noble H.B. No. 3666 A BILL TO BE ENTITLED 1 AN ACT 2 relating to the program of internal auditing conducted by state 3 agencies. 4 BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF TEXAS: 5 SECTION 1. Section 2102.002, Government Code, is amended to 6 read as follows: 7 Sec. 2102.002. PURPOSE. The purpose of this chapter is to 8 establish guidelines for a program of internal auditing to assist 9 agency administrators and governing boards by furnishing 10 independent analyses, appraisals, and recommendations about the 11 adequacy and effectiveness of a state agency's systems of internal 12 control policies and procedures and the quality of performance in 13 carrying out assigned responsibilities. The purpose of internal 14 auditing is to strengthen an organization's ability to create, 15 protect, and sustain value by providing agency administrators, 16 management, and governing boards with independent, risk-based, and 17 objective assurance, advice, insight, and foresight [T 18 aag4mt s a s , e b j e eta;e a s sia r-an e e 19 ee rset l ae i ode s3mx eel#e—a ;.xa 11-;e—a4;P-1 are 21 ebjeemt4mves byyb r g—a s y s tee^,44m sew=^e d—app=e a e h t o 22 , 23 anE4 geveicnanee igiceeesses] 24 SECTION 2. Section 2102.003, Government Code, is amended by 89R18207 CS-D 1 H.B. No. 3666 1 adding Subdivision (1-a) to read as follows: 2 (1-a) "Advisory services" means consulting and 3 related client service activities, the nature and scope of which 4 are agreed upon with the client and are intended to add value and 5 improve an organization's operations without providing assurance 6 or taking on management responsibilities. Advisory services 7 include counsel, facilitation, and training. 8 SECTION 3. Section 2102.005(a) , Government Code, is amended 9 to read as follows: 10 (a) A state agency shall conduct a program of internal 11 auditing that includes: 12 (1) an annual audit plan that is prepared using risk 13 assessment techniques and that identifies the individual audits to 14 be conducted during the year; and 15 (2) [ z] audits of the agency's major systems 16 and controls, including: 17 (A) financial [ ^^ -^;] systems and controls; 18 (B) operational or administrative systems and 19 controls; and 20 (C) information technology [2�es �e�i� dam 21 piceeessimnq] systems and controls. 22 SECTION 4. Section 2102.007(a) , Government Code, is amended 23 to read as follows: 24 (a) The internal auditor shall: 25 (1) report directly to the state agency's governing 26 board or the administrator of the state agency if the state agency 27 does not have a governing board; 2 H.B. No. 3666 1 (2) develop an annual audit plan; 2 (3) conduct audits as specified in the audit plan and 3 document deviations; 4 (4) prepare [ ] reports and communicate advisory 5 and assurance services engagement results; 6 (5) conduct quality assurance reviews in accordance 7 with professional standards as provided by Section 2102.011 and 8 periodically take part in a comprehensive external peer review; and 9 (6) conduct economy and efficiency audits and program 10 results audits as directed by the state agency's governing board or 11 the administrator of the state agency if the state agency does not 12 have a governing board. 13 SECTION 5. The heading to Section 2102.008, Government 14 Code, is amended to read as follows: 15 Sec. 2102.008. APPROVAL OF AUDIT PLAN AND REVIEW OF AUDIT 16 REPORTS [Rg;�QR=] . 17 SECTION 6. The heading to Section 2102.0091, Government 18 Code, is amended to read as follows: 19 Sec. 2102.0091. REPORTS OF [T'9D�z] AUDITS. 20 SECTION 7. Section 2102.011, Government Code, is amended to 21 read as follows: 22 Sec. 2102.011. INTERNAL AUDIT STANDARDS. The internal 23 audit program shall conform to the Global Internal Audit Standards 24 [fart z 4:t ^g,tne—Cede—e f 25 FEaFaewe3ckl as 26 promulgated by the Institute of Internal Auditors[ , anel n ~,l 3 H.B. No. 3666 1 SECTION 8. Section 2102.003(4) , Government Code, is 2 repealed. 3 SECTION 9. This Act takes effect immediately if it receives 4 a vote of two-thirds of all the members elected to each house, as 5 provided by Section 39, Article III, Texas Constitution. If this 6 Act does not receive the vote necessary for immediate effect, this 7 Act takes effect September 1, 2025. 4 se GO � O� A v AGENDA MEMORANDUM Public Hearing and First Reading Ordinance for the 06/10/25 /NOHPR PZ E 1852 Second Reading Ordinance for 06/17/25 DATE: June 10, 2025 TO: Peter Zanoni, City Manager FROM: Michael Dice, Director Development Services MichaelD3(a)cctexas.com (361) 826-3596 Wastewater Trunk Line Construction and Reimbursement Agreement with MPM Development, LP for wastewater improvements for King's Landing Unit 8 CAPTION: Ordinance authorizing a Wastewater Trunk Line Construction and Reimbursement Agreement up to $322,684.80 with MPM Development, LP to construct a wastewater trunk line related to King's Landing Unit 8 subdivision located north of the Lady Alexa Dr. and Lady Claudia St. intersection, and authorizing future transfer and appropriation of Water and Wastewater Trust Fund revenue up to $322,684.80 to reimburse the developer in accordance with the agreement. (District 3). SUMMARY: MPM Development is developing 13.60 acres of single-family residential homes with approximately 80 lots to be built and is requesting funds to construct the wastewater trunk line improvements associated with the development. The estimated one-time reimbursable cost of the improvements is $322,684.80. BACKGROUND AND FINDINGS: The Developer, has requested reimbursement through a reimbursement agreement for the 13.60 acres subdivision named King's Landing Unit 8 subdivision located north of the Lady Alexa Dr. and Lady Claudia St intersection. The plat was approved by the Planning Commission on September 20, 2023. The wastewater improvements consist of 926 linear feet of 15" PVC pipe. The allowable reimbursement amount is $322,684.80. The term of the agreement is 24 months. The project is consistent with the City's Wastewater Trunk Line Construction Standards. The project is eligible for reimbursement from the Wastewater Trunk Line Trust Fund per UDC Section 8.5.2.E. ALTERNATIVES: This project will improve and facilitate the development of the new King's Landing Unit 8 subdivision development. An alternative to utilizing trust funds to construct the wastewater trunk line improvements would be to construct them with a city-initiated CIP project. This option would most likely delay the construction until the required funding for the improvements could be programmed into the CIP budget and would most likely impact the developer's ability to build out his planned subdivision in a timely manner. FINANCIAL IMPACT: The total estimated project cost for the wastewater improvements is $322,684.80. Agreement requires authorizing appropriation and transferring of future revenue from Water and Wastwater lot and acreage fees and additional fee from Water and Wastewater Utilities fund as presented by the City Manager to$322,684.80 to reimburse the developer in accordance with the agreement. (District 3). FUNDING DETAIL: Fund: 4030 Water Arterial Transmission & Grid Main Trust Fund Organization/Activity: 21805 Water Arterial Transmission and Grid Main Trust Mission Element: 777 Project # (CIP Only): N/A Account: 540450 Reimbursement to Developers Fund: 4030 Water Distribution Main Trust Fund Organization/Activity: 21806 Water Distribution Main Trust Mission Element: 777 Project # (CIP Only): N/A Account: 540450 Reimbursement to Developers Fund: 4220 Sewer Trunk System Trust Fund Organization/Activity: 21800 Sewer Trunk System Trust Mission Element: 777 Project # (CIP Only): N/A Account: 540450 Reimbursement to Developers Fund: 4220 Sewer Trunk System Trust Fund Organization/Activity: 21801 Sewer Collection Line Trust Mission Element: 777 Project # (CIP Only): N/A Account: 540450 Reimbursement to Developers RECOMMENDATION: Staff recommends approval. The project is in accordance with UDC Section 8.5.2.E. LIST OF SUPPORTING DOCUMENTS: Ordinance (with exhibit) Presentation Certification of Funds Location Map Ordinance authorizing a Wastewater Trunk Line Construction and Reimbursement Agreement up to $322,684.80 with MPM Development, LP to construct a wastewater trunk line related to King's Landing Unit 8 subdivision located north of the Lady Alexa Dr. and Lady Claudia St. intersection; and authorizing future transfer and appropriation of Water and Wastewater Trust Fund revenue up to $322,684.80 to reimburse the developer in accordance with the agreement. (District 3). WHEREAS, the Developer/Owner, in compliance with the City's Unified Development Code ("UDC"), has a plat, approved by the Planning Commission on September 20, 2023, to develop a tract of land, approximately 13.60 acres known as King's Landing Unit 8 Subdivision; WHEREAS, under the UDC, the Developer/Owner is responsible for construction of the 15-inch Wastewater Trunk Line ("Wastewater Improvements"); WHEREAS, under the UDC, the Developer/Owner is eligible for reimbursement of the Developer/Owner's costs for the construction of Wastewater Improvements; WHEREAS, it is in the best interests of the City to have the Wastewater Improvements be constructed to its ultimate capacity under the City's applicable Master Plan; and WHEREAS, the City's participation as Trustee does not create a loan of its credit because Texas Constitution Article 1.1, Section 3 prohibits the City from becoming a subscriber to the capital of any private corporation or association, or make any appropriation or donation to the same, or in anywise loan its credit; WHEREAS, execution of the Agreement constitutes a promise to pay only to the extent that the assets and future assets of the trust are sufficient for such purpose and that any judgement will only be satisfied out of the assets of the trust and not out of the City's assets and the City is excluded from personal liability; WHEREAS, the Wastewater Trunk System Trust Fund does not currently have sufficient funds to fully reimburse Developer/Owner for Wastewater Improvements under the Agreement; WHEREAS, a construction and reimbursement agreement must be approved by the City Council before the developer starts construction; WHEREAS, reimbursement only shall be made when monies are available in and appropriated from the Wastewater Trunk System Trust Fund; WHEREAS, the order of the reimbursement will be determined according to the date the construction and reimbursement agreement is approved by the City Council; and WHEREAS, if the developer is owed funds from the Wastewater Trunk System Trust Fund, reimbursement shall be made as funds are deposited into the trust fund from other development and/or, the developer will be given credit for lot or acreage fees that are due on subsequent final plats. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The City Manager, or designee, is authorized to execute a Wastewater Trunk Line Construction and Reimbursement Agreement ("Agreement"), attached hereto, with MPM Development ("Developer"), for the extension of a 15-inch wastewater trunk line, including all related appurtenances, for the development of King's Landing Unit 8 Subdivision, Corpus Christi, Nueces County, Texas. SECTION 2. In the event of a project delay, the City Manager or designee is authorized to execute an extension of the agreement for a period not to exceed a period of 24 months. SECTION 3. Funding in the amount of$322,684.80 is appropriated from the No.4220-21800- 777 Wastewater Trunk Line Trust Fund to reimburse the Developer for the construction of a wastewater trunk line, and improvements in accordance with the Agreement. SECTION 4. The future revenue of the Water Arterial Transmission and Grid Main Trust Fund, Water Distribution Main Trust Fund, and Wastewater Collection Line Trust Fund are transferred by way of water and wastewater lot and acreage fees and pro-rata fees to the No.4220-21800-777 Wastewater Trunk System Trust Fund until $322,684.80 is appropriated in accordance with Section 3 of this ordinance. SECTION 5. The City Manager or designee is authorized to appropriate $322,684.80 from the No.4220-21800-777 Wastewater Trunk System Trust Fund as funds become available to reimburse the Developer for the wastewater trunk system construction and improvements in accordance with the Agreement. SECTION 6. This ordinance takes effect upon passage. Introduced and voted on the day of , 2025. PASSED and APPROVED on the day of , 2025. ATTEST: Paulette Guajardo, Mayor Rebecca Huerta, City Secretary WASTEWATER TRUNK LINE SYSTEM CONSTRUCTION AND REIMBURSEMENT AGREEMENT STATE OF TEXAS § COUNTY OF NUECES § This Wastewater Trunk Line Construction and Reimbursement Agreement ("Agreement") is entered into between the City of Corpus Christi ("City"), a Texas home-rule municipality, and MPM Development, LP, ("Developer/Owner"), a Texas Limited Partnership. WHEREAS, the Developer/Owner, in compliance with the City's Unified Development Code ("UDC"), has a plat, approved by the Planning Commission on September 20, 2023 to develop a tract of land, to wit approximately 13.60 acres known as King's Landing Unit 8 Subdivision located north of the Lady Alexa Dr. and Lady Claudia St. intersection as shown in the attached Exhibit 1, the content of such exhibit being incorporated by reference into this Agreement; WHEREAS, under the UDC, the Developer/Owner is responsible for construction of the Trunk Line ("Wastewater Improvements"); WHEREAS, under the UDC, the Developer/Owner is eligible for reimbursement of the Developer/Owner's costs for the construction of Wastewater Improvements; WHEREAS, it is to the best interest of the City that the Wastewater Improvements be constructed to its ultimate capacity under the City's applicable Master Plan; WHEREAS, Section 8.5.2.E. of the UDC authorizes the acceptance of applications to be eligible for reimbursement in the future when funds become fully available in the Wastewater Trunk System Trust Fund and are appropriated by the City Council; WHEREAS, the Developer/Owner has submitted an application for reimbursement of the costs from the Wastewater Trunk System Trust Fund for installing the Wastewater Improvements, as shown in Exhibit 2, the content of such exhibit being incorporated by reference into this Agreement; WHEREAS, the Wastewater Trunk System Trust Fund does not currently have sufficient funds to fully reimburse Developer/Owner for Wastewater Improvements; and WHEREAS, Developer/Owner may be paid when assets of the Wastewater Trunk System Trust Fund are sufficient, authorized for such purpose, and Developer/Owner has priority per UDC §8.5.2. E. NOW, THEREFORE, in consideration of the mutual promises and covenants contained in this Agreement, the parties do covenant and agree as follows: 1. TRUSTEE LIABILITY. Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form 1313 4.2.21 Page 1 of 12 a. The City is executing this agreement as trustee of the Wastewater Trust Fund pursuant to UDC §8.5. The City is acting as trustee to further its governmental functions of providing water and sewer service. Texas Constitution Article 11, Section 3 prohibits the City from becoming a subscriber to the capital of any private corporation or association, or make any appropriation or donation to the same, or in anywise loan its credit. As such, the City's participation as Trustee does not create a loan of its credit. Execution of this agreement constitutes a promise to pay only to the extent that the assets and future assets of the trust are sufficient for such purpose and it is expressly agreed that any judgment will only be satisfied out of the assets of the trust and not out of the City's assets. The City is excluded from personal liability. b. The Wastewater Sanitary Sewer Trunk Line Trust Fund was established by Ordinance No. 17396 to encouraging the orderly development of subdivisions within and surrounding the City of Corpus Christi, Texas and continues pursuant Texas Local Government Code §395.001(4)(C). The revenue generated for funding and continuation of the Wastewater Sanitary Sewer Trunk Line Trust Fund is subject to legislation of the State of Texas and the City of Corpus Christi. Nothing in this agreement guarantees neither the continuation nor future revenues of the Wastewater Sanitary Sewer Trunk Line Trust Fund. The City is not liable for modification or termination of the Wastewater Sanitary Sewer Trunk Line Trust Fund. The Developer/Owner agrees that any modification or termination of the Wastewater Sanitary Sewer Trunk Line Trust Fund is a legislative action and does not constitute a breach of trust, an act of bad faith, an intentional or reckless indifference to the interest of a beneficiary, or a profit derived by the trustee from a breach of trust. 2. PLANS AND SPECIFICATIONS. a. Developer/Owner shall contract with a professional engineer licensed in the State of Texas and acceptable to the City's Development Services Engineer to prepare plans and specifications for the Wastewater Improvements, as shown in the attached Exhibit 3, the content of such exhibit being incorporated by reference into this Agreement, with the following minimum requirements: BASS WELSH ENGINEERING TX Registration No.F-52 Survey Registration No.100027-00 3054 S.Alameda St. P.O.Box 6397 Corpus Christi,TX 78466-6397 Kings Landing Unit 8-Cost Sheet 4/21/2025 SANITARY SEWER ITEMS ITEM DESCRIPTION QUANTITY UNIT COST TOTAL 1 15 INCH PVC PIPE 926 LF $195.00 $ 180,570.00 2 FIBERGLASS MANHOLE 4 EA $20,000.00 $80,000.00 Subtotal: $260,570.00 MISC ITEMS ITEM DESCRIPTION QUANTITY UNIT COST TOTAL TRENCH SAFETY FOR EXCAVATIONS(SANITARY SEWER AND $8,334.00 1 STORM SEWER PIPES OF ALL SIZES) 926 LF $9.00 Subtotal: $8,334.00 Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form 313 4.2.21 Page 2 of 12 SUBTOTAL $268,904.00 ENGINEERING,SURVEYING,&TESTING(11%) $29,579.44 CONTINGENCY(7%) 18,823.28 BOND(2%) 5,378.08 TOTAL I $322,684.80 b. The plan must be in compliance with the City's master plans. c. The plans and specifications must comply with the City's Wastewater Standards Detail Sheets and Standard Specifications. d. Before the Developer/Owner starts construction, the plans and specifications must be approved by the City's Development Services Engineer 3. REIMBURSEMENT. a. The cost for the Wastewater Improvements is $322,684.80. Subject to the conditions for reimbursement from the Wastewater Trunk Line System Trust Fund and the appropriation of funds, the City will reimburse the developer, the reasonable actual cost of the Wastewater Improvements up to an amount not to exceed $322,684.80 as shown in the attached Exhibit 4, the contents of such exhibit being incorporated by reference into this Agreement. b. Subject to the conditions for reimbursement from the Wastewater Trunk Line System Trust Fund per the UDC and this agreement, the City agrees to reimburse the Developer/Owner on a monthly basis upon invoicing for work performed. The submitted invoice shall be deemed administratively complete by the City prior to payment. The reimbursement will be made no later than 30 days from the date of the City's administrative approval of the invoice. Developer/Owner shall submit all required performance bonds and proof of required insurance under the provisions of this Agreement. c. Cost-supporting documentation to be submitted shall include: 1. Summary of Costs and Work Performed on Form provided by the Development Services Department. 2. Contractor and professional services invoices detailing work performed. 3. The first reimbursement request requires submittal of invoices for work performed. Future disbursements shall provide evidence of payment by the developer/owner through a cancelled check or bank ACH for the previous submittal. The final reimbursement request shall require evidence that all invoices to date have been paid. d. To be eligible for reimbursement, the work must be constructed in a good and workmanlike manner and must have been inspected and accepted by the City. The City agrees to conduct periodic inspections and approve the progress of the work at key points during construction. Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 3 of 12 e. The final 5% of the total contract reimbursement amount will be held as retainage until such time the City issues acceptance of public infrastructure in accordance with Unified Development Code. f. In the event that this Agreement is terminated by the City as a result of an uncured default by the Developer/Owner and at a time when there has been a partial completion and/or partial payment for the improvements, then the City shall only reimburse the Developer/Owner for its costs that were legitimately incurred towards the completion of the improvements that have been inspected and accepted by the City up to the time that the uncured default occurred. 4. PAYMENTS, CREDITS, AND DEFERRED REIMBURSEMENT. a. All payments, credits, priority of reimbursement, and deferred reimbursement shall be made in accordance with UDC §8.5. Developer/Owner understands and agrees that if funds are not available in the Wastewater Trunk System Trust Fund, that reimbursement will not be made until such funds are available, appropriated, and Developer/Owner has priority per UDC §8.5.2. Pursuant UDC §8.5.2. E., priority is determined according to the date the reimbursement agreement is approved by the City Council. b. Payments will not be paid when funds are not available in the Wastewater Trunk System Trust Fund. Payments may be made when monies are available in and appropriated from the Wastewater Trunk System Trust Fund and the Developer/Owner has priority in accordance with UDC §8.5.2. E. c. If the developer is owed funds from the Wastewater Trunk System Trust Fund, the developer will be given credit for lot or acreage fees that are due on subsequent final plats filed with the County Clerk in accordance with UDC §8.5.2. E. The amounts credited will be deducted from the outstanding amounts owed to the developer by the Wastewater Trunk System Trust Fund until the total amount owed has been paid, provided that the lands being platted are within or contiguous to the boundaries of the preliminary plat of the originally developed property, the land will be served by the wastewater trunk line for which the credit was given, and an extension of the trunk line was not required to serve the land. 5. DEVELOPER/OWNER TO COMPLETE IMPROVEMENTS. Developer/Owner shall award a contract and complete the Wastewater Improvements under the approved plans and specifications within 24 months from the date of City Council approval of this agreement. 6. NOTICES. a. Any notice or other communication required or permitted to be given under this Agreement must be given to the other party in writing at the following address: 1. If to the Developer/Owner: MPM Development, LP P.O. Box 331308 Corpus Christi, Texas 78401 Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form 1313 4.2.21 Page 4 of 12 2. If to the City: City of Corpus Christi Attn: Director, Development Services Department 2406 Leopard Street 78401 P. O. Box 9277 Corpus Christi, Texas 78469-9277 with a copy to: City of Corpus Christi Attn: Assistant City Manager, Business Support Services 1201 Leopard Street 78401 P. O. Box 9277 Corpus Christi, Texas 78469-9277 b. Notice must be made by United States Postal Service, First Class mail, certified, return receipt requested, postage prepaid; by a commercial delivery service that provides proof of delivery, delivery prepaid; or by personal delivery. c. Either party may change the address for notices by giving notice of the change under the provisions of this section. 7. REQUIRED CONSTRUCTION. Developer/Owner shall construct the Wastewater Improvements in compliance with the City's UDC, the City's Infrastructure Design Manual, and all local, state and federal laws, codes and regulations, in accordance with the plans and specifications submitted to the City's Development Services Department and reviewed and approved by the City's Development Services Engineer. 8. SITE IMPROVEMENTS. Prior to the start of construction of the Wastewater Improvements, Developer/Owner shall acquire and dedicate to the City the required additional public utility easements ("Easements"), if any, necessary for the completion of the Wastewater Improvements. If any of the property needed for the Easements is owned by a third party and the Developer/Owner is unable to acquire the Easements through reasonable efforts, then the City may use its powers of eminent domain to acquire the Easements. Developer will be responsible for cost of acquisition, payable from the reimbursement agreed to in this agreement. 9. PLATTING FEES. Developer/Owner shall pay to the City the required acreage fees and pro- rata fees as required by the UDC. 10. TIME IS OF THE ESSENCE. Time is of the essence in the performance of this contract. 11. PROMPT AND GOOD FAITH ACTIONS. The parties shall act promptly and in good faith in performing their duties and obligations under this Agreement. If this Agreement calls for review or inspections by the City, then the City's reviews or inspections must be completed thoroughly and promptly. Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form 1313 4.2.21 Page 5 of 12 12. DEFAULT. The following events shall constitute default: a. Developer/Owner fails to engage a professional engineer for the preparation of plans and specifications by the 10th calendar day after the date of approval of this Agreement by the City Council. b. Developer/Owner's professional engineer fails to submit the plans and specifications to the City's Director of Engineering Services by the 40th calendar day after the date of approval by City Council. c. Developer/Owner fails to award a contract for the construction of the project, according to the approved plans and specifications, by the 70th calendar day after the date of approval by City Council. d. Developer/Owner's contractor does not reasonably pursue construction of the Wastewater Improvements under the approved plans and specifications. e. Developer/Owner's contractor fails to complete construction of the Wastewater Improvements, under the approved plans and specifications as provided in section 4 of this agreement. f. Either the City or the Developer/Owner otherwise fails to comply with its duties or obligations under this Agreement. 13. NOTICE AND CURE. a. In the event of a default by either party under this Agreement, the non-defaulting party shall deliver notice of the default, in writing, to the defaulting party stating, in sufficient detail, the nature of the default and the requirements to cure such default. b. After delivery of the default notice, the defaulting party has 15 business days from the delivery of the default notice ("Cure Period") to cure the default. c. In the event the default is not cured by the defaulting party within the Cure Period, then the non-defaulting party may pursue its remedies in this section. d. Should Developer/Owner fail to perform any obligation or duty of this Agreement, the City shall give notice to Developer/Owner, at the address stated in section 6, of the need to perform the obligation or duty, and should Developer/Owner fail to perform the required obligation or duty within 15 days of receipt of the notice, the City may perform the obligation or duty, charging the cost of such performance to Developer/Owner by reducing the reimbursement amount due Developer/Owner. e. In the event of an uncured default by the Developer/Owner, after the appropriate notice and Cure Period, the City has all its common law remedies and the City may: 1. Terminate this Agreement after the required notice and opportunity to cure the default; Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 6 of 12 2. Refuse to record a related plat or issue any certificate of occupancy for any structure to be served by the project; and/or 3. Perform any obligation or duty of the Developer/Owner under this Agreement and charge the cost of such performance to the Developer/Owner. The Developer/Owner shall pay to the City the reasonable and necessary cost of the performance within 30 days from the date the Developer/Owner receives notice of the cost of performance. In the event the Developer/Owner pays the City under the preceding sentence and is not otherwise in default under this Agreement, then the Agreement shall be considered in effect and no longer in default. f. In the event of an uncured default by the City after the appropriate notice and Cure Period, the Developer/Owner has all its remedies at law or in equity for such default. 14. FORCE MAJEURE. a. The term "force majeure" as employed in this Agreement means and refers to acts of God; strikes, lockouts, or other industrial disturbances; acts of public enemies; insurrections; riots; epidemics; landslides; lightning; earthquakes; fires; hurricanes; storms; floods; washouts; droughts; arrests; civil disturbances; explosions; or other causes not reasonably within the control of the party claiming the inability. b. If, by reason of force majeure, either party is rendered wholly or partially unable to carry out its obligations under this Agreement, then the party claiming force majeure shall give written notice of the full particulars of the force majeure to the other party within ten (10) business days after the occurrence or waive the right to claim it as a justifiable reason for delay. The obligations of the party giving the required notice, to the extent affected by the force majeure, are suspended during the continuance of the inability claimed but for no longer period, and the party shall endeavor to remove or overcome such inability with all reasonable dispatch. 15. THIRD-PARTY BENEFICIARY. Developer/Owner's contracts with the professional engineer for the preparation of the plans and specifications for the construction of the Wastewater Improvements, contracts for testing services, and contracts with the contractor for the construction of the Wastewater Improvements must provide that the City is a third-party beneficiary of each contract. 16. PERFORMANCE AND PAYMENT BONDS. Developer/Owner shall, before beginning the work that is the subject of this Agreement, furnish a performance bond payable to the City of Corpus Christi if the contract is in excess of$100,000 and a payment bond if the contract is in excess of$50,000. Bonds furnished must meet the requirements of Texas Insurance Code 3503, Texas Government Code 2253, and all other applicable laws and regulations. The performance or payment bond must name the City as an obligee. If the Developer/Owner is not an obligor, then Developer/Owner shall be named as a joint obligee. The bond must clearly and prominently display on the bond or on an attachment to the bond: (1) the name, mailing address, physical address, and telephone number, including the area code, of the surety company to which any notice of claim should be sent; or Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form 1313 4.2.21 Page 7 of 12 (2) the toll-free telephone number maintained by the Texas Department of Insurance under Subchapter B, Chapter 521, Insurance Code, and a statement that the address of the surety company to which any notice of claim should be sent may be obtained from the Texas Department of Insurance by calling the toll-free telephone number. 17. DEDICATION OF WASTEWATER IMPROVEMENTS. Upon completion of the construction, dedication of Wastewater Improvements will be subject to City inspection and approval. 18. WARRANTY. Developer/Owner shall fully warranty the workmanship of and function of the Wastewater Improvements and the construction thereof for a period of one year from and after the date of acceptance of the facilities by the City's Director of Engineering Services. 19. INDEMNIFICATION. Developer/Owner covenants to fully indemnify, save and hold harmless the City of Corpus Christi, its officers, employees, and agents, ("indemnitees") against any and all liability, damage, loss, claims, demands suits and causes of action of any nature whatsoever asserted against or recovered from city on account of injury or damage to person including, without limitation on the foregoing, workers compensation and death claims, or property loss or damage of any other kind whatsoever, to the extent any injury, damage, or loss may be incident to, arise out of, be caused by, or be in any way connected with, either proximately or remotely, wholly or in part, the Developer/Owner's failure to comply with its obligations under this agreement or to provide city wastewater service to the development, including injury, loss, or damage which arise out of or are in any manner connected with, or are claimed to arise out of or be in any manner connected with the construction, installation, existence, operation, use, maintenance, repair, restoration, or removal of the public improvements associated with the development described above, including the injury, loss or damage caused by the sole or contributory negligence of the indemnitees or any of them, regardless of whether the injury, damage, loss, violation, exercise of rights, act, or omission is caused or is claimed to be caused by the contributing or concurrent negligence of indemnitees, or any of them, but not if caused by the sole negligence of indemnitees, or any of them, unmixed with the fault of any other person or entity, and including all expenses of litigation, court costs, and attorneys fees, which arise, or are claimed to arise, out of or in connection with the asserted or recovered incident. This indemnity specifically includes all claims, damages, and liabilities of whatever nature, foreseen or unforeseen, under any Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 8 of 12 hazardous substance laws, including but not limited to the following: (a) all fees incurred in defending any action or proceeding brought by a public or private entity and arising from the presence, containment, use, manufacture, handling, creating, storage, treatment, discharge, release or burial on the property or the transportation to or from the property of any hazardous substance. The fees for which the developer/owner shall be responsible under this subparagraph shall include but shall not be limited to the fees charged by (i) attorneys, (ii) environmental consultants, (iii) engineers, (iv) surveyors, and (v) expert witnesses. (b) any costs incurred attributable to (i) the breach of any warranty or representation made by Developer/Owner in this agreement, or (ii) any cleanup, detoxification, remediation, or other type of response action taken with respect to any hazardous substance on or under the property regardless of whether or not that action was mandated by the federal, state or local government. This indemnity shall survive the expiration or earlier termination of the agreement. 20. ASSIGNMENT OF AGREEMENT. This Agreement or any rights under this Agreement may not be assigned by the Developer/Owner to another without the written approval and consent of the City's City Manager. 21. DISCLOSURE OF INTEREST. Developer/Owner agrees, in compliance with the Corpus Christi Code of Ordinance Sec. 2-349, to complete, as part of this Agreement, the Disclosure of Interest form attached to this Agreement as Exhibit 5. 22. CERTIFICATE OF INTERESTED PARTIES. Developer/Owner agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 Certificate of Interested Parties as part of this agreement. Form 1295 requires disclosure of"interested parties" with respect to entities that enter contracts with cities. These interested parties include: (1) persons with a "controlling interest" in the entity, which includes: a. an ownership interest or participating interest in a business entity by virtue of units, percentage, shares, stock or otherwise that exceeds 10 percent; b. membership on the board of directors or other governing body of a business entity of which the board or other governing body is composed of not more than 10 members; or Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 9 of 12 c. service as an officer of a business entity that has four or fewer officers, or service as one of the four officers most highly compensated by a business entity that has more than four officers. (2) a person who actively participates in facilitating a contract or negotiating the terms of a contract with a governmental entity or state agency, including a broker, intermediary, adviser or attorney for the business entity. Form 1295 must be electronically filed with the Texas Ethics Commission at https://www.ethics.state.tx.us/whatsnew/elf info forml295.htm. The form must then be printed, signed, notarized and filed with the City. For more information, please review the Texas Ethics Commission Rules at.https://www.ethics.state.tx.us/legal/ch46.html. 23. CONFLICT OF INTEREST. Developer/Owner agrees to comply with Chapter 176 of the Texas Local Government Code and file Form CIQ with the City Secretary's Office, if required. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at http://www.cctexas.com/qovernment/city secretary/conflict-disclosure/index 24. AUTHORITY. All signatories signing this Agreement warrant and guarantee that they have the authority to act on behalf of the entity represented and make this Agreement binding and enforceable by their signature. 25. EFFECTIVE DATE. This Agreement becomes effective and is binding upon and inures to the benefit of the City and the Developer/Owner and their respective heirs, successors, and assigns from and after the date of final execution by all parties. Remainder of page intentionally left blank; signature page to follow. Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form BB 4.2.21 Page 10 of 12 EXECUTED IN ONE ORIGINAL this day of , 20 ATTEST: CITY OF CORPUS CHRISTI Rebecca Huerta Michael Dice City Secretary Director of Development Services APPROVED AS TO LEGAL FORM: Buck Brice (Date) Assistant City Attorney For City Attorney Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form 1313 4.2.21 Page 11 of 12 DEVELOPER/OWNER: MPM Development, LP P.O. Box 331308 Corpus Christi, Texas 78401 By: Moses Mostaghasi General Partner STATE OF TEXAS § COUNTY OF § This instrument was acknowledged before me on 20_, by Moses Mostaghasi, General Partner of MPM Development, LP, a General Partner, on behalf of said corporation. Notary Public's Signature Standard Form Wastewater Trunk System Trust Fund Reimbursement Agreement Approved to legal form 1313 4.2.21 Page 12 of 12 EXHIBIT 1 FINAL- PLAT OF STATE OF TEKAS KING'S LANDING UNIT 8 11 A SCALE 1-1000- COUNTY OF NUECES § �r N A�G.see ACRE TRacT of LANs, noRE oR LESG.A Poan oN or A EeG.oar aceE ED WITHIN THE ROU SETRA )RILLA S i TE" E. coRPuRs EH°EsEiM`A"�NE`EAE�EEM`EEEEPNEE`EDATExAs 11 NOT INEIIISLI DOE IF NO 'NAS AND o � N Twoo HIS THE DAY OF MADE FOR HE PBRPEl)ES DE R ON D PER AT IN ��LIFE )L T DA1-11NITTE sA E OF TE On MH� �NER�PARTNER �AL RT = )s IT PARTERDOFNAPAEOEAELOPMENA ORL ME R M)S�MD3TAOHA2 GLNLRAL eRPG��s:��, 1-- _- THIS E DAY OF 2D -ELAUD.A 3T NIT111 IN ANN FDA III ;A STATE OF TEYAF TUNTY OF NUECE2 § — — EY � FN AA'WEBER RDA �NA�"NAM.W FAIL,lElIITElEl IFIC—NIONAL LAND SURVEYOR OF BASS&WELSH 3URUEY MACE ON THE UROUND UNDFR MY DI RECTION ILI. WAS PREPHRED FROM A LOCAT][IN MAP THIS THE DAY OF 20 STATE OF TEA/ NIGDN" KEL2""RPL COUNTY OF NUECES 2 THE FORT FLAT IF THE TH ITY HI 11 TIT BASS & WELSH ENGINEERING H� 13 DEPARTMENT EPArz MEN of oEVELOPMEN sERV Ces OF E C of CORPUS C RS. E TX SURVEY PEG. NO 10OD27—OD,TX ENGINEERING BEG. N0. F-52, 3054 S. ALAM E DA STREET, E CORPUS CHRISTI, TEXAS 78404, 361 882-5521 EET L DF A 1-1 of TE:✓s @ DATE COUNTY of NUECES ¢ rNAM E)H HERF%CERT`l THAT WE AREFAA THE HOLAN DER S OF TT APPPOVE THE IVISION AND DEDICATION FOR THE PURPOSES AND CONSIDERATIONS STATE of TEws g LEGEND; THEREIN S PRESSED. AFTN'of NUECES @ BY. BEHALF DE DRANAGE EASEMENT OF THE SLY OF CORPUS CHRI$TI,TEDAN BY THE PUWNING COMMISSION. D.R. DEED RECORDS,NUECES CO..TX TITLE. THIS TIE oav of 20 M.R. MAP RECORDS,NUECES CO_TO SLATE OF TECAS R EAMMAN EARGHOUNI IIL AA 0 X OFFICIAL RECORDS,NUECES CO,TX COUNTY OF NUECES R CHAIRMAN SECRETARY UP UTILITY EASEMENT THIS INSTRUMENT WAS ACKNOWLEDGED BEFORE.ME B (NAME). NOTES (TITLE).OF T T 5/a'IRON AIDE WHERE THIS TIE DAY OF 20 RR ETA COIN ASLERON ODS SET CONTAN PLAST IC CAPS IPeELED THE$T/LTE oNET...PLATf TEZAS FDA STAGE of TEUAs § COUNTY OF NUECES § �LID EV WATE AUTHENTICATION,WAS FILED FOR REED IN MY OFFICE TIE DAY E.355C05OF. (TJO/T3/2o22)_IN FEAR ZONE X.OTHER AFEPS,MAP NO REFUSED �Z---------- � 5'UE, OOC. PORTION OF A-04L ASCaE TRACT,uo MLS Tz6.0.R..oPOR IG,OF NO. xx, 0.R. 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N.R. t 27 505245' 3e 3 1 4 s 6 7 B 9 l0 11 12 l3 KING'S LANDING UNIT 7 KING'S LANDING UNIT] V.X. P. %%THRU%%, M.R. V.X. P. %%THRU%%, M.R. 0 25' 50' l00' SCALE:1'=50' Q Q © Q 0=12.26., 0=1 .00'9' B=06.41.01' R=M.0.' PLAT OF R=16 35' R=W. 0' R=1s0., R=10o.00' KING'S LANDING UNIT 8 T=16.57' T=10.t.71' T=B.7fi' T=S.84' CB=S07-OB'4fi-E CB=S07'08'46•E CB=SO4't6'O3'E CB=SO4?l6'03'E CORPUS CHRISTI, NUECES COUNTY, TEXAS CH=32.51' CH=21.67' CH=17.49' CH=l1.66' Ai R.,TE, i2 BASS& WELSH ENGINEERINGENGINEERING .CioAePna�e3oee-1X RE us°txw� EXHIBIT 2 U�C Agreement Analication Date of Application: 4/22/25 Type of Agreement Requested: Deferment [ ] Reimbursement [x] Participation [ ] Approved Plat Name: Kings Landing Unit 8 (PL7960) Public Improvement Type: WasteWater Reimbursement Approved Public Improvement Plans: Y [V] N [ ] Cost Estimate for Public Improvements: $322,684.80 Ownership and authorized signatories to enter into the agreement: MPM Development, LP Mossa (Moses) Mostaghasi Contact Informatlion Name: Mossa (Moses) Mostaghasi E-mail address: mothepro99@aol.com Phone Number: 361-774-3832 Preferred Method of Contact: Email Phone [ ] Other[ ] If other, provide detail: Company Name entering into the agreement: MPM Development, LP Company Address: PO Box 331308 Corpus Christi, TX 78463 k� General Partner Applicant's Signature &Title Submit Application Electronically to: contractsandaareementsca-ectexas.com Mail to: Development Services Attn:Business Manager 2406 Leopard St.Suite 100 Corpus Christi,Texas 78408 EXHIBIT 3 »moo w � X 5 w E E s 3 4 2 -o= 4 S. 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BASS WELSH ENGINEERING 3054 S.Alameda St. Email: NixMW@aol.com TX Registration No. F-52 Survey Registration No. 100027-00 P.O. Box 6397 Corpus Christi,TX 78466-6397 4/21/2025 Kings Landing Unit 8- Cost Sheet SANITARY SEWER ITEMS ITEM IDESCRIPTION QUANTITY UNIT COST TOTAL 1 115 INCH PVC PIPE 926 LF $ 195.00 $ 180,570.00 2 IFIBERGLASS MANHOLE 4 EA $ 20,000.00 $ 80,000.00 $ 260,570.00 MISC ITEMS ITEM DESCRIPTION QUANTITY UNIT COST TOTAL TRENCH SAFETY FOR EXCAVATIONS(SANITARY SEWER AND STORM SEWER 1 PIPES OF ALL SIZES) 926 LF $ 9.00 $ 8,334.00 $ 8,334.00 SUBTOTAL $ 268,904.00 ENGINEERING,SURVEYING,&TESTING(11%) $ 29,579.44 CONTINGENCY(7%) 18,823.28 BOND(2%) 5,378.08 TOTAL $ 322,684.80 Page 1 of 1 EXHIBIT 5 ' DISCLOSURE OF INTERESTS ° Development Services Department 2406 Leopard St.Corpus Christi,TX 78408 1 Phone:361.826,3240 1 platcpplication@cctexas.com City of Corpus Christi Ordinance 17112, as amended, requires all persons or firms seeking to do business with the City to provide the following information. Every question must be answered. If the question is not applicable, answer with"NA". NAME: MPM Development, LP STREET: PO Box 331308 CITY: Corpus Christi ZIP: 78463 FIRM is: ❑Corporation ®Partnership ❑Sole Owner ❑Association ❑Other DISCLOSURE QUESTIONS If additional space is necessary, please use the reverse side of this page or attach separate sheet. 1. State the names of each "employee" of the City of Corpus Christi having an "ownership interest" constituting 3% or more of the ownership in the above named "firm". Name Job Title and City Department(if known) N/A 2. State the names of each "official" of the City of Corpus Christi having an "ownership interest" constituting 3%or more of the ownership in the above named "firm". Name Title N/A 3. State the names of each "board member" of the City of Corpus Christi having an "ownership interest" constituting 3% or more of the ownership in the above named "firm". Name N/A Board, Commission, or Committee 4. State the names of each employee or officer of a"consultant" for the City of Corpus Christi who worked on any matter related to the subject of this contract and has an "ownership interest" constituting 3% or more of the ownership in the above named "firm". Name Consultant Mossa Mostaghasi Capital Improvement Advisory Committee CERTIFICATE (To Be Notarized) I certify that all information provided is true and correct as of the date of this statement, that I have not knowingly withheld disclosure of any information requested; and that supplemental statements will be promptly submitted to the City of Corpus Christi, Texas as changes occur. Mossa Mostaghasi Certifying Person: Title: General Partner e (Print) 5/7/25 Signature of Certifying Person: Date: Land Development Division I Form No.4011 Revised 6/13/19 1 Page 1 of 2 DEFINITIONS Development Services Department 2406 Leopard St.Corpus Christi,TX 78408 1 Phone:361.826.3240 1 platopplication@cctexas.com a. "Board Member". A member of any board, commission or committee appointed by the City Council of the City of Corpus Christi,Texas. b. "Employee". Any person employed by the City of Corpus Christi, Texas, either on a full or part time basis, but not as an independent contractor. c. "Firm". Any entity operated for economic gain, whether professional, industrial or commercial and whether established to produce or deal with a product or service, including but not limited to, entities operated in the form of sole proprietorship, as self-employed person, partnership, corporation, joint stock company, joint venture, receivership or trust and entities which,for purposes of taxation, are treated as non-profit organizations. d. "Official'. The Mayor, members of the City Council, City Manager, Deputy City Manager, Assistant City Managers, Department and Division Heads and Municipal Court Judges of the City of Corpus Christi, Texas. e. "Ownership Interest". Legal or equitable interest, whether actually or constructively held, in a firm, including when such interest is held through an agent, trust, estate or holding entity. "Constructively held" refers to holding or control established through voting trusts, proxies or special terms of venture or partnership agreements. f. "Consultant Any person or firm, such as engineers and architects, hired by the City of Corpus Christi for the purpose of professional consultation and recommendation. Land Development Division I Form No.4011 Revised 6/13/19 1 Page 2 of 2 Wastewater Trunk Line Construction & Reimbursement Agreement Ordinance authorizing a Wastewater Trunk Line Construction and Reimbursement Agreement up to $322,684.80 with MPM Development, LP to construct a wastewater trunk line related to King's Landing Unit 8 subdivision located north of the Lady Alexa Dr. and Lady Claudia St. intersection; and authorizing future transfer and appropriation of Water and Wastewater Trust Fund revenue up to $322,684.80 to reimburse the developer in accordance with the agreement. (District 3). City Council June 10, 2025 Location Map N� 0 _I w " � r o zw sao Location Map =" Kings landing Unit 8 Total Reimbursement Estimate BASS WELSH ENGINEERING TX Registration No.F-52 Survey Registration No.100027-00 3054 S.Alameda St. P.O.Box 6397 Corpus Christi,TX 78466-6397 Kings Landing Unit 8-Cost Sheet 4/21/2025 SANITARY SEWER ITEMS ITEM DESCRIPTION QUANTITY UNIT COST TOTAL 1 15 INCH PVC PIPE 926 LF $195.00 $180,570.00 2 FIBERGLASS MANHOLE 4 EA $20,000.00 $80,000.00 Subtotal: $260,570.00 MISC ITEMS ITEM DESCRIPTION QUANTITY UNIT COST TOTAL TRENCH SAFETY FOR EXCAVATIONS(SANITARY SEWER AND STORM $8,334.00 1 SEWER PIPES OF ALL SIZES) 926 LF $9.00 Subtotal: $8,334.00 SUBTOTAL $268,904.00 ENGINEERING,SURVEYING,&TESTING(11%) $29,579.44 CONTINGENCY(7%) 18,823.28 BOND(2%) 5,378.08 TOTAL $322,684.80 Timeline of Trust Fund Balance FY24 — FY25 Available Combined Trust balance as of 04/30/2025 -$ 1,772,406.44 FY 2024 — 18 projects -$14,912,540.24 Ending Cash Balance $ 3,738,843.04 End of FY 2024 Balance -$11,184,923.57 CCW Transfer — Wastewater $ 7,384,800.00 Water $ 1,805,556.00 Total: -$1,994,567.57 FY25 — 4 projects -$ 819,015.68 *As of 4/30/25 Balance is Total: -$1,772,406.44 *Note: Balance reflects progress payments made on projects as well as deposits made into the Trust Fund Accounts. Trust Fund Balance — FY2024 Total Combined Committed Trust fund balance as of 04/30/2025 is overcommitted by approximately $1,772,406.44 At the end of FY24 the funds were over committed by $11,184,923.57 and CCW transferred $9.21VI from fund balance to make the fund whole ($1.81VI from Water and $7.41VI from Wastewater) The following projects approvals made up the over commitment: Project/Developer . . Total Royal Creek Estate 7&Amendment(Water) $219,096.24 River Ridge Unit 4(Wastewater) $2,624,738.59 Royal Creek Estate 8&Amendment(Water) $374,023.38 Saratoga Ridge Subdivision (Wastewater) $4,131,000.00 Caroline Heights Unit 1 (Water) $27,608.55 Merida Plaza (Wastewater) $1,274,863.04 Westwood Heights Unit 4(Water) $36,731.71 Haven (Wastewater) $1,978,937.16 Oso Creek Corner(Water) $514,522.75 Royal Oak South (Wastewater) $365,028.94 Queen's Crossing Unit 2 (Water) $285,914.93 Royal Oak South (Water) $141,108.94 King's Landing Unit 5 (Water) $131,833.90 King's Landing Unit 9 (Water) $131,835.50 Saratoga Ridge Subdivision (Water) $899,000.00 Azali Estates Unit 3 (Water) $136,870.31 Starlight Estates Unit 8(Water) $393,888.30 Kaspian Unit 1 (Water) $1,245,538.00 Total: $14,912,540.24 5 Trust Fund Balance City Council has approved an additional 4 requests resulting in the fund to be overcommitted again by $1,772,406.44 The following projects approvals make up the new over commitment: King's Landing Unit 9 (Wastewater) $77,285.28 Waldron Subdivision (Wastewater) $524,660.00 King's Landing Unit 10 (Water) $114,240.00 King's Landing Unit 10 (Wastewater) $102,830.40 Total $819,015.68 Total Unfunded Projects: $2,727,147.79 Ordinance .. _ Number Starlight Estates MPM DevelopmentWater Arterial Transmission& 08.20.2024 33440 Unit 8 Grid Main $393,888.30 08.20.2024 33443 King's Landing MPM Development Water Arterial Transmission& $131,835.50 Unit 9 Grid Main 08.20.2024 33444 Azali Estates Unit LSK Development Water Arterial Transmission& $136,870.31 3 Grid Main 08.20.2024 33445 Kaspian MST,LLC Water Arterial Transmission& $1,245,538.00 Subdivision Unit 1 Grid Main 01.28.2025 33562 King's LandingUnit 9 MPM Development Wastewater Trunk Line $77,285.28 02.11.2025 33572 Waldron Horizon LandWastewater Trunk Line $524,660.00 Properties 04.15.2025 33628 King's Landing MPM Development Water Arterial Transmission& $114,240.00 Unit 10 Grid Main King's Landing 04.15.2025 33629 Unit 10 MPM Development Wastewater Trunk Line $102,830.40 Trust Fund Balance as of April 30, 2025 Available Combined Trust balance as of 04/30/2025 as reported by Finance is: -$ 1,772,406.44 Individual Trust Fund balance break down (including Cash Mana ement : WATER (4030) WASTEWATER (4220) -$196419517.99 -$1309888.45 If King's Landing Unit 8 is approved, the new Trust Funds balance will be: -$2,095,091.24 *** Trust Fund Balance already includes the $9,190,356 (Water: $1,805,556 / Wastewater: $7,384,800) transferred from CCW for FY 25 on 10.01.2024 *** Recommendation Approval The request submitted by the applicant is in accordance with UDC 8.5 Trust Fund Policy. �Y. I N KINGS LANDING UNIT 8 i 1 I i —..� GREY WORM z c4 Legend 0 250 500 Wastewater I US Feet t: Location Map PROJECT LOCATION Kings Landing Unit 8 Proposed Waste Water Improvements ♦ J W U7 C] � 3 Q C School �uwseavez�sa�ra�u+��. �a��m�9u,�n��,nz�sn�rwom��s ��u�an��nz�s�snrvm: u:,��w�es3= z�a��w��na,.vh�,�.�ar oar caea�o snizazs so 0 H U aUHPOPp£ I852 AGENDA MEMORANDUM Public Hearing and First Reading for the City Council Meeting of June 10, 2025 Second Reading for the City Council Meeting of June 17, 2025 DATE: May 16, 2025 TO: Peter Zanoni, City Manager FROM: Michael Dice, Development Services Department Michaeld3@cctexas.com (361) 826-3596 Rezoning for a property at or near 2345 Yorktown Boulevard CAPTION: Zoning Case No. ZN8545, M&R Home Solutions, LLC. (District 4). Ordinance rezoning a property at or near 2345 Yorktown Blvd from the "RS-6" Single-Family 6 District to the "RS-6/SP" Single-Family 6 District with a Special Permit; providing for a penalty not to exceed $2,000 and publication. (Planning Commission and Staff recommend approval). SUMMARY: This item is to rezone the property to allow a wireless telecommunication facility with a tower in excess height of 85 feet. BACKGROUND AND FINDINGS: The subject property consists of a 50-foot by 92-foot parcel (approximately 4,600 square feet) designated for lease to accommodate a telecommunication tower at the southeast corner of a 4.88-acre tract. The parent tract is located along the south side of Yorktown Boulevard, an A2-class arterial road in the Flour Bluff area, with Oso Creek forming its eastern boundary. Records from the Nueces County Appraisal District indicate no existing structures, while city records designate the land use as vacant. The site also features estuarine and marine wetlands along the coast. Over three-quarters of the property falls within the X.02 flood zone, with the remainder classified in the AE flood zone, extending along Yorktown Boulevard and Oso Creek. The proposed tower location appears to partially lie within the vertical obstruction safety subzone of Waldon Base. The surrounding properties are zoned RS-6 (Single-Family 6 District). To the north, across Yorktown Boulevard, the parcels are vacant. The property to the east has an agricultural land use, while the that to the west—similar to the subject property—is currently vacant. Oso Creek, to the south, holds a conservation/preservation designation. The applicant is seeking a special permit for the development of a wireless telecommunication facility, which will feature an 85-foot monopole tower. While monopole towers are capped at 85 feet, they still require special permit approval. Within the RS-6 Single-Family 6 Residential District, primary uses include single-family detached homes and group homes, with a limited number of public and civic uses permitted—subject to restrictions designed to preserve neighborhood character. Wireless telecommunication towers, classified as major utilities, are permitted under specific limitations and require a special permit to ensure compatibility with adjacent properties and overall neighborhood aesthetics. The granting of a special permit does not modify existing permitted uses nor waive underlying zoning regulations, The proposed rezoning is generally consistent with elements and goals of the City of Corpus Christi comprehensive plan (Plan CC); however, it is inconsistent with the future land use designation of low-density residential. During the permitting process, zoning reviews are conducted to ensure that development compatibility is achieved; through the prescription of Unified Development Code required buffer yard width and points (UDC §7.9.5, 7.9.6), increased setbacks due to height (UDC §4.2.8.D), limitations on hours of operations with certain site features (UDC §7.2.7.B.1 .a), and visual barriers such as landscaping (UDC §7.3.10) and walls to buffer noise generators (UDC §7.9.8.13). Public Input Process: Number of Notices Mailed: 7 notices were mailed within the 200-foot notification area, and 0 outside the notification area. As of May 9, 2025 In Favor In Opposition 0 inside notification area 0 inside notification area 0 outside notification area 0 outside notification area A total of 0.00% of the 200-foot notification area is in opposition. ALTERNATIVES: None. FISCAL IMPACT: There is no fiscal impact associated with this item. RECOMMENDATION(April 16, 2025): Planning Commission and Staff recommend approval of the change of zoning from the "RS-6" Single-Family 6 District to the "RS-6/SP" Single-Family 6 District with a Special Permit. The Special Permit will be subject to the following conditions: 1. Use: The only use permitted under this Special Permit, other than those permitted by right in the "RS-6" Single-Family 6 District, is a wireless telecommunication tower not to exceed 85 feet in height above finished grade. 2. Telecommunications Tower Standards: The wireless communication tower is subject to all requirements of Section 5.5 of the Unified Development Code (UDC). These standards pertain to setbacks, screening, landscaping, and lighting. 3. Other Requirements: The Special Permit conditions listed herein do not preclude compliance with other applicable UDC, Building, and Fire Code Requirements. 4. Time Limit: Per the UDC, this Special Permit shall be deemed to have expired within 12 months of this ordinance unless a complete building permit application has been submitted, and the Special Permit shall expire if the allowed use is discontinued for more than six consecutive months. Vote Results For: 7 Against: 0 Absent: 2 Abstained: 0 LIST OF SUPPORTING DOCUMENTS: Ordinance Presentation - Aerial Map Planning Commission Final Report Zoning Case No. ZN8545, M & R Home Solutions LLC (District 5). Ordinance rezoning a property at or near 2345 Yorktown Blvd from the "RS-6" Single-Family 6 District to the "RS-6/SP" Single-Family 6 District with a Special Permit; providing for a penalty not to exceed $2,000 and publication. (Planning Commission and Staff recommend approval). WHEREAS, with proper notice to the public, a public hearing was held during a meeting of the Planning Commission, during which all interested persons were allowed to appear and be heard; WHEREAS, the Planning Commission has forwarded to the City Council its final report and recommendation regarding the application for an amendment to the City of Corpus Christi's Unified Development Code ("UDC") and corresponding UDC Zoning Map; WHEREAS, with proper notice to the public, a public hearing was held during a meeting of the City Council, during which all interested persons were allowed to appear and be heard; WHEREAS, the City Council has determined that this rezoning is not detrimental to the public health, safety, or general welfare of the City of Corpus Christi and its citizens; and WHEREAS, the City Council finds that this rezoning will promote the best and most orderly development of the properties affected thereby, and to be affected thereby, in the City of Corpus Christi. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS, THAT: SECTION 1. The Unified Development Code ("UDC")and corresponding UDC Zoning Map of the City of Corpus Christi, Texas are amended by changing the zoning on the subject property being approximately 4,600 square feet out of 4.88 Acres out of Lots 7 & 8, Section 36, Flour Bluff & Encinal Farm Garden Tract, as shown and described in Exhibit "A" and "B", from: the "RS-6" Single-Family 6 District to the "RS-6/SP" Single-Family 6 District with a Special Permit. The subject property is located at or near 2345 Yorktown Boulevard. Exhibit A, a map, and Exhibit B, a Metes and Bounds Description with Exhibit, are attached to and incorporated in this ordinance. The Special Permit granted in this Section of this ordinance is subject to the following conditions: 1. Use: The only use permitted under this Special Permit, other than those permitted by right in the "RS-6" Single-Family 6 District, is a wireless telecommunication tower not to exceed 85 feet in height above finished grade. 2. Telecommunications Tower Standards: The wireless communication tower is subject to all requirements of Section 5.5 of the Unified Development Code (UDC). These standards pertain to setbacks, screening, landscaping, and lighting. 3. Other Requirements: The Special Permit conditions listed herein do not preclude compliance with other applicable UDC, Building, and Fire Code Requirements. 4. Time Limit: Per the UDC, this Special Permit shall be deemed to have expired within 12 months of this ordinance unless a complete building permit application has been submitted, and the Special Permit shall expire if the allowed use is discontinued for more than six consecutive months. SECTION 2. The UDC and corresponding UDC Zoning Map of the City, made effective July 1, 2011 and as amended from time to time, except as changed by this ordinance, both remain in full force and effect including the penalties for violations as made and provided for in Article 10 of the UDC. SECTION 3. To the extent this amendment to the UDC represents a deviation from the City's Comprehensive Plan, the Comprehensive Plan is amended to conform to the UDC, as it is amended by this ordinance. SECTION 4. All ordinances or parts of ordinances specifically pertaining to the zoning of the subject property that conflict with this ordinance are hereby expressly superseded except for the Military Compatibility Area Overlay Districts. This ordinance does not amend or supersede any Military Compatibility Area Overlay Districts, which, as adopted by Ordinance#032829, remain in full force and effect. SECTION 5. A violation of this ordinance, or requirements implemented under this ordinance, constitutes an offense punishable by a fine not to exceed $2,000.00 for each offense; as provided in Article 1, Section 1.10.1 of the UDC, Article 10 of the UDC, and/or Section 1-6 of the Corpus Christi Code of Ordinances. SECTION 6. Publication shall be made in the official publication of the City of Corpus Christi as required by the City Charter. SECTION 7. This ordinance shall become effective upon publication. Introduced and voted on the day of , 2025. PASSED and APPROVED on the day of , 2025. ATTEST: Paulette Guajardo, Mayor Rebecca Huerta, City Secretary Page 2 of 5 Exhibit A CN-1 rOR NB�vD SUBJECT 11,— P,R PERTY RS s CASE: ZN8545 SUBJECT PROPERTY WITH ZONING Property A-t AosMRn:Hol'se D.—t I-, LemrtM InewsaW Dist AAA APa=Hwrce Duvet 1-2 L.W.lneuc AD.— A.2 APa NranONwse Disviel 14 Reary ineuseal Diurict AB Fetessimal Ofiw Dismm PDD n---t Devekgmen, AT Ap—It Di R-1A One Family Dwell,ng DiNd B-t NegAbarM1uutl Buvnacs Dismct ne R-iB Orw Family DwaOvrq Distrct B-tA N.'A Tme.usmess Dishct R-1D O F—yDre11� 0.sVitl a-2 Bayh—Buvness D'— R-2 Waft D t,District - ..2A .artier Island Business Dlatnct RA Orre F-1,—1 Dis4icl BJ Bus,nesi Dismtl RE ReeiOeAliN. to DlsblN SUBJECT as General an:;—D— R-TR Teen—D.e Diatrim � PROPERTY BS Pnmary Busvxss DisVi<I SP Bpeeial Pelmrt _� �_ 9E Pnmary BuseuczCms Diseicf T-lA T—T—Part O'iz BD CPryus Cnrisu Beall Desgn Dist T-1B L1rM—,l Mw Part Dlseict CLl OY - F-R Farm Rural D... T-1C NrNwteed Hume Subtlrvisan en 17175 ES fI,h'EHE+OCAT ON MAp NC RizbricalLultural Lanemmk 1)'— L�]l flSil s-. Prvcercateum Page 3 of 5 Exhibit B g6 OdWMOOb3NHWO f OIMXl-Sn:Ql all$ mC x _ UJ MOLXi'il3RJH3Sndaoo aw vamvsVX31 3sJ01ll�lV�IIN3A A w'i R NOLLdIaOSad ONV JGlHXa 3.1 a Z 4= eW 3 .92 �E SO a / S u p'- sN ��aa�� 4 �s` 0 psgdy �=3 JO Aa tl ,, ' E o y � ED 5 9 A z $ � s` d'�ffip a .� a 6� 6��4®fi F s ❑ a B 9 i F 9 C 8 q � Es 3Si o J � � rNih�eye��aees��a��s� Page 4 of 5 odWdO oa3N&V3 AzMY1-sn:al fills y G^IJ y�� W g�g��g s�re�xl•IislaHa sndaoo �� r ors 01� =ash �'q OaYA3lnO8 W01Na0A a ff eh s € W V3bvSVX31.3'JO11191VOLLS3A t v oow a �a its RMH� :+ � �� NOIldIa�530 ONV L91FiX3 3115 �� 3 r g t oil ML Mull MUM H nil ga a 1 ° 11 to igo m § gab °g y 1 is e w @ #a! 11 1 1 is P N wl 11 E a oil I s1 1 z € l m 1 1 1 lip l H1 2 chi .3a 11 J G u�i w . LLo LLo a s o H a o w o Aq AH 3 N _ an 1 1 it 1 z K a zW t z � � a ea a r� 6 �s m a 1. 12, IV— t fro „ a1 a =1 � € Page 5 of 5 ZONING REPORT CASE ZN8545 Applicant & Subject Property District: 4 Owner: M & R Home Solutions LLC Applicant: The Towers LLC; DBA Vertical Bridge Address: 2345 Yorktown Boulevard, located north of Oso Creek and south of Yorktown Blvd. Legal Description: 4.88 Acres out of Lots 7 & 8, Section 36, Flour Bluff & Encinal Farm Garden Tract Acreage of Subject Property: 0.057 acres (4,600 square feet). Refer to Attachment (A) Metes and Bounds. Zoning Request From: "RS-6" Single-Family 6 District To: "RS-6/SP" Single-Family 6 District with a Special Permit Purpose of Request: To allow a wireless telecommunication facility with a tower in excess height of 85 feet. Land Development & Surrounding Land Uses Zoning District Existing Land Use Future Land Use Site "RS-6" Single-Family 6 Vacant Low-Density Residential Transportation (Yorktown), Transportation (Yorktown), North "RS-6" Single-Family 6 Vacant Low-Density Residential South "RS-6" Single-Family 6 Conservation/Preservation Permanent Open Space (Oso Creek) East "RS-6" Single-Family 6 Agricultural, Low-Density Residential Low-Density Residential West "RS-6" Single-Family 6 Vacant Permanent Open Space, Low-Density Residential Plat Status: The subject property is not platted. Military Compatibility Area Overlay District (MCAOD, Effective August 22, 2022): The subject property is partially within the Waldon NOLF (Naval Outlying Landing Field) MCAOD District. MCAOD District; particularly the light and vertical obstruction safety subzones. Code Violations: None. Transportation and Circulation Designation Section Proposed Section Existing 130-Foot ROW 85-Foot ROW Yorktown "A3" Primary Arterial 4 Lanes, Boulevard Divided 6 Lanes, No Median/Center Turn Median Lane Transit: The Corpus Christi RTA provides service to the subject property via Bus Route 4 Flour Bluff near Waldron Road and Yorktown Boulevard, approximately 2 miles east of the parcel. Bicycle Mobility Plan: The subject property is adjacent to a planned 1-Way Cycle Track (Both Sides) mobility infrastructure, along Yorktown Boulevard. Utilities Gas: An 8-inch WS (active) grid main exists along the south side of Yorktown Boulevard; and a 2" PE (active) across Yorktown. Stormwater: Open ditches exist along both sides of Yorktown Boulevard. No infrastructure immediately available. Wastewater: None exists. Water: A 42-inch SP (active and public) transmission line exists along Yorktown Boulevard. Construction of a distribution main along parcel frontage on Yorktown Boulevard may be required per IDM 4.03.r.a. "For streets that have 100-ft. or greater ROW width or 4 travel lanes or greater: i. Parallel fire protection shall be required. ii. Fire hydrants are required on both sides of the street ROW." Corpus Christi Comprehensive Plan (Plan CC) 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. ADP (Area Development Plan): According to Plan CC the subject property is located within the Flour Bluff ADP (Adopted on June 22, 2021). Water Master Plan: No improvements have been proposed. The site is adjacent to existing infrastructure. Wastewater Master Plan: Improvements have been proposed; which, include an 8-inch gravity line east of Roscher Road, along Yorktown Boulevard, to Waldron Road. Stormwater Master Plan: No improvements have been proposed. The site is adjacent to existing infrastructure. Roadway Master Plan: Improvements have been proposed; which, includes widening of the Yorktown right-of-way, designated and proposed as a secondary arterial. Public Notification Number of Notices Mailed 7 within a 200-foot notification area 0 outside 200-foot notification area In Opposition 0 inside the notification area 0 outside the notification area 0 % in opposition within the 200-foot notification area (0 individual property owner) Public Hearing Schedule Planning Commission Hearing Date: April 16, 2025 City Council 1st Reading/Public Hearing Date: June 10, 2025 City Council 2►,d Reading Date: June 17, 2025 Background: The subject property consists of a 50-foot by 92-foot parcel (approximately 4,600 square feet) designated for lease to accommodate a telecommunication tower at the southeast corner of a 4.88- acre tract. The parent tract is located along the south side of Yorktown Boulevard, an A2-class arterial road in the Flour Bluff area, with Oso Creek forming its eastern boundary. Records from the Nueces County Appraisal District indicate no existing structures, while city records designate the land use as vacant. The site also features estuarine and marine wetlands along the coast. Over three-quarters of the property falls within the X.02 flood zone, with the remainder classified in the AE flood zone, extending along Yorktown Boulevard and Oso Creek. The proposed tower location appears to partially lie within the vertical obstruction safety subzone of Waldon Base. The surrounding properties are zoned RS-6 (Single-Family 6 District). To the north, across Yorktown Boulevard, the parcels are vacant. The property to the east has an agricultural land use, while the that to the west—similar to the subject property—is currently vacant. Oso Creek, to the south, holds a conservation/preservation designation. The applicant is seeking a special permit for the development of a wireless telecommunication facility, which will feature an 85-foot monopole tower. While monopole towers are capped at 85 feet, they still require special permit approval. Within the RS-6 Single-Family 6 Residential District, primary uses include single-family detached homes and group homes, with a limited number of public and civic uses permitted—subject to restrictions designed to preserve neighborhood character. Wireless telecommunication towers, classified as major utilities, are permitted under specific limitations and require a special permit to ensure compatibility with adjacent properties and overall neighborhood aesthetics. The granting of a special permit does not modify existing permitted uses nor waive underlying zoning regulations, Plan CC (City of Corpus Christi Comprehensive Plan) Consistency: The proposed rezoning is consistent with Elements, Goals and Strategies for Decision Makers: o Corpus Christi has state-of-the-art broadband and telecommunications services. o Corpus Christi development patterns support efficient and cost-effective use of resources and a high quality of life. ■ Promote the monitoring of current development to identify infrastructure capacity deficiencies in advance of future development. o Regulations to protect military and civilian airfield and airport use are in place. ■ Continue to consider the compatibility of proposed uses with military airfield operations when making decisions on rezoning requests. ■ Avoid development that is incompatible with the operation of military airfields and the airport. Flour Bluff ADP (Area Development Plan) and FLUM (Future Land Use Map) Consistency: The proposed rezoning is consistent with the Flour Bluff ADP; however is not consistent with the FLUM designation of Low-Density Residential Safe and Healthy Strong and Local Protect Natural Community Economy. Resources Provide stormwater management solutions to help flood prone areas. Create equitable Promote the development of reliable electrical opportunities for all as well as broadband fiber optic, and 5G Flour Bluff residents communication networks to attract new businesses, remote office-less workers, as well as encourage existing businesses to expand their operations while re aining in Flour Bluff. Improve roadway conditions and connect communities through alternative transportation options. Foster Flour Bluff community pride. Staff Analysis: 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: • The proposed rezoning is generally consistent with elements and goals of the City of Corpus Christi comprehensive plan (Plan CC); however, it is inconsistent with the future land use designation of low-density residential. • The applicant's request is compatible with the existing zoning and conforming uses of nearby properties and to the surrounding character. o The sleek, space-efficient monopole tower with co-location capacity for 2 additional carriers, will have limited visual impact on the surrounding area, preserve the scenic view of the creek, and will not be disruptive to military operations at the proposed height. o It's a necessary infrastructure that will support developments of all nature with today's technological advancements; and its need has been made more urgent with the approved Land Development applications for the 100-acre and more Oso Creek development immediately north of the Oso Creek, which will include residential, public/civic, and commercial uses. • The property to be rezoned is suitable for the use to be permitted by the special permit to be applied. o Safety standards for this development have been resolved with structural adjustments as mandated by the Unified Development Code for tower placement along an arterial and within a residential district. o The property is well positioned to supplement any existing 5G infrastructure, given minimal environmental interferences, and the absence of infrastructure within industry spacing standards. • In evaluating the applicant's request, staff determined that the zoning map amendment will not have a negative impact upon the surrounding neighborhood. o The comprehensive plan prioritizes state-of-the-art broadband and telecommunication to enhance quality of life, foster innovation, and support economic growth; aligning with the Flour Bluff area development plan. o The special permit request for the wireless telecommunications tower reflects a proactive planning strategy, which Plan CC encourages, ensuring readiness before the Oso Creek development materializes. o Unlike older wireless telecommunication technologies (4G and its predecessors), 5G infrastructure requires closer spacing—typically 1-2 miles apart—which the area lacks in an over-2-mile stretch in all directions. There are few 5 G-capable towers, and the proposed structure will support 4G compatibility. ■ Telecommunications infrastructure faces growing strain due to advancements in smart appliances, home automation, telehealth, gaming, smart cities, and navigation systems, reinforcing the need for expanded capacity and future-proof solutions. Planning Commission and Staff Recommendation (April 16, 2025): 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, Planning Commission and Staff recommend approval of the change of zoning from the "RS-6" Single-Family 6 District to the "RS-6/SP" Single-Family 6 District with a Special Permit. The Special Permit will be subject to the following conditions: 1. Use: The only use permitted under this Special Permit, other than those permitted by right in the "RS-6" Single-Family 6 District, is a wireless telecommunication tower not to exceed 85 feet in height above finished grade. 2. Telecommunications Tower Standards: The wireless communication tower is subject to all requirements of Section 5.5 of the Unified Development Code (UDC). These standards pertain to setbacks, screening, landscaping, and lighting. 3. Other Requirements: The Special Permit conditions listed herein do not preclude compliance with other applicable UDC, Building, and Fire Code Requirements. 4. Time Limit: Per the UDC, this Special Permit shall be deemed to have expired within 12 months of this ordinance unless a complete building permit application has been submitted, and the Special Permit shall expire if the allowed use is discontinued for more than six consecutive months. Attachments: (A) Metes & Bounds Description and Exhibit. (B) Existing Zoning and Notice Area Map. (C) Site Plan (D) Wireless Telecommunication Tower Flour Bluff Area Siting (A) Metes & Bounds Description and Exhibit odwvO Oa3NabOrOIE9-Xl-sn al 3.ils ao N oW '6IIALU �zV BLb9L Xl'1151JHO S�d21D0 w a N 2JVAEIIA08 MOIAHOA oo o OdWVOO'd3NNVO ~ :g [h VgNvSVX31.3'JORI91VOLLN3A NOIldIbOS3a ONV 1191HX3 3118 Pn3 Oz- -01Z oQo �yo=°=oo� 1 A ry � �� - W m �/� s ,.- w � J f // 'o V � o O o � o g I _ II III � I � oaws+�oa3nav�r o�e9-xl-sn:ai�lis a ° Slost Xl MIMHOSmmo _ q�f °sx aatin37no2nlnnoDNl Ck k c o 0dWV3ON NEE a tl3atl 5tlX31-39ORI91tlO11213A �2 ' MQU&NOS3O ONV1ISIHX3311S - _ � _ �a _ �W gle - Ws,.,� raw•z�'� w ma S a it H s to I J. oq AS o0 H08 __ It nil 4 S w 8 a p v i �K S 3 x m ly Q 1r H 1 1 '-1 (B) Existing Zoning and Notice Area Map CN- 9 Z 5 1 SUBJECT PROPERTY RS-6 4 3 CASE: ZN8545 r Zoning and notice Area '�"� 5 RM-1 Wlffamily1 IL Light lnduatrisl RM-2 Mullifamlly2 IH Heavy lndustriai RM-3 Multifemlly 3 P. Planned Unit Oe,Overlay ON Professional Office R3-10 Single-Family 10 RM-AT MukNsmlly AT R51i Single-Family 8 CNA Neighborhood Commercial RS4_5 Single-Family 4,5 CN-2 Neighborhood Commercial RS-TF Tyro-Family CR-1 Resort Commercial RS-15 Single-Family 15 CR-2 Resort Commercial RE Residential Estate CG-1 General Commercial RS-TH Townhouse CG-2 General Commercial SP SPecial Permit Cl Intensive Commercial RV Recreat'i—I Vehicle Park CHI Downtown Commercial RMH Men Wactured Hame CR-3 Re so rt Commercial --\ FR Farm Rural H Historic Overlay SUBJECT EP Eaaineae Park ( PROPERTY Si'bAat Proya�(y Oivrsre w Yh200'bee, Olnyewr 4 owrrarewdnmzoonmedon X orr"ors City of Fsri,HERE _ anaureurnvnersnprae� srm Corputi LOCATION MAP Christi (C) Site Plan '� � as � w sGvs�xl'ilslaH�sndaoo �F`?•'' .�`'�t+ w O tt 4AI8 N/V1O1Na OA N - °m �° _ OLes Xl Sfi OdWtl3 0213N2�FfO U o V311V SVX31 3JaR191tlD11213A VYfs. z U M! a<I�aga MdldBIISIIVa3no CM mo w 2 y� W Qgw Ld6t w /- f �� /tih��•� Quo L NHMwp° i 1 o / ry o� oa ASS ` �^ - a o \ U o uj Lj yw - - - - - �> ;�. _ J .J _ / 7 Uk• ,' V rZ !`ayt= < t �� t�'.Ib, s 'I;;-. i `.. � /..�, � �,+!,`�{j' •�` s - � /lull "_` +�c: ', QE 47 -90 M� .o 7 aw 4; _ { Zoning Case ZN8545 M & R Home Solutions Inc District 4 Rezoning for a property at or near 2345 Yorktown Boulevard From the "RS-6" Single-Family 6 District To the "RS-6/SP" Single-Family 6 District with a Special Permit B�LQ SUBJECT PROPERTY SUBJECT PROPERTY N c�r�r rt rarer Coypus LOCATION MAP Cluiii 1 City Council June 10, 2025 Zoning and Land Use Proposed Use: eke To allow a wireless telecommunication facility, featuring a tower of 85 feet in height. CN-1 ADP (Area Development Plan): Flour Bluff, Adopted on June 22, 2021 roR oy,Nec� FLUM (Future Land Use Map): JECT Low-Density Residential PRO ERTY Existing Zoning District: "RS-6" Single-Family 6 District Adjacent Land Uses: North: VacantNorktown Blvd.; Zoned: CN-1 N South: Conservation/Preservation; Zoned: RS-6 t East: Agricultural, Low-Density Residential; Zoned: RS-6 West: Vacant; Zoned: RS-6 Public Notification 7 Notices mailed inside the 200' buffer 0 Notices mailed outside the 200' buffer Q Y �NB YD Notification Area CN-1 Z Opposed: 0 (0.00%) JECT PR ERTY X R In Favor: 0 (0.00%) 4 3 N *Notified property owner's land in SQF/Total SQF of all properties in the notification area=Percentage of public in opposition and/or favor. Existing Tower Sites & Approved Site Plan ME C811 bdm y..01g. A Existing-Towersl _ell Special Permit Conditions The Special Permit will be subject to the following conditions: 1. Use: The only use permitted under this Special Permit, other than those permitted by right in the "RS-6" Single- Family 6 District, is a wireless telecommunication tower not to exceed 85 feet in height above finished grade. 2. Telecommunications Tower Standards: The wireless communication tower is subject to all requirements of Section 5.5 of the Unified Development Code (UDC). These standards pertain to setbacks, screening, landscaping, and lighting. 3. Other Requirements: The Special Permit conditions listed herein do not preclude compliance with other applicable UDC, Building, and Fire Code Requirements. 4. Time Limit: Per the UDC, this Special Permit shall be deemed to have expired within 12 months of this ordinance unless a complete building permit application has been submitted, and the Special Permit shall expire if the allowed use is discontinued for more than six consecutive months. Staff Analysis and Recommendation • The proposed rezoning is generally consistent with elements and goals of the City of Corpus Christi comprehensive plan (Plan CQ however, is inconsistent with the future land use designation of low-density residential. • The applicant's request is compatible with the existing zoning and conforming uses of nearby properties and to the surrounding character;and the amendment will not have a negative impact upon the surrounding neighborhood. • The property to be rezoned is suitable for the use to be permitted by the special permit to be applied. PLANNING COMMISSION AND STAFF RECOMMEND APPROVAL TO THE RS-6/SP. SUBJECT PROPERTY CASE: ZN8545 NW*E Aerial View S Subject Property r hi SUBJECT 6 PROPERTY City0f Esri, HERE Corpus LOCATION Christi v so GO O� F v NOORPONp�E AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting June 17, 2025 DATE: June 17, 2025 TO: Peter Zanoni, City Manager FROM: Wesley Nebgen, Director of Water System Infrastructure wesleyn�cctexas.com (361) 826-3111 Sergio Villasana, Director, Finance & Procurement SergioV2�cctexas.com (361) 826-3227 Class A Commercial Driver's License (CDL) Training for CCW CAPTION: Motion authorizing execution of a one-year agreement, with two one-year options to renew, with Lindenwood Education System dba South Texas Vocational Technical Institute of St. Charles, Missouri, with a location in Corpus Christi, in an amount up to $300,000.00, with a potential of up to $900,000.00 if the options are exercised, for Class A commercial driver's license (CDL) training for Corpus Christi Water, with FY 2025 funding of $150,000.00 from the Water Fund and $150,000.00 from the Wastewater Fund. SUMMARY: Motion authorizing a one-year agreement with the option to extend up to two additional one-year period with Lindenwood Education System dba South Texas Vocational Technical Institute of St. Charles, Missouri, with a technical school in Corpus Christi. BACKGROUND AND FINDINGS: As part of its normal operations, Corpus Christi Water requires a large number of licensed CDL drivers to transport equipment, haul materials, and operate large machinery. These drivers play a critical role in ensuring uninterrupted service delivery, proper asset maintenance, and compliance with all regulatory requirements. To meet this demand, CCW offers CDL training opportunities to employees across both the water and wastewater departments. Through a partnership with South Texas Vocational Technical Institute (STVT), CCW employees will gain the skills and knowledge necessary to meet the standards of the Class A CDL license exam. In 2024, CCW sent a small number of employees for CDL training at South Texas Vocational Technical Institute (STVT), but a competitive job market and increased departmental needs require that a larger number of employees obtain a Commercial Driver's License. This contract will provide the training opportunity necessary to ensure continued staffing levels meet departmental needs. PROCUREMENT DETAIL: Procurement conducted a competitive Request for Qualification (RFQ) to obtain qualified firms to provide Class A CDL training for CCW and received two responsive, responsible respondents which the City's evaluation committee evaluated. Both firms were interviewed according to technical and evaluation criteria on the RFQ. The evaluation committee was comprised of three members from various divisions within CCW. During the interview process, the evaluation committee rated each respondent and scored according to 1) firm's experience, and 2) understanding the project scope. Final scores were tabulated for each firm to determine the highest-ranking firm. Staff recommends awarding STVT-AAI Education, Inc. based on their expertise and best practices in providing Class A CDL training. ALTERNATIVES: The City could choose not to award this contract, requiring CCW to rely on smaller agreements as needed. However, given the large number of CCW employees who require Class A CDL training to perform their essential functions, awarding the contract would be the best option to prevent delays. FISCAL IMPACT: The fiscal impact for FY2025 for CCW is$300,000.00 of which $150,000.00 will be from the Water Fund and $150,000.00 will be from the Wastewater Fund. FUNDING DETAIL: Fund: 4010 Water Fund Organization/Activity: 30200 Wesley Seale Dam Department: 45 Water Amount: $4,500.00 Account: 530350 Training Fund: 4010 Water Fund Organization/Activity: 30205 Sunrise Beach Department: 45 Water Amount: $5,000.00 Account: 530350 Training Fund: 4010 Water Fund Organization/Activity: 30210 Choke Canyon Dam Department: 45 Water Amount: $5,000.00 Account: 530350 Training Fund: 4010 Water Fund Organization/Activity: 30250 Lake Texana Pipeline Department: 45 Water Amount: $5,000.00 Account: 530350 Training Fund: 4010 Water Fund Organization/Activity: 31010 Stevens Filter Plant Department: 45 Water Amount: $25,500.00 Account: 530350 Training Fund: 4010 Water Fund Organization/Activity: 31510 Maintenance of Water Lines Department: 45 Water Amount: $10,000.00 Account: 530350 Training Fund: 4010 Water Fund Organization/Activity: 31520 Treated Water Delivery System Department: 45 Water Amount: $95,000.00 Account: 530350 Training Fund: 4200 Wastewater Fund Organization/Activity: 33100 Broadway WWTP Department: 42 Wastewater Amount: $10,000.00 Account: 530362 Training-General Fund: 4200 Wastewater Fund Organization/Activity: 33110 Oso WWTP Department: 42 Wastewater Amount: $20,000.00 Account: 530362 Training-General Fund: 4200 Wastewater Fund Organization/Activity: 33120 Greenwood WWTP Department: 42 Wastewater Amount: $10,000.00 Account: 530362 Training-General Fund: 4200 Wastewater Fund Organization/Activity: 33130 Allison WWTP Department: 42 Wastewater Amount: $5,000.00 Account: 530362 Training-General Fund: 4200 Wastewater Fund Organization/Activity: 33140 Laguna Madre WWTP Department: 42 Wastewater Amount: $5,000.00 Account: 530362 Training-General Fund: 4200 Wastewater Fund Organization/Activity: 33150 Whitecap WWTP Department: 42 Wastewater Amount: $10,000.00 Account: 530362 Training-General Fund: 4200 Wastewater Fund Organization/Activity: 33210 Lift Station Operation & Maint. Department: 42 Wastewater Amount: $20,000.00 Account: 530362 Training-General Fund: 4200 Wastewater Fund Organization/Activity: 33400 Wastewater Collection System Department: 42 Wastewater Amount: $40,000.00 Account: 530362 Training-General Fund: 4200 Wastewater Fund Organization/Activity: 33600 Wastewater Collections Ops & Maint. Department: 42 Wastewater Amount: $30,000.00 Account: 530362 Training-General RECOMMENDATION: Staff recommends approval of this motion as presented. LIST OF SUPPORTING DOCUMENTS: Evaluation Matrix Service Agreement ,bus c� GO O� �Va. PROFESSIONAL SERVICES AGREEMENT NO. 6180 U Class A Commercial Driver's License Training ANC RiOR EO 1852 THIS Class A Commercial Driver's License Training Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home-rule municipal corporation ("City"), and Lindenwood Education System a Missouri Nonprofit Corporation doing business as South Texas Vocational Technical Institute ("Contractor"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Contractor has agreed to provide Class A Commercial Driver's License Training for one year with two one-year options. NOW, THEREFORE, City and Contractor agree as follows: 1. Scope. Contractor shall provide Class A Commercial Driver's License Training in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. 2. Term. The term of this Agreement is one year, beginning upon the date stated in the Notice to Proceed issued by the Contract Administrator. The parties may mutually exercise an option to renew this Agreement for up to two additional one-year periods ("Option Period(s)"), at the same rate of $5000 per enrolled employee. 3. Compensation and Payment. This Agreement is for an amount not to exceed $300,000.00, subject to executed amendments and the exercise of one or more Option Periods. Payment will be made for Services and work completed and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance with 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, with a copy provided to the Contract Administrator: City of Corpus Christi Attn: Accounts Payable P. O. Box 9277 Corpus Christi, TX 78469-9277 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and activities under this Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Diana Zertuche Garza Corpus Christi Water 361-826-1827 dianaa@cctexas.com Professional Services Agreement—Class A Commercial Driver's License Training Page 1 of 5 5. Insurance; License. (A) Before performance can begin under this Agreement, the Contractor must deliver a certificate of insurance ("COI"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the COI must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment C, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. (B) Prior to beginning work, Contractor must provide evidence of any valid professional license(s) necessary for the performance of the Services and work under this Agreement. 6. Standard of Care. Contractor warrants that all Services shall be performed in accordance with the standard of care used by similarly situated Contractors performing similar services under the some type of professional license. 7. Non-Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30 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. 8. Independent Contractor. (A) In performing this Agreement, both the City and Contractor shall act in an individual capacity and not as agents, representatives, employees, employers, partners, joint venturers, or associates of one another. Contractor shall perform all professional services as an independent contractor and shall furnish such Services in his own manner and method, and under no circumstance or condition shall an employee, agent, or representative of either party be considered or construed to be an employee, agent, or representative of the other party. (B) As an independent contractor, no workers' compensation insurance shall be obtained by the City covering the Contractor and employees of the Contractor. The Contractor shall comply with any and all workers' compensation laws pertaining to the Contractor and employees of the Contractor. 9. Subcontractors. Reserved. 10. Amendments. This Agreement may be amended or modified only in writing executed by an authorized representative of each party. 11. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. Professional Services Agreement—Class A Commercial Driver's License Training Page 2 of 5 12. Taxes. The Contractor covenants to pay all income and payroll taxes including, but not limited to, Medicare taxes, FICA taxes, and unemployment taxes, and all other applicable taxes that may be imposed by any governmental authority as a result of the Services provided pursuant to this Agreement. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 13. 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: F TO CITY: City of Corpus Christi Attn: Diana Zertuche Garza, Contracts/Funds Administrator Corpus Christi Water- Utilities Treatment 2726 Holly Rd., Bldg. 8B Corpus Christi, TX 78415 IF TO CONTRACTOR: Lindenwood Education System dba South Texas Vocational Technical Institute 209 S. Kingshighway St. St. Charles, MO 63301 With copy to: South Texas Vocational Technical Institute 2000 S. Padre Island Dr. Corpus Christi, TX 78416 14. Contractor shall fully indemnify, hold harmless, and defend the City of Corpus Christi and its officers, employees and agents ("Indemnitees') from and against any and all liability, loss, claims, demands, suits, and causes of action of whatever nature, character, or description on account of personal injuries, property loss, or damage, or any other kind of injury, loss, or damage, including all expenses of litigation, court costs, attorneys' fees and expert witness fees, which arise or are claimed to arise out of or in connection with a breach of this Agreement or the performance of this Agreement by the Contractor or results from the negligent act, omission, or misconduct of the Contractor or its employees or agents. Contractor must, at its own expense, investigate all claims and demands, attend to their settlement or other disposition, defend all actions based thereon with counsel satisfactory to the City Attorney, and pay all reasonable charges of attorneys and all other costs and expenses of any kind arising or resulting from any said liability, damage, loss, claims, demands, suits, or actions. The indemnification obligations of Professional Services Agreement—Class A Commercial Driver's License Training Page 3 of 5 Contractor under this section shall survive the expiration or earlier termination of this Agreement. 15. Termination. (A) The City Manager may terminate this Agreement for Contractor's failure to perform the Services and work specified in this Agreement or to keep any required insurance policies in force during any term of this Agreement. The Contract Administrator must give the Contractorwritten notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period, the City Manager may terminate this Agreement immediately thereafter. (B) Alternatively, the City Manager may terminate this Agreement for convenience upon 30 days' advance written notice to the Contractor. The City Manager may also terminate this Agreement upon 24 hours' advance written notice to the Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 16. Assignment. No assignment of this Agreement by the Contractor, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 17. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 18. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Agreement (excluding all attachments and exhibits); B. its attachments; then, C. its exhibits, if any. 19. Certificate of Interested Parties. Contractor agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and complete Form 1295 "Certificate of Interested Parties" as part of this Agreement, if required to do so by law. 20. Governing Law. This Agreement is subject to all federal, State, and local laws, rules, and regulations. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and the forum for such disputes is the appropriate district or county court in Nueces County, Texas. In accordance with Chapter 2271, Texas Government Code, Contractor verifies that Contractor does not boycott Israel and will not boycott Israel during the term of this agreement. In accordance with Chapter 2274, Texas Government Code, Contractor verifies that Contractor does not have a practice, Professional Services Agreement—Class A Commercial Driver's License Training Page 4 of 5 policy, guidance, or directive that discriminates against a firearm entity or firearm trade association and will not discriminate during the term of the contract against a firearm entity or fire trade association. In accordance with Chapter 2276, Texas Government Code, Contractor verifies that Contractor does not boycott energy companies and will not boycott energy companies during the term of this agreement. 21. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties CONTRACTOR Signature: Printed Name: Bill Nance Title: President and CEO Date: 6/2/2025 CITY OF CORPUS CHRISTI Sergio Villasana Director, Finance & Procurement Date: Approved as to form: Assistant City Attorney Date Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Fee Schedule Attachment C: Insurance Requirements Professional Services Agreement—Class A Commercial Driver's License Training Page 5 of 5 Attachment A: Scope of Work ST VT Institute Training Services Agreement This Agreement is entered by and between The City of Corpus Christi, located at 1201 Leopard Street, Corpus Christi, TX 78401 ("City") and Lindenwood Education System dba Ancora Education, with an address at 2241 S Watson Rd., Suite 181, Arlington, TX 76010, a Texas corporation ("Training Provider") doing business as South Texas Vocational Technical Institute with a location at 2000 South Padre Island Drive, Corpus Christi, TX 78416 and a satellite location at 2110 Farm Rd 286, Corpus Christi, TX 78415 as of April 07, 2025. This Agreement shall completely replace the Agreement between City and Training Provider dated October 1, 2024 and fully executed on November 8, 2024, which as a result of this Agreement's execution shall be deemed no longer in force or effect. WHEREAS City and the Training Provider wish to enter into an Agreement for education and training (the "Training"); WHEREAS City requires Training Provider's services for its employees ("Employees"); WHEREAS Training Provider is able to provide education and training in the field of Commercial Truck Driver ("CDL A"); NOW, THEREFORE, in consideration of and in reliance upon the above recitals, the terms, covenants and conditions contained in this Agreement, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: 1. Training Provider shall offer its CDL A program to the City at its published catalog rate for a period of one (1) year with two one-year options. 2. City has reviewed Training Provider's curriculum (included herein as Exhibit A) and asserts it meets all expectations of City. City has reviewed Training Provider's catalog as published on its website and confirms it has no concerns with the expectations therein: https://catalog.ancoraed.com/cori)uschristi/ 3. City will communicate employee names to the Training Provider and Training Provider will enroll the approved employees in the next available CDL A program. 4. Training Provider typically offers its day program from Monday through Thursday from 7:OOam to 5:30pm, including a 30 minute lunch break. City understands and agrees this schedule shall not be of conflict to its employees. 5. A. City shall be invoiced by Training Provider at the start of Employee's training at an amount of$5,000.00 per Employee. These invoices shall be paid to Training Provider on Net 30 terms. B. In the event an Employee does not complete the CDL A program, then the City is entitled to a pro rata refund from Training Provider based upon the number of hours i ST VT Institute attended. City is not entitled to a refund in the event the Employee completed more than 75% of the course curriculum. Example of pro rats refund: Assume that an Employee, upon enrollment in a 160-hour (4 week) program that costs $5,000.00, withdraws after attending 60 hours. The pro rata refund to the City would be $3,125 based upon the calculation set forth below: $5,000/160 hours x 100 remaining hours = $3,125. Refund shall be paid to the City by Training Provider within 60 days after Employee's last date of attendance. 6. City shall ensure Employees possess a HS Diploma or GED prior to enrollment, or they shall ensure Employee is meeting options for admissions criteria as specified in Training Provider's catalog. 7. City shall ensure Employee has obtained a CLP prior to enrollment or shall be responsible for reimbursing Employee of this expense within the first week of the program. City shall ensure Employees are providing a Medical Examiner's Certificate and proof of a negative DOT drug test to Training Provider (supplied via the results certificate/document that clearly reflects the student's name/identifier, date of test, and negative result) after the point of Employee obtaining a CLP. 8. City's amount due under this contractual agreement shall not exceed $300,000.00, for sixty (60) Employee training costs. 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. 9. Training Provider shall encourage Employees, when completing their enrollment agreement, to add City to its FERPA release form. City understands that Training Provider cannot guarantee City or its representatives to be named in FERPA releases. 10. The City of Corpus Christi is a self-insured public entity as allowed by the State of Texas for General Liability, Auto Liability, and Workers' Compensation. Training Provider has an effective insurance policy as of the signing of this Agreement, herein captured as Exhibit B. City has reviewed Training Provider's COI at the time of this agreement and deems coverages as acceptable. 11. City understands that all education and training requires Employee to directly contract with Training Provider. Nothing within the foregoing shall indicate any other expectation. 12. Training Provider will defend, indemnify and hold harmless City, its agents, representatives, officers, directors, officials, and employees from and against any and all claims, losses, damages, fines, penalties, suits, fees, judgments, costs and expenses (including reasonable consultants' fees and attorneys' fees) (collectively "Claims") resulting from or arising out of any injuries to persons (including death) and damage to property to the extent caused by the negligent acts or omissions of Training Provider, its employees, agents, servants or representatives. ST V-TM1 VT Institute Signature, City of Corpus Christi Signature, Lindenwood Education System. Bill Nance,President and CEO Printed Name, Title Printed Name, Title Signature Signature 4/15/2025 Date Date ST VT Institute Exhibit A: Curriculum CDL Training: Class A Tractor Trailer- 160 Hours Subject Credential CDL Training: Class A Tractor Trailer Certificate Contact Length (Hours) Calendar Length (Weeks) 160 Hours 4 Weeks (Monday-Thursday 7:00 am - 5:30 pm) Program Description The CDL Training: Class A Truck driver training curriculum meets FMCSA Entry Level Driver Training (ELDT)Theory requirements and prepares students for the required knowledge and skills tests to obtain a Commercial Driver's License (CDL) Class A. Topics covered include Basic Operation, Safe Operating Procedures, Advanced Operating Procedures, Vehicle Systems and Reporting Malfunctions, and Non-Driving Activities. The CDL Training: Class A Truck driver training curriculum meets FMCSA Entry Level Driver Training (ELDT) Behind-the-Wheel requirements and covers the interaction between students and the Commercial Motor Vehicle (CMV). Students will receive instruction in the Federal Motor Carrier Safety Regulations (FMCSRs) and will be introduced to basic instruments, controls, and operating characteristics of a CMV. The course covers how to properly perform vehicle inspections, control the motion of CMVs under various road and traffic conditions, employ shifting (where applicable) and backing techniques, and properly couple and uncouple combination vehicles. The course prepares students for the three components of the CDL Skills Test: Vehicle Pre-trip Inspection, Basic Vehicle Control (backing maneuvers), and Road Test. Additional training topics include shifting (where applicable), signaling, speed management, safe driving behavior and night operation. Training topics listed above are not exhaustive and additional topics will be covered as part of the required curriculum. Certifications/Licenses CDL Training: Class A Tractor Trailer Certificate ST VT itute Courses CDL Training: Class A Tractor Trailer CDL1101 CDL Training: Class A Tractor Trailer 1 40 CDL1102 CDL Training: Class A Tractor Trailer II 120 Total: 160 Hours CDL1101: 40 hours Describe the minimum requirements for obtaining a Commercial Driver's License (CDL). Identify entry-level driver training requirements including driver qualification, hours of service, driver wellness, and whistleblower protection. Describe CSA vehicle inspection, backing, coupling and uncoupling, speed & space management, extreme driving conditions, emergency maneuvers and handling cargo. Introduction, driving safely, transporting cargo safely, transporting passengers safely, air brakes, combination vehicles, doubles and triples, tank vehicles, hazardous materials, school bus, introduction to trucking, map reading, coupling & uncoupling, vehicle systems, vehicle maintenance, vehicle inspection, basic control, shifting, backing, visual search, space management, speed management, logbooks, and human trafficking awareness CDL1102: 120 hours This course includes instruction in the Pre-Trip Vehicle Inspection and introduces students to Basic Vehicle Control Skills and public On-Road driving. Students are taught in detail about vehicle systems, maintenance, and inspection. Safety factors are outlined regarding controlling, shifting, backing the truck, visual search, space and speed management. During skills training, students can learn four basic maneuvers including straight-line backing, offset backing, parallel parking, and 90-degree alley backing. During on-road training, students that have acquired Commercial Learner's Permits can learn vehicle operation techniques including gear-shifting (where applicable), turning, maneuvering in traffic, and defensive driving. At the conclusion of the course, students should: • Be able to perform full Pre-trip Vehicle Inspection • Be able to perform six backing maneuvers introduced in CDL1102 • Have undergone approximately 15 hours of driving skills behind the wheel • Have undergone approximately 45 hours of observation of on-road driving skills STAttachment B: Fee Schedule VT-h VT Institute. Subject: Response to RFQ No.6180: Class A CDL Training Services for the City of Corpus Christi Date: January 27, 2025 To: Minerva Alvarado City of Corpus Christi 1201 Leopard Street Corpus Christi, TX 78401 From: South Texas Vocational Technical Institute 2000 S. Padre Island Drive Corpus Christi, TX 78416 361.232.5057 Dear Ms.Alvarado, Thank you for the opportunity to submit our CDL Training program pricing in response to the City of Corpus Christi's RFQ No.6180 for Class A Commercial Driver's License (CDL)Training. South Texas Vocational Technical Institute (STVT) is proud to offer comprehensive training programs designed to equip individuals with the skills and knowledge necessary to meet the high standards of Class A CDL license exam. Below,we have outlined our proposal: CDL Training Program : Description of Services Cost CDL Enrollment Package (MVR, DOT Physical&Drug Screen) $150 Commercial Learner's Permit Fee (Reimbursed to student) $25 Commercial Driver's License Exam Fee (Reimbursed to student, Amount varies based on license holder status, $61 is max) $61 Student Instruction and Training (Includes loaner laptop for online classwork, books (physical), and printed educational resources) $4,764 Total Program Investment $5,000 We are confident that our training program aligns with the City of Corpus Christi's requirements for Class A CDL Training. Please feel free to contact us directly at 361.232.5057 or tammy.newsom@stvt.edu for further details or clarifications. We look forward to the opportunity to partner with the City of Corpus Christi to provide high-quality CDL training. Sincerely, � o 4 — Tammy F. Newsom Executive Director South Texas Vocational Technical Institute-Corpus Christi South • • stvt.edu BrownsvilleArlington - Corpus Antonio • ST VT Institute Exhibit B: Certificate of Insurance Proof The following page shall include the COI as provided by the Training Provider. Exhibit B 711/4/2024 E(MMIDDIYYYY) A�" CERTIFICATE OF LIABILITY INSURANCE THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsements . PRODUCER CONTACT NAME: Kelly McLamb Cobbs,Allen&Hall, Inc. PHONE FAX 115 Office Park Drive AIC No Ext: 205-874-1283 A/c No):205-414-8105 Birmingham AL 35223 ADDRESS: kmclamb@cobbsallen.com INSURER(S)AFFORDING COVERAGE NAIL# INSURER A:The Travelers Indemnity CO INSURED STVTEDU-01 INSURER B:Charter Oak Fire 25615 Ancora Holdings, LLC 2241 S.Watson Road, Suite 181 INSURER C: Lloyds of London Arlington TX 76010 INSURER D:Travelers Property Casualty Co of Amer 25674 INSURER E: INSURER F COVERAGES CERTIFICATE NUMBER:392181798 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADDLSUBRTYPE OF INSURANCE INSD WVD POLICY NUMBER POLICY LTR MM DDIYYYY MM DDfYYYY LIMITS A X COMMERCIAL GENERAL LIABILITY 63011_229141 8/12/2024 8/12/2025 EACH OCCURRENCE $1,000,000 DAMAGE TO RENTED CLAIMS-MADE OCCUR PREMISES Ea occurrence $300,000 MED EXP(Any one person) $5,000 PERSONAL&ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 POLICY❑ PRO ❑ LOC PRODUCTS-COMP/OP AGG $2,000,000 X JECT OTHER: $ A AUTOMOBILE LIABILITY 8101 L189901 8/12/2024 8/12/2025 COMBINED SINGLE LIMIT $1,o00,0D0 Ea accident X ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS X HIRED X NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY Per accident D X UMBRELLA X OCCUR CUP11-392398 8/12/2024 8/12/2025 EACH OCCURRENCE $10,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE $10,000,000 DED X RETENTION$in $ B WORKERS COMPENSATION UB1L388312 8/12/2024 8/12/2025 X PER OTH- AND EMPLOYERS'LIABILITY YIN STATUTE ER ANYPROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? NIA (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1,000,000 C Professional Liability W35841240201 8/12/2024 8/12/2025 Each Claim $1,000,000 Claims Made policy Aggregate $3,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Named Insured: Ancora Holdings LLC STVT-AAI Education Inc. Ancora Intermediate Holdings LLC Ancora Acquisition LLC dba South Texas Vocational Technical Institute dba STVT See Attached... CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Corpus Christi 1201 Leopard Street AUTHORIZED REPRESENTATIVE Corpus Christi TX 78401 ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: STVTEDU-01 LOC#: ,a`oRo ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY NAMED INSURED Cobbs,Allen&Hall, Inc. Ancora Holdings, LLC 2241 S.Watson Road,Suite 181 POLICY NUMBER Arlington TX 76010 CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: CERTIFICATE OF LIABILITY INSURANCE dba Arizona Automotive Institute dba AAI dba Miller-Motte College dba McCann School of Business and Technology dba Berks Technical Institute dba Ancora Corporate Training dba Ancora High School dba Ancora Training dba Ancora Academy ACORD 101 (2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Locations schedule 6301 L229141 — Commercial Package Program LOC/BLDG DESCRIPTION ADDRESS 5/5 SCHOOL 2000 S PADRE ISLAND DR, CORPUS CHRISTI, TX 78405 6/6 SCHOOL 734 SE MILITARY DR, SAN ANTONIO, TX 78214 7/7 SCHOOL 6714 S FLORES, SAN ANTONIO, TX 78221 8/8 SCHOOL 6829 &6735 N 46TH AVE„ 4539 GLENDALE AVE, GLENDALE, AZ 85301 10/10 SCHOOL 111 SW C AVENUE, LAWTON, OK 73501 14/14 SCHOOLS 812 LAMBERT DR NE, ATLANTA, GA 30324 15/15 SCHOOL/OFFICE 3128 DEANS BRIDGE RD, STE A, AUGUSTA, GA 30906 16/16 SCHOOL 1800 BOX RD, COLUMBUS, GA 31907 17/17 SCHOOL/OFFICE 175 & 176 TOM HILL SR BLVD, STE 201, MACON, GA 31210 18/18 SCHOOLS 2319 LOUISVILLE AVE, MONROE, LA 71201 21/21 SCHOOL 2938 GILLESPIE ST, FAYETTEVILLE, NC 28306 22/22 SCHOOL 3725 RAMSEY ST, FAYETTEVILLE, NC 28311 23/23 MAIN 3494 RICHLANDS HWY, JACKSONVILLE, NC 285403057 24/24 SCHOOL 105 NEW FRONTIER WAY, JACKSONVILLE, NC 28546 25/25 SCHOOL 2800 PLEASANT GROVE CHURCH RD, MORRISVILLE, NC 27560 26/26 SCHOOLS 3901 CAPITAL BLVD, STE 1151 TARRYMORE SQUARE, RALEIGH, NC 27604 27/27 SCHOOLS 5000 AND 5020 MARKET ST, WILMINGTON, NC 28405 28/28 SCHOOLS 2200 &2201 NORTH IRVING ST, ALLENTOWN, PA 18109 29/29 SCHOOLS 894 MARCON BOULEVARD, ALLENTOWN, PA 18109 30/30 MAIN 795 ROBLE RD, ALLENTOWN, PA 18109 31/31 MAIN 8 SOUTH WILLOW ST, FLEETWOOD, PA 19522 32/32 SCHOOLS 7495 WESTBRANCH HWY, LEWISBURG, PA 17837 33/33 SCHOOLS 2205 RIDGEWOOD RD, WYOMISSING, PA 19610 34/34 SCHOOLS 2451 HIGHWAY 501 E, CONWAY, SC 29528 36/36 MAIN 2431 HIGHWAY 501, EAST-ADDITIONAL PARKING, CONWAY, SC 29528 37/37 SCHOOLS 8085 RIVERS AVE STE E, NORTH CHARLESTON, SC 29418 38/38 SCHOOL 1412 STATE RD, SUMMERVILLE, SC 29483 40/40 SCHOOL 6397 LEE HWY, STE 100, CHATTANOOGA, TN 37421 41/41 SCHOOL 8181 S 48TH ST, PHOENIX, AZ 85044 45/45 INTERNATIONAL 5930 MIDDLE FISKVILLE RD, AUSTIN, TX 78752 SCHOOLS 46/46 CDL LOT 1501 US 290, ELGIN, TX 78621 50/50 INTERNATIONAL 2500 NORTH ROBISON ROAD, TEXARKANA, TX 75501 SCHOOLS 52/52 VACANT LAND 9333 SW LOOP 410, SAN ANTONIO, TX 78242 54/54 ANCORA CORP 2241 SOUTH WATSON RD, ARLINGTON, TX 76010 TRNG/EDGE TECH 54/65 CORP OFFICE 2241 SOUTH WATSON RD, STE 181, ARLINGTON, TX 76010 58/58 CDL LOT 2800 ROBINDALE RD, BROWNSVILLE, TX 78526 59/59 CDL LOT 901 E MILITARY HWY, PHARR, TX 78577 60/60 CDL LOT 791 INDUSTRIAL PARK DR„ EVANS, GA 30809 61/61 CDL TRAINING LOTS 2886 FM 1735 CHAPEL HILL ROAD, MOUNT PLEASANT, TX 75455 Proposed on 07/24/2024 for COBBS-ALLEN&HALL INC Refer to policy for actual terms and conditions ANCORA HOLDINGS, LLC-Policy Period 08/12/2024—08/12/2025 62/62 SCHOOL 1600 NORTH WESTGATE DR, WESLACO, TX 78599 63/63 SCHOOL 1900 N EXPRESSWAY 83, STES LMNOPQR, BROWNSVILLE, TX 78521 64/64 SCHOOL 1800 S MAIN ST, SUITE 500, MCALLEN, TX 78503 65/66 CDL PARKING LOT 6400 WOODROW RD, LITHONIA, GA 30038 66/67 CDL LOT 2000 E. JOHN CARPENTER FREEWAY, IRVING, TX 75062 67/68 CDL LOT 3030 HARRIS HILL RD, SAN MARCOS, TX 78666 68/69 CDL LOT 15310 LEE HIGHWAY, BRISTOL, VA 24202 69/70 CDL LOT TRUSTWOOD LANE, NEWPORT NEWS, VA 23608 71/72 SCHOOL 3801 S SHERIDAN, TULSA, OK 74145 73/74 CDL LOT 20301 EAST 78 HWY, IND, INDEPENDENCE, MO 64057 74/75 CDL LOT 417 N ARCH ST, MILTON, PA 17847 75/76 CDL LOT 7797 LEE HWY, CHATTANOOGA, TN 37421 76/77 VACANT LAND 3420 S 35TH AVE, PHOENIX, AZ 85009 77/78 CDL LOT 5738 VOORHEES RD, DENMARK, SC 29042 78/79 CDL LOT 2110 RM RD 286, CORPUS CHRISTI, TX 78415 79/80 VACANT LAND 1735 W BROADWAY, PHOENIX, AZ 85041 92/93 VACANT LAND 2000 APPLING RD, CORDOVA, TN 38016 93/94 VACANT LAND 1903 CHAMBERLAYNE AVE, RICHMOND, VA 23222 96/97 VACANT LAND 3420 S 35TH AVE, PHOENIX, AZ 85009 97/98 VACANT LAND 900 V-C DR, MARTINSVILLE, VA 24112 98/99 CDL LOT 1047 SHOEMAKER AVE, SHOEMAKERSVILLE, PA 19555 100/101 VACANT LAND/CDL LOT 3700 VICTORY DR, COLUMBUS, GA 31903 101/102 VACANT LAND/CDL LOT 37 IRONSIDE CT„ WILLINGBORO, NJ 08046 102/103 VACANT LAND/CDL LOT 500 SPEEDWAY BLVD„ JOLIET, IL 60433 103/104 VACANT LAND/CDL LOT 16125 FLORIDA BLVD, BATON ROUGE, LA 70819 105/106 VACANT LAND/CDL LOT 5901 N FRY RD, KATY, TX 77449 106/107 VACANT LAND/CDL LOT 2405 SUGARLOAF PKWY, LAWRENCEVILLE, GA 30045 107/108 VACANT LAND/CDL LOT 6604 MUSKOGEE ST, ORLANDO, FL 328079999 108/109 VACANT LAND/CDL LOT 19201 E BAGLEY RD, MIDDLEBURG HEIGHTS, OH 44130 109/110 VACANT LAND/CDL LOT 5323 UNION RD, GASTONIA, NC 28056 110/111 VACANT LAND/CDL LOT 875 E WASHBURN RD, NORTH LAS VEGAS, NV 89081 111/112 VACANT LAND/CDL LOT 3300 DUNDALK AVE, DUNDALK, MD 21222 112/113 VACANT LAND/CDL LOT 732 MILLER AVE, NORTH LAS VEGAS, NV 89030 113/114 CDL LOT 8901 S SHIELDS BLVD, OKLAHOMA CITY, OK 73149 114/115 CDL LOT W SCHWEEITZER RD, ELWOOD, IL 60421 115/116 CDL LOT 1851 N HOUSTON LEVEE RD, CORDOVA, TN 38016 116/117 CDL LOT 963 N GIRLS SCHOOL RD, INDIANAPOLIS, IN 46214 117/118 CDL LOT 11843 CAMDEN RD, JACKSONVILLE, FL 322189999 Proposed on 07/24/2024 for COBBS-ALLEN&HALL INC Refer to policy for actual terms and conditions ANCORA HOLDINGS, LLC-Policy Period 08/12/2024—08/12/2025 Attachment C: Insurance Requirements A. CONTRACTOR'S LIABILITY INSURANCE 1 . Contractor must not commence work under this contract until all insurance required has been obtained and such insurance has been approved by the City. Contractor must not allow any subcontractor, to commence work until all similar insurance required of any subcontractor has been obtained. 2. Contractor must furnish to the City's Risk Manager and Contract Administer a copy of Certificates of Insurance with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. Project name and/or number must be listed in Description Box of Certificate of Insurance. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE PROFESSIONAL LIABILITY $1,000,000 Per Claim (Errors and Omissions) $2,000,000 Aggregate (Defense costs not included in face value of the policy) If claims made policy, refro date must be at or prior to inception of agreement, have extended reporting period provisions and identify any limitations regarding who is insured. 3. In the event of accidents of any kind related to this contract, Contractor shall furnish the Risk Manager with copies of all reports of any accidents within 10 days of the accident. B. ADDITIONAL REQUIREMENTS 1 . Contractor shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Contractor's sole expense, insurance coverage written on an occurrence basis by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of at least A- with a Financial Size Category of Class VII or higher. 2. Contractor shall be required to submit renewal certificates of insurance throughout the term of this contract and any extensions within 10 days of the policy expiration dates. All notices under this Exhibit shall be given to City at the following address: Page 1 of 2 City of Corpus Christi Attn: Risk Manager P.O. Box 9277 Corpus Christi, TX 78469-9277 3. Certificate of insurance shall specify that at least 30 calendar days advance written notice will be provided to City of any, cancellation, non-renewal, material change or termination in coverage and not less than 10 calendar days advance written notice for nonpayment of premium. 4. Within 5 calendar days of a cancellation, non-renewal, material change or termination of coverage, Contractor shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Contractor's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. 5. In addition to any other remedies the City may have upon Contractor's failure to provide and maintain any insurance or policy endorsements to the extent and within the time herein required, the City shall have the right to order Contractor to stop work hereunder, and/or withhold any payment(s) which become due to Contractor hereunder until Contractor demonstrates compliance with the requirements hereof. 6. Nothing herein contained shall be construed as limiting in any way the extent to which Contractor may be held responsible for payments of damages to persons or property resulting from Contractor's or its subcontractor's performance of the work covered under this contract. 7. Contractor's insurance shall be deemed primary and non-contributory with respect to any insurance or self insurance carried by the City of Corpus Christi for liability arising out of operations under this contract. 8. The insurance required is in addition to and separate from any other obligation contained in this contract. 2024 Insurance Requirements Ins. Req. Exhibit 3-H Professional Services - Other Professional Services O1 /01 /2024 Risk Management— Legal Dept. Page 2 of 2 _ x 2 _ )■§ .E � / q\ = ol cq a. � 0 k r > « « z / § OZ cn a x � ] k k % ) % u \ e a z z z z cn LU 2 ■ 2 | ; u o \ z ƒ o J E - 3 \ \ \ E } S = z 2 ) J , g - 2 u E E \ § 2 + \ ` / + 2 o U ED- E \ \ \ \ ! ) \ ~ k § \ § } } , § § § & \ s [ } , 3 6 } \ � [ { © g 7 *z : o a o t 7 a 2 t@ ) 2 7 > 6 y 2 , e - e - § * e ; o : 5 0 \ : % o \ , t G BeG = / = ! z Q 3 § z - = . 3 / 2 : G r » c 2 E ^ E ` � 2 E 2 2 6 { : 0 2 « U � 3 z « \ / I - _ : & f ! a 5 5 2 § e ® a 5 © k \ \ 0 a 0 \\ � /( : � - \ - § § ° ' u § \ 5 § } - a - : : D - ' 0 - .9--- Q o 2 'a � _ _ : - 2 / \ Q) Q) U 0 DD- 6Q = z ®f ƒ \ \ ® � } f � C \ [ © - u u § ` ! ® 0 n & E S E ! 0 n \ \ J 5 5 59 e 2 / E \ 5 2 8 ® \ * \ 2 / e : o : § e a a a z o o ; o a o o = D § = e = E u = z a e e & e z \ a e 2 a = = d § @ } 2 CL03 \ 3 \0 CL ( Q) f ff , . Q) - r ? d Q eetoayu u e * � © © * 2 ) © 2 , ! e • � \ pE : e ® � E E } # e © - ° E 2 a = a f 5 \ 2 ) - g & o . _ : E E E 2 § 2 ) [ 2 \ ) / \ / { ) { fa ( \ \ ; / / \ � ( ( � © ( § e : � � _ § z z z z � _ * a * _ § _ 0 a ! 2 iz 0 Z < 0 u se o° a o� A F U NCOgpOPPT E AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting June 17, 2025 DATE: June 17, 2025 TO: Peter Zanoni, City Manager FROM: Wesley Nebgen, Director of Water System Infrastructure WesleynCa-)cctexas.com (361) 826-3111 Sergio Villasana, Director, Finance & Procurement sergiov2�cctexas.com (361) 826-3227 Preventative Maintenance and Repairs for Wastewater Treatment Plant Generators CAPTION: Resolution authorizing a one-year service agreement, with two one-year options, with Cummins Southern Plains, LLC, dba Cummins Sales and Service, of Arlington, Texas, with an office in Corpus Christi, in an amount up to $144,880.39, with a potential up to $434,641.17 if options are exercised, for preventative maintenance and the purchase of parts for 10 generators at various wastewater treatment plants and lift stations, with FY 2025 funding of $144,880.39 from the Wastewater Fund. SUMMARY: Resolution of a one-year service agreement with two one-year options to extend for preventative maintenance and repair services of generators for Corpus Christi Water (CCW) Wastewater Treatment Plants and Lift Stations located throughout the city of Corpus Christi. BACKGROUND AND FINDINGS: CCW utilizes 10 Cummins generators during power outages to maintain pumps, odor control, SCADA communications, blowers, clarifiers, and disinfection equipment, at lift stations in the collection system and inside the wastewater treatment plants. Using generators to maintain power is critical for maintaining the conveyance and treatment of wastewater as well as preventing sanitary sewer overflows (SSO) and/or unauthorized discharges in the collection system. Preventative maintenance is provided on an annual basis, and repairs are performed on an as-needed basis. The Contractor furnishes labor, supervision, tools, materials, and all equipment necessary to perform preventative maintenance and repair services in accordance with the terms and conditions of the contract. The following table lists all locations supported by a Cummins powered generator. Description Address KVA Wood River Lift Station 4601 Spring Creek Dr. 437.5 Laguna Madre WWTP 201 Jester 812.5 Cimarron Lift Station 7401 100 Cimarron Sharpsburg Lift Station 4412 Sharpsburg Rd 562.5 North Beach`B" Lift Station 3002 Timon 156.2 Port and Pearse Lift Station 2306 Pearce St. 562.5 Whitecap WWTP 13409 Whitecap Blvd. 1125 Broadway WWTP 801 Resaca 2500 Oso WWTP 91 601 Nile 1000 Oso WWTP 92 601 Nile 1000 PROCUREMENT DETAIL: This procurement falls under the Local Government code, Section 252.022(a)(2), the purchase is necessary to preserve or protect the public health and safety of the City's residents, and 252.022(a)(7)(A), this item is available from only one source because of patents, copyrights, secret processes, or natural monopolies. Preventative maintenance is crucial for emergency power to keep the Wastewater Treatment Plants operational during power outages ALTERNATIVES: An alternative is to not enter into an agreement, which would require separate procurements on an as-needed basis, which could lead to delays due to the procurement process and could negatively impact operations. FISCAL IMPACT: The fiscal impact for Corpus Christi Water for FY 2025 is $144,880.39 from the Wastewater Fund. FUNDING DETAIL: Fund: 4200 Wastewater Organization/Activity: 33210 Lift Station Operation & Maint Department: 46 Wastewater Project # (CIP Only): N/A Accounts: 530215 Maint & repairs — contracted Amount: $28,976.078 Fund: 4200 Wastewater Organization/Activity: 33110 Oso Wastewater Plant Department: 46 Wastewater Project # (CIP Only): N/A Accounts: 530215 Maint & repairs — contracted Amount: $28,976.078 Fund: 4200 Wastewater Organization/Activity: 33140 Laguna Madre Wastewater Plant Department: 46 Wastewater Project # (CIP Only): N/A Accounts: 530215 Maint & repairs — contracted Amount: $28,976.078 Fund: 4200 Wastewater Organization/Activity: 33150 Whitecap Wastewater Plant Department: 46 Wastewater Project # (CIP Only): N/A Accounts: 530215 Maint & repairs — contracted Amount: $28,976.078 Fund: 4200 Wastewater Organization/Activity: 33100 Broadway Wastewater Plant Department: 46 Wastewater Project # (CIP Only): N/A Accounts: 530215 Maint & repairs — contracted Amount: $28,976.078 RECOMMENDATION: The Staff recommends approval of this resolution as presented. LIST OF SUPPORTING DOCUMENTS: Resolution Service Agreement Price Sheet Resolution authorizing a one-year service agreement with two one-year option periods, with Cummins Southern Plains, LLC dba Cummins Sales and Service, of Arlington, Texas, with an office Corpus Christi, in an amount of $144,880.39, for a potential amount of $434,641.17 if option period is exercised, for preventative maintenance and purchase of parts for a total of ten generators for the various wastewater treatment plants and lift stations, with FY 2025 funding of $60,370.00 from the Wastewater Fund. WHEREAS, the one-year service agreement with Cummins Southern Plains, LLC dba Cummins Sales and Service for preventative maintenance and parts for ten generators located at the various wastewater treatment plants and lift stations; WHEREAS, these services are critical in sustaining the emergency generators; WHEREAS, State law provides that such procurements, as outlines above, are subject to statutory procurement requirements, including competitive bids, unless an exception applies; WHEREAS, there is a statutory exemption for this procurement in Local Government Code, Section 252.022(a)(2), as this purchase is necessary to preserve or protect the public health or safety of the City's residents; and WHEREAS, there is an additional statutory exemption for this procurement in Local Government Code, Section 252.022(a)(7)(A), as this item is available from only one source because of patents, copyrights, secret processes, or natural monopolies. Be it resolved by the City Council of the City of Corpus Christi, Texas: Section 1. The City Council specifically finds that the foregoing statements included in the preamble of this resolution are true and correct and adopts such findings for all intents and purposes related to the authorization of this procurement. Section 2. The City Manager, or designee, is authorized to execute a one-year agreement with two one-year option periods, for preventative maintenance and purchase of parts for a total of ten generators, located at the various wastewater treatment plants and lift stations, with Cummins Southern Plains, LLC dba Cummins Sales and Service, for one-year service agreement for $144,880.39 with potential amount of $434,641.17, with FY 2025 funding of $60,370.00 from the Wastewater Fund. PASSED AND APPROVED on the day of , 2025 ATTEST: Paulette Guajardo, Mayor Rebecca Huerta, City Secretary City of Corpus Christi Price Sheet Sr. Buyer: Minerva Alvarado Cummins Generator Preventative Maintenance and Repairs for WWTP Local Government Exemption 252 Cummins Southern Plains LLC, dba Cummins Sales & Service Arlington, Texas Preventative Maintenance Item Description Unit Qty Unit Price Total Price 1 Wood River Lift Station EA 1 $2,351 .21 $2,351 .21 2 Cimarron Lift Station EA 1 $1,872.75 $1,872.75 3 Sharpsburg Lift Station EA 1 $2,847.09 $2,847.09 4 North Beach "B" Lift Station EA 1 $1,920.99 $1,920.99 5 Port and Pearse Lift Station EA 1 $2,883.84 $2,883.84 6 Laguna Madre WWTP EA 1 $3,549.49 $3,549.49 7 Whitcap WWTP EA 1 $4,725.47 $4,725.47 8 Broadway WWTP EA 1 $7,973.1 1 $7,973.1 1 9 Oso WWTP #1 EA 1 $4,215.72 $4,215.72 10 10so WWTP #2 EA 1 $4,215.72 $4,215.72 Parts/Material 11 Parts/Material EA $70,000.00 12 Travel Allowance EA $5,000.00 13 Misc - (Freight, Road Mileage) EA $5,000.00 Labor Repairs - Technican M-F 8:00 am- 14 5:00 pm H R 100 $223.30 $22,330.00 After Hours, Holidays, Weekends - 15 Repairs - Technican M-F 8:00 am HR 25 $239.80 $5,995.00 5:00 pm Total $144,880.39 SC O SERVICE AGREEMENT NO. 6445 v Cummins Generator Preventative Maintenance and N�OftpoA iEO 185a Repairs THIS Cummins Generator Preventative Maintenance and Repairs Agreement (''Agreement'') is entered into by and between the City of Corpus Christi, a Texas home- rule municipal corporation ("City") and Cummins Southern Plains, LLC dba Cummins Sales and Service ("Contractor''), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Contractor has bid to provide Cummins Generator Preventative Maintenance and Repairs in response to Request for Bid/Proposal No. SS-6445 ("RFB/RFP"), which RFB/RFP includes the required scope of work and all specifications and which RFB/RFP and the Contractor's bid or proposal response, as applicable, are incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Contractor agree as follows: 1. Scope. Contractor will provide Cummins Generator Preventative Maintenance and Repairs ("Services") in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety, and in accordance with Exhibit 2. 2. Term. (A) The Term of this Agreement is one year beginning on the date provided in the Notice to Proceed from the Contract Administrator or the City's Procurement Division. The parties may mutually extend the term of this Agreement for up to two additional one-year periods ("Option Period(s)"), provided, the parties do so in writing prior to the expiration of the original term or the then-current Option Period. (B) At the end of the Term of this Agreement or the final Option Period, the Agreement may, at the request of the City prior to expiration of the Term or final Option Period, continue on a month-to-month basis for up to six months with compensation set based on the amount listed in Attachment B for the Term or the final Option Period. The Contractor may opt out of this continuing term by providing notice to the City at least 30 days prior to the expiration of the Term or final Option Period. During the month-to-month term, either Party may terminate the Agreement upon 30 days' written notice to the other Party. Service Agreement Standard Form Page 1 of 8 Approved as to Legal Form October 29, 2021 3. Compensation and Payment. This Agreement is for an amount not to exceed $144,880.39, subject to approved extensions and changes. Payment will be made for Services performed and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. Any amount not expended during the initial term or any option period may, at the City's discretion, be allocated for use in the next Option Period. Invoices must be mailed to the following address with a copy provided to the Contract Administrator: City of Corpus Christi Attn: Accounts Payable P.O. Box 9277 Corpus Christi, Texas 78469-9277 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Amanda Howard-Contracts Funds Administrator Corpus Christi Water Phone: 361-826-1894 Email: AmandacCcctexas.com 5. Insurance; Bonds. (A) Before performance can begin under this Agreement, the Contractor must deliver a certificate of insurance ("COI"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the COI must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment C, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. (B) In the event that a payment bond, a performance bond, or both, are required of the Contractor to be provided to the City under this Agreement before performance can commence, the terms, conditions, and amounts required in the bonds and appropriate surety information are as included in the RFB/RFP or as Service Agreement Standard Form Page 2 of 8 Approved as to Legal Form October 29, 2021 may be added to Attachment C, and such content is incorporated here in this Agreement by reference as if each bond's terms, conditions, and amounts were fully set out here in its entirety. 6. Purchase Release Order. For multiple-release purchases of Services to be provided by the Contractor over a period of time, the City will exercise its right to specify time, place and quantity of Services to be delivered in the following manner: any City department or division may send to Contractor a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and Services will not be rendered until the Contractor receives the signed purchase release order. 7. Inspection and Acceptance. City may inspect all Services and products supplied before acceptance. Any Services or products that are provided but not accepted by the City must be corrected or re-worked immediately at no charge to the City. If immediate correction or re-working at no charge cannot be made by the Contractor, a replacement service may be procured by the City on the open market and any costs incurred, including additional costs over the item's bid/proposal price, must be paid by the Contractor within 30 days of receipt of City's invoice. 8. Warranty. (A) The Contractor warrants that all products supplied under this Agreement are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Contractor warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Agreement shall be warranted by the Contractor or, if indicated in Attachment D by the manufacturer, for the period stated in Attachment D. Attachment D is attached to this Agreement and is incorporated by reference into this Agreement as if fully set out here in its entirety. (C) Contractor warrants that all Services will be performed in accordance with the standard of care used by similarly situated contractors performing similar services. 9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City's actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Agreement and including any Option Period. Substitutions and deviations from the City's product requirements or specifications are prohibited without the prior written approval of the Contract Administrator. Service Agreement Standard Form Page 3 of 8 Approved as to Legal Form October 29, 2021 10. Non-Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Contractor will perform the work required by this Agreement as an independent contractor and will furnish such Services in its own manner and method, and under no circumstances or conditions will any agent, servant or employee of the Contractor be considered an employee of the City. 12. Subcontractors. In performing the Services, the Contractor will not enter into subcontracts or utilize the services of subcontractors. 13. Amendments. This Agreement may be amended or modified only in writing executed by authorized representatives of both parties. 14. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other applicable taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed or hand-delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Corpus Christi Attn: Amanda Howard - Contracts Funds Administrator Corpus Christi Water 2726 Holly Road, Corpus Christi, Texas 78415 Phone: 361-826-1894 Fax: 361-826-4495 IF TO CONTRACTOR: Cummins Southern Plains, LLC dba Cummins Sales and Service Attn: Robert J. Walkup, Jr. PEM Territory Manager 1058 Southern Minerals Rd., Corpus Christi, Texas 78409 Phone: 210-394-5610 Service Agreement Standard Form Page 4 of 8 Approved as to Legal Form October 29, 2021 Fax: n/a 17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES') FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. 18. Termination. (A) The City may terminate this Agreement for Contractor's failure to comply with any of the terms of this Agreement. The City must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period, the City may terminate this Agreement immediately thereafter. (B) Alternatively, the City may terminate this Agreement for convenience upon 30 days advance written notice to the Contractor. The City may also terminate this Agreement upon 24 hours written notice to the Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19. Owner's Manual and Preventative Maintenance. Contractor agrees to provide a copy of the owner's manual and/or preventative maintenance guidelines or instructions if available for any equipment purchased by the City pursuant to this Agreement. Contractor must provide such documentation upon delivery of such equipment and prior to receipt of the final payment by the City. Service Agreement Standard Form Page 5 of 8 Approved as to Legal Form October 29, 2021 20. Limitation of Liability. The City's maximum liability under this Agreement is limited to the total amount of compensation listed in Section 3 of this Agreement. In no event shall the City be liable for incidental, consequential or special damages. 21. Assignment. No assignment of this Agreement by the Contractor, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 22. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 23. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Agreement (excluding attachments and exhibits); B. its attachments; C. the bid solicitation document including any addenda (Exhibit 1); then, D. the Contractor's bid response (Exhibit 2). 24. Certificate of Interested Parties. Contractor agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement if required by said statute. 25. Governing Law. Contractor agrees to comply with all federal, Texas, and City laws in the performance of this Agreement. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. 26. Public Information Act Requirements. This paragraph applies only to agreements that have a stated expenditure of at least $1 ,000,000 or that result in the expenditure of at least $1 ,000,000 by the City. The requirements of Subchapter J, Chapter 552, Government Code, may apply to this contract and the Contractor agrees that the contract can be terminated if the Contractor knowingly or intentionally fails to comply with a requirement of that subchapter. Service Agreement Standard Form Page 6 of 8 Approved as to Legal Form October 29, 2021 27. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties. Service Agreement Standard Form Page 7 of 8 Approved as to Legal Form October 29, 2021 CONTRACTOR Rd��t YVA� Signature. Robert Walkup(Mar 28,2025 0:40CDT) Printed Name. Robert Walkup Title. PEM Territory Manager Date. 03/28/2025 CITY OF CORPUS CHRISTI Sergio Villasana Director, Finance & Procurement Date: Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Bid/Pricing Schedule Attachment C: Insurance and Bond Requirements Attachment D: Warranty Requirements Incorporated by Reference Only: Exhibit 1 : RFB/RFP No. SS-6445 Exhibit 2: Contractor's Bid/Proposal Response Service Agreement Standard Form Page 8 of 8 Approved as to Legal Form October 29, 2021 Attachment A: Scope of Work A. General Requirements/Background Information 1 . The Contractor shall provide generator preventative maintenance on an annual basis and repairs on an as-needed basis. 2. The Contractor shall provide services to ten Cummins generators located at the locations below as listed in Exhibit 1. 3. The Contractor shall be responsible for furnishing labor, supervision, tools, materials, and all equipment necessary to perform preventative maintenance and repair services in accordance with all terms, conditions, and schedules of this scope of work. 4. The Contractor shall provide emergency and non-emergency generator repairs. The Contractor technician shall be available 24 hours, seven days a week for emergency services. 5. The Contractor shall provide a preferential response for any emergency services requested by the City over non-agreement customers. 6. Authorization for work performed outside of the specified time (overtime) must be obtained from a City supervisor before starting work. 7. All work performed under this contract must be performed in accordance with all applicable codes and standards. B. Preventative Maintenance 1 . The Contractor shall perform preventative maintenance services on an annual basis. The City must provide a schedule for preventative maintenance. 2. Preventative maintenance must be performed Monday through Friday, from 8:00 am to 3:00 pm. The Contractor shall check in and check out with the on-site CCW Work Coordinator before and after all authorized work is performed. 3. The preventative maintenance services must include, at a minimum, the following tasks outlined below. This list is not intended to be all- inclusive for each generator. The Contractor shall also comply with the specific recommendations of the Original Equipment Manufacturer (OEM) recommendation for the preventative maintenance and for all parts/materials/fluid requirements: a. Check and test all safety devices. b. Check the engine coolant and replace it as required. Page 1 of 6 c. Check for fault /codes and correct deficiencies. d. Adjust the fuel regulator (if applicable). e. Inspect fuel system, air intake, and exhaust systems. f. Inspect oil for contamination and, if necessary, perform metal wear analysis. g. Test and inspect battery charging cable and connections. h. Perform fuel analysis, if necessary (diesel fuel generator). i. Remove and replace lubricating oil and filters. j. Remove and replace the fuel filter and air filter, as required. k. Remove and replace sparkplugs, as required. I. Manually start the generator. m. Verify the voltage and frequency output. n. Adjust engine speed as required. o. Supply load test equipment and perform load test as per the requirement of a generator or informed by the CCW Work Coordinator. p. Transfer Switches i. Inspect and clean each drive. ii. Lubricate moving parts and contact surfaces. iii. Inspect and ensure all connections are tight and meet required and/or recommended torque specifications. iv. Perform power transfers to ensure proper operation. q. Dispose of any used parts and fluid in accordance with current EPA and/or TCEQ rules and regulations. r. Provide a written report after each inspection or repair call detailing any conditions found and advising if further service will be required. 4. The Contractor shall perform repair and/or replacement parts identified during preventative maintenance. Preventative repairs shall be made to prevent an unscheduled generator breakdown and to ensure continued normal operation of generator. Replacement of parts shall be made to extend the useful life of the generator. 5. Once necessary repair and/or replacement of parts are identified, the Contractor shall provide not to exceed estimate inclusive of labor and parts/material cost to the onsite CCW Work Coordinator for approval. 6. The Contractor shall completely document all repairs. A copy of each Page 2 of 6 preventative maintenance service and repair report shall be provided to on-site personnel at the time of completion and shall provide the following information: a. Service Address b. Model and serial number of equipment repaired c. Description of the repairs d. Itemized list of replacement parts/materials e. Start time, end time and total hours worked f. Name of authorizing City personnel C. Repair Service 1 . The onsite CCW will use prudent judgment to define emergency or non-emergency. Call back includes emergency or non-emergency repairservices. The CCW Work Coordinator' s decision shall remain final, and the Contractor shall act accordingly. 2. The Contractor will receive emergency repair requests via telephone and must call back within 15 minutes of call being placed by the CCW Work Coordinator. During emergency, the Contractor shall reach on site within a two-hour response time. 3. During non-emergency, the Contractor shall be available at the site within a three- hour response time. 4. In the event of adverse weather, i.e., hurricane, storm, tornado etc., the Contractor shall be available after the post weather event. 5. The Contractor shall identify the repair required and provide the onsite CCW Work Coordinator a written estimate of the time and parts/materials required for the repair and must obtain authorization prior to performing the repair. 6. The Contractor shall complete repairs within 24 hours of arrival on site. The Contractor will communicate to onsite CCW Work Coordinator. 7. any conditions that may delay work being completed within 24- hour period. 8. In case of emergency or adverse weather, the city reserves the right to use another contractor,if the Contractor response times are non- compliant. 9. If the Contractor is required to leave the premises to obtain parts/materials, onsite CCW Work Coordinator must be notified. Page 3 of 6 D. Parts and Warranty 1 . The Contractor shall make repairs using new and unused Original Equipment Manufacturer (OEM) parts. 2. The Contractor shall provide one-year warranty on repairs and one- year warranty or manufacturer warranty on OEM parts. 3. Warranty repairs shall be corrected in a timely manner upon notification. If the Contractor, after notice, fails to proceed promptly, the City may have the defects corrected by a third party, and the Contractor shall be liable for all expenses incurred. Such action shall not relieve the Contractor of further warranty liabilities. 4. The Contractor will be responsible for submitting warranty claims to the manufacturer. E. Service Personnel 1 . The Contractor shall employ sufficient full-time service personnel to perform services outlined in this contract. The Contractors service technician must be trained, experienced and qualified to perform services outlined in this scope of work. 2. The Contractor shall provide proper Personnel Protective Equipment (PPE) for their employees performing the work as required by OSHA and any other Federal, State, or Local codes, Laws, and Regulations. 3. The Contractor's technician shall check in with the on-site CCW Work Coordinator prior to commencing work and check out after completing the work. This requirement applies to regular maintenance and call-back repairs. F. Invoicing 1 . Invoice pricing shall reflect pricing as shown in the Contract. 2. All invoices shall provide detailed information, including: a. Service Agreement n u m b e r and or Purchase Order number b. Service Address c. Model and Serial number of equipment d. Description of type of service (PM or Repair) e. Itemized list of charges f. Name of authorizing CCW Work Coordinator G. Contractor Quality Control and Superintendence The Contractor shall ensure that the product and services meet quality standards and are acceptable to the City's Contract Administrator to assure that the requirements of the contract are Page 4 of 6 provided as specified. The Contractor shall also provide supervision of the work to ensure it complies with the contract requirements. H. Safety The Contractor shall ensure that all work is performed safely and shall provide all necessary equipment and barriers to protect the work site, workers, city employees, city vehicles, and property. Page 5 of 6 Exhibit 1 LOCATION ADDRESS GENERATOR GENERATOR ENGINE ENGINE ATS /Model # Kva MODEL # SERIAL# MODEL# SERIAL# Woodriver 4601 Spring Cummins - Cummins - EATON - atc L.S. Creek Dr. DFEG-6254688 '�`0801 51 1 67 QSX15-G9 79284804 600 437.5 Laguna Cummins - Cummins - ASCO - Madre 201 Jester DQPAB- L150901852 QSK19-G8 37266956 1325094 812.5 W WTP 1529208 Cummins - Cutler Cimarron Cimarron LS Cim DSFAE- 1100159146 Cummins - 73132871 Hammer - atc 100 C 5782087 QSB5-G3-NR3 600 4412 ASCO - 7000 QSX15-G9 Sharpsburg Sharpsburg Cummins / C170169476 Cummins / 79970180 SERIES - 562.5 Rd DFEJ1716425 1597421 RE CUMMINGS - North Beach 3002 Timon Cummins 190473333 QSB5-G6 NR3 74430874 OTECD - 156.2 B /C125 D6C 1878990 - J 18M442360 CUMMINGS - Port/Pearce 2306 Cummins J180443996 QSX15-G9 80113966 OTECD - 562.5 Pearce St. /DFEJ-1831226 1878991 - J 18M438146 Whitecap 13409 Cummins - QST30-G5 ASCO - 7000 - WWTP Whitecap DQFAC- G170215059 NR2 37271888 156156WE 1125 Blvd. 1748207 Broadway 801 Cummins Cummins - WWTP Resaca DQKAB- J110266097 QSK60-G6 33188170 NA 2500 7889872 OSO Cummings Cummins 601 Nile (Onan) - D120326462 QST30-G5NR2 37253755 NA 1000 Generator 1 DQFAB120066 7 OSO Cummings Cummins 601 Nile (Onan) - 1040697738 QST30-G2 100376306 NA 1000 Generator 2 DFHB5691276 Page 6 of 6 ATTACHMENT B-BID/PRICING SCHEDULE CITY OF CORPUS CHRISTI BID FORM Item # Description/Location Unit 1-QYe r Unit Price Total Price Preventative Maintenance—ATS inspection— Load Bank (1.9 work site locations) 1 Wood River Lift Station EA 1 2,351.21 2 Laguna Madre WWTP EA 1 3,549.49 3 Cimarron Lift Station EA 1 1,872.75 4 Sharpsburg Lift Station EA 1 2,847.09 5 North Beach "B" Lift Station EA 1 1,920.99 6 Port and Pearse Lift Station EA 1 2,883.84 7 Whitecap WWTP EA 1 4,725.47 8 Broadway WWTP EA 1 7,973.11 9 Oso WWTP #1 EA 1 4,215.72 10 Oso WWTP #2 EA 1 4,215.72 Parts/ Materials Estimated 11 Parts/Materials EA $70,000 $70,000 12 Travel Allowance EA $5,000 $5,000 13 Misc—(Freight, Road Mileage) EA $5,000 $5,000 Labor 14 Repairs—Technician M-F 8:00—5:00 HR 100 $223.30 $22,330 15 After Hours, Holiday, Weekends— Repairs—Technician HR 25 $239.80 $ 5,995 M-F 8:00—5:00 TOTAL $ 144,880.39 Page 1 of 2 COMPANY: Cummins Southern Plains LLC NAME OF PERSON AUTHORIZED TO SIGN: Robert. Walkup ADDRESS: 1058 Southern Minerals Rd CITY/STATE: Corpus Christi, TX PHONE: 210.394.5610 EMAIL: P0031@cummins.com FAX: NA DATE: 03.05.2025 ,, / TITLE: PEM Territory i/SIGNATURE: �� - l 4�1 Manager THE CITY RESERVES THE RIGHT TO REJECT OR CANCEL ANY OR ALL BIDS. TO WAIVE ANY INFORMALITIES OR IRREGULARITIES IN THE BIDS RECEIVED AND TO CANCEL OR POSTPONE THIS PROJECT UNTIL A LATER DATE. Page 2 of 2 ATTACHMENT B-1: TRAVEL POLICY OUT OF TOWN TRAVEL FOR CONTRACTORS Reimbursement for Contractors that have contracts with the City that contain travel reimbursement, must comply with this policy unless otherwise noted in their contract. I. Transportation: Mileage Reimbursement: For a Contractor to receive mileage reimbursement, the Contractormust meet the following criteria: • Have a valid Driver's License for the class of vehicle driven; • Maintain current proof of minimum liability insurance coverage as required by the State of Texas. • Maintain the vehicle in compliance with applicable state laws. When traveling by vehicle, reimbursement will be made for self-parking only. Contractors are responsible for accurately reporting mileage for reimbursement. Failure to provide accurate and complete information will be considered non-reimbursable. Car Rental: In the event that a Contractor must utilize a rental car for business travel, a small to mid-size car should be requested at the most economical rate to the City. Airfare: The Contractor should reserve the lowest priced domestic coach class airfare at time of booking in order to keep costs to the City down to a minimum. Reservations should be made as early as possible in order to minimize cost to the City. Luggage fees are reimbursable, but upgrades and preferred seating charges are not unless due to extraordinary circumstances and subsequently approved by the Department Director. Dues for airport or airline frequent flyer programs are not reimbursable. II.Lodging and Meals: Overnight Travel for Meals and Hotel Expenses: Expenses for meals and all tips involving overnight travel will be paid on a per diem basis based on meal charges recommended by the federal per diem rate. Destination cities that are not listed will be reimbursed at the standard continental United States (CON US) per diem rate. The rates can be accessed at www.gsa.gov. When a Contractor travels only part of the day, the federal per diem rate may not be claimed for the entire day. The following times should be considered when requesting meal reimbursement for partial days: Departure Time Returning Time Before 8am Before 12pm Breakfast By 12pm 12pm - 5pm Lunch By 5pm After 5pm Dinner Contractors are expected to use good judgment in minimizing such cost to the City. If a Contractor incurs costs for Internet connections and/or other business-related costs while on City business, City will reimburse with receipts. III.Non-Allowable Expenses: The cost of alcoholic beverages, laundry/dry cleaning, in-room movies, tours, personal entertainment, limousines, expenses related to a personally owned vehicle, parking and traffic violations, lost baggage, and spouse or other family expenses are specifically excluded from reimbursement except when approved by the City Manager as "extraordinary expenses". All reimbursements MUST be submitted in writing with required receipts attached. Attachment C: Insurance and Bond Requirements A. CONTRACTOR'S LIABILITY INSURANCE 1 . Contractor must not commence work under this agreement until all insurance required has been obtained and such insurance has been approved by the City. Contractor must not allow any subcontractor Agency to commence work until all similar insurance required of any subcontractor Agency has been obtained. 2. Contractor must furnish to the City's Risk Manager and Contract Administer one (1 ) copy of Certificates of Insurance (COI) with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies by endorsement, and a waiver of subrogation is required on all applicable policies. Endorsements must be provided with COI. Project name and or number must be listed in Description Box of COI. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE Commercial General Liability $1 ,000,000 Per Occurrence Including: 1 . Commercial Broad Form 2. Premises - Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury AUTO LIABILITY (including) $500,000 Combined Single Limit 1 . Owned 2. Hired and Non-Owned 3. Rented/Leased WORKERS' COMPENSATION Statutory EMPLOYER'S LIABILITY $500,000 /$500,000 /$500,000 3. In the event of accidents of any kind related to this agreement, Contractor must furnish the Risk Manager with copies of all reports of any accidents within 10 days of the accident. Page 1 of 3 B. ADDITIONAL REQUIREMENTS 1 . Applicable for paid employees, Contractor must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in an amount sufficient to assure that all workers' compensation obligations incurred by the Contractor will be promptly met. 2. Contractor shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Contractor's sole expense, insurance coverage written on an occurrence basis, by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A- VII. 3. Contractor shall be required to submit a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Contractor shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Risk Manager P.O. Box 9277 Corpus Christi, TX 78469-9277 4. Contractor agrees that with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: • List the City and its officers, officials, employees, volunteers, and elected representatives as additional insured by endorsement, as respects operations, completed operation and activities of, or on behalf of, the named insured performed under contract with the City, with the exception of the workers' compensation policy; • Provide for an endorsement that the ''other insurance'' clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; • Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and • Provide 30 calendar days advance written notice directly to City of any, cancellation, non-renewal, material change or termination in coverage and not less than 10 calendar days advance written notice for nonpayment of premium. 5. Within 5 calendar days of a cancellation, non-renewal, material change or termination of coverage, Contractor shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Contractor's performance should there be a lapse in coverage at any time during this contract. Page 2 of 3 Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. 6. In addition to any other remedies the City may have upon Contractor's failure to provide and maintain any insurance or policy endorsements to the extent and within the time herein required, the City shall have the right to order Contractor to remove the exhibit hereunder, and/or withhold any payment(s) if any, which become due to Contractor hereunder until Contractor demonstrates compliance with the requirements hereof. 7. Nothing herein contained shall be construed as limiting in any way the extent to which Contractor may be held responsible for payments of damages to persons or property resulting from Contractor's or its subcontractor's performance of the work covered under this agreement. 8. It is agreed that Contractor's insurance shall be deemed primary and non-contributory with respect to any insurance or self insurance carried by the City of Corpus Christi for liability arising out of operations under this agreement. 9. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. No bond is required for this agreement. 2024 Insurance Requirements Ins. Req. Exhibit 4-B Contracts for General Services -Services Performed Onsite 05/10/2024 Risk Management - Legal Dept. Page 3 of 3 Attachment D: Warranty Requirements 1 . The Contractor must provide a one-year warranty on repairs. 2. The Contractor must provide a one-year warranty or manufacturer's warranty on OEM parts. 3. The Contractor shall warranty City approved equivalent parts for 90 days. 4. Warranty repairs must be corrected in a timely manner upon notification. If the Contractor fails to proceed promptly, the City may have the defects corrected by a third party, and the Contractor shall be liable for all expenses incurred. Such action will not relieve the Contractor of further warranty liabilities. 5. The Contractor will be responsible for submitting warranty claims to the manufacturer. Page 1 of 1 lose 0 F U NCORPOR I'. AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting June 17, 2025 DATE: June 17, 2025 TO: Peter Zanoni, City Manager FROM: Ernesto De La Garza, Director of Public Works/Street Operations E rn esto D 2(a)cctexa s.co m (361) 826-1677 Sergio Villasana, Director, Finance & Procurement SergioV2(a)cctexas.com (361) 826-3227 Striping, Pavement Markings, and Signage Maintenance CAPTION: Motion authorizing execution of a two-year service agreement with the option to extend two, one-year periods with Highway Barricades and Services, LLC of Corpus Christi, in the amount of $1 ,500,000 with a potential amount of $4,500,000 for striping, pavement markings, and signage maintenance for the Public Works Department, with FY 2025 funding of $700,000 from the Street Maintenance Fund. SUMMARY: The purpose of this motion is to authorize a two-year service agreement with the option to extend two, one-year periods with Highway Barricades and Services, in the amount of $1,500,000 with a potential amount of$4,500,000 for striping, pavement marking, and signage maintenance for the Public Works Department. BACKGROUND AND FINDINGS: The Public Works Department is responsible for maintenance of striping, thermoplastic symbols and markings, and signage which are used to notify road users of regulations, provide warning and guidance of traffic operations. Typically, the reflectivity of striping and thermoplastic pavement markings last between 3-5 years and up to 7 years for signage. Factors such as weather, traffic patterns and construction activity can shorten the expected life expectancy. Initial work is summarized in Exhibit A and is prioritized to address striping and pavement markings on arterials and collectors where the reflectivity or striping has degraded. PROCUREMENT DETAIL: The Finance and Procurement Department conducted a competitive Request for Bid process to obtain bids for a contract. One responsive, responsible bid was received from Highway Barricades and Services, LLC. This company has previously completed projects in the Corpus Christi area as a contractor or subcontractor on various TxDOT and City projects. They are also highly utilized for installing traffic control services for special events held in the city. Highway Barricades and Services, LLC has crews dedicated to the Corpus Christi area and can mobilize and respond to barricading service requests on an as-needed basis, 24 hours a day, 365 days a year, including holidays and emergencies. ALTERNATIVES: Without a service agreement the Public Works Department would not be able to suffice the demand city-wide of maintaining the striping, pavement markings, and signage city-wide. FISCAL IMPACT: The fiscal impact to FY2025 is $700,000, with funding available in the Streets Fund. FUNDING DETAIL: Fund: 1041 Streets Organization/Activity: 12320 Signs & Markings Mission Element: 33 Streets Project #: None Account: 530215 Maintenance & Repair-contracted RECOMMENDATION: Staff recommends approval of this motion as presented. LIST OF SUPPORTING DOCUMENTS: • Service Agreement • Bid Tabulation • Exhibit A— Striping Installations • Presentation RFB 5973 - Striping, Pavement Markings, and Signage Maintenance Senior Buyer: Tracy Garza Bid Open Date: April 1, 2025 Highway Barricades and Services, LLC PAVEMENT MARKING AND STRIPING Corpus Christi, TX ITEM # DESCRIPTION UNIT UNIT PRICE 1 4" Broken White - Paint LF $ 0.42 2 4" Broken White-Thermoplastic LF $ 0.58 3 4" Broken Yellow - Paint LF $ 0.42 4 4" Broken Yellow-Thermoplastic LF $ 0.58 5 4" Solid White - Paint LF $ 0.42 6 4" Solid White - Thermoplastic LF $ 0.58 7 4" Solid Yellow - Paint LF $ 0.42 8 4" Solid Yellow - Thermoplastic LF $ 0.58 9 4" Broken Black (Shadow)-Thermoplastic LF $ 1.00 10 4" Broken Black (Contrast)-Thermoplastic LF $ 8.00 11 6" Solid Black -Thermoplastic LF $ 3.50 12 8" Solid White - Paint LF $ 0.80 13 8" Solid White - Thermoplastic LF $ 1.20 14 12" Yellow or White - Paint LF $ 1.60 15 12" Yellow or White -Thermoplastic LF $ 8.00 16 16" White - Paint LF $ 2.20 17 16" White - Thermoplastic LF $ 12.00 18 24" White - Paint LF $ 4.00 19 24" White -Thermoplastic LF $ 16.00 20 Install Pavement Marker TY I-C LF $ 6.00 21 Install Pavement Marker TY II-A-A LF $ 6.00 22 Install Pavement Marker TY II-C-R LF $ 6.00 23 Arrows, Words, Symbols -Paint EA $ 100.00 24 Arrows, Words, Symbols -Thermoplastic EA $ 285.00 25 Artistic Crosswalk - Maintenance EA $ 2,400.00 26 Artistic Crosswalk- Installation (New) SF $ 42.00 27 Artistic Crosswalk- Remove and Replace SF $ 92.00 28 Remove Raised Pavement Markers EA $ 2.00 29 Remove Striping and Pavement Markings LF $ 3.00 30 Install Rumble Strips EA $ 450.00 SIGNS, OBJECT MARKERS, AND ASSEMBLIES ITEM # DESCRIPTION UNIT UNIT PRICE 31 Small Roadside Sign-Support & Assembly TYS40 (1) SA(P) EA $ 550.00 32 Small Roadside Sign-Support & Assembly TYS40 (1) SA(P-BM) EA $ 650.00 33 Small Roadside Sign-Support & Assembly TYS40 (1) SA(T) EA $ 650.00 34 Small Roadside Sign-Support & Assembly TYS40 (1) SA(U) EA $ 725.00 35 Small Roadside Sign-Support & Assembly TYS40 (1) SA(U-2EXT) EA $ 950.00 36 Remove Small Roadside Sign-Support & Assembly EA $ 65.00 37 Install Object Markers Assembly EA $ 125.00 38 Aluminum Signs (TY A) EA $ 165.00 39 Aluminum Signs (TY G) EA $ 950.00 40 Replace Aluminum Signs (TY A) EA $ 165.00 41 Replace Aluminum Signs (TY G) EA $ 950.00 42 Install Delineator Assembly EA $ 125.00 43 Install Object Marker Assembly EA $ 125.00 44 Install Roadside Flashing Beacon Assembly (Solar-Powered) EA $ 8,000.00 45 Remove Roadside Flashing Beacon Assembly (Solar-Powered) EA $ 1,200.00 46 Install Roadside Flashing Beacon Assembly EA $ 14,500.00 47 Remove Roadside Flashing Beacon Assembly EA $ 1,800.00 TWO YEAR CONTRACT AMOUNT NOT TO EXCEED $ 1,500,000.00 SC O SERVICE AGREEMENT NO. 5973 v Striping, Pavement Markings, and Signage Maintenance N'ORPORPIEO 1852 THIS Striping, Pavement Markings, and Signage Maintenance Agreement (''Agreement'') is entered into by and between the City of Corpus Christi, a Texas home- rule municipal corporation ("City") and Highway Barricades and Services, LLC ("Contractor''), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Contractor has bid to provide Striping, Pavement Markings, and Signage Maintenance in response to Request for Bid/Proposal No. 5973 ("RFB/RFP"), which RFB/RFP includes the required scope of work and all specifications and which RFB/RFP and the Contractor's bid or proposal response, as applicable, are incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Contractor agree as follows: 1. Scope. Contractor will provide Striping, Pavement Markings, and Signage Maintenance ("Services") in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety, and in accordance with Exhibit 2. 2. Term. (A) The Term of this Agreement is two years beginning on the date provided in the Notice to Proceed from the Contract Administrator or the City's Procurement Division. The parties may mutually extend the term of this Agreement for up to two additional one-year periods ("Option Period(s)"), provided, the parties do so in writing prior to the expiration of the original term or the then-current Option Period. (B) At the end of the Term of this Agreement or the final Option Period, the Agreement may, at the request of the City prior to expiration of the Term or final Option Period, continue on a month-to-month basis for up to six months with compensation set based on the amount listed in Attachment B for the Term or the final Option Period. The Contractor may opt out of this continuing term by providing notice to the City at least 30 days prior to the expiration of the Term or final Option Period. During the month-to-month term, either Party may terminate the Agreement upon 30 days' written notice to the other Party. Service Agreement Standard Form Page 1 of 8 Approved as to Legal Form October 29, 2021 3. Compensation and Payment. This Agreement is for an amount not to exceed $1,500,000.00, subject to approved extensions and changes. Payment will be made for Services performed and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. Any amount not expended during the initial term or any option period may, at the City's discretion, be allocated for use in the next Option Period. Invoices must be mailed to the following address with a copy provided to the Contract Administrator: City of Corpus Christi Attn: Accounts Payable P.O. Box 9277 Corpus Christi, Texas 78469-9277 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Name: Curtis Ray Department: Public Works Phone: 361-826-3165 Email: CurtisRCcctexas.com 5. Insurance; Bonds. (A) Before performance can begin under this Agreement, the Contractor must deliver a certificate of insurance ("COI"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the COI must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment C, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. (B) In the event that a payment bond, a performance bond, or both, are required of the Contractor to be provided to the City under this Agreement before performance can commence, the terms, conditions, and amounts required in the bonds and appropriate surety information are as included in the RFB/RFP or as Service Agreement Standard Form Page 2 of 8 Approved as to Legal Form October 29, 2021 may be added to Attachment C, and such content is incorporated here in this Agreement by reference as if each bond's terms, conditions, and amounts were fully set out here in its entirety. 6. Purchase Release Order. For multiple-release purchases of Services to be provided by the Contractor over a period of time, the City will exercise its right to specify time, place and quantity of Services to be delivered in the following manner: any City department or division may send to Contractor a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and Services will not be rendered until the Contractor receives the signed purchase release order. 7. Inspection and Acceptance. City may inspect all Services and products supplied before acceptance. Any Services or products that are provided but not accepted by the City must be corrected or re-worked immediately at no charge to the City. If immediate correction or re-working at no charge cannot be made by the Contractor, a replacement service may be procured by the City on the open market and any costs incurred, including additional costs over the item's bid/proposal price, must be paid by the Contractor within 30 days of receipt of City's invoice. 8. Warranty. (A) The Contractor warrants that all products supplied under this Agreement are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Contractor warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Agreement shall be warranted by the Contractor or, if indicated in Attachment D by the manufacturer, for the period stated in Attachment D. Attachment D is attached to this Agreement and is incorporated by reference into this Agreement as if fully set out here in its entirety. (C) Contractor warrants that all Services will be performed in accordance with the standard of care used by similarly situated contractors performing similar services. 9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City's actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Agreement and including any Option Period. Substitutions and deviations from the City's product requirements or specifications are prohibited without the prior written approval of the Contract Administrator. Service Agreement Standard Form Page 3 of 8 Approved as to Legal Form October 29, 2021 10. Non-Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Contractor will perform the work required by this Agreement as an independent contractor and will furnish such Services in its own manner and method, and under no circumstances or conditions will any agent, servant or employee of the Contractor be considered an employee of the City. 12. Subcontractors. In performing the Services, the Contractor will not enter into subcontracts or utilize the services of subcontractors. 13. Amendments. This Agreement may be amended or modified only in writing executed by authorized representatives of both parties. 14. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other applicable taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed or hand-delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Corpus Christi Attn: Curtis Ray Title: Public Works Infrastructure Manager Address: 2525 Hygeia Street, Corpus Christi, Texas 78415 Phone: 361-826-3165 Fax: 361-826-1671 IF TO CONTRACTOR: Highway Barricades and Services, LLC Attn: Mitra Khan Title: President Address: 7775 Leopard Street, Corpus Christi, Texas 78409 Phone: 361-883-6300 Service Agreement Standard Form Page 4 of 8 Approved as to Legal Form October 29, 2021 Fax: 361-883-6301 17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES') FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. 18. Termination. (A) The City may terminate this Agreement for Contractor's failure to comply with any of the terms of this Agreement. The City must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period, the City may terminate this Agreement immediately thereafter. (B) Alternatively, the City may terminate this Agreement for convenience upon 30 days advance written notice to the Contractor. The City may also terminate this Agreement upon 24 hours written notice to the Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19. Owner's Manual and Preventative Maintenance. Contractor agrees to provide a copy of the owner's manual and/or preventative maintenance guidelines or instructions if available for any equipment purchased by the City pursuant to this Agreement. Contractor must provide such documentation upon delivery of such equipment and prior to receipt of the final payment by the City. Service Agreement Standard Form Page 5 of 8 Approved as to Legal Form October 29, 2021 20. Limitation of Liability. The City's maximum liability under this Agreement is limited to the total amount of compensation listed in Section 3 of this Agreement. In no event shall the City be liable for incidental, consequential or special damages. 21. Assignment. No assignment of this Agreement by the Contractor, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 22. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 23. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Agreement (excluding attachments and exhibits); B. its attachments; C. the bid solicitation document including any addenda (Exhibit 1); then, D. the Contractor's bid response (Exhibit 2). 24. Certificate of Interested Parties. Contractor agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement if required by said statute. 25. Governing Law. Contractor agrees to comply with all federal, Texas, and City laws in the performance of this Agreement. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. 26. Public Information Act Requirements. This paragraph applies only to agreements that have a stated expenditure of at least $1 ,000,000 or that result in the expenditure of at least $1 ,000,000 by the City. The requirements of Subchapter J, Chapter 552, Government Code, may apply to this contract and the Contractor agrees that the contract can be terminated if the Contractor knowingly or intentionally fails to comply with a requirement of that subchapter. Service Agreement Standard Form Page 6 of 8 Approved as to Legal Form October 29, 2021 27. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties. Service Agreement Standard Form Page 7 of 8 Approved as to Legal Form October 29, 2021 CONTRACTOR kc Signature: nnatY� ) msn,-?,,DTI Printed Name: Mitra Khan Title: Presidenr Date: 05/02/2025 CITY OF CORPUS CHRISTI Sergio Villasana Director, Finance & Procurement Date: Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Bid/Pricing Schedule Attachment C: Insurance and Bond Requirements Attachment D: Warranty Requirements Incorporated by Reference Only: Exhibit l : RFB/RFP No. 5973 Exhibit 2: Contractor's Bid/Proposal Response Service Agreement Standard Form Page 8 of 8 Approved as to Legal Form October 29, 2021 ATTACHMENT A: SCOPE OF WORK Background Information The Public Works Department is responsible for the maintenance (installation, removal, and replacement) of striping and pavement markings (paint and thermoplastic) on City- maintained streets and parking lots (asphalt and concrete). This includes the ability to install shadow and contrast striping on concrete streets and maintain and upgrade artistic crosswalks. The City is seeking bids for these services to ensure safety and drivability. This will be a "not to exceed" contract and may only issue as many Delivery Orders as there is funding to cover. Specification of Services 1. General All striping, pavement markings and signage work is to be done in accordance with the City of Corpus Christ Standard Specifications for Construction, Section 0258 Temporary Traffic Controls During Construction. Section 0258 can be found online at Microsoft Word - ENG-COCC-Std-Construction-Specifications-(2022-03-21 ).docx. In addition, all pavement markings and striping shall meet the requirements of the Texas Manual on Uniform Traffic Control Devices, latest edition (Texas Manual on Uniform Traffic Control Devices (TMUTCD)) and City standards. Unless otherwise instructed by the Public Works Project Manager, all striping and pavement markings shall be placed in the same location and be the same dimensions prior to start of work. 2. Material and Application Specifications a. Striping/Pavement Markings/Artistic Crosswalks All pavement markings (paint and thermoplastic) must conform to City of Corpus Christ Standard Specifications for Construction, Section 0258. Prior to commencement of work, the Contractor shall provide the City with information about the name/type of paint and thermoplastic that will be utilized, along with MSDS sheets for the selected product. Applications include, but are not limited to: • Centerline, edge and lane-line striping. • Markings for crosswalks, curbs, speed humps, turn lanes, stop and yield lines, gores, accessible parking spaces and speed reductions. • Words, symbols, arrows, numbers, letters, object markers, delineators, raised pavement markers and rumble strips. • Bicycle lane pavement markings. • Striping parking lots. • Artistic crosswalks (maintenance, installation, removal and/or replacement. Page 1 of 7 • Downtown Management District curb markings for parking restrictions and loading zones. b. Furnishing Labor and Materials The Contractor shall furnish all labor, materials, equipment, tools (e.g. pickup trucks, striping trucks, etc.) necessary to perform scheduled and on-call work. 3. Surface Preparation Before performing striping and pavement marking operations the roadway or parking lot must be cleared of all dirt, oil, grease, or other debris. It is the responsibility of the contractor to ensure that the area to be striped is dry and clean before work begins. 4. Removal of Existing Lines/Markings Removal of existing thermoplastic or painted markings may be necessary to ensure the new thermoplastic or painted markings will adhere correctly. Removal shall be done by water blasting, unless otherwise approved by the Public Works Project Manager. The method chosen must completely eradicate the marking while not damaging existing pavement. 5. Right-of-Way Permit/Safety The Contractor shall conduct striping, pavement marking and signage operations in a safe manner that causes minimum obstruction and inconvenience to the public. At least one lane of traffic shall be kept open in each direction, at all times unless otherwise directed or approved. It is the responsibility of the Contractor to obtain right-of-way permits, provide a traffic control plan, evidence of insurability prior to commencement of work in accordance with Municode Chapter 49. The traffic control plan shall be developed, installed, and maintained by individuals that are trained and certified in accordance with guidance in the Texas Manual on Uniform Traffic Control Devices, latest edition (Texas Manual on Uniform Traffic Control Devices (TMUTCD) and City Municode Section 49-3. All work carried out by Contractor must be in compliance with all Federal OSHA Regulations and all applicable city, federal and state regulations. Contractor shall provide all required equipment, vehicles and personal protective gear required for field personnel to complete the job safely and correctly. 6. Work Schedule Contractor is expected to work with the Public Works Project Manager to schedule striping, pavement marking and signage work. No work shall be performed on this contract during school zone hours, weekends or on holidays without prior approval from the Public Works Project Manager. Scheduled work must be completed within Page 2 of 7 one month of agreed upon work commencement date, unless an extension is granted by the Public Works Project Manager. 7. Pre-Striping Conference The Contractor must meet with the Public Works Project Manager prior to the commencement of work, to discuss scheduled areas for striping, pavement marking, signage operations, methods and materials to be used, right of way permits, traffic control needs, scheduling, sweeping/area preparation, and any other logistical concerns that are relevant to the successful completion of work. At the pre-striping conference, the Contractor will come prepared with the following items: • Proposed schedule for completion of work • List of materials proposed for use • Right of Way Permit including proposed traffic control • Spill recovery plan The City will provide formats and forms to submit the above information. 8. Damages The area in which contracted work is being completed shall be protected from any damage that could result from contractor operations. This mainly included protecting the pavement and existing markings and ensuring that all work is done in a neat manner. The contractor must inform the City of any and all damages that have been caused as a result of their work. The Contractor will be responsible for repairing, at their expense, any damages that are caused. 9. Annual Schedule and On-Call Each contract term (annually) will have streets, parking lots and right-of-way areas that are scheduled for the contractor to complete. The Contractor must be able to mobilize and respond to City service requests 24 hours a day, 365 days a year, including holidays. Scheduled work areas will change each contract term. The City will work with the Contractor during the pre-striping conference to coordinate work dates and other logistics. All scheduled work is expected to be completed by September 30 of each contract term. In addition to the scheduled areas, the City may add several "on-call" areas for striping or marking as the need arises. The Contractor shall be prepared to respond to these requests per a schedule as agreed with the Public Works Project Manager, but no later than two weeks after assigned, unless weather prevents. The City estimates that approximately a 90% scheduled work / 10% on-call work split. Page 3 of 7 10.Interpretation of Specifications and Remedial Action If a specific detail is omitted within work specifications, the Contractor shall regard the specifications as meaning that all work must be performed in a good and workmanlike manner. Work not specifically mentioned in the specifications that is necessary to provide a complete task according to established "trade standards" must be included in the job estimate and must conform in strength, quality of materials, and workmanship to what is usually provided in the trade. The Contractor shall respond and resolve all deficiencies in performance of this contract within 7 business days (Monday-Friday) following notification by the City. The City shall provide notification in writing to the Contractor's designated manager. If performance deficiencies are not resolved by the Contractor within 7 business days to the City's satisfaction, the City shall have the option of hiring and paying for an outside Contractor to perform the work and/or terminating the contract for cause. Costs of hiring an outside Contractor shall be deducted from monies due to the Contractor. If the contract is terminated for cause, the Contractor shall be liable for the additional cost of the service during the remaining term of the Contract. 11.Measurement and Payment Measurement and payment for all work specified in the Scope of Work will be made on a unit price basis. Pavement marking work is to be paid on a per foot basis for linear markings, such as crosswalks and stop bars, and on a per each basis for non-linear markings, such as lane use words and arrows. The method of measurement shall be approved by the Public Works Department prior to commencing work as follows: a. The method of measurement for installation and removal of striping shall be per lineal foot (LF) along the line of striping without deductions for gaps. b. For striping details that require multiple lines, the total length will count as a lineal foot of striping. c. For striping details that contain a mix of striping and reflectors, the cost to remove reflectors shall be included in the removal. d. Each (EA) will measure the method of measurement for installing and removing words, symbols, arrows, numbers, letters, object markers, and delineators. e. Areas unpainted between broken lines are not to be included in areas measured for payment. f. Payment for services rendered under this contract shall be made to the Contractor on either a per-task or per-month basis, as selected by the Contractor. Payment shall be made for actual services only. g. The Contractor shall coordinate with the Public Works Department to establish initial unit rates as part of a fee schedule to be used for the Page 4 of 7 term of the contract. Unit rates for additional items added during the term of the contract shall be finalized prior to commencing work. h. Unit rates shall include standard items for pavement markings, striping, signs, and assemblies, as outlined in the Bid Form, installed during the contract's term. i. The unit rates paid per lineal foot, each, or other approved unit shall include full compensation for furnishing all labor, materials, tools, equipment and incidentals, and for doing all the work involved in installing signs, paint and thermoplastic striping and pavement markings. j. All invoices for payment must describe the task order, location, date work was completed, equipment, materials, rates, quantities and nature of work performed. Invoices for materials used must be submitted prior to payment of items. No compensation will be made to the Contractor for any time, equipment, or materials other than as stated below: • Labor rates, for time (Hours) spent performing maintenance (including diagnosis. • Materials and quantities used in performing requested service. • Equipment used to perform service. k. Work and services deemed by the City of Corpus Christi to be defective or faulty, whether the result of poor workmanship, use of improper or defective materials, damage through improper use or placement, or any other cause, will neither be accepted nor shall payment be made. Payment for faulty or defective work will be withheld until the work has been removed, re-executed and corrected in a manner satisfactory to the City of Corpus Christi. I. Traffic control costs are to be factored into the per foot price for striping work. 12.City Inspection and Approval Priorto releasing payment forwork completed under this contract, the Public Works Project Manager will inspect the work for any omissions or deficiencies in work. Any corrections or remedial work must be completed by Contractor before payment is released. 13.Response and Service The Contractor is required to provide a "Call List" which shall specify contact information including a primary and secondary telephone number where the Contractor can be reached 24 hours per day (working hours, after hours, weekends, and holidays). These contacts must always be on-call in the event of an emergency and be made available to the City of Corpus Christi Emergency Page 5 of 7 Dispatch. Other telephone numbers provided shall indicate the hours of the day and days of the week for which the number can be used. The Call List shall be updated monthly. 1 . An email address for transmitting documents shall be owned and operated by the Contractor. 2. A designated representative of the City of Corpus Christi shall notify the Contractor of a task order by phone, email, or other written communication of the need for preventative and routine maintenance, on-call support, inspection (routine and emergency), and/or emergency maintenance services. 3. The Contractor shall provide all personnel, material and equipment required for services requested. 4. The Contractor shall respond and perform maintenance services in accordance with response timeframes specified below: a. When the initial notification is sent by City staff to the Contractor for scheduled work then the response time to acknowledge and respond to the City regarding requested services outlined in the notification shall not exceed two full City business days. The Contractor shall conduct work in the timeframe outlined in the approved task order. b. When the notification is sent by City staff to the Contractor for on-call services then the response time to acknowledge the notification shall not exceed 30 minutes. The response time to provide services shall be coordinated with the Department of Public Works within the same 30 minute timeframe. The Contractor shall dispatch required personnel, material, and equipment to correct the situation immediately as requested by the City. c. The Contractor shall complete work in the timeframe identified in the approved-task order. d. If the response time or mobilization exceeds the timeframe for on-call services coordinated with the Department of Public Works, the City staff reserves the right to have the task order completed by another company at the sole expense of the Contractor. 5. Response and service completion times shall be subject to adjustment for natural events, inclement weather, material delays, or other unforeseen circumstances. Inclement weather shall be defined as when the degree of rain, storms, high winds, or other natural occurrences would result in unsafe work conditions to either start or continue work. Contractorwill not be required to perform outside work during inclement weather unless such work is necessary to protect life or property. 6. Non-response to City requests or services provided after the requested completion date may void the Contract. Page 6 of 7 7. Some types of maintenance may require extensive repairs or delays to account for the delivery of equipment and materials. In this event, the Contractor shall coordinate with the Department of Public Works and obtain approval on the repair schedule so that repairs can be performed as soon as reasonably possible. Page 7 of 7 ATTACHMENT B: BID/PRICING SCHEDULE Revised March 18, 2025 ®.bus e.�� CITY OF CORPUS CHRISTI 1k H !i CONTRACTS AND PROCUREMENT v BID FORM z 'RDRP RASf zs� RFB NO. 5973 STRIPING, PAVEMENT MARKINGS, AND SIGNAGE MAINTENANCE PAGE 1 OF 3 Date: 03.31 .25 Highway Barricades and Services, LLC Authorized Bidder: Signature: 1. Refer to "Instructions to Bidders" and Contract Terms and Conditions before completing bid. 2. Quote your best price for each item. 3. In submitting this bid, Bidder certifies that: a. the prices in this bid have been arrived at independently, without consultation, communication, or agreement with any other Bidder or competitor, for the purpose of restricting competition with regard to prices. b. Bidder is an Equal Opportunity Employer, and the Disclosure of Interest information on file with City's Contracts and Procurement office, pursuant to the Code of Ordinances, is current and true. c. Bidder is current with all taxes due and company is in good standing with all applicable governmental agencies. d. Bidder acknowledges receipt and review of all addenda for this RFB. e. Bidders must provide a response for each line item. Revised March 18, 2025 PAGE 2 OF 3 PAVEMENT MARKING AND STRIPING ITEM# DESCRIPTION UNIT UNIT PRICE 1 4" Broken White - Paint LF $•42 2 4" Broken White-Thermoplastic LF $.58 3 4" Broken Yellow - Paint LF $•42 4 4" Broken Yellow-Thermoplastic LF $.58 5 4" Solid White- Paint LF $.42 6 4" Solid White - Thermoplastic LF $.58 7 4" Solid Yellow- Paint LF $.42 8 4" Solid Yellow - Thermoplastic LF $•58 9 4" Broken Black (Shadow)-Thermoplastic LF $1 .00 10 4" Broken Black (Contrast)-Thermoplastic LF $8.00 11 6" Solid Black -Thermoplastic LF $3.50 12 8" Solid White - Paint LF $.80 13 8" Solid White -Thermoplastic LF $1 .20 14 12" Yellow or White - Paint LF $1.60 15 12" Yellow or White -Thermoplastic LF $8.00 16 16" White - Paint LF $2.20 17 16" White - Thermoplastic LF $12.00 18 24" White - Paint LF $4.00 19 24" White -Thermoplastic LF $16.00 20 Install Pavement Marker TY I-C LF $6.00 21 Install Pavement Marker TY II-A-A LF $6.00 22 Install Pavement Marker TY II-C-R LF $6.00 23 Arrows, Words, Symbols -Paint EA $100.00 24 Arrows, Words, Symbols -Thermoplastic EA $285.00 25 Artistic Crosswalk- Maintenance EA $2,400.00 26 Artistic Crosswalk- Installation (New) SF $42.00 27 Artistic Crosswalk- Remove and Replace SF $92.00 28 Remove Raised Pavement Markers EA $2.00 29 Remove Striping and Pavement Markings LF $3.00 r77TIlnstall Rumble Strips EA $450.00 Revised March 18, 2025 PAGE 3 OF 3 SIGNS, OBJECT MARKERS, AND ASSEMBLIES ITEM# DESCRIPTION UNIT UNIT PRICE 31 Small Roadside Sign-Support & Assembly EA $550.00 TYS40 (1) SA(P) 32 Small Roadside Sign-Support & Assembly EA $650.00 TYS40 (1) SA(P-BM) 33 Small Roadside Sign-Support & Assembly EA $650.00 TYS40 (1) SA(T) 34 Small Roadside Sign-Support & Assembly EA $725.00 TYS40 (1) SA(U) 35 Small Roadside Sign-Support & Assembly EA $950.00 TYS40 (1) SA(U-2EXT) 36 Remove Small Roadside Sign-Support & EA $65.00 Assembly 37 Install Object Markers Assembly EA $125.00 38 Aluminum Signs (TY A) EA $165.00 39 Aluminum Signs (TY G) EA $950.00 40 Replace Aluminum Signs (TY A) EA $165.00 41 Replace Aluminum Signs (TY G) EA $950.00 42 Install Delineator Assembly EA $125.00 43 Install Object Marker Assembly EA $125.00 44 Install Roadside Flashing Beacon Assembly EA $8,000.00 (Solar-Powered) 45 Remove Roadside Flashing Beacon EA $1,200.00 Assembly (Solar-Powered) 46 Install Roadside Flashing Beacon Assembly EA $14,500.00 47 Remove Roadside Flashing Beacon EA $1,800.00 Assembly TWO YEAR CONTRACT AMOUNT NOT TO EXCEED $1,500,000.00' 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: $1,000,000 Per Occurrence 1 . Commercial Broad Form 2. Premises - Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury AUTO LIABILITY (including) $500,000 Combined Single Limit 1 . Owned 2. Hired and Non-Owned 3. Rented/Leased WORKERS' COMPENSATION Statutory EMPLOYER'S LIABILITY $500,000 /$500,000 /$500,000 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. Page 1 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. Page 2of3 E. Within 5 calendar days of a cancellation, non-renewal, material change or termination of coverage, Contractor shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Contractor's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. F. In addition to any other remedies the City may have upon Contractor's failure to provide and maintain any insurance or policy endorsements to the extent and within the time herein required, the City shall have the right to order Contractor to remove the exhibit hereunder, and/or withhold any payment(s) if any, which become due to Contractor hereunder until Contractor demonstrates compliance with the requirements hereof. G. Nothing herein contained shall be construed as limiting in any way the extent to which Contractor may be held responsible for payments of damages to persons or property resulting from Contractor's or its subcontractor's performance of the work covered under this agreement. H. It is agreed that Contractor's insurance shall be deemed primary and non- contributory with respect to any insurance or self insurance carried by the City of Corpus Christi for liability arising out of operations under this agreement. I. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. No Bonds are required for this Service Agreement. 2025 Insurance Requirements Ins. Req. Exhibit 4-113 Contracts for General Services - Services Performed Onsite O1/01/2025 Risk Management - Legal Dept. Page 3 of 3 ATTACHMENT D: WARRANTY REQUIREMENTS No warranty is required for this Service Agreement. Page 1 of 1 EXHIBITA- PROPOSED WORK YEAR 1 LOCATION Estimated Cost District Airline(Ocean to Wilma) $10,985.20 2 Airline(SPID to Holly) $43,248.36 3,4 Corona (Flynn to Everhart) $9,501.28 3 Tiger Ln (Flynn to Weber) $10,559.74 3 Columbia (SPID to Clover Circle) $10,811.76 3 Mc Ardle(Airline to Ennis loslin) $102,931.72 4 Mc Ardle(Ayers to Kostoryz) $24,209.80 2 Chaparral(IH37 to Mesquite-Broadway) $14,339.44 1 Flour Bluff(SPID to Don Patricio) $25,232.92 4 Flour Bluff(Yorktown to Sea Oak) $28,668.56 4 Morgan (Baldwin to Airport) $23,446.04 1 Nile(SPID to Williams) $8,437.64 4 Waldron (Purdue to Yorktown) $106,767.80 4 Waldron (Webb to SPID) $5,262.00 4 Waldron (SPID to Pavement Change) $4,080.84 4 Williams(Airline to Rodd Field) $34,765.26 4 Wooldridge(Airline to Rodd Field) $25,677.20 5 Wooldridge(Rodd Field to Bevo) $17,519.34 4 Staples(SPID to Saratoga) $163,446.76 3 TOTAL $669,891.66 V SION ZERO jai== 0 0 CORPUS CHRISTI Striping, Pavement Marking & Signage Maintenance Two-Year Service Agreement w/ Highway Barricades, LLC City Council Presentation June 17, 2025 Background4 • PW is Responsible for Maintenance of Striping, Thermoplastic Pavement Markings and Signs • Replacement Cycle • 3-5 Years (Striping, Pavement Markings) • 3-7 Years (Signs) • Weather, Traffic Patterns, Construction Impact Life • Finance & Procurement Conducted a Competitive Bid Request o One Responsive Bidder - Highway Barricades, LLC o Previous Experience as a Contractor/Subcontractor for TXDOT & City Projects o Experience in Traffic Control Services for Special Events o City of Corpus Christi o Ability to Mobilize 24/7/365 Proposed Work YEAR 1 LOCATION Estimated Cost District Airline(Ocean to Wilma) $10,985.20 2 Airline(SPIDtoHolly) $43,248.36 3,4 Corona(Flynn to Everhart) $9,501.28 3 Tiger Ln(Flynn to Weber) $10,559.74 3 Columbia(SPID to Clover Circle) $10,811.76 3 Mc Ardle(Airline to Ennis Joslin) $102,931.72 4 McArdle(Ayers to Kostoryz) $24,209.80 2 Chaparral(IH37to Mesquite-Broadway) $14,339.44 1 Flour Bluff(SPIDto Don Patricio) $25,232.92 4 Flour Bluff(Yorktown to Sea Oak) $28,668.56 4 Morgan(Baldwin to Airport) $23,446.04 1 Nile(SPIDto Williams) $8,437.64 4 Waldron(Purdue to Yorktown) $106,767.80 4 Waldron(Webb to SPID) $5,262.00 4 Waldron(SPIDto Pavement Change) $4,080.84 4 Williams(Airline to Rodd Field) $34,765.26 4 Wooldridge(Airline to Rodd Field) $25,677.20 5 Wooldridge(Rodd Field to Bevo) $17,519.34 4 Staples(SPIDto Saratoga) $163,446.76 3 TOTAL $669,891.66 Recommendation 4 City Staff recommends approval of the Service Agreement with Highway Barricades, LLC. O� a SC 0 V NCORPoap,o AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting June 17, 2025 DATE: June 17, 2025 TO: Peter Zanoni, City Manager FROM: Ernesto De La Garza, P.E., Director of Public Works ErnestoD2(a�cctexas.com (361) 826-1677 Peter Collins, Director of Information Technology Pete rc(a)cctexas.com (361) 826-3735 Sergio Villasana, Director, Finance & Procurement S e rg i ov2(a)cctexa s.co m (361) 826-3227 OpenGov Merchant Integration CAPTION: Motion authorizing execution of a one-year professional services agreement with OpenGov, Inc., of Dover, Delaware for $101 ,880.00 to implement a custom configuration and integration of the Public Works Department's permitting module with the City's current merchant payment processor's system, with FY2025 funding of$101,880.00 from the Streets Fund. SUMMARY: This agreement authorizes the one-time integration fee for custom integration with Public Works permitting software with OpenGov. BACKGROUND AND FINDINGS: Public Works is currently in the final stages of implementing OpenGov's Right-of-Way (ROW) permitting software. This software manages ROW permits, automates paper forms and email submissions, minimizes manual data entry, and increases accuracy and productivity for ROW permits. The city would like to develop an integration between OpenGov and the City's merchant provider, Govolution, for credit card and ACH payment processing. This integration will allow for faster and more accurate payment processing, reduce the amount of time staff spend reconciling transactions and handling errors, and centralize the payment reporting and management system. Govolution is also integrated with the City's financial system, INFOR, where transactions are posted daily with multiple other payment processing systems. PROCUREMENT DETAIL: This is a professional service agreement with OpenGov under local Gov't code section 252.022(a)(4) procurement for personal, professional, or planning services. The City of Corpus Christi Public Works department currently has a service agreement with OpenGov for their permitting software. This would be an enhancement for the City of Corpus Christi. ALTERNATIVES: Without an integration, payments will be made through a separate online web portal, that does not integrate with the City's Financial system and will require manual payment processing and reconciling. FISCAL IMPACT: The FY25 fiscal impact to the Street Maintenance Fund is $101 ,880. FUNDING DETAIL: Fund: 1041-33 Organ ization/Activity:12401 Mission Element: Project # (CIP Only): n/a Account:520105 RECOMMENDATION: Staff recommends approval of this agreement with OpenGov. LIST OF SUPPORTING DOCUMENTS: License Agreement V SION ZERO aofoo'I'S. ip 0 CORPUS CHRISTI (I OpenGov Merchant Integration Permitting and Licensing Software for Public Works 7; City Council Presentation June 17, 2025 Background g Primary Goal: to integrate a payment management system for the Right-of-Way (ROW) permitting, licensing and violations of construction-related activities. • January 9, 2024, City Council approved the OpenGov permitting and licensing management software. o Effective ways for managing ROW permits o Reduce reliance on paper forms and email submissions o Minimize manual data entry o Increase accuracy for ROW permits and productivity • The ROW portal launch date was scheduled for November 2024. 2 ROW Statistics Fiscal Year 2024 Fiscal Year 2025 (as of 06/01/2025) Total Permits: 659 permits Total Permits: 322 Total Revenue: $414,000 Total Revenue: $609,000 Types of Permits: Types of Permits: • Driveway: 139 • Driveway: 96 • Utility Excavation: 303 • Utility Excavation: 127 • Encroachment(s): 197 • Encroachment(s): 83 • Monitoring Wells: 2 • Monitoring Wells: 0 • Street Closure: 2 • Street Closure: 1 • Banner Permit: 1 • Banner Permit: 0 • Special Event(s): 15 • Special Event(s): 15 • *Non-compliance: 4 • *Non-compliance: 4 Note:Non-Compliance are not recorded as permits. Benefits now • Ordinance 49-1, Section 49-112. -Right-of-Way Management Fees (2) Permit Application Fee states, "Permits shall be issued or denied within thirty (30) business days o complete application submittal." • Reduce processing window to 7-14 business days. • Allow to streamline active permits in the portal instead of e-mails. • Transparency during permit process between applicant and City. • Customers would have the ability to pay online. • Download Receipt • Download Permit Recommendation Staff recommends approval of this agreement with OpenGov. se owe H U NCORPOR E AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting June 17, 2025 DATE: June 17, 2025 TO: Peter Zanoni, City Manager FROM: Peter Collins, Director, Information Technology Peterc(a)cctexas.com (361) 826-3735 Mike Markle, Chief of Police, City of Corpus Christi MikeMa _cctexas.com (361) 886-2601 Sergio Villasana, Director, Finance & Procurement S erg iov2(d)-cctexas.com (361) 826-3227 Hexagon — CAD System Upgrade Change Order CAPTION: Motion authorizing execution of Change Order No. 5 with Intergraph Corporation, through its Hexagon Safety, Infrastructure & Geospatial Division, of Madison, Alabama, for the computer-aided dispatch (CAD) and records management software implementation project for additional on-site workshop configuration sessions, training, and integrations in the amount of$250,000.00, with FY 2025 funding from the MetroCom Fund. SUMMARY: This change order authorizes additional work for Hexagon to implement additional interfaces with the upgraded system, and additional on-site and remote support and training leading up to cutover and go-live later this year. BACKGROUND AND FINDINGS: The City is in the process of migrating to Metrocom's upgraded CAD system. This software allows MetroCom dispatch staff to take emergency calls and dispatch critical public safety services via CCFD, CCPD, and regional response partners. Since the project began, City staff has been working with Hexagon to configure the software, progressing iteratively to capture the needs of a complex, multi-jurisdictional response region. The City has since undertaken other public safety improvement initiatives, such as the Zetron upgrade. This change order aims to ensure all critical interfaces are aligned as we move towards go-live. This change order also provides additional advanced Customer Rules Engine (CRE) training for City staff from Hexagon, which will reduce the City's dependence on Hexagon. CRE training will enable Public Safety IT staff to create and modify CREs independently of Hexagon. CREs are keyboard shortcuts used that streamline workflows and creates functionality with the new Hexagon system for 911 call takers and dispatchers. ALTERNATIVES: Not awarding the change order will force MetroCom dispatchers to use a manual process to tone out Zetron notifications for Fire Station 3, creating a high risk for errors during critical response events. It would also significantly extend the project's timeline, creating additional risks to the City's public safety infrastructure as dispatchers continue relying on the unsupported CAD system. FISCAL IMPACT: The fiscal impact for the MetroCom Fund in FY 2025 is $250,000.00. FUNDING DETAIL: Fund: 1048 MetroCom Organization/Activity: 11800 MetroCom Department: 23 Project# (CIP Only): Account: 530000 Professional Services RECOMMENDATION: Staff recommends approval of this motion authorizing the approval of Change Order No. 5. LIST OF SUPPORTING DOCUMENTS: Change Order Docusign Envelope ID: F5EEA9F2-D354-4C5C-906E-6189DD9BFF1 E CHANGE ORDER/CHANGE REQUEST HEXAGON CUSTOMER NAME: Corpus Christi, TX CUSTOMER ADDRESS: 321 John Sartain Corpus Christi, TX HEXAGON ENTITY: Safety, Infrastructure&Geospatial DATE: March 5, 2025 CHANGE ORDER NUMBER: 5 CHANGE ORDER TITLE: COR12-CO5 Additional Svcs and SW ORIGINAL PO/CONTRACT NUMBER: 2021-75981 CURRENT CONTRACT VALUE: $717,735.80 Includes Extended Warranty, excludes taxes REVISED CONTRACT VALUE: $967,735.80 Includes Extended Warranty, excludes taxes CHANGE ORDER PRICE: 250,000.00 CURRENCY: U.S. Dollars OTHER HEXAGON INFORMATION: QUOTE NUMBER: 2025-75953 QUOTE&CHANGE REQUEST EXPIRATION DATE May 1, 2025 PROJECT MANAGER: TJ McCorry SALES CONTACT: David France PROJECT NUMBER: COR12 WHEREAS,the customer named above(hereafter"Customer")and the Intergraph Corporation,through its Hexagon Safety, Infrastructure& Geospatial division, (hereafter"Hexagon")have entered into the agreement named above for products and/or services (hereafter"Agreement); WHEREAS,the Customer and Hexagon desire to amend the Agreement, as set forth below in this Change Order/Change Request (hereafter"Change Order"or"Change Request'), in consideration for good and valuable consideration,the receipt and sufficiency of which are hereby acknowledged; NOW THEREFORE,the parties intending to be legally bound, hereby agree as follows: 1. DESCRIPTION OF CHANGE: This Change Order makes the following revisions to this contract: 1)Adds to Customer configuration the HxGN OnCall Dispatch-Resource Management(IPS1132) QTY 16,with corresponding Backup and Test Licenses. Software is provided for one time only at$0 dollars.Annual maintenance will apply. 2) Provides services for additional OnCall Dispatch Configuration Support. Please see SOW Attachment A, Task 1 for details. 3) Provides services for one[1]CRE Workshop. Please see SOW Attachment A, Task 2 for details. 4) Implement a RapidSOS Interface with RapidSOS OnCall Call-Taker Interface(PSA1106)and corresponding Backup and Test. Please see SOW Attachment A,Task 3 for details. 5) Implement a LinX Interface for the Police Department. LinX will leverage RestAPI to obtain data as required. 6) Update Fire Station Alerting with the exchange of HxGN OnCall Dispatch-Fire Station Alerting(IPS1197)to Fire Station Alerting OnCall Dispatch Interface(PSA1102)all corresponding Backup and Test Licensing will be exchanged. The detailed technical or functional revisions to the contract are described below or in the separately attached Statement of Work (SOW): See Attachment A -1 Statement of Work(SOW) General Assumption: N/A COR12 Page 1 of 3 Docusign Envelope ID: F5EEA9F2-D354-4C5C-906E-6189DD9BFF1 E Change Order delivery details Delivery date To be scheduled upon Change Order execution Handling priority No Change Acceptance criteria No Change Required deliverables by Customer No Change Documentation and Training No Change Changes to contract schedule No Change Guarantee and Warranty changes No Change Liability and reliability changes if any No Change Milestone payments as a result of this change order are revised as follows: 50%upon execution of Change Order 50% Due 90 Days from execution of Change Order 5. Check One This Change Order does affect the contract value.All other Terms and Conditions remain unchanged and all Intellectual Property Rights covered by this Order/Request remain with Intergraph. This Change Order does not affect the contract value. Funds in the Customer Credit Balance may be used toward the purchase of future Intergraph software or services.All other Terms and Conditions remain unchanged and all Intellectual Property Rights covered by this Order/Request remain with Intergraph. IL CHANGE ORDER DETAILS Items Added to Contract: Contract Line Item# ITEM DESCRIPTION Part# QTY UNIT COST TOTAL COST HxGN OnCall Dispatch-Resource Management IPS1132 16 - - HxGN OnCall Dispatch-Resource Management- IPS1132BCK 16 - - Backup License HxGN OnCall Dispatch-Resource Management- IPS1132TST 16 - - Test License Fire Station Alerting OnCall Dispatch Interface PSA1102 1 6,578.00 6,578.00 Fire Station Alerting OnCall Dispatch Interface- PSA1102BCK 1 - - BCK Fire Station Alerting OnCall Dispatch Interface- PSA1102TST 1 - - TST RapidSOS OnCall Call-Taker Interface PSA1106 1 6,318.00 6,318.00 RapidSOS OnCall Call-Taker Interface-BCK PSA1106BCK 1 - - RapidSOS OnCall Call-Taker Interface-TST PSA1106TST 1 - - OCD and CRE Additional Workshop and SPRSVC9001 1 222,826.00 222,826.00 Configuration Support LinX Interface Consulting SPRSVC9001 1 2,928.00 2,928.00 Total of Items Added: 238,650.00 COR12 Page 2 of 3 Docusign Envelope ID: F5EEA9F2-D354-4C5C-906E-6189DD9BFF1 E Maintenance(or Extended Warranty)of Items Added Above:(if applicable) Contract Line Item# ITEM DESCRIPTION Part# QTY UNIT COST TOTAL COST HxGN OnCall Dispatch-Resource Management IPS1132 16 1,032.00 16,512.00 HxGN OnCall Dispatch-Resource Management- IPS1132BCK 16 - - Backup License HxGN OnCall Dispatch-Resource Management- IPS1132TST 16 - - Test License Fire Station Alerting OnCall Dispatch Interface PSA1102 1 1,800.00 1,800.00 Fire Station Alerting OnCall Dispatch Interface- PSA1102BCK 1 - - BCK Fire Station Alerting OnCall Dispatch Interface- PSA1102TST 1 - - TST RapidSOS OnCall Call-Taker Interface PSA1106 1 1,416.00 1,416.00 RapidSOS OnCall Call-Taker Interface-BCK PSA1106BCK 1 - - RapidSOS OnCall Call-Taker Interface-TST PSA1106TST 1 - - Total Software Maintenance Added: 19,728.00 Items Removed from Contract. Contract Line Item# ITEM DESCRIPTION Part# QTY UNIT COST TOTAL COST HxGN OnCall Dispatch-Fire Station Alerting IPS1197 1 (6,578.00) (6,578.00) HxGN OnCall Dispatch-Fire Station Alerting- IPS1197BCK 1 - - Backup HxGN OnCall Dispatch-Fire Station Alerting- IPS1197TST 1 - Test Total of Items Removed: (6,578.00) Maintenance(or Extended Warranty)of Items Removed Above:(if applicable) Contract Line Item# ITEM DESCRIPTION Part# QTY UNIT COST TOTAL COST HxGN OnCall Dispatch-Fire Station Alerting IPS1197 1 (1,800.00) (1,800.00) HxGN OnCall Dispatch-Fire Station Alerting- IPS1197BCK 1 - Backup HxGN OnCall Dispatch-Fire Station Alerting- IPS1197TST 1 - Test Total Software Maintenance Removed: (1,800.00) III. SUMMARIES: CHANGE ORDER SUMMARY Customer Credit Balance Additions: 258,378.00 Balance after this Change Order: Removals: (8,378.00) Adjustments: Project Credit Applied - Total Change Order Price: 250,000.00 Current Credit Balance: IV. CHANGE ORDER APPROVAL: IN WITNESS WHEREOF,the parties hereto have signed this Change Order/Change Request as of the date written above. 4A ""V nne,�d�(by: APPROVED BY: _-- r� Date: March 21, 2025 Signature Intergraph Corporation APPROVED BY: Date: Customer Authorized Signature This Agreement may be executed in one or more counterparts, each of which shall be deemed to be original, and all of which together shall constitute one and the same Agreement.A signature delivered by facsimile shall be deemed to be an original signature and shall be effecti "receipt thereof by the other party. Page 3 of 3 Docusign Envelope ID: F5EEA9F2-D354-4C5C-906E-6189DD9BFF1 E HEXAGON Corpus Christi, TX Attachment A—CO#5 ATTACHMENT A - CHANGE ORDER SOW This statement of work("SOW'or"Statement of Work"),together with the Change Order to which this SOW is attached (the "Change Order" or"CO";together with the SOW, the "Agreement"), describes the software and/or services that will be provided in exchange for payment of the applicable amount set forth in the Change Order. Any capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the original Contract, except as modified by the Change Order. Except as set forth below and/or in the Change Order, the terms and conditions of the original Contract shall: (i) remain unchanged and in full force and effect; and (ii) apply to this Agreement. Change Order Task 1 — OnCall Dispatch Configuration Support Task Description Hexagon will provide additional configuration support for OnCall Dispatch for up to a maximum of ten (10) person weeks. Up to a maximum of three (3) of those person weeks can be conducted onsite with each visit consisting of Hexagon personnel onsite Tuesday, Wednesday, and Thursday of the given week. Task Deliverables • Additional OnCall Dispatch Configuration Support Task Prerequisites Customer's OnCall Dispatch Subsystem is available for use. ® Initial GIS services published and configured for use by OnCall Dispatch: Base Map display Routing Geocoding • OnCall Dispatch Fundamentals for Core Team Task is complete. Task Assumptions • Hexagon responsibilities will be executed remotely and on site at a Facility. • The onsite Configuration support will last no longer than three (3) Business Days. • The Configuration Workshop will be interactive with up to twelve (12) Customer attendees for up to seven (7) Business Hours per day. >! Customer Dispatch Core Teams will record the list of requested configurations from each day, placing them in order of priority to be completed. • Requested configurations to the Configuration Settings not completed by the end of the Configuration Support period can be independently completed by the Customer, if so desired. Hexagon Team Participation and Responsibilities Hexagon shall: Provide configuration support as described in this task. Customer Participation and Responsibilities Customer shall: Change Order-Tasks Docusign Envelope ID: F5EEA9F2-D354-4C5C-906E-6189DD9BFF1 E HEXAGON Corpus Christi, TX Attachment A—CO#5 Provide a Facility; Provide a Project Workstation for each attendee; Ensure the attendance and active participation of the Dispatch Core Team members and other SMEs for the duration of the Configuration Workshop; Participate in discussions and engage with the Hexagon team member; 0 Track and prioritize requests for configuration of the Configuration Settings on a daily basis during the Configuration Workshop; and Task Acceptance Criteria This Task is complete upon: (i)the conclusion of the Configuration support period. Change Order-Tasks 2 Docusign Envelope ID: F5EEA9F2-D354-4C5C-906E-6189DD9BFF1 E HEXAGON Corpus Christi, TX Attachment A—CO#5 Change Order Task 2 — OnCall Dispatch I Customer Rules Engine Configuration Workshop for Corpus Christi Task Description The objective of this Task is to familiarize the Customer with configurability of the OnCall Dispatch Customer Rules Engine ("CRE"), an add-on component to the HxGN OnCall Dispatch product suite. CRE allows customized business rules to be created using a drag-and-drop editor. The customized business rules can be used to implement workflows that are specific to a particular customer and therefore not available out-of-the-box in the core HxGN OnCall Dispatch product suite. The Customer is responsible for configuring CRE. Hexagon will provide specific OnCall Dispatch Configuration Consulting sessions as part of the overall Project, but the Customer Core Team's understanding of configuration will correspondingly allow the Customer to use CRE to create custom workflows. Hexagon will also provide an example of how to implement a CRE-based configuration in the Customer's Environment. Hexagon will conduct a workshop ("CRE Workshop") to familiarize the Customer with CRE, provide an example of a CRE configuration, and, if time permits, begin working on implementing CRE-based configurations. The CRE Workshop shall last no more than four(4) Business Days. Any CRE-based configuration not completed at the end of the CRE Workshop shall be the responsibility of Customer. The Customer shall complete configuration of CRE within ten (10) Business Days after the CRE Workshop (the "CRE Configuration Period"). If the Customer has questions as it configures CRE, it may contact Hexagon to address the question. Task Deliverable-� • CRE Workshop Task Prerequisites Or OnCall Dispatch Configuration Consulting 3 Task is complete. Task Assumptions • Hexagon responsibilities will be executed on-site at a Customer-provided facility that: Has a projector and screen for displaying the content being presented; and If the Customer's policies preclude connecting Hexagon owed equipment to their network, a computer workstation for use by Hexagon for presenting content shall be made available. • Attendance by the Customer's personnel will be limited to no more than twelve (12) people and must consist of field users and stakeholders capable of making finalized decisions about configurations within OnCall Dispatch. Each Customer attendee will have access to their own computer workstation that: Has Google Chrome installed and is ready for use; Has Internet access; and Has at least one (1) external monitor with a resolution no smaller than 1920x1080, two (2) external monitors are preferred. Change Order-Tasks Docusign Envelope ID: F5EEA9F2-D354-4C5C-906E-6189DD9BFF1 E HEXAGON Corpus Christi, TX Attachment A—CO#5 Hexagon Team Participation and Responsibilities Hexagon shall: Conduct the CRE Workshop; and • Provide support (question and answer support) as Customer configures CRE. Customer Team Participation and ResponsibilitieE Customer shall: • Provide a facility according to the requirements provided in Task Assumptions; • Provide a Project Workstation for each attendee; • Ensure appropriate personnel from both Counties attend and fully participate in all the CRE Workshop; • Provide department-specific CAD configuration and workflow data as needed; and • Configure CRE within the CRE Configuration Period. Task Acceptance Criteria This Task is complete when Hexagon has conducted the CRE Workshop. Change Order-Tasks 4 Docusign Envelope ID: F5EEA9F2-D354-4C5C-906E-6189DD9BFF1 E HEXAGON Corpus Christi, TX Attachment A—CO#5 Change Order Task 3 — RapidSOS OnCall Call-Taker Description: The RapidSOS OnCall Call-Taker Interface is an OnCall Call-Taker direct link based interface, for the purpose of receiving location accuracy information from the caller's device about the caller and offer updates on demand via the RapidSOS Web Portal. The interface will also support launching the RapidSOS portal using the phone number as a parameter to obtain additional information about the caller if desired. Assumptions Call-taker interface requires OnCall Dispatch I Call-Taker(included as a component of Dispatch Advantage) as a prerequisite. Hexagon has also included pricing for the "connector' between RapidSOS and the Call-Taker Interface API (HxGN OnCall Dispatch I Call-Taker Interface) Change Order-Tasks 5 CITY OF CORPUS CHRISTI CERTIFICATION OF FUNDS (City Charter Article IV, Sections 7 & 8) I, the Director of Financial Services of the City of Corpus Christi, Texas (or his/her duly authorized representative), hereby certify to the City Council and other appropriate officers that the money required for the current fiscal year's portion of the contract, agreement, obligation or expenditure described below is in the Treasury to the credit of the Fund specified below, from which it is to be drawn, and has not been appropriated for any other purpose. Future payments are subject to annual appropriation by the City Council. City Council Action Date: June 17, 2025 Legistar Number: 25-0762 Agenda Item: Motion authorizing execution of Change Order No. 5 with Intergraph Corporation, through its Hexagon Safety, Infrastructure & Geospatial Division, of Madison, Alabama, for the computer-aided dispatch (CAD) and records management software implementation project for additional on-site workshop configuration sessions, training, and integrations in the amount of$250,000.00, with FY 2025 funding from the MetroCom Fund. Amount Required: $250,000.00 Fund Name Accounting Account No. Activity No. Amount Unit MetroCom 1048-11800-29 530000 $250,000.00 Total $250,000.00 ❑ Certification Not Required Director of Financial Services Date: se O F U NOORPORp1, AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting June 17, 2025 DATE: June 17, 2025 TO: Peter Zanoni, City Manager FROM: Jeffrey Edmonds, Director of Engineering Services JeffreyE(a cctexas.com (361) 826-3851 Peter Collins, Director of Information Technology PetercCa-)cctexas.co (361) 826-3735 Sergio Villasana, Director, Finance & Procurement Sergiov2(a)cctexas.com (361) 826-3227 E-Builder Renewal CAPTION: Motion authorizing execution of a two-year agreement with e-Builder, Inc., of Sunrise, Florida, through a federal GSA contract, for a software subscription in an amount of $358,177.54 and a managed services agreement in an amount of $129,672.54, for a combined total amount of $487,850.08, to renew the necessary licenses, provide professional services, provide technical support, and provide maintenance, with FY2025 funding from the Engineering Services Fund. SUMMARY: This agreement authorizes the execution of a license renewal agreement with e- Builder, Inc. to provide licenses, support, maintenance and managed services. BACKGROUND AND FINDINGS: Document and information management for construction projects requires enormous collaboration between contractors, design consultants and Engineering staff. Before e-Builder, Engineering Services did not have a specialized enterprise solution for managing the workflows and data. Instead, Engineering used standard desktop tools such as email, spreadsheets, hard-copy documents, and manually developed reports to manage the information flow. That ad hoc manner of managing the information flow was inefficient and delayed key business processes such as bidding, pay application approvals, submittal approvals, and change order processing. E-Builder is a cloud-based project management information solution specifically designed to manage and track construction project portfolios through the entire project lifecycle. Since adopting e- Builder, Engineering has centralized document management, streamlined workflows and improved communication with designers and contractors. E-Builder has helped Engineering Services increase our annual throughput by 230% over the last five years with only a 45% increase in staffing levels. Engineering Services' costs are targeted at 6% of financial throughput. In recent months, Engineering Services' costs have been averaging closer to 4% of throughput which is well below budgeted amounts. Those efficiency improvements have, in part, been enabled by e-Builder's integrated business solution. The departmental savings from those efficiencies are estimated to exceed $1 million per year. Automation reduces human errors, accelerates business processes and enhances collaboration. Some of the processes that have been automated include contract document execution, processing change orders, creating daily inspector reports, request for information (RFI) processing, and shop drawing approvals. E-Builder is integrated with Docusign to provide for electronic contract signatures, document routing and tracking. E-Builder also has a mobile app to facilitate working in the field. Another significant e-Builder improvement was providing for centralized records management. Before e-Builder, Engineering had three (3) full-time employees dedicated just to scanning, filing, and manually archiving hard copy records. Despite those efforts, project documentation was still very difficult to locate due to lack of standardized file architecture. With e-Builder, all project documentation is stored in one centralized location for all stakeholders engaged with the project. We estimate a savings of about $150,000 per year from improved document management alone. This contract also includes hours for managed services. Under managed services, e-Builder will provide a dedicated staff member to facilitate workflow changes, provide faster issue resolution, train users and facilitate system updates. This staff resource is solely dedicated to the City of Corpus Christi for 20 hours per week. Engineering expects to manage over $1 billion in CIP construction over the next 2- 3 years. E-Builder is a vital part of cost-effectively managing that work. PROCUREMENT DETAIL: Engineering Services collaborated with the Information Technology Department to develop the original scope of work for the software deployment solicitation. The Contracts and Procurement Department finalized and issued the solicitation through a U.S. General Services Administration (GSA) Cooperative procurement. ALTERNATIVES: An alternative would be for Engineering to return to project management utilizing standard desktop solutions or to procure and transition to an alternate IT solution. Returning to previous methods would reduce efficiencies gained through e-Builder. Deploying an alternative solution would have significant transition costs and negatively impact our ability to cost-effectively manage CIP implementation. FISCAL IMPACT: The fiscal impact to the Engineering Fund in FY2025 is $487,850.08, with future years budgeted through the annual budgeting process. FUNDING DETAIL: Fund: 5310 - Engineering Services Organization/Activity: 11150 - Dir of Engineering Services Department: 58 — Engineering Services Project # (CIP Only): n/a Account: 520105— Computer Software RECOMMENDATION: Staff recommends approval of this agreement with e-Builder, Inc. LIST OF SUPPORTING DOCUMENTS: License Agreement Price Sheet Oka, ►Trimble° ORDER FORM Order Date: Date of the last signature below Contract: GS-35F-408AA The Addendums to this Order Form are in addition to the terms and conditions found in the Contract,GS-35F-408AA. In the event of a conflict between the Addendums and the Contract,the Addendums shall prevail. Trimble Entity Name e-Builder Inc., a Trimble company ("Trimble")and Address: 1560 Sawgrass Corporate Parkway,Suite 400,Sunrise, FL 33323 Customer Entity Name City of Corpus Christi ("Customer")and Address: 1201 Leopard Street Corpus Christi,TX 78401 Billing Contact Name and e- ITlnvoice mail Address: ITlnvoice@cctexas.com Is a Purchase Order Yes Required? Purchase orders issued by Customer are issued for administrative purposes only;terms and conditions contained in any such purchase order shall be null and void. Is Customer Tax Exempt? Yes Initial Term: 4/22/2025—4/21/2026 Validity This Order Form shall expire on 4/11/2025 (the"Validity Date'). If this Order Form is not executed by the Customer by the Validity Date,Trimble reserves the right to not offer the pricing found in the Order Form. Miscellaneous: The Customer will not renew their Annual Software Subscription Items of AppXchange, EZ File Transfer Tool,Single Sign-On, Quarterly Release Training,or Premium Support The SaaS Annual Amount is based on an Average Annual Capital Spend provided by the Customer.Trimble reserves the right to adjust the Annual Amount accordingly to align with the Customer's Actual Average Annual Capital Spend. "Annual Capital Spend" means the expenses incurred by Customer to demolish, plan, design, build, repair, remodel and furnish a building or site over a period of one year. "Average Annual Capital Spend" means the average of the estimated next three (3)fiscal years of the Customer's Annual Capital Spend.Trimble will have the right, during normal business hours and upon at least five(5)days' prior written notice,to have an independent firm audit the amount of Annual Capital Spend that the customer has incurred. The audit will be conducted at Trimble's expense, unless it reveals that Customer has not complied in which case Customer will (i) reimburse Trimble for all reasonable costs and expenses incurred by Trimble regarding such audit;and (ii) pay Trimble any annual license fee underpayment disclosed by the audit. Annual Software Subscription: SIN Part Number Product Description UOI Total Amount e-Builder Enterprise GSA Bundle hosted on AWS 54151ECOM eB-Ent-GSA-500M- GovCloud (ITAR & FedRAMP compliant) which 1 $361,284.63 Capital_Program(on includes core platform and unlimited users for AWS GovCloud) * capital programs up to$500 million USD.One year subscription license with auto renewal. Includes e- Builder Enterprise 500M Capital Program, AWS GovCloud Hosting, Data Warehouse, Business Intelligence Add-on,Shared Testing Environment OPEN MARKET N/A Custom Development Maintenance N/A $510.86 GSA Discount—1% ($3,617.95) Total Annual Software Subscription $358,177.54 *Customer's subscription includes e-Builder Enterprise Commercial Edition hosted within AWS GovCloud (which is FedRAMP authorized and ITAR compliant). It does not include e-Builder Enterprise Government Edition,which is FedRamp authorized. Therefore, as noted in Section 5 below, until Customer's account is migrated to the e-Builder FedRamp Environment, Customer's subscription does not currently include the FedRamp security program or controls. Addendums: 1. Annual Software Subscription Details TERMS AND CONDITIONS 1.Terms and Conditions.This Order Form is subject to the Enterprise Software Co-Operative Purchase Agreement between Trimble and the Customer, dated 4/22/2020("Agreement"). 2.AUTOMATIC RENEWALS. This Order will automatically renew for subsequent 12 month term(s)at then-current pricing,unless either party provides the other with notice of cancellation at least 30 days prior to the expiration of the then-current term. 3. Payment Terms.All fees are due NET 30 from the date of the Trimble invoice. • Annual Software Subscription:Trimble will invoice the amount of$358,177.54 upon execution of this Order Form and will invoice upon each renewal hereof. 4.Annual Price Increase. • For items with SIN 54151ECOM,Trimble has a right to increase the annual fees by the fees found on the Contract at the time of Renewal. • For items with SIN Open Market,Trimble has a right to increase the annual fees by the greater of(a) CPI plus two percent (2%)or(b) eight(8%). "CPI" shall mean for all Urban Consumers,the U.S. City Average,for all items, 1982-84=100(the"CPI- U"), as published by the Bureau of Labor Statistics, U.S. Department of Labor, and shall be for the prior twelve months as of the date the calculation is made. 5. FedRamp Migration and Audit Reports.As of the Order Date,Trimble has obtained authorization for the e-Builder Enterprise Government Edition FedRamp Environment(the"FedRamp Environment"),which is listed in the FedRamp marketplace. Customer has not elected to migrate its e-Builder account to the FedRamp Environment. Customer's account may be migrated to the FedRamp environment upon execution of a mutually agreed Order Form setting forth the applicable scope and pricing. In the event Customer's e-Builder account is migrated to the FedRamp Environment, Customer may access the e-Builder FedRAMP Package, including the Security Assessment Report,through the FedRamp Marketplace. 6. Data Usage and Ownership. Customer hereby grants to Trimble and its Affiliates the non-exclusive, worldwide, irrevocable, royalty- free right: (i)to use Customer Data during the Initial Term to provide the Annual Software Subscription to the Customer; (ii)to use and disclose Customer Data as otherwise permitted pursuant to this Order Form or any written consent or instructions of Customer; and, (iii)on a perpetual basis: (A)to create, use, and disclose Anonymized Data for any purpose and (B)subject to the confidentiality obligations in the Agreement,to use Customer Data to develop, maintain, and improve the Annual Software Subscription and any other products, software, and services of Trimble or its Affiliates. Except for Trimble's use rights set forth in this Order Form, as between the parties, Customer retains all intellectual property and other rights in Customer Data.Trimble owns all rights,title, and interest in Anonymized Data (including,without limitation,any and all intellectual property rights). For the purposes of this clause: • "Affiliate" means an entity that, directly or indirectly,owns or controls, is owned or controlled by, or is under common ownership or control with a party, where"ownership" means the beneficial ownership of 50%or more of an entity's voting equity securities or other equivalent voting interests, and "control" means the power to direct the management or affairs of an entity. • "Anonymized Data" means any data collected in connection with the Annual Software Subscription (including Customer Data)that has been aggregated and/or de-identified in such a manner that neither the Customer nor any other individual can be identified from the data when it is shared outside of Trimble or its Affiliates. • "Customer Data" means any information,documents, materials, or other data of any type that is input by or on behalf of Customer into the Annual Software Subscription or any other Trimble products("Products")or that is created or generated by Customer through Customer's use of the Products. 7. Electronic Invoices.Customer hereby consents to the receipt of invoices electronically at the indicated e-mail address(es)and accepts such invoices as if received by mail. Customer's e-mail address may be changed by written notice given by Customer to Trimble at: customer—master@trimble.com. Customer is responsible for maintaining a current e-mail address and shall under no circumstances be excused from payment of applicable charges by its failure to access its designated e-mail address. 8. Due Authority. By signing below,the signatory represents that he/she(i) is an authorized representative of Customer and (ii) has the authority to legally and functionally commit the Customer. [Signature Page to Follow] ACCEPTANCE Accepted and agreed: CUSTOMER: TRIMBLE: Signature: Signature: Print Name: Print Name: Title: Title: Date: Date: Addendum#1 Annual Software Subscription Details Annual Software Subscription Details: SaaS SaaS includes: • Unlimited Projects • Unlimited Document Storage • 240 Help Desk • Quarterly Enhancement/Upgrades • Maintenance Releases • Data Warehouse • Business Intelligence* • Shared Testing Environment* *The Parties agree that Business Intelligence and Shared Testing Environment are included in the annual software subscription. However, in order to activate this item, Customer would need to purchase additional professional services hours under the GSA Schedule to implement Business Intelligence into the Customer's e-Builder instance. q e-Builder® ORDER FORM Order Date: Date of the last signature below Contract: GS-35F-408AA Trimble Entity Name e-Builder Inc.,a Trimble company ("Trimble")and Address: 1560 Sawgrass Corporate Parkway,Suite 400,Sunrise, FL 33323 Customer Entity Name City of Corpus Christi ("Customer")and Address: 1201 Leopard Street, Corpus Christi,TX 78401 Billing Contact Name and e- ITlnvoice mail Address: ITlnvoice@cctexas.com Is a Purchase Order Yes Required? Purchase orders issued by Customer are issued for administrative purposes only;terms and conditions contained in any such purchase order shall be null and void.] Is Customer Tax Exempt? Yes Initial Term: 7/1/2025—6/30/2026 Validity This Order Form shall expire on 5/31/2025 (the"Validity Date"). If this Order Form is not executed by the Customer by the Validity Date,Trimble reserves the right to not offer the pricing found in the Order Form. Miscellaneous: The Addendums to this Order Form are in addition to the terms and conditions found in the Contract,GS-35F-408AA. In the event of a conflict between the Addendums and the Contract,the Addendums shall prevail. Total Annual Managed Services: SIN Unit of Description Price Measure 541515 1 Managed Services—50%FTE—Tier 1 $129,672.54 Addendums: 1. Statement of Work TERMS AND CONDITIONS 1.Terms and Conditions.This Order Form is subject to the Enterprise Software Co-Operative Purchase Agreement between Trimble and the Customer, dated 4/22/2020("Agreement"). 2. Payment Terms.All fees are due NET 30 from the date of the Trimble invoice. • Managed Services: 25%due quarterly in advance.The first 25%payment is due on 7/1/2025. • Travel:Travel is not expected for the scope of work described in the SOW.Thus,all work will be done by Trimble remotely. If Customer requires that Trimble travel,a separate Order Form will be executed to reflect the updated scope and pricing. 3.Annual Price Increase.At each renewal,Trimble has a right to increase the annual fees by the fees found on the Contract. 4. Electronic Invoices. Customer hereby consents to the receipt of invoices electronically at the indicated e-mail address(es) and accepts such invoices as if received by mail.Customer's e-mail address may be changed by written notice given by Customer to Trimble at: customer_master@trimble.com. Customer is responsible for maintaining a current e-mail address and shall under no circumstances be excused from payment of applicable charges by its failure to access its designated e-mail address. 5. Due Authority. By signing below,the signatory represents that he/she (i) is an authorized representative of Customer and (ii) has the authority to legally and functionally commit the Customer. [Signature Page to Follow] ACCEPTANCE Accepted and agreed: CUSTOMER: TRIMBLE: Signature: Signature: Print Name: Print Name: Title: Title: Date: Date: Addendum#1 Statement of Work This Statement of Work("SOW") describes the professional services that Customer has engaged Trimble(collectively"Parties")to perform on behalf of Customer.This SOW is integrated into a quote that incorporates the terms and conditions governed by the Parties(the"Agreement"). In the event of any inconsistency or conflict between the terms and conditions of this SOW and the Agreement,the terms and conditions of the Agreement shall govern, unless the SOW expressly identifies the term of the Agreement to be modified. This SOW may not be modified or amended except in writing signed by a duly authorized representative of each Party. 1 Managed Services Trimble will provide one(1/2) Half Time(the"Trimble Managed Services Resource").The Trimble Managed Services Resource to be assigned to perform Professional Services tasks which include: • e-Builder Enterprise administration o Creation of new user accounts o Setting up permissions o New process Rollouts o General user support o Project administration o Account maintenance(e.g. role and user clean up) • e-Builder Enterprise Training and Education o Creating and maintaining training materials o New user basic training o Workflow training o Administrator training o Training on new features • Data Analysis o Evaluate use of cost management o Leverage best practices • Process Improvement and process roll-outs o Provide training on process design o Conduct design sessions and requirements documentation o Process testing o Reporting assistance o Report cleanup o Create reports and report subscription o Dashboard creation and modification Place of Performance:The Trimble Managed Services Resource will perform the above Professional Services tasks remotely. Schedule: • When Customer purchases its Trimble Managed Services Resource under this SOW,The Trimble Managed Services Resource is dedicating 50% of its time to support Customer. Customer is not allowed to transfer any "unused" time from the then- current month to future months, assuming the Trimble Managed Services Resource is directed to work by the Customer to work less hours than allotted. • Scheduled time off for the Trimble Managed Services Resource will be requested and approved according to Trimble's time off process and policies. The Customer will be notified of scheduled time off requests upon approval. Scheduled time off includes paid time off("PTO"),holidays,and Trimble sponsored employee events.Customer agrees that the fee includes time for scheduled time off. • Unscheduled time off for The Trimble Managed Services Resource will be requested and approved according to Trimble's procedures and policies. The Customer will be informed of unscheduled time off upon approval. Unscheduled time off includes sick leave, medical leave, etc. Disclaimer and Non-solicitation: • The Trimble Managed Services Resource does not include any development hours. If custom development is needed to support the Trimble Managed Services Resource, a separate Order Form will be created. Common custom development items include custom reporting and integration. • Trimble reserves the right to change the assigned resource and provide a satisfactory replacement. • During the Term and for a period of two (2) years thereafter, Customer will not, directly or indirectly, employ, offer employment to,or otherwise retain the services of the Trimble Managed Services Resource,without the prior written consent of Trimble. Term: • Sixty (60) days notice prior to the expiration of this SOW is required if Customer wishes to: (1) expire the Trimble Managed Services Resource or (2) change the scope of work of the Trimble Managed Services Resource. Otherwise, the Trimble Managed Services Resource will automatically renew in one-year periods. se 0 H v /NCORPOR 11 AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting June 17, 2025 DATE: June 17, 2025 TO: Peter Zanoni, City Manager FROM: Peter Collins, Director, Information Technology Peterc(a)cctexas.com (361) 826-3735 Sergio Villasana, Director, Finance & Procurement Serg iov2(a)cctexas.com (361) 826-3227 Additional Licenses for Infor ERP CAPTION: Motion to authorize the execution of a two-year order form with Infor US, Inc., in the amount of $262,500.00 for the purchase of additional user software licenses for Finance and Human Resources, with FY 2025 funding of $131,250.00 from the Information Technology Fund. SUMMARY: This order authorizes the purchase of an additional 350 licenses for the City's Enterprise Resource Planning (ERP) system, Infor. BACKGROUND AND FINDINGS: The City requests approval for the purchase of additional user licenses for the City's Enterprise Resource Planning (ERP) solution, Infor. The City has experienced growth in the number of full-time, part-time and temporary positions across various departments. This increase in personnel directly translates to a greater demand for access to the ERP system for essential functions, including financial management, human resources, and procurement. Our current license allocation is nearing its capacity. PROCUREMENT DETAIL: This procurement for the Infor license agreement is being facilitated through the Subscription License and Services Agreement between Infor (US), LLC ("Infor") and City of Corpus Christi, Texas ("Customer" or "Licensee") with an effective date of April 23, 2021 (the "Agreement"). ALTERNATIVES: No alternatives. FISCAL IMPACT: The fiscal impact for the Information Technology Fund in FY 2025 is $131,250.00. FUNDING DETAIL: Fund: 5210 Information Technology Organization/Activity: 40470 IT Enterprise Applications Department: 23 Project # (CIP Only): Account: 520105 Computer Software RECOMMENDATION: Staff recommends approval of this motion authorizing the approval of the purchase of these additional licenses. LIST OF SUPPORTING DOCUMENTS: Order Form Id info ` Order Form Agreement ID:ICMOF 291032 Opportunity ID:OP-15030662 Quote ID: SQB493434_1 Infor Entity("Infor"): Infor(US), LLC Customer("Customer"or"Licensee"): City Of Corpus Christi,Texas SaaS Agreement Name: Software as a Service Agreement SaaS Agreement Effective Date: 23 April 2021 This Order Form is subject to the terms of the SaaS Agreement between the parties. All terms of the SaaS Agreement are incorporated herein by reference. In the event of a conflict,the terms of this Order Form control over the terms of the SaaS Agreement. Capitalized terms not defined in this Order Form are defined in the SaaS Agreement. In the event the capitalized terms in this Order Form differ from the terminology used in the SaaS Agreement,the parties shall apply terms logically. The terms of your SaaS Agreement may differ'from the terms used in this Order Form. "Subscription Services"and "Software", in the context of access rights to Infor software provided to Customer from the Infor hosted environment, refer to"Cloud Services"(as such term is used in the SaaS Agreement). Effective date of this Order Form(the"Order Form Date")shall be the last date that this Order Form is executed either by Customer or Infor, unless otherwise stated. THE PARTIES have executed this Order Form through the signatures of their respective authorized representatives. For: Infor(US), LLC For: City Of Corpus Christi,Texas (Infor) (Customer or Licensee) Signature Signature Type or Printed Name Type or Printed Name Title Title Signature Date Signature Date Approved s to.formsA � AF:sistant City Atto y i'.,r City Attorney SQB493434_1 OP-10030662 ICMOF_291032 Version 3 9-Apr-25 Page 1 of 4 infor. Order Form Agreement ID:ICMOF_291032 Opportunity ID:OP-10030662 Quote ID: SQB493434_1 Customer: City Of Corpus Christi,Texas GL ID: USOAB Customer Account ID: 100013196 Account Executive: License Management/Andrew Nelson/Brendan Ori I. Software New or Additional Software Line Location Product Use Support Restriction Level 1 PROD:Corpus S3F-S-CSPSFSM-MT Infor CloudSuite Public Sector 350 EM CXTE Christi-Sub Financials&Supply Management-SaaS MT 2 PROD:Corpus S3F-S-GRA-MT Grant Accounting-FSM-SaaS MT 350 EM CXTE Christi-Sub 3 PROD:Corpus S3S-S-MSC-MT: Mobile Supply Chain Management - 350 EM CXTE Christi-Sub FSM-SaaS MT 4 PROD:Corpus S3F-S-SRM-MT: Strategic Sourcing/Supplier Portal - 350 EM CXTE Christi-Sub FSM-SaaS MT 5 PROD:Corpus BBI-S-DENT-FSM: Infor Analytics Platform for 350 EM CXTE Christi-Sub CloudSuite FSM 6 PROD:Corpus TAM-S-CSHCMCORE-MT Infor HR Talent GHR TM 350 EM CXTE Christi-Sub Core-SaaS MT 7 PROD:Corpus TAM-S-GHRPAYROLL-MT HR Payroll-SaaS MT 350 EM CXTE Christi-Sub 8 PROD:Corpus BBI-S-DENT-HCM: Infor Analytics Platform for 350 EM CXTE Christi-Sub CloudSuite HCM 9 PROD:Corpus HRM-S-BSIF: BSI TF US-SaaS MT 350 EM CXT Christi-Sub 10 PROD:Corpus TAM-S-SYMMETRY: Symmetry-Tax Forms-SaaS MT 350 EM CXT Christi-Sub Annual Subscription Fee: $131,250.00 Initial Subscription Term:Order Form Date through 2 year(s) Fee for Initial Subscription Term: $262,500.00 II. Fees and Payment Terms Total Amount Due(before applicable taxes): $262,500.00 Currency: US(Dollar) Payment is due within 30 days of the date of the invoice. Customer shall pay the Annual Subscription Fee, in advance, as invoiced by Infor. The first Annual Subscription Fee, plus applicable taxes,will be invoiced promptly upon the Order Form Date. All other Annual Subscription Fees will be invoiced such that they are due prior to the commencement of the portion of the Subscription Term to which the Annual Subscription Fee applies. SQB493434_1 OP-10030662 ICMOF_291032 Version 3 9-Apr-25 Page 2 of 4 Primary-Use Address Invoice Address City Of Corpus Christi,Texas City Of Corpus Christi,Texas 1201 Leopard Street 1201 Leopard St Corpus Christi Corpus Christi TX TX USA USA 78401 78401 Holly Houghton Holly Houghton 361-826-3735 holly@cctexas.com ITlnvoice@cctexas.com III. Additional Terms 1. User/License Definitions if specified in the User Restriction field can be found at https://Iicensedefinitions.infor.com/ 2. Support Level Definitions: "CXT"=Infor Essential(24X5);"CXTP"=Infor Premium(247); "CXTE"= Infor Customer Success Plus program; "CCFS" = Infor CareFor Success program; Descriptions of these plans can be found at hftp://www.infor.com/cloud/subscrir)tioiV 3. Unless excluded by applicable law, Infor reserves the right to issue invoices electronically. 4. The subscription(s)set forth herein are in addition to any subscription(s)Customer may have purchased previously. 5. The Mobile Application Supplement is incorporated herein (the "Mobile Application Supplement") and sets forth additional terms and conditions applicable to Customer's access to and use of the Mobile Application Software licensed herein. The terms of the Agreement are hereby amended by the Mobile Application Supplement as it relates to the Mobile Application Software, in the event of a conflict between the terms and conditions of the Agreement and the provisions of the Mobile Application Supplement, the provisions of the Mobile Application Supplement shall govern and control. The Mobile Application Supplement can be found at: https://www.infor.com/mobile-application-supplement-on-saas. 6. The following terms apply to the Global Human Resources and/or Financials and Supply Chain Management Subscription Software(hereinafter the"GHR and/or FSM Solutions")licensed herein: Customer's access to and use of the Data Set ID Numbers set forth below as are applicable to the address verification function as is available in the GHR and/or FSM Solutions are additionally subject to the: (i)additional terms available at: https://www.gbgi)lc.com/en/legal-and-regulatory/additional-terms/capturer)lus/and hftps://wwwgbgplc.com/erYlegal-and-regulatory/additional-terms/verifv/; and (ii)legal notices available at: hftps://www.gboplc.com/en/legal-and-regulatory/products/logate-capturellegal-notices-logate-capture/and hftps://www.gbgr)lc.com/en/legal-and-regulatory/products/looate-verify/legal-notices-looate-verify/ (collectively hereinafter the "Address Verification Additional Terms"), as may be updated from time to time. Accordingly,the terms of the Agreement are hereby deemed amended by the Address Verification Additional Terms as it relates to the address verification function and Customer's access to or use of any content relating thereto. In the event of a conflict between the terms and conditions of the Agreement and the provisions of the Address Verification Additional Terms,then the terms of the Address Verification Additional Terms shall govern and control. SQB493434_1 OP-10030662 ICMOF_291032 Version 3 9-Apr-25 Page 3 of 4 Capture+Data Set ID Numbers: GLOBALADDRESS(U) I ID NUMBER 200947;GLOBAL USA I ID NUMBER 101576;AUSTRALIA I ID NUMBER 200446,AUSTRALIA DATA SERVICES; GERMANY, SWITZERLAND, SPAIN, NETHERLANDS, POLAND AND GERMANY BUILDING DATA; CANADA POST DATA I ID NUMBER 200333 & 200392; ROYAL MAIL PAF I ID NUMBER 100533-100535, 100540, 100542, 100537, 100557, 100562-100564, 100567& 200335, MULTIPLE RESIDENCE DATA I ID NUMBER 100548 - 100550 & 100557, ROYAL; NEW ZEALAND VERIFY S28 I ID NUMBER 200568, NEW ZEALAND POST DATA I ID NUMBER 200949; FRANCE VERIFY S23 1 ID NUMBER 200395&200948; EIRCODE—ECAD& ECAF I ID NUMBER 100123, 100124& 100127; Global Address(AZ) ID NUMBER 200930 Verify Data Set ID Numbers: GEOCODE AND ADDRESS DATA-ID NO:GV001;CANADA POST ADDRESS DATA-ID NO:CAV001;GERMAN ADDRESS DATA- ID NO: GEV001; DENMARK DATA- ID NO: DEGV001; FRANCE DATA- ID NO: FRGV001; UNITED KINGDOM ADDRESS DATA - ID NO: UNVO01 AND UNITED KINGDOM MULTIPLE RESIDENCE ADDRESS DATA- ID NO: UNMRV001; JAPAN DATA- ID NO: JAGV001; NETHERLANDS DATA - ID NO: NEGV001; SINGAPORE ADDRESS DATA - ID NO: SIV001; AUSTRALIA POST ADDRESS DATA - ID NO: AUV001; BRAZILADDRESS DATA-ID NO: BRV001 7. Customer's purchase of the licenses specified herein is not contingent or dependent upon the provision of any consulting services Customer may choose to purchase from Infor contemporaneously with this Order Form or in the future. 8. Please visit https://www.infor.com/customer-center/MTcloud for benefits related to the Infor Multi-tenant Cloud Customer Bill of Rights(only applicable to Software hosted in a multi-tenant environment). 9. The Service Level Agreement and the Information Security Plan set forth additional terms and conditions applicable to Customer's access to the Software and use of the Subscription Services. In the event of a conflict between the terms and conditions of the Agreement and the provisions of the Service Level Agreement or Information Security Plan,the provisions of the Service Level Agreement or Information Security Plan shall govern and control. The Service Level Agreement can be found at: https://www.infor.com/service-level-description.While the Service Level Agreement may be changed from time to time, changes will not (i) change the Availability levels and associated credits, or the Triggering Event, (ii) decrease RPO/RTO, or (iii) cause any material decrease in the Support provided to Customer during the Subscription Term for which Customer has paid the applicable Subscription Fees. The Information Security Plan can be found at: https://www.infor.com/security-pl Changes to the Information Security Plan are allowed provided Infor maintains a comparable or better level of security in the aggregate for the Systems and Data(as defined in the Information Security Plan). 10. Certain Software on this Order Form are for products or services that may process personal health information ("PHI")depending on Customer's use of such products or services.Accordingly,the Business Associate Agreement ("BAA")for Infor Customers v.10.23,located at www.infor.com/data-protection-agreements, is hereby incorporated into this Order Form by reference with the same force and effect as though fully set forth herein.Signatures to this Order Form are deemed signatures to the BAA. The foregoing BAA will not apply to the extent Customer has separately executed a BAA with Infor. 11. The pricing set forth in this offer is valid if accepted by Customer by 30 May 2025. SQB493434_1 OP-10030662 ICMOF_291032 Version 3 9-Apr-26 Page 4 of 4 se 0 H U NOORPOR I AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting June 17, 2025 DATE: May 13, 2025 TO: Peter Zanoni, City Manager FROM: Kevin Smith, Director of Aviation Kevi ns4(d)-cctexas.com (361) 826-1292 Peter Collins, Director of Information Technology Peterc _cctexas.com (361) 826-3735 Sergio Villasana, Director of Finance & Procurement Serg iov2o_cctexas.com (361) 826-3227 Fuel Management System at Corpus Christi International Airport (CCIA) CAPTION: Motion authorizing execution of a cooperative service agreement with PSI JF Petroleum Group, Inc., dba JF Petroleum Group, of McAllen, Texas, through the Sourcewell Cooperative, for an amount up to $186,253.54 to upgrade the existing fuel management system at the Corpus Christi International Airport, with FY 2025 funding of $121,911.16 from Airport Operating Funds and $65,342.38 from Customer Facility Charge Funds. SUMMARY: CCIA is upgrading the fuel management software and hardware for their facilities to enhance operational efficiency, ensure regulatory compliance, and improve environmental safety at their Quick Turn Around (QTA) and Maintenance Facilities. The current system is aging and increasingly prone to faults, leading to fuel losses, increased maintenance costs, and potential environmental risks. The upgraded system will feature more accurate sensors, real-time monitoring, and automated alert capabilities, reducing the risk of undetected leaks and minimizing downtime. BACKGROUND AND FINDINGS: CCIA is upgrading the fuel pump and tank monitoring software and hardware to improve operational efficiency, safety, and accountability across our fueling infrastructure. The current system has reached end-of-life and lacks the real-time visibility to manage fuel usage effectively. FM LIVE allows us to monitor tank levels, fuel pump activity, and potential issues to prevent downtime and improve accuracy. The underground equipment and infrastructure, such as the cabling and fuel tanks, will remain in place. These pumps are for the rental car facilities to fuel rental vehicles, Airport staff and City employees who may need to fuel up city vehicles while at or near the Airport. By upgrading, CCIA will significantly reduce the risk of fuel loss, environmental hazards, and equipment failure. FM LIVE sends automatic alerts for leaks, low fuel, or system malfunctions, allowing us to respond quickly and avoid costly incidents. It also provides detailed tracking and reporting features, supporting our compliance with safety regulations and simplifying audits or inspections. This proactive system protects our infrastructure and supports greater transparency in city operations. PROCUREMENT DETAIL: JF Petroleum Group is a sole source vendor for the Fuel Master system in our region. This procurement is facilitated through the SourceWell Cooperative Purchasing Contract ID#081524- JFA. Contracts awarded through the Cooperative have been competitively procured in compliance with Texas Local and State procurement requirements. ALTERNATIVES: Alternatives include using a different vendor and installing a different, unfamiliar system. FISCAL IMPACT: The fiscal impact to the Airport Operating Fund is $64,342.38 and to the Airport CFC Operating Fund in the amount of $121,911.16 in FY2025. FUNDING DETAIL: Fund: 4632 —Airport CFC Operating Organization/Activity: 35065 —Apt Quick Turnaround Facility Department: 53 -Aviation Project # (CIP Only): N/A Account: 530210 — Building Maint & Service Amount: $121,911.16 Fund: 4610 —Airport Operating Organization/Activity: 35045 —Airport IT Department: 53 -Aviation Project # (CIP Only): N/A Account: 530230 — Equipment Maintenance Amount: $64,342.38 RECOMMENDATION: Staff recommends the upgrade and replacement of the Fuel Management System at the Corpus Christi Airport. The Airport Board voted to submit a recommendation to the City Council to approve this action at their regularly scheduled Board Meeting. LIST OF SUPPORTING DOCUMENTS: Service Agreement Price Sheet Lif PETROLEUM GROUP Innovation that works. Southwest Regional Office: PSI JF Petroleum Group, Inc. 3702 S. Expressway 281 Edinburg, TX 78542 SourceWell Contract ID#:081524-JFA DATE: 4/18/2025 Purchaser: Corpus Christi International Airport 1000 International Dr Corpus Christi, TX 78406 WORK TO BE PERFORMED AT: CCIA QTA(Quick Turn Around)- 378 Pinson Dr. Corpus Christi, TX 78406 CCIA Maintenance Facility- 308 Hanger Lane Corpus Christi, TX 78406 PSI JF Petro Group (hereinafter PSI "JF Petro Group" or "Seller") agrees to furnish the following materials for the above referenced project as defined by your specifications and drawings, subject to the terms and conditions included in this agreement CCIA QTA (Quick Turn Around) Facility: Fleet management system: 6) Fuel Master FM Live 2-Hose controller pedestal with and Proximity Badging as main source of activation and cloud hosted polling software and reporting software.(Customer supply all HID badges and encoder) Leak Detection System: 1) TLS450+ Console with touch screen and internal printer (To re-use existing probes and sensors) Installation: -to obtain electrical permit and inspections required -to lockout tagout circuits to fuel equipment CCIA Fuel System Upgrades 2-ME-WKR2724-2 Page 1 of 15 Initials Ver12.1 Southwest Regional Office: PSI JF Petroleum Group, Inc. 3702 S. Expressway 281 Edinburg, TX 78542 F PETROLEUM GROUP Innovation that works. -to mark and tag all existing wire and cables for reuse -to remove (6)existing Petro Vend K800 fuel management system and install (6) new Fuel Master FM Live Pedestal. -to reconnect all existing wire and cables to new Fuel Master FM Live Pedestals - to reuse existing data cable -to start up new Fuel Master FM Live Pedestal and ensure all operations and communication between dispensers and FMS are fully operational. -to lock out tag out existing electrical from existing ATG to existing electrical panel. -to begin removal of electrical to existing ATG and mark cables and wires to be re-used. -to mark existing (2) probes, cables and (12) dispenser sensors to be re-used. -to remove existing ATG and prep new TLS450+ for install. -to wall mount new TLS450+ and begin to re-connect existing power and cables to unit. -to start up new TLS450+ once all power and cables are connected. -to ensure all programming to existing probes for AST's and dispenser sensors are fully - functional. -to perform TCEQ certification and commission new TLS450+ -to provide on-site training of new TLS450+ to authorized personnel. -to provide additional support and training to all authorized personnel -to close out permits and job pictures CCIA Maintenance Facility: Fleet management system: 1)Fuel Master FM Live Island Pedestal Reader Proximity Badge ID System Three Hose Controller With Cloud Hosting Software And Services ( Customer to supply all HID Badges and encoder) Leak Detection System: 1) TLS4 Console with touch screen and internal printer 2) Fuel level sensing probes 2) Interstitial space dry contact sensors 1) Overfill Alarm Installation: -to obtain electrical permit and inspections required -to lockout tagout circuits to fuel equipment -to mark and tag all existing wire and cables for reuse -to remove (1) existing Petro Vend K800 pedestals -to install (1) Fuel Master FM Live pedestal fuel management system -to reconnect all existing wire and cables to new FM Live Pedestal units -to reuse existing data cable CCIA Fuel System Upgrades 2-ME-WKR2724-2 Page 2 of 15 Initials Ver12.1 Southwest Regional Office: PSI JF Petroleum Group, Inc. 3702 S. Expressway 281 Edinburg, TX 78542 F PETROLEUM GROUP Innovation that works. -to start up new Fuel Master FM Live units -to ensure all operations between dispensers and FMU fully functional -to lock out tag out existing electrical from existing ATG to existing electrical panel. -to mark and tag all existing wire and cables needed to reconnect. -to remove existing Tank Sentinel ATG and Install Veeder Root TLS4. -to pull (2) probe cables, (2) Interstitial Cables and (2) Spare Cables from TLS4 to AST Tank Pad using existing underground conduit. -to rough in ridgid conduits and seal off fittings needed to each probe and interstitial on top of tanks. -to remove existing OPW clock gauge on UNLD and DSL AST, add an additional fitting to relocate Flame Arrestor Fittings in place. -to install level probes, interstitial space sensor on both UNLD AST and DSL AST. -to ensure all tank top fittings and sensors are fully functional and meet all local and state fire codes. -to start up and program new TLS4 tank gauge and ensure fully operational. -to complete ATG Certification and Commission New TLS4 ATG. -to provide on-site training to authorized personnel. Pricing: Materials: $146,224.06 Labor: $40,029.48 Sales Taxes: $(TAX EXEMPT) SUBJECT TO THE TERMS OF THIS AGREEMENT, PURCHASER AGREES TO PAY SELLER THE SUM OF ONE HUNDRED EIGHTY SIX THOUSAND TWO HUNDRED FIFTY THREE Dollars and > /100 Cents ($186,253.54) (the "Agreement Price") which does not include applicable sales tax. This is notification that this agreement is a separate contract in compliance with Texas Comptroller of Public Accounts rules. The total cost for the project is provided but is not a lump sum contract. Owner will be provided separate invoices for labor, materials, equipment, and applicable sales tax. Progressive billings shall be made by PSI JF Petro Group, Inc. and/or affiliated companies not to exceed labor, material, and services to date. Delivery to our warehouse for purpose of convenience or coordination shall be considered "delivery" for billing purposes. PAYMENT SCHEDULE: CCIA Quick Turn Around Facility: Payment due 30 days after factory shipping of Fuel Management System $92,941 .84 CCIA Fuel System Upgrades 2-ME-WKR2724-2 Page 3 of 15 Initials Ver12.1 Southwest Regional Office: PSI JF Petroleum Group, Inc. 3702 S. Expressway 281 Edinburg, TX 78542 F PETROLEUM GROUP Innovation that work, Payment due 30 days after factory shipping of Veeder Root System $11 ,106.00 Payment due upon completion of installation $16,626.32 CCIA Maintenance Facility: Payment due 30 days after factory shipping of Fuel Management System $22,700.64 Payment due 30 days after factory shipping of Veeder Root System $19,475.58 Payment due upon completion of installation $23,403.16 Payment terms are DUE UPON DELIVERY OF INVOICE unless otherwise specified in the contract bid. Finance charges will be applicable. Financing charges of 1 1/2 % per month on past due accounts and also reasonable attorney fee in the event of default by either party will be charged. Items, which are not part of this proposal: 1. Site work 2. Concrete work for driveways, pipe bollards, fuel lanes, fuel island forms, or the tank foundations 3. Engineered electrical or engineered fuel system plans. 4. Repairs or replacing any fuel system equipment that is not mentioned above. 5. Hauling or disposal of contaminated soil from the job site 6. Temporary fuel system for standby fueling. 7. Fuel station canopy 8. Bonding 9. Computer or network for fleet system 10.Shop buildings. 11 .Sales taxes 12. Fuel Master Aim Kits or nozzle readers, Prokees, HID Badges 13.Area Lights 14.Repairs to main electrical service 15.Additional Years of Fuel Master Maintenance Program Fee's Fuel Master Cloud Hosted Software: -After installation and start up, Fuel Master will contact you directly to create an account for annual fee's to be paid. FM Live subscription, 7 units. $11,004 annually. CCIA Fuel System Upgrades 2-ME-WKR2724-2 Page 4 of 15 Initials Ver12.1 Southwest Regional Office: PSI JF Petroleum Group, Inc. 3702 S. Expressway 281 Edinburg, TX 78542 1. ACCEPTANCE: This offer when accepted by Purchaser will constitute a bona fide contract subject to these terms and conditions and approval by Seller's authorized representative. Delivery of the materials/equipment herewith, installation of specified equipment, Purchaser's acceptance hereof(either in writing, in electronic format or orally in person or over the telephone),reliance on any of Seller's work,and/or the issuance of an invoice,constitutes a binding acceptance by Purchaser of the terms of Seller's proposal outlined above and these General Terms and Conditions, regardless of the terms of any subsequently issued document. This agreement is the entire undertaking of the parties for the subject matter hereof, and there are no promises,agreements,or understandings,oral or written, not specified herein. 2.PARTIES AND SCOPE OF WORK:Seller shall include said company or its particular division,subsidiary or affiliate performing the Work as defined above, Purchaser's acceptance thereof and these General Terms and Conditions. Additional work ordered by Purchaser shall also be subject to these General Terms and Conditions. If Purchaser is ordering the Work on behalf of another, Purchaser represents and warrants that it is the duly authorized agent of said party for the purpose of ordering and directing said Work. Unless otherwise stated in writing, Purchaser assumes sole responsibility for determining whether the quantity and the nature of the work ordered by Purchaser are adequate and sufficient for Purchaser's intended purpose. Purchaser shall communicate these General Terms and Conditions to each and every third party to whom Purchaser transmits any part of Seller's work. Seller shall have no duty or obligation to any third party greater than that set forth herein, Purchaser's acceptance thereof and these General Terms and Conditions. 3. PRICES;TERMS OF SALE;CREDIT: a.All prices are quoted in good faith; however,from time to time, manufacturers may change prices without notice prior to shipment, Seller may quote an incorrect price, or applicable taxes may increase, in which case any price or tax increase may be added to Purchaser's price. Prices quoted are based on current prices and are subject to change by the manufacturer. Prices quoted shall be firm for seven (7) days from the date of this offer, unless indicated otherwise. Unless otherwise stated in this agreement, prices are F.O.B. place of manufacture. Unless otherwise stated,the freight rate in existence at the date of acceptance of this agreement shall apply but any change in freight rate in effect on shipment date shall result in a corresponding change in price. b.Unless otherwise specified above,terms are net 7 days on delivery of equipment and net 30 days on completion of services or installation. For equipment ordered for this project, the Purchaser will be invoiced the date the equipment is delivered (shipped from manufacturer) to Seller's warehouse for purposes of convenience or coordination and shall be considered "delivery" for billing purposes. Payment for all such equipment is due upon delivery without retainage. A deposit may be required on all installation agreements. Invoices are due and payable in McAllen, Hidalgo County, Texas to Petroleum Solutions, Inc. DBA as JF Petroleum Group, P.O. Box 2346, McAllen,Texas 78502. Purchaser further agrees to pay interest on all amounts invoiced and not paid as required under this agreement at the rate of eighteen (18) percent per annum (or the maximum interest rate permitted under the applicable law), until paid. c. Purchaser shall be responsible for and shall pay all sales, use,excise,governmental surcharge, and other taxes (including penalties and interest)levied in connection with this sale. If payment is not made promptly when due, Purchaser shall pay all costs and expenses of collection,including but not limited to,courts costs and reasonable attorney's fees. Seller may revoke any credit extended to Purchaser because of its failure to pay when due or for any other reason. CCIA-Fuel System Upgrades 2-ME-WKR2724-2 Ver 12.1 Page 5 of 15 Initials d. In addition to the contractual relationship herein created between the Purchaser and Seller, this agreement is further intended by the parties to be a SECURITY AGREEMENT, and as such does hereby create a purchase money security interest in all those certain items of property, equipment and fixtures herein described, which is the COLLATERAL of this Security Agreement.The collateral is given to secure the payment of the agreement price described above,together with all additions thereto and modifications thereof, and all costs and expenses, including but not limited to, courts costs and reasonable attorney's fees incurred by Seller in the collection of the agreement price, or the enforcement of this Contact and Security Agreement. Purchaser further grants Seller a security interest in and to all proceeds, increases,substitutions,replacements, additions and accession to the Collateral. Purchaser agrees that it will pay the Agreement Price secured hereby in accordance with the terms and provisions hereof,and failure to so pay will be considered DEFAULT hereunder,giving rise to the remedies hereinafter set forth.Additionally, it shall be considered DEFAULT hereunder if at any time Seller believes that the prospect of payment of the obligations secured hereby,or the performance of this Agreement and Security Agreement is impaired.d. In addition to the contractual relationship herein created between the Purchaser and Seller, this agreement is further intended by the parties to be a SECURITY AGREEMENT, and as such does hereby create a purchase money security interest in all those certain items of property, equipment and fixtures herein described, which is the COLLATERAL of this Security Agreement.The collateral is given to secure the payment of the agreement price described above,together with all additions thereto and modifications thereof, and all costs and expenses, including but not limited to, courts costs and reasonable attorney's fees incurred by Seller in the collection of the agreement price, or the enforcement of this Contact and Security Agreement. Purchaser further grants Seller a security interest in and to all proceeds, increases,substitutions, replacements, additions and accession to the Collateral. Purchaser agrees that it will pay the Agreement Price secured hereby in accordance with the terms and provisions hereof,and failure to so pay will be considered DEFAULT hereunder,giving rise to the remedies hereinafter set forth.Additionally, it shall be considered DEFAULT hereunder if at any time Seller believes that the prospect of payment of the obligations secured hereby, or the performance of this Agreement and Security Agreement is impaired. All terms used herein which are defined in the Uniform Commercial Code of Texas (Texas Business and Commercial Code) shall have the same meaning herein as in said Code. e. Bill& Hold Arrangement-Bill& Hold is a service offering JF Petroleum Group will provide to its customers upon request, when events that are outside of the customer's control (i.e. site not ready,weather delays, permit delays etc.) prevent the customer from accepting physical delivery of products on the scheduled date. JF Petroleum Group will provide temporary storage and custody of the products and coordinate delivery with the customer's representative when the site is ready to accept the products. The products will be invoiced to the customer on the previously agreed upon date as stated in the original quote/sales order and title/ownership of the products will transfer to the customer at invoicing. Payment terms will not be altered or extended in connection with a Bill& Hold arrangement. Once products are invoiced and placed into Bill& Hold, they will be segregated and marked as customer owned material, be readily available for immediate delivery to the customer,and will be the sole property of the customer.JF Petroleum Group will have no entitlement to the products in Bill &Hold. f.Seller shall not be bound by any provision or agreement requiring or providing Seller to waive any rights to any lien,including a mechanic's lien, or any provision conditioning Seller's right to receive payment for its work upon payment to Purchaser by any third party. 4. DELIVERY;SHIPMENT TERMS; FREIGHT DAMAGE CLAIMS: CCIA-Fuel System Upgrades 2-M E-WKR2724-2 Ver 12.1 Page 6 of 15 Initials a.Shipping dates are approximate;delivery assurances are based on manufacturers'material suppliers to maintain schedules. Delivery promises are contingent upon fires, strikes, accidents, lockout, work stoppages, war, riot, availability of materials, acts of God,governmental action or regulation, or for other causes beyond Seller's control. The Seller shall have no liability for any delay,failure to deliver,loss of business, liquidated damages or other loss or damages which might result therefrom. The Seller will endeavor to maintain schedules, but cannot guarantee to do so. Delivery, unless otherwise stated, does not include unloading. Seller shall not be liable for damage in transit of any materials furnished. The Purchaser shall make a secure area (the "Secured Area") available to Seller if requested by Seller. Any necessary relocation of equipment or installation materials from the Secured Area will be at Purchaser's expense. b.The shipping terms,including the F.O. B. point(such as"shippers dock"or a designated destination), may be indicated on the face of this agreement.The shipping terms should also include whether freight is"collect"or to be"prepaid and added". If these terms are not indicated,they may be chosen by Seller at Seller's sole discretion. Whenever merchandise is delivered to the designated F.O.B. point, by common carrier (by manufacturer or Seller), or is received by Purchaser, whichever is earlier, Seller's responsibility ceases and full risk of loss (including transportation delays and losses) and title passes to Purchaser,and Purchaser shall be liable to Seller for the full price of the merchandise. Delivery to Seller's facility for purposes of convenience,coordination or price protection shall be considered "delivery"for invoice purposes. c. If any damage is evident upon delivery, Purchaser must make a notation on the freight bill of lading and have the carrier's agent sign upon delivery for claim record. Purchaser must immediately notify Seller and file a claim with the carrier,as Seller assumes no responsibility for goods damaged in shipment. Shortages and hidden damages or defects to goods must be reported to Seller and carrier within 30 days of receipt of shipment. The quoted prices do not include the cost of unloading, which is Purchaser's responsibility. 5. SCHEDULING OF WORK:The services set forth in Seller's proposal above and Purchaser's acceptance will be accomplished in a timely,workmanlike and professional manner by Seller's personnel. If Seller is required to delay commencement of the Work or if, upon embarking upon its Work, Seller is required to stop or interrupt the progress of its Work as a result of changes in the scope of the Work requested by Purchaser, to fulfill the requirements of third parties, interruptions in the progress of construction,or other causes beyond the direct reasonable control of Seller,additional charges shall be applicable and payable by Purchaser. 6. ACCESS TO SITE: Purchaser will arrange and provide such access to the Site as is necessary for Seller to perform the Work. Seller shall take reasonable measures and precautions to minimize damage to the Site and any improvements located thereon as the result of its Work or the use of its equipment; however, Seller has not included in its fee the cost of restoration of damage which may occur. If Purchaser desires or requires Purchaser to restore the Site to its former condition,upon written request,Seller will perform such additional work as is necessary to do so and Purchaser agrees to pay to Seller for the cost. 7. PURCHASER'S DUTY TO NOTIFY SELLER: Purchaser represents and warrants that it has advised Seller of any known or suspected hazardous materials, utility lines and pollutants at any site at which Seller is to do work hereunder, and unless Seller has assumed in writing the responsibility of locating subsurface objects,structures,lines or conduits, Purchaser agrees to defend, indemnify and hold Seller harmless from all claims, suits, citations, fines, losses, costs and expenses, including reasonable attorney's fees, as a result of personal injury, death or property damage occurring with respect to Seller's performance of its Work and resulting to or caused by contact with subsurface or latent objects,structures,lines or conduits where the actual or potential presence and location thereof were not revealed to Seller by Purchaser. 8. INSURANCE,LIMITED WARRANTY,INDEMNITY AND HOLD HARMLESS: CCIA-Fuel System Upgrades 2-ME-WKR2724-2 Ver 12.1 Page 7 of 15 Initials a. Seller does not extend any warranties to Purchasers of materials and equipment. The products sold by Seller may be warranted by the manufacturer of the product but only to the extent of any warranty offered by the manufacturer. Purchaser shall register equipment warranties with the manufacturer. MANUFACTURERS OR SELLER HAVE NO LIABILITY WHATSOEVER FOR INDIRECT,SPECIAL,INCIDENTAL OR CONSEQUENTIAL DAMAGES,including but not limited to lost profits,downtime,loss of material or product,clean up costs associated with loss of product,or damage to other equipment, unless said damage is proven to have been caused by Seller's sole negligence. No warranty is extended where equipment is improperly installed by Purchaser, its employees,agent, representative or contractor. Seller represents that it will convey good title to the items purchased, however, except as modified in the next paragraph, SELLER MAKES NO OTHER WARRANTY OF ANY KIND WHATSOEVER,EXPRESS OR IMPLIED,AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE HEREBY DISCLAIMED BY SELLER. b. Seller extends to Purchaser a limited warranty for Seller's work performed under this Agreement that such work will be rendered in accordance with good commercial practice for a limited period of ninety (90) days from the date of Seller's completion of such work, unless otherwise required by applicable law or unless amended by an instrument in writing signed bythe parties;HOWEVER,IF DURING THIS PERIOD,THERE ISA MALFUNCTION DUE TO SELLER'S IMPROPER OR SUBSTANDARD PERFORMANCE,SELLER'S LIABILITY IS LIMITED TO THE COST OF REPAIR OR REPLACEMENT OF SUCH EQUIPMENT(PROVIDED THAT SELLER IS GIVEN THE OPTION OF PERFORMING SUCH REPAIR OR REPLACEMENT WORK). THIS LIMITED WARRANTY IS NULL AND VOID IN THE EVENT THAT THE PURCHASER OR A THIRD PARTY PERFORMS SUBSEQUENT WORK ON THE EQUIPMENT INSTALLED OR REPAIRED BY SELLER. UNDER NO CIRCUMSTANCES IS SELLER LIABLE FOR INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS, DOWN TIME, LOSS OF MATERIAL OR PRODUCT, CLEAN UP COSTS ASSOCIATED WITH LOSS OF PRODUCT, OR ANY DAMAGE TO EQUIPMENT NOT SERVICED, REPAIRED,OR INSTALLED BY SELLER. IN THE EVENT THAT SELLER SHALL BE LIABLE TO PURCHASER FOR DAMAGES ARISING UNDER OR IN CONNECTION WITH THIS AGREEMENT,WHETHER ARISING BY NEGLIGENCE,INTENDED CONDUCT(BUT NOT INTENTIONAL MISCONDUCT), PURCHASER MAY RECOVER FROM SELLER DIRECT DAMAGES NOT TO EXCEED THE AGGREGATE AMOUNT OF PURCHASE PRICE PAID BY PURCHASER FOR THE PARTICULAR GOODS OR SERVICES TO WHICH A CLAIM OF LIABILITY IS ASSERTED. c.To the extent allowed by law Purchaser agrees to hold Seller harmless from and defend and indemnify it against any of Seller's or Purchaser's losses in connection with any property damage, personal injury or death,whether same is related to any claim, penalty, or fine by government agency for pollution, environmental damage, cleanup, or otherwise, or whether any claim is made by any third party against Seller or Purchaser or said damage, personal injury or death is claimed or sustained by Purchaser or Purchaser's employee or made against Purchaser or Seller in connection therewith, including but not limited to damages,costs,expenses,and attorneys fees,except to the extent that said damage, personal injury or death is proven to have been caused by the negligence or fault, the breach or violation of a statute, ordinance, governmental regulation, standard, or rule, or the breach of the contract of the Seller, its agent or employee or any third party under the control or supervision of the Seller,other than the Seller or its agent,employee or subcontractor of any tier.Where a penalty, fine or claim for pollution damage or cleanup is made against Seller in connection with installation of materials or equipment, Purchaser agrees to hold Seller harmless from and defend and indemnify it against same,except to the extent that said fine or claims is proven to have been caused by the negligence or fault, the breach or violation of a statute, ordinance, governmental regulation,standard,or rule,or the breach of the contract of the Seller. CCIA-Fuel System Upgrades 2-ME-WKR2724-2 Ver 12.1 Page 8 of 15 Initials d.Seller shall have NO LIABILITY under this warranty if equipment malfunctions or other problems result,directly or indirectly, from accident (not caused by Seller), subsequent work on equipment by Purchaser or third party, improper operation of equipment, inadequate maintenance, and/or failure to protect properly the equipment from environmental hazards. Seller does not assume any liability and Purchaser agrees to hold Seller harmless from and defend and indemnify Seller for losses or claims for tanks(s)that emerge from their set position and/or are lost after installation due to improper ballasting,ground water, high water tables, or hydrostatic pressure, unless proper anchorage is provided for under terms of this agreement, and Purchaser shall at all times provide adequate ballast. e.NO EMPLOYEE OR REPRESENTATIVE OF SELLER IS AUTHORIZED TO CHANGE THIS WARRANTY IN ANY WAY. f.Purchaser will defend and indemnify Seller against any claims for damages for profits arising from infringements of patents, designs,trade secrets, copyrights,trade names, and/or trademarks with respect to goods manufactured, either in whole or part,to Purchaser's specifications,except to the extent that said claims are proven to have been caused by the negligence or fault,the breach or violation of a statute,ordinance,governmental regulation,standard,or rule,or the breach of the contract of the Seller.. Purchaser will defend and indemnify Seller against any claims for damages for profits arising from infringements of patents, designs, trade secrets, copyrights, trade names, and/or trademarks with respect to goods manufactured,by Seller and modified by Purchaser,except to the extent that said claims are proven to have been caused by the negligence or fault, the breach or violation of a statute, ordinance, governmental regulation, standard, or rule, or the breach of the contract of the Seller. Seller assumes no liability for sales engineering or application information extended by its personnel. Purchaser agrees to hold Seller and its representatives harmless from and indemnify them against any and all claims, losses, damages, judgments, and costs, whether direct or indirect, or by reason of any reliance upon said representatives concerning sales,engineering or application information provided by Seller and/or it representatives,except to the extent that said claims, losses, damages,judgments, and costs are proven to have been caused by the negligence or fault,the breach or violation of a statute,ordinance,governmental regulation,standard,or rule,or the breach of the contract of the Seller. g.Seller shall maintain worker's compensation insurance covering its own employees. Unless otherwise specified,Purchaser shall maintain general liability, completed operations and builder's risk insurance, and shall meet financial responsibility requirements of federal and state storage tank regulations sufficient to protect against claims that may arise under this agreement. Unless otherwise specified, Seller shall not be required to obtain fidelity or surety bonds, and the cost of any such bonds may be added to the price. h. Seller, in furnishing services hereunder, is acting only as an independent contractor. Seller does not undertake by this agreement or otherwise to perform any obligations of Purchaser, whether regulatory or contractual, or assume any responsibility for Purchaser's business operations. i.SHOULD SELLER OR ANY OF ITS PROFESSIONAL EMPLOYEES BE FOUND TO HAVE BEEN NEGLIGENT IN THE PERFORMANCE OF ITS WORK, OR TO HAVE MADE AND BREACHED ANY EXPRESS OR IMPLIED WARRANTY, REPRESENTATION OR CONTRACT, PURCHASER,ALL PARTIES CLAIMING THROUGH PURCHASER AND ALL PARTIES CLAIMING TO HAVE IN ANYWAY RELIED UPON SELLER'S WORK AGREE THAT THE MAXIMUM AGGREGATE AMOUNT OF THE LIABILITY OF SELLER, ITS OFFICERS, EMPLOYEES AND AGENTS SHALL BE LIMITED TO THE TOTAL AMOUNT OF THE FEE PAID TO SELLER FOR ITS WORK PERFORMED WITH RESPECT TO THE PROJECT. j.NO ACTION OR CLAIM,WHETHER IN TORT,CONTRACT,OR OTHERWISE,MAY BE BROUGHTAGAINST SELLER,ARISING FROM OR RELATED TO SELLER'S WORK, MORE THAN TWO YEARS AFTER THE CESSATION OF SELLER'S WORK HEREUNDER. 9. RELATED WORK: CCIA-Fuel System Upgrades 2-ME-WKR2724-2 Ver 12.1 Page 9 of 15 Initials a. Labor, materials and outside services for electrical,concrete,asphalt,water, sewer and natural gas work are not included in this agreement unless specified. Anchors,foundations,footings and cathodic protection are not included in this agreement unless otherwise specified. If concrete slabs are placed and finished under this agreement,the Seller shall not be responsible for the slab if such slab is not protected from traffic by Purchaser for at least a minimum of seven (7)days. b. Seller has not included in this bid any removal or disposal of contaminated soils. If contaminated soils exist on the Site, Purchaser will be advised and a supplemental fee agreed upon for the removal and disposal of such contaminated soils will be charged. No soil or water sampling is included in this proposal, unless otherwise stated. c.Any electrical work expressly provided by Seller is regulated by the Texas Department of Licensing and Regulation, P. O. Box 12157,Austin,TX 78711, 1-800-803-9202,512-463-6599;website: www.license.state.tx.us/complaints. TECL#18579. 10.EXCAVATION: Installation is based on normal and stable soil conditions. In the event any underground structures,cables, electrical conduits, piping, storm sewers, debris, rock, environmental contamination, concrete foundations, water, running sand,caving walls,or similar non-visible obstructions are encountered,destroyed or damaged during the performance of the agreement,Seller shall not be held responsible and the Purchaser shall bear and agrees to pay any additional costs associated therewith. Additional cost or expense incurred by Seller resulting from conditions described above shall be borne by the Purchaser and shall include Seller's labor, material, equipment costs and overhead costs plus a reasonable markup as determined by Seller at its sole discretion. Log boring of the excavation site is not required of Seller under this agreement, except when a specific amendment is attached to the body of this agreement.This quotation is based on the walls of the excavation being vertical. If it is necessary for any reason to slope banks of the excavated area where the tanks are to be installed Purchaser agrees to pay an additional charge for excavation and extra backfill material. If any underground hazards listed above are encountered the Purchaser will be notified and will inspect the site and give the Seller written notice of his inspection results and will include the order to proceed. If it becomes necessary for Seller to abandon the site of excavation due to incurable excavation problems, contamination or notice not to proceed by the Purchaser,expenses to date covering the work completed,tear down and removal of materials and equipment,and restocking charge for material ordered will be borne and shall be paid by the Purchaser. All finish grades are to be established and verified by the Purchaser. 11.CANCELLATIONS AND RETURN OF GOODS: Purchaser may cancel an order only upon advance written approval of Seller and provided Purchaser pays freight charges and Seller's reasonable cancellation and restocking charges,which are based in part on manufacturer's charges. No merchandise may be returned without Seller's advance written consent,with shipping instructions furnished, and no merchandise will be accepted for credit without Seller's authorization. At the option of the Seller,the return of material prior to Purchaser receiving Seller's approval will result in the material remaining the property of Purchaser,and it will be stored at Purchaser's sole risk and expense. If such material is not picked up by Purchaser within ten (10)days from the date of the unauthorized return,Seller, may,at its sole option,declare Purchaser's interest and right to the material forfeited and retain all money Purchaser has paid as liquidated damages. This means, Purchaser shall have no further rights in the material and no money will be refunded or credit given. If Seller accepts the material in return for credit,a handling charge based in part on acceptance of the material for return by the manufacturer will be charged,and no credit shall be issued to Purchaser until credit from the manufacturer is received. CCIA-Fuel System Upgrades 2-ME-WKR2724-2 Ver 12.1 Page 10 of 15 Initials 12. GOVERNMENTAL COMPLIANCE: Environmental compliance is Purchaser's responsibility. Purchaser's failure to comply strictly with applicable federal, state or local requirements, rules and/ or regulations (including but not limited to those applicable to notice) shall completely void Seller's limited warranty as provided under Paragraph 8(b) of this Agreement. It is Purchaser's responsibility to report any inventory shortage or suspected release to federal,state and all other authorities having jurisdiction and to Seller within 24 hours of occurrence. Purchaser agrees to hold Seller harmless from and indemnify and defend Seller against any claims or liability relating to Purchaser's failure to comply strictly with all federal,state or local environmental requirements, rules and/or regulations, including those applicable to notice. If Purchaser fails to comply strictly with any federal, state or local environmental requirements, rules and/or regulations, including those applicable to notice, Purchaser hereby releases Seller its officers, directors, employees, agents, affiliates, subsidiaries, related entities, successors and assigns (collectively "Releases") from any and all liabilities, claims, obligations, suits, proceedings, causes of action, whether known or unknown, suspected or unsuspected, both at law and in equity, which Purchaser ever had, now has or may hereafter have against any of the Releases arising out of or relating to its failure to comply strictly with all federal, state or local environmental requirements, rules and/or regulations,including those applicable to notice. Unless otherwise specified herein, Purchaser or its agent shall furnish a state fire marshal's permit, if required,and all other permits, licenses, inspections fees or approvals, whether required by federal, state or local regulations. Purchaser shall register all new or replacement regulated storage tanks in accordance with applicable state and local regulations. Purchaser represents that no consent, approval, or authorization, declaration or filing with any third party or governmental agency is required in connection with the performance of the Purchaser's obligations hereunder or to permit Seller to perform its obligations hereunder,other than those approvals that have been previously obtained in writing by Purchaser. 13. MANUFACTURER INFORMATION: Seller may provide manufacturer's product information and installation instructions for informational purposes, but makes no representations regarding such information. Seller may also provide manufacturer's product operating manual when available. 14. HAZARDOUS MATERIALS: Nothing contained within this agreement shall be construed or interpreted as requiring Seller to assume the status of an owner,operator,generator,storey,transporter,treater or disposal facility as those terms appear within RCRA or within any Federal or State statute or regulation governing the generation,transportation,treatment,storage and disposal of pollutants. Purchaser assumes full responsibility for compliance with the provisions of the Resource Conservation and Recovery Act ("RCRA") and any other Federal or State statute or regulation governing the handling, treatment,storage and disposal of pollutants. 15.HARDWARE/SOFTWARE COMPATIBILITY: In connection with this agreement,the parties assume that any fueling system hardware and software supplied by Purchaser is inherently compatible and requires only routine startup and programming. If on startup, it is discovered that the hardware/software is not compatible or has innate deficiencies that require additional configuration or upgrading, Seller shall be held harmless from any resulting delays in completion of the work, and shall be entitled to full payment of the Agreement Price. In the event Purchaser discovers that the hardware/software is not compatible or has innate deficiencies that require additional configuration or upgrading,and more than thirty(30)days from the date of Seller's completion of such work have not elapsed, Purchaser shall immediately notify Seller, within seven (7) calendar days from the date of such discovery(ies). Notification must be made by telephone contact, immediately followed by written confirmation within twenty-four(24) hours. If additional configuration is needed and timely notification is given to Seller as provided under this agreement and if Seller conducts the additional configuration or upgrading, Purchaser shall immediately compensate Seller for the labor and material required to make the system functional. 16.ADMINISTRATIVE PROVISIONS: CCIA-Fuel System Upgrades 2-ME-WKR2724-2 Ver 12.1 Page 11 of 15 Initials a.Changes.This agreement may be amended at the request of either party from time to time by written Change Order signed by both parties,setting forth the particular changes to be made and the effect of such changes on the price and on the time of completion, subject to Seller's approval. A charge may be made for changes in drawings and/or specifications after Purchaser and Seller have previously agreed upon same. The total charge will include order reprocessing costs, additional material and labor costs.The total charge for these changes will be agreed to after receipt of written Purchaser authorization or direction for these changes. b. Record keeping. Purchaser is responsible to keep daily accurate inventory records on products stored in tanks, lines,and dispensing equipment. In the event of a shortage or leakage within seven (7) calendar days from date of installation, Purchaser shall immediately notify Seller. In no event shall Seller be responsible for shortages, clean-up or related costs incurred for said shortages or leakages prior to notification. Notification must be made by telephone contact, immediately followed by written confirmation within twenty-four(24) hours. c.Contingencies. Seller shall be excused from performance under this agreement and will have no liability for any period it is prevented from performing any of its obligations, in whole or in part, as a result of delays caused by Purchaser or a third party or by and act of God, war, civil disturbance, fire, flood, frost, manufacturers' production schedules, installation schedules and coordination of trades, delays in transportation, acts of government agencies, accidents, court order, labor dispute, third party performance or nonperformance, or other cause beyond Seller's reasonable control, including failures and fluctuations in electrical power, heat , light, or telecommunications, and such nonperformance shall not be a default hereunder, or grounds for termination of this agreement. In no event shall an event of force majeure excuse the Purchaser from making any payment due hereunder. d.Seller may take photographs(electronic and still)and video recording of all aspects of excavation and installation. 17. ENFORCEABILITY / SEVERABILITY, NON-WAIVER AND NON-ASSIGNABILITY: If any of the provisions hereof shall be deemed unenforceable by reason of law or court ruling,the remaining provisions shall be deemed enforceable. Any waiver of a breach of this agreement shall not be construed as a waiver of any other breach. Purchaser may not assign this agreement or any rights hereunder, in whole or part,without the prior written consent of Seller. 18. MANDATORY MEDIATION AND CHOICE OF LAW AND FORUM. ANY DISPUTE INVOLVING THE ENFORCEMENT OR INTERPRETATION OF THIS AGREEMENT IS SUBJECT TO MANDATORY, NON-BINDING MEDIATION UNDER THE CONSTRUCTION INDUSTRY MEDIATION RULES OF THE AMERICAN ARBITRATION ASSOCIATION,THE COST OF WHICH IS TO BE BORNE BY THE PARTIES EQUALLY, PRIOR TO EITHER PARTY PURSUING ARBITRATION AS REQUIRED UNDER THIS AGREEMENT. THE PLACE OF THE MEDIATION SHALL BE IN HIDALGO COUNTY,TEXAS. All other provisions hereof and of all resulting orders are to be governed and construed under the laws of the State of Texas, and the courts of said state shall have sole jurisdiction over any dispute concerning this agreement. 19.ARBITRATION.THE PARTIES FURTHER AGREE AS FOLLOWS:(a) UPON WRITTEN NOTICE BY SELLER OR PURCHASER TO THE OTHER,ANY AND ALL CONTROVERSIES BETWEEN THE PARTIES SHALL BE RESOLVED BY ARBITRATION IN ACCORDANCE WITH THE CONSTRUCTION INDUSTRY ARBIRTRATION ASSOCIATION RULES OF THE AMERICAN ARBITRATION ASSOCIATION IN EFFECT AT THE TIME OF FILING, UNLESS THE CONSTRUCTION INDUSTRY ARBITRATION RULES CONFLICT WITH THIS PROVISION,AND IN SUCH EVENT THE TERMS OF THIS PROVISION SHALL CONTROL.ANY ARBITRATION HEREUNDER SHALL BE BEFORE AT LEAST THREE ARBITRATORS ASSOCIATED WITH THE AMERICAN ARBITRATION ASSOCIATION AND SELECTED IN ACCORDANCE WITH THE CONSTRUCTION INDUSTRY ARBITRATION RULES OF THE AMERICAN ARBITRATION ASSOCIATION. THE AWARD OF THE ARBITRATORS, OR A MAJORITY OF THEM, SHALL BE FINAL, AND JUDGEMENT UPON THE AWARD RENDERED MAY BE ENTERED IN ANY COURT, STATE OR FEDERAL, HAVING JURISDICTION. ERRORS OF LAW SHALL BE AN ADDITIONAL GROUND FOR VACATUR OF AN AWARD RENDERED PURSUANTTO THIS PROVISION. CCIA-Fuel System Upgrades 2-ME-WKR2724-2 Ver 12.1 Page 12 of 15 Initials (b) ARBITRABLE DISPUTES INCLUDE ANY AND ALL CONTROVERSIES OR CLAIMS BETWEEN THE PARTIES OF WHATEVER TYPE OR MANNER, INCLUDING WITHOUT LIMITATION,ANY CLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT,ALL PAST, PRESENT AND/OR FUTURE AGREEMENTS INVOLVING THE PARTIES, ANY TRANSACTIONS BETWEEN OR INVOLVING THE PARTIES, AND/OR ANY ASPECT OF ANY PAST OR PRESENT RELATIONSHIP OF THE PARTIES, SPECIFICALLY INCLUDING ANY ALLEGED TORT COMMITTED BY ANY PARTY. (c) DEPOSITIONS MAY BE TAKEN AND OTHER DISCOVERY OBTAINED IN ANY ARBITRATION UNDER THIS PROVISION. WITHIN THIRTY(30)DAYS OF THE DATE A RESPONSIVE PLEADING IS FILED IN AN ARBITRATION PROCEEDING HEREUNDER,ALL PARTIES SHALL SERVE ON ALL OTHER PARTIES AN INITIAL DISCLOSURE AS WOULD BE REQUIRED BY RULE 26, FEDERAL RULES OF CIVIL PROCEDURE. (d) FOR THE PURPOSES OF THIS PROVISION, "THE PARTIES" MEANS SELLER AND PURCHASER, AND ALL PERSONS AND ENTITIES SIGNING THIS AGREEMENT OR ANY OTHER AGREEMENTS EXECUTED HERETOFORE OR CONTEMPORANEOUSLY WITH AND AS PART OF THE SAME TRANSACTION WITH THIS AGREEMENT. "THE PARTIES"SHALL ALSO INCLUDE INDIVIDUAL PARTNERS,OFFICERS, DIRECTORS, EMPLOYEES,AGENTS AND/OR REPRESENTATIVES OF ANY PARTY TO THOSE DOCUMENTS. (e) THE PARTIES SHALL HAVE THE RIGHT TO INVOKE SELF-HELP REMEDIES (SUCH AS SET-OFF, SEIZURE AND/OR FORECLOSURE) BEFORE, DURING OR AFTER ANY ARBITRATION AND/OR PERFORMANCE, RECEIVER, INJUNCTION OR RESTRAINING ORDER, AND SEQUESTRATION) BEFORE OR AFTER ANY ARBITRATION. THE PARTIES NEED NOT AWAIT THE OUTCOME OF THE ARBITRATION BEFORE USING SELF-HELP REMEDIES. USE OF SELF-HELP OR ANCILLARY AND/OR PROVISIONAL JUDICIAL REMEDIES SHALL NOT OPERATE AS A WAIVER OF EITHER PARTY'S RIGHT TO COMPEL ARBITRATION. (f) THE PARTIES AGREE THAT ANY ACTION REGARDING ANY CONTROVERSY BETWEEN THE PARTIES SHALL EITHER BE BROUGHT BY ARBITRATION, AS DESCRIBED HEREIN, OR BY JUDICIAL PROCEEDINGS, BUT SHALL NOT BE PURSUED SIMULTANEOUSLY IN DIFFERENT OR ALTERNATIVE FORUMS. A TIMELY WRITTEN NOTICE OF INTENT TO ARBITRATE PURSUANT TO THIS AGREEMENT STAYS AND/OR ABATES ANY AND ALL ACTION IN A TRIAL COURT, SAVE AND EXCEPT A HEARING ON A MOTION TO COMPEL ARBITRATION AND/OR THE ENTRY OF AN ORDER COMPELLING ARBITRATION AND STAYING AND/OR ABATING THE LITIGATION PENDING THE FILING OF THE FINAL AWARD OF THE ARBITRATORS. (g)ANY AGGRIEVED PARTY SHALL SERVE A WRITTEN NOTICE OF INTENT TO ARBITRATE TO ANY AND ALL OPPOSING PARTIES WITHIN 360 DAYS AFTER DISPUTE HAS ARISEN.A DISPUTE IS DEFINED TO HAVE ARISEN ONLY UPON RECEIPT OF SERVICE OF JUDICIAL PROCESS OR OF A COMPLAINT IN ARBITRATION. FAILURE TO SERVE A WRITTEN NOTICE OF INTENT TO ARBITRATE WITHIN THE TIME SPECIFIED ABOVE SHALL BE DEEMED A WAIVER OF THE AGGRIEVED PARTY'S RIGHT TO COMPEL ARBITRATION OF SUCH CLAIM.THE ISSUE OF WAIVER PURSUANT TO THIS AGREEMENT IS AN ARBITRABLE DISPUTE. (h) ACTIVE PARTICIPATION IN PENDING LITIGATION DURING THE 360 DAY NOTICE PERIOD, WHETHER AS PLAINTIFF OR DEFENDANT, IS NOT A WAIVER OF THE RIGHT TO COMPEL ARBITRATION. ALL DISCOVERY OBTAINED IN THE PENDING LITIGATION MAY BE USED IN ANY SUBSEQUENT ARBITRATION PROCEEDING. (i) THE PARTIES FURTHER AGREE THAT (i) NO ARBITRATION PROCEEDING SHALL BE CERTIFIED AS A CLASS ACTION OR PROCEED AS A CLASS ACTION, AND (ii) NO ARBITRATION PROCEEDING HEREUNDER SHALL BE CONSOLIDATED WITH, OR JOINED IN ANY WAY WITH,ANY OTHER ARBITRATION PROCEEDING. CCIA-Fuel System Upgrades 2-ME-WKR2724-2 Ver 12.1 Page 13 of 15 Initials (j)ANY ARBITRATOR SELECTED SHALL BE KNOWLEDGEABLE IN THE SUBJECT MATTER OF THE DISPUTE. EACH OF THE PARTIES SHALL PAY AN EQUAL SHARE OF THE ARBITRATION COSTS, FEES, EXPENSES,AND OF THE ARBITRATORS' FEES, COSTS, AND EXPENSES. (k) ALL STATUTES OF LIMITATIONS WHICH WOULD OTHERWISE BE APPLICABLE SHALL APPLY TO ANY ARBITRATION PROCEEDING HEREUNDER AND THE COMMENCEMENT OF ANY ARBITRATION PROCEEDING TOLLS SUCH LIMITATIONS. (1) IN ANY ARBITRATION PROCEEDING SUBJECT TO THIS PROVISION, THE ARBITRATORS, OR MAJORITY OF THEM, ARE SPECIFICALLY EMPOWERED TO DECIDE (BY DOCUMENTS ONLY, OR WITH A HEARING, AT THE ARBITRATORS' SOLE DISCRETION) PRE-HEARING MOTIONS WHICH ARE SUBSTANTIALLY SIMILAR TO PRE-HEARING MOTIONS TO DISMISS AND MOTIONS FOR SUMMARY ADJUDICATION. (m)THIS ARBITRATION PROVISION SHALL SURVIVE ANY TERMINATION,AMENDMENT, OR EXPIRATION OF THE AGREEMENT IN WHICH THIS PROVISION IS CONTAINED, UNLESS ALL OF THE PARTIES OTHERWISE EXPRESSLY AGREE IN WRITING. (n) THE ARBITRATORS, OR A MAJORITY OF THEM, SHALL AWARD ATTORNEY'S FEES AND ARBITRATION COSTS TO THE PREVAILING PARTY PURSUANT TO THE TERMS OF THIS AGREEMENT. (o)VENUE OF ANY ARBITRATION PROCEEDING HEREUNDER SHALL BE IN HIDALGO COUNTY,TEXAS. THE PARTIES MAY AGREE IN WRITING TO USE A DIFFERENT ARBITRATION GROUP BESIDES THE AMERICAN ARBITRATION ASSOCIATION. 20. ENTIRE AGREEMENT: This Agreement constitutes the entire understanding of the parties, and there are no representations, warranties or undertakings made other than as set forth herein; however, this agreement is subject to revision and may not be the final project cost. This agreement is further binding between the parties for all labor performed, materials supplied and/or work completed between the parties whether or not such work is included within the scope of the Work as defined herein this Agreement. Acceptance: The above prices, specifications and conditions included and detailed above have been read are hereby accepted,including the statement concerning this project is not a"lump sum"project.Purchaser is responsible for all sales, use and other governmental taxes and charges, which are not included in the price unless expressly stated. You are authorized to do the work as specified. Payment will be made as outlined above. Seller may revoke this offer before acceptance. IN WITNESS THEREOF, THE PARTIES HAVE CAUSED THIS AGREEMENT TO BE EXECUTED BY THEIR DULY AUTHORIZED REPRESENTATIVES. This agreement is subject to revision and may not be the final project cost. Additions or deletions as defined by the owner will reflect the final project cost. THIS OFFER MAY BE WITHDRAWN OR REVISED BY PETROLEUM SOLUTIONS, INC. IF NOT ACCEPTED WITHIN 7 DAYS OF THE DATE OF PETROLEUM SOLUTIONS, INC.'S SIGNATURE BELOW. PSI JF PETROLEUM GROUP, Inc. CCIA-Fuel System Upgrades 2-ME-WKR2724-2 Ver 12.1 Page 14 of 15 Initials PSI JF Petroleum Group, Inc. By: Margarito Escalante Title: Commercial Sales Date: 4/18/2025 ACCEPTED FOR: CCIA: By: Printed Name: Title: Date: CCIA-Fuel System Upgrades 2-ME-WKR2724-2 Ver 12.1 Page 15 of 15 Initials se GO � O� A H 'NCORPOP PE 1852 AGENDA MEMORANDUM Action Item for the City Council Meeting June 17, 2025 DATE: June 17, 2025 TO: Peter Zanoni, City Manager FROM: Juan Rivera, Interim, Director of Asset Management J uanr7(u-)-cctexas.com (361) 826-3173 Sergio Villasana, Director of Finance & Procurement sergiov2�cctexas.com (361) 826-3227 Supply Agreement for McNeilus Repair Parts and Equipment for Asset Management CAPTION: Resolution authorizing a one-year supply agreement, with two one-year option periods, with Siddons Martin Emergency Group, dba Siddons Martin Environmental Group, of Houston, Texas, for McNeilus replacement parts and equipment for repairs to City waste collection trucks for the Asset Management Department, in an amount up to $275,000.00, with a potential total amount of up to$825,000.00 if both one-year option periods are exercised, with FY 2025 funding in the amount of$114,583.33 from the Fleet Maintenance Service Fund. SUMMARY: This resolution authorizes a one-year supply agreement, with two one-year option periods, with Siddons Martin Environmental Group for McNeilus replacement parts and equipment for repairs to City waste collection trucks. BACKGROUND AND FINDINGS: Asset Management Department utilizes McNeilus original equipment manufactured parts for the repair and maintenance of associated equipment. The contracted supply of these parts will facilitate a continued high operational readiness of refuse trucks such as side-loaders and rear- loaders. Currently, these parts are procured by Direct Pay purchase request on an as-needed basis. By executing an agreement with Siddons Martin Environmental Group, it will allow for a more efficient procurement process and an increased savings in processing time. The City of Corpus Christi operates 50 refuse vehicles, with 31 utilizing McNeilus vehicle bodies and parts. Asset Management mechanics conduct maintenance and repairs on these units at the Fleet Service Center on six areas of the McNeilus vehicle bodies and parts (body, hydraulics, pneumatics, electrical, attached equipment, and safety). The maintenance and repair work on the 31 McNeiius refuse vehicles includes replacing lights and hoses as well as hydraulic packing cylinders and lift gates. All repair work utilizing the Siddons Martin Environmental Group parts is conducted by City mechanics at the City's Fleet Service Center or at field repair sites along collection routes. Parts ordered from Siddons Martin Environmental Group are delivered to the Fleet Service Center from either Houston or Dallas facilities. The parts are then stored in the Fleet Service Center Parts section until they are used for repair. PROCUREMENT DETAIL: This procurement is a contract for direct purchase Siddons Martin Environmental Group, of Houston, under the Local government Code, Section 252.022(a)(7)(D), as this purchase of items that are available from only one source because of patents and are captive replacement parts or components for equipment. Siddons Martin Environmental Group is the exclusive dealer for sales, parts, distribution and service of McNeilus parts across Texas, Tennessee, Utah, Nevada, Louisiana, Arkansas, Oklahoma, and New Mexico. The previous three-year agreement (March 2021 to March 2024) was with McNeilus Truck and Manufacturing Company, of Hutchins, Texas, for an amount up to $530,000.00 for McNeilus manufactured parts. However, by the end of 2023, Asset Management had already procured $439,589 of repair parts under the agreement. As a result, in January 2024 an amendment was executed which increased the up to amount of the agreement to $625,000 and extended the term of the agreement to June 2024. In total, Fleet acquired $621,048 in parts over the 39-month term. In June 2024, McNeilus closed direct-to-customer parts sales and established Siddons Martin Environmental Group as the exclusive dealer for sales, parts, distribution and service of McNeilus refuse products across several states including Texas. As a result, Asset Management began utilizing direct purchases with Siddons Martin Environmental Group to acquire repair parts. Asset Management also began the process of acquiring a new agreement with Siddons Martin Environmental Group; however, the process of acquiring the new agreement with Siddons Martin Environmental Group included legal halts and other purchasing considerations due to new sole source provisioning. Based off several factors including the previous agreement, accommodating the continued growth of the City's fleet, increasing market costs for repair parts, and Siddons Martin Environmental Group becoming the exclusive dealer for McNeilus parts, the proposed agreement has been set for an up to amount of $825,000. This is an increase of approximately 30% from the previous agreement's up to amount of$625,000. City staff did negotiate a 10% discount off all parts with Siddons Martin Environmental Group for the proposed agreement. ALTERNATIVES: The alternative is not to secure a long-term supply agreement for these parts. However, the Asset Management Department would have to purchase refuse equipment parts on an as needed basis through individual direct pay purchase orders, which would not be as productive and would be more time-consuming. Additionally, not having an agreement in place would require a request- for-quote process for every part or purchase order over $3,000, which would slow the procurement process. Furthermore, Asset Management would ultimately purchase these parts from Siddons Martin Environmental Group, as they are the sole authorized regional distributor for McNeilus parts. FISCAL IMPACT: The fiscal impact for Asset Management in FY 2025 is estimated at $114,583.33. The remaining amount will be budgeted in future years through the annual budget process. FUNDING DETAIL: Fund: 5110 Fleet Maint Svc Department: Asset Management Organization/Activity: 40180 Parts Room Operation Project # (CIP Only): N/A Account: 520210 Cost of Goods Sold Amount: $114,583.33 RECOMMENDATION: Staff recommends approval of the execution of a one-year supply agreement with Siddons Martin Environmental Group, LLC, of Houston, for McNeilus refuse replacement parts for City waste collection trucks for the Asset Management Department, as presented. LIST OF SUPPORTING DOCUMENTS: Resolution Price Sheet Supply Agreement Resolution authorizing a one-year supply agreement, with two one- year options, with Siddons Martin Emergency Group, LLC, dba Siddons Martin Environmental Group, of Houston, to purchase McNeilus replacement parts and equipment for waste collection trucks for use by the Asset Management Department's Fleet Division, in an amount up to $275,000.00, with a potential of $825,000.00 if options are exercised, with FY 2025 funding of $114,583.33 from the Fleet Maintenance Service Fund. WHEREAS, McNeilus replacement parts and equipment will be purchased for use by Asset Management's Fleet personnel to complete necessary repairs to City vehicles and equipment in order to best achieve operational efficiencies for the Solid Waste Services and Asset Management Departments; WHEREAS, State law requires that such procurements, as outlined above, are subject to statutory requirements, including competitive bids, unless an exception applies; WHEREAS, there are exceptions for this procurement in Local Government Code, Sections 252.022(a)(7)(A) and (a)(7)(D), as the procurement of these items are available from only one source due patents, copyrights, secret processes, or natural monopolies and as captive replacement parts or components for equipment, respectively; therefore, Be it resolved by the City Council of the City of Corpus Christi, Texas: Section 1. The City Council specifically finds that the foregoing statements included in the preamble of this resolution are true and correct and adopts such findings for all intents and purposes related to the authorization of this procurement. Section 2. The City Manager, or his designee, is authorized to execute all documents necessary to secure a supply agreement with Siddons Martin Emergency Group, LLC, dba Siddons Martin Environmental Group, to purchase McNeilus replacement parts and equipment for Asset Management in an amount not to exceed $275,000.00, with FY 2025 funding of $114,583.33 from the Fleet Maintenance Service Fund. PASSED and APPROVED on the day of , 2025. ATTEST: Paulette Guajardo, Mayor Rebecca Huerta, City Secretary Item number Item Type Unit Price 279163 ADJ,TENSION,ROLLER,WLDT $ 61.99 277884 ANGLE,HYD TUBE CLAMP $ 38.76 270057 ASSY,VALVE POWER SHUT OFF $ 112.17 266179 BEARING,INNER RACE $ 17.15 283544 BLOCK,PLW,EJR ASSY $ 125.76 265657 BREATHER,HYDAC $ 17.74 283104 BREATHER,SPIN ON,WITH FLG $ 19.73 270378 BRG,1.00 ID X 1.75 OD X 0.44 $ 207.13 270380 BRG,THRUST,1.25 X 2.00 X 0.06 $ 5.71 283449 BRG-1"" SMR SEALED $ 56.07 262709 BRKT,BMPR,HPR WALL,ZR,WLDT $ 47.01 279571 BRKT,IN CAB CAMERA,MACK LEU $ 21.71 280388 BRKT,PIVOT $ 30.63 274377 BRKT,PROX TARGET $ 55.69 274377 BRKT,PROX TARGET $ 55.69 283583 BRKT,STRAP,EXT POLE/ HANDLE $ 112.94 286720 BSH,DBL FGR,GBR ARM ROLLER $ 2.79 286720 BSH,DBL FGR,GBR ARM ROLLER $ 2.94 286682 BSH,GBR ARM ROLLER-1.50 $ 3.67 269682 BUMPER,RBR,FINGER,GRIP,NWY $ 20.38 288348 BUMPER,RUBBER ARM $ 87.98 293833 CABLE CAMERA EXT 4 PIN 65 FT FM $ 113.65 284946 CABLE,16',CAM ERA/MO N ITOR,SSP $ 33.22 284946 CABLE,16',CAM ERA/MO N ITOR,SSP $ 35.00 284946 CABLE,16',CAM ERA/MO N ITOR,SSP $ 38.32 284951 CABLE,32',CAMERA/MONITOR,SSP $ 52.16 293821 CAMERA COLOR 12 24V WO GRID FM $ 83.01 280443 CAMERA,COLOR,12-24V,WO/GRID,FM $ 106.29 280443 CAMERA,COLOR,12-24V,WO/GRID,FM $ 166.25 276945 CAMERA,COLOR,IR,3RD EYE $ 409.93 284708 CLAMP,HYD,6 HOLE (2 HALVES) $ 45.21 280393 CLEVIS,CYL ROD .31-24X.25 PIN $ 19.00 267263 COMPENSATOR KIT,PUMP LS W/ DMP $ 1,193.75 274169 COMPENSATOR KIT,REAR PMP,X20 $ 407.54 266573 CORD,MI2,STRAIGHT,2M,PUR $ 50.79 274478 CYL,1.5X8.25X1,GBR,ZR $ 322.57 276769 CYL,2.50X1.50X38.00,TG $ 536.63 285329 CYL,SPL,1.75X56.75X1.25,EXT R $ 1,729.00 288472 ELEMENT, FILTER,RTN,S MICRON $ 89.75 283457 ELEMENT,FILTER $ 64.19 267318 ELEMENT,FILTER,3MIC,HEIL $ 94.98 270140 ELEMENT,FILTER,HYDAC $ 97.37 278027 ELEMENT,RTN FLT,10 MIC,IN TANK $ 59.15 278320 FILTER ASSY,HYD IN TANK $ 552.90 271313 FINGER,ZR96 GBR,BRG,DBL,BLACK $ 853.10 271310 FINGER,ZR96 GBR,BRG,SGL,BLACK $ 570.32 271310 FINGER,ZR96 GBR,BRG,SGL,BLACK $ 614.00 285147 FTG,ST,GREASE .12NPT X 1.25 ST $ 2.35 263788 FTG,ST,STD GREASE, .12 NPT $ 0.49 270261 GAUGE,SIG HT,LEVEL W-TEMP,M12 $ 33.89 270979 GUARD,LIGHT,ARM,ZR $ 24.44 286072 HOSE ASSY#4 CR 10.5 A6F4F04W $ 42.28 286071 HOSE ASSY#4 CR 12.75 A6F4F04W $ 43.32 286073 HOSE ASSY#4 CR 7.75 A6F4F04W $ 28.81 278180 HOSE KIT,UPDATE,ZR $ 1,025.71 278180 HOSE KIT,UPDATE,ZR $ 1,144.28 262294 KIT,SEAL,IN LET-INTRFACE,PVG100 $ 50.62 276730 MODULE,BODY CONTROL $ 734.80 273322 MODULE,CAN PDM $ 597.99 293820 MONITOR 9 IN TOUCH SCREEN DVR SSV $ 1,211.99 263018 MOTOR,9.74 CI,1"" SAE 6B,BR,RR $ 924.82 269933 NUT,HEX,LKDT.31-18 GC ZC $ 0.06 284201 NUT,HEX,LKDT.62-11 GC ZC $ 0.39 269938 NUT,JAM .62-11 GA ZC $ 0.24 288058 PILLOW BLK,CYL MT,ZR GRBR,ASM $ 81.26 266844 PIN CYLINDER,ROD SIDE,IMTD $ 164.01 283626 PIN,GBR FGR CYL ROD $ 45.32 274806 PIN,GRABBER CYL,WLDT $ 21.38 274806 PIN,GRABBER CYL,WLDT $ 25.96 274806 PIN,GRABBER CYL,WLDT $ 67.28 286669 PINHEAD FRAME $ 52.84 270519 PIN,ROLLER,INNER BOOM $ 118.37 266805 PIN,ROLLER,INNER BOOM,ZR,G1A $ 376.24 279177 PIN,SIDE ROLLER,WLDT $ 86.46 272156 PIN,SIDE ROLLER,WLDT $ 136.00 270333 PIN,SLIDE ROLLER,WLDT $ 114.53 279187 PIN,SUPPORT ROLLER $ 42.87 279187 PIN,SUPPORT ROLLER $ 42.87 279234 PI N,SU PPORT,MAST $ 44.62 275230 PIN,ZR FNGR,PEL,GREASEABLE $ 192.30 270549 PLATE,BELT RTNR $ 8.74 266386 PLATE,HOOK EYE,ZR $ 31.61 286520 PLT,4 HOLE,RTNR,GRBR ASSY $ 83.10 286520 PLT,4 HOLE,RTNR,GRBR ASSY $ 101.91 287267 PLUG,INDICATOR,LPF $ 13.43 280772 PROX, 30MM, 3FT PUR, DEU $ 52.37 280796 PROX, 30MM, 6FT PUR, DEU $ 55.69 272760 ROLLER ASSY,CARRIAGE MT,ZR $ 135.77 270312 ROLLER,CAM,3"" ,W/SEALS $ 116.98 270312 ROLLER,CAM,3"" ,W/SEALS $ 129.98 279191 ROLLER,END $ 50.61 283690 ROLLER,GRABBER DOUBLE FINGER $ 12.22 283689 ROLLER,GRABBER SINGLE FINGER $ 12.81 279166 ROLLER,SIDE $ 79.60 279166 ROLLER,SIDE $ 122.39 273332 SCR,CAP,HEX .31-18X1.00 G8 ZY $ 0.18 273336 SCR,CAP,HEX .31-18X1.25 G8 ZY $ 0.21 288620 SCR,CAP,HEX .62-11X6.00 G8 ZY $ 2.84 283898 SCR,CAP,SOC.38-16X1.50 574 ZC $ 0.45 264512 SCR,FLG,HEX.31-18X.75 G5 ZY $ 0.21 264653 SCR,FLG,HEX.38-16X1.25 G8 ZY $ 0.81 284286 SCR,SET,SOC,CP.38-16X.50 BO $ 0.07 269898 SENSOR,TEMP,O-100C,.5-4.5VDC $ 212.59 270335 SPACER,ROLLER $ 5.52 266913 SPACER,SLIDE RLR,CNTR,ZR,G1A $ 34.62 270336 SPACER,SLIDE ROLLER,CENTER $ 19.26 270336 SPACER,SLIDE ROLLER,CENTER $ 19.26 270315 SPACER,SLIDE,CENTER $ 39.96 270368 STOP BRKT,LWR STRUCT,WLDT $ 46.76 270366 STOP BRKT,UPR STRUCT,ASSY $ 37.11 283688 STRAP-DBL FINGER,BTM,GRBR ARM $ 187.05 262638 SWITCH,PROX,30 M M,NWY $ 89.95 266565 SWITCH,PROX,CUBE,SN20MM $ 75.60 287451 TUBE,HYD 10 GBR MFD M1G TO MTR $ 35.18 287462 TUBE,HYD 10 GBR MFD M2G TO MTR $ 17.81 287462 TUBE,HYD 10 GBR MFD M2G TO MTR $ 25.44 270797 TURNBUCKLE 1 1/4"" ASSY $ 173.61 273377 VALVE,4SECT ZR ARM,PACKER,PVHC $ 4,162.12 266636 VALVE,OVERCENTRE,ICEBD90 $ 202.45 269985 WASH,FLT.31X.69X.06 ZY HDN $ 0.03 286043 WASH,FLT.62X1.31X.12 ZY HDN $ 0.18 286043 WASH,FLT.62X1.31X.12 ZY HDN $ 0.22 286164 WASH,FLT 1.00X2.50X.19 ZY HDN $ 1.23 279205 WASHER,ROLLER,END $ 3.95 281330 WIPER,RUBBER, EJR, FWR $ 33.80 274239 WLDT,CAP,ZR,THRU PIN,R $ 169.61 285682 ZR FNG BSH,PEL,1 IDX1.25 ODX3 $ 51.41 ,bus c.� CO 0 H SUPPLY AGREEMENT NO. 6172 v McNeilus Replacement Parts & Equipment for Fleet "oeroRae 1852 THIS McNeilus Replacement Parts & Equipment for Fleet Supply Agreement (''Agreement'') is entered into by and between the City of Corpus Christi, a Texas home- rule municipal corporation ("City") and Siddons Martin Emergency Group, LLC, dba Siddons Martin Environmental Group ("Contractor''), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Contractor has bid to provide McNeilus Replacement Parts & Equipment for Fleet in response to Request for Bid No. 6172 ("RFB"), which RFB includes the required scope of work and all specifications and which RFB and the Contractor's bid response are incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Contractor agree as follows: 1. Scope. Contractorwill provide McNeilus Replacement Parts & Equipment for Fleet in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. "Goods," "products", and "supplies", as used in this Agreement, refer to and have the same meaning. 2. Term. (A) The Term of this Agreement is one year beginning on the date provided in the Notice to Proceed from the Contract Administrator or the City's Procurement Division. The parties may mutually extend the term of this Agreement for up to two additional one-year periods ("Option Period(s)"), provided, the parties do so in writing prior to the expiration of the original term or the then-current Option Period. (B) At the end of the Term of this Agreement or the final Option Period, the Agreement may, at the request of the City prior to expiration of the Term or final Option Period, continue on a month-to-month basis for up to six months with compensation set based on the amount listed in Attachment B for the Term or the final Option Period. The Contractor may opt out of this continuing term by providing notice to the City at least 30 days prior to the expiration of the Term or final Option Period. During the month-to-month term, either Party may terminate the Agreement upon 30 days' written notice to the other Party. 3. Compensation and Payment. This Agreement is for an amount not to exceed $275,000.00, subject to approved extensions and changes. Payment will be made for goods delivered and accepted by the City within 30 days of acceptance, Supply Agreement-McNeilus Replacement Parts/Equipment Page 1 of 7 subject to receipt of an acceptable invoice. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. Any amount not expended during the initial term or any option period may, at the City's discretion, be allocated for use in the next Option Period. Invoices must be mailed to the following address with a copy provided to the Contract Administrator: City of Corpus Christi Attn: Accounts Payable P.O. Box 9277 Corpus Christi, Texas 78469-9277 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Benjamin Sanchez Aseet Management - Fleet Phone: 361-826-1959 Email: BenjaminSCcctexas.com 5. Insurance. Before performance can begin under this Agreement, the Contractor must deliver a certificate of insurance ("COI"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the COI must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment C, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. 6. Purchase Release Order. For multiple-release purchases of products to be provided by the Contractor over a period of time, the City will exercise its right to specify time, place and quantity of products to be delivered in the following manner: any City department or division may send to Contractor a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and products will remain with the Contractor until such time as the products are delivered and accepted by the City. 7. Inspection and Acceptance. City may inspect all products supplied before acceptance. Any products that are delivered but not accepted by the City must Supply Agreement-McNeilus Replacement Parts/Equipment Page 2 of 7 be corrected or replaced immediately at no charge to the City. If immediate correction or replacement at no charge cannot be made by the Contractor, a replacement product may be bought by the City on the open market and any costs incurred, including additional costs over the item's bid price, must be paid by the Contractor within 30 days of receipt of City's invoice. 8. Warranty. (A) The Contractor warrants that all products supplied under this Agreement are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Contractor warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Agreement shall be warranted by the Contractor or, if indicated in Attachment D by the manufacturer, for the period stated in Attachment D. Attachment D is attached to this Agreement and is incorporated by reference into this Agreement as if fully set out here in its entirety. 9. Quality/Quantity Adjustments. Any quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City's actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Agreement and including any Option Period. Substitutions and deviations from the City's product requirements or specifications are prohibited without the prior written approval of the Contract Administrator 10. Non-Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Contractor will perform the work required by this Agreement as an independent contractor and will furnish such products in its own manner and method, and under no circumstances or conditions will any agent, servant or employee of the Contractor be considered an employee of the City. 12. Subcontractors. In providing the Goods, Contractor will not enter into subcontracts or utilize the services of subcontractors. 13. Amendments. This Agreement may be amended or modified only in writing executed by authorized representatives of both parties. Supply Agreement-McNeilus Replacement Parts/Equipment Page 3 of 7 14. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other applicable taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed or hand-delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Corpus Christi Attn: Benjamin Sanchez, Asset Management - Fleet 5352 Ayers St., Bldg. 3B Corpus Christi, TX 78415 Phone: 361-826-1959 Fax: IF TO CONTRACTOR: Siddons Martin Emergency Group, LLC, dba Siddons Martin Environmental Group Attn: Legal Department 1362 E. Richey Rd, Houston, TX 77073 Phone: 469-766-9200 Fax: N/A 17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES') FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH Supply Agreement-McNeilus Replacement Parts/Equipment Page 4 of 7 COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. 18. Termination. (A) The City may terminate this Agreement for Contractor's failure to comply with any of the terms of this Agreement. The City must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period, the City may terminate this Agreement immediately thereafter. (B) Alternatively, the City may terminate this Agreement for convenience upon 30 days advance written notice to the Contractor. The City may also terminate this Agreement upon 24 hours written notice to the Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19. Owner's Manual and Preventative Maintenance. Contractor agrees to provide a copy of the owner's manual and/or preventative maintenance guidelines or instructions if available for any equipment purchased by the City pursuant to this Agreement. Contractor must provide such documentation upon delivery of such equipment and prior to receipt of the final payment by the City. 20. Limitation of Liability. The City's maximum liability under this Agreement is limited to the total amount of compensation listed in Section 3 of this Agreement. In no event shall the City be liable for incidental, consequential or special damages. 21. Assignment. No assignment of this Agreement by the Contractor, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 22. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. Supply Agreement-McNeilus Replacement Parts/Equipment Page 5 of 7 23. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Agreement (excluding attachments and exhibits); B. its attachments; C. the bid solicitation document including any addenda (Exhibit 1); then, D. the Contractor's bid response (Exhibit 2). 24. Certificate of Interested Parties. Contractor agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement if required by said statute. 25. Governing Law. Contractor agrees to comply with all federal, Texas, and City laws in the performance of this Agreement. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. 26. Public Information Act Requirements. This paragraph applies only to agreements that have a stated expenditure of at least $1 ,000,000 or that result in the expenditure of at least $1 ,000,000 by the City. The requirements of Subchapter J, Chapter 552, Government Code, may apply to this contract and the Contractor agrees that the contract can be terminated if the Contractor knowingly or intentionally fails to comply with a requirement of that subchapter. 27. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties. Supply Agreement-McNeilus Replacement Parts/Equipment Page 6 of 7 CONTRACTOR Signature: Printed Name: .lay GravenS Title: General Manager Date: March 20, 2025 CITY OF CORPUS CHRISTI Sergio Villasana 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 Attachment C: Insurance Requirements Attachment D: Warranty Requirements Incorporated by Reference Only: Exhibit 1 : RFB No. 6172 Exhibit 2: Contractor's Bid Response Supply Agreement-McNeilus Replacement Parts/Equipment Page 7 of 7 ow ATTACHMENT A: SCOPE OF WORK U aORA9RM1 ' I852 General Requirements/Background Information The City's Fleet Management Department uses and stocks replacement parts for McNeilus refuse equipment for in-house repairs. Scope of Work The Contractor shall provide McNeilus refuse replacement parts on an as needed basis. Replacement parts may include such as but are not limited to filters, hydraulics, and body parts. Contractor Quality Control and Superintendence All replacement parts for McNeilus refuse equipment will be fit for their intended purpose, properly packed and shipped to ensure safe delivery. Special Instructions Ordering and Delivery: 1 . The City Fleet Maintenance Staff will place an order as needed. 2. The Contractor shall deliver replacement parts between the hours of 8:00 am to 5:00 pm. 3. The Contractor shall deliver replacement parts to: Fleet Maintenance, City Service Center 5352 Ayers St., Building 3B Corpus Christi, Texas 78415 4. All contract prices are F.O.B. destination, inside delivery to the City of Corpus Christi Facility, and freight prepaid. 5. If any items are found to be defective, unusable, or not in working condition, the Contractor shall arrange for the return of the shipment, or the shipping charges will be reimbursed on the invoice. ATTACHMENT B-QUOTE/PRICING SCHEDULE CITY OF CORPUS CHRISTI QUOTE FORM 1. Refer to Contract Terms and Conditions before completing quote. 2. Quote your best price, including freight, for each item. 3. In submitting this quote, Contractor certifies that the prices in this quote have been arrived at independently, without consultation, communication, or agreement with any other contractor or competitor, for the purpose of restricting competition with regard to prices. FOB Destination, Freight Included, on the following: One-Year DESCRIPTION Estimated Spend QTY Unit Total for 1 Year (As Needed) McNeilus Refuse Parts $275,000.00 EA $ 275,000.00 Freight Shipping Charges Included $ 0.00 McNeilus Refuse Parts List: 1-Year Total www.refuse.streetsmartparts.com Not Exceed $ 275,000.00 COMPANY: Siddons Martin Emergency Group, LLC, dba Siddons Martin Environmental Group NAME OF PERSON AUTHORIZED TO SIGN: Jay Gravens ADDRESS: 3625A Eastex Fwy CITY /STATE/ZIP Houston, Texas 77026 PHONE: 210-442-6806 EMAIL: FAX: N/A DATE: SIGNATURE: TITLE: General Manager THE CITY RESERVES THE RIGHT TO REJECT OR CANCEL ANY OR ALL QUOTES. TO WAIVE ANY INFORMALITIES OR IRREGULARITIES IN THE QUOTES RECEIVED AND TO CANCEL OR POSTPONE THIS PROJECT UNTIL A LATER DATE. ATTACHMENT C: INSURANCE REQUIREMENTS There are no insurance requirements for this scope of work. Page 1 of 1 Attachment D: Warranty Requirements All parts will have the applicable warranty term provided by the manufacturer. SC w 4 C7 ONCORPORP10 AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting June 17, 2025 DATE: June 17, 2025 TO: Peter Zanoni, City Manager FROM: Philip Aldridge, Interim Director of Solid Waste Services PhilipA(a,cctexas.com (361) 826-4482 Sergio Villasana, Director, Finance & Procurement SergioV2(a)cctexas.com (361) 826-3227 Purchase of Roll-Off Containers for Solid Waste Services CAPTION: Motion authorizing the purchase of 16 replacement roll-off containers from Keystone Waste Solutions, LLC of Rhome, Texas, through the BuyBoard Purchasing Cooperative for$154,234.00 for Solid Waste Services, with FY 2025 funding from the General Fund. SUMMARY: This motion authorizes the purchase of 16 roll-off containers from Keystone Waste Solutions, LLC of Rhome, Texas to support Solid Waste Services. BACKGROUND AND FINDINGS: This purchase will replace 11 roll-off containers used by the wastewater treatment plants and 5 roll-off containers used at the JC Elliott Transfer Station and for City events to collect solid waste. In fiscal year 2015, Solid Waste Services assumed responsibility for the wastewater sludge hauling operations, which is reimbursed annually by the Wastewater Fund through budgeted interfund transfers. The City's wastewater treatment plants process wastewater sludge through a filter press and the resulting filter press cake is discharged into roll-off containers. These containers are then picked up by the Solid Waste department and transported for disposal at Cefe Valenzuela Landfill. The filter press operations are designed around the use of roll-off containers. The containers used by the wastewater treatment plants are constructed liquid-tight to prevent leakage and spillage during transportation. The new containers will be incorporated into wastewater treatment operations to replace worn and corroded containers that have been deemed unsuitable for repair. Roll-off containers are also utilized at JC Elliott Transfer Station for the purpose of waste drop-off by residents and commercial customers. An average of 600 customers dispose of waste at the Transfer Station each day. These containers are required based on the design of the current transfer station. In addition, the scrap metal that is deposited is placed into these containers and subsequently transported for recycling. Solid Waste maintains over 80 containers with an average life span of 5 - 10 years. The roll off containers have a short life duration typically because of three reasons: the wear and tear during daily operations, the type of chemicals used at the transfer station, and the humidity levels in the weather. Sludge and Transfer Station containers are heavily used, and repairs are made until it is no longer economically viable. Eventually, the containers are not road worthy and become a safety hazard under Department of Transportation's regulation. New containers are purchased every year based on inventory assessments. PROCUREMENT DETAIL: This procurement is through the BuyBoard Purchasing Cooperative. This one-time purchase from Keystone Waste Solutions, LLC of Rhome, Texas, has been competitively procured in compliance with the Texas Local and State procurement requirements. Keystone Waste Solutions, LLC, through the BuyBoard Purchasing Cooperative, offers a 5% savings. The price comparison for like containers with options from Wastequip through Sourcewell Cooperative was more than 1.15% and more than 7% for a non-cooperative purchase. See Price Comparison below. Roll Off Containers 16 Price Com arison Variance Variance Vendor/Cooperative Totals in Dollars in Percent Keystone Waste Solutions (BuyBoard) $ 154,234.00 Waste ui Sourcewell $ 156,001 .00 $ 1 ,767.00 1 .15% Wastequip (Non-Cooperative) $ 165,051.00 $ 10,817.00 7.01% ALTERNATIVES: One alternative is to not replace boxes that have reached the end of their useful life. The boxes will become a safety risk for users and the public. Removing them from operations, without replacement, will negatively impact production and Solid Waste's ability to safely service the public. Another alternative is to outsource operations to a third party at a much greater cost to the City. FISCAL IMPACT: This fiscal impact for FY 2025 is a total amount of $154,234.00 from the General Fund. FUNDING DETAIL: Fund: 1020 — General Fund Organization/Activity: 12504 — JC Elliott Transfer Station Mission Element: Project # (CIP Only): Department: 31 - Solid Waste Services Account: 550040 — Other Equipment Amount: $113,398.00 Fund: 1020 — General Fund Organization/Activity: 12513 — Sludge Hauling Mission Element: Project # (CIP Only): Department: 31 — Solid Waste Services Account: 550040 — Other Services Amount: $40,836.00 RECOMMENDATION: Staff recommends approval of this motion as presented. LIST OF SUPPORTING DOCUMENTS: Price Sheet COOP Comparison PRICE SHEET PURCHASE OF ROLL-OFF CONTAINERS FOR SOLID WASTE SERVICES BUYBOARD CONTRACT#694-23 SENIOR BUYER: TRACY GARZA KEYSTONE WASTE SOLUTIONS, LLC Rhome,Texas ITEM DESCRIPTION QTY UNIT UNIT PRICE PRICE TOTAL 1 40 Yard HD Rectangular Container 22' L x 82" H 2 EA $ 7,120.00 $ 14,240.00 Standard Cable Understructure 2 30 Yard HD Rectangular Container 22' L x 61" H 3 EA $ 6,240.00 $ 18,720.00 Standard Cable Understructure 25 Yard Round Bottom Container 22' L x 53"Wall 3 Standard Cable Understructure 4 EA $ 12,170.00 $ 48,680.00 15 Yard Round Bottom Container 22 L 4 Standard Cable Understructure 3 EA $ 10,586.00 $ 31,758.00 9 Yard Round Bottom Container x 12' L 5 Standard Cable Understructure 3 EA $ 7,962.00 $ 23,886.00 6 5 Yard Round Bottom Container-Open Top 80"x94"x53" 1 EA $ 6,750.00 $ 6,750.00 Standard Cable Understructure 7 Shipping Charges $ 10,200.00 GRAND TOTAL 1 $ 154,234.00 Roll Off Containers (16) Price Comparison Variance Variance Vendor/Cooperative Totals in Dollars in Percent Keystone Waste Solutions (BuyBoard) $ 154,234.00 Wastequip (Sourcewell) $ 156,001.00 $ (1 ,767.00) 1 .15% Wastequip (Non-Cooperative) $ 165,051.00 $ (10,817.00) 7.01 �US GO O� ►' AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting of June 10, 2025 DATE: June 10, 2025 TO: Peter Zanoni, City Manager FROM: Bill Mahaffey, Director of Gas Operations B i I IM(a)-cctexas.com (361) 826-1801 Sergio Villasana, Director of Contracts and Procurement Serg ioV2(d)-cctexas.com (361) 826-3169 Purchase of Galvanized Insulated Meter Gas Valves CAPTION: Motion authorizing a one-time purchase of one-inch galvanized insulated meter gas valves with A.Y McDonald Mfg. Co. of Dubuque, Iowa, for a total amount not to exceed $132,800.00 for Gas Operations with FY 2025 funding available from Gas CIP Funds. SUMMARY: The one-inch galvanized insulated meter gas valves are critical components of the CCGAS distribution network, playing a vital role in regulating gas flow and ensuring a secure shutoff mechanism. Engineered for 100% shutoff, the valves effectively prevent leaks and unintended gas flow, enhancing system reliability and safety. Additionally, they are designed to mitigate electrochemical degradation by separating cathodic protection, reducing corrosion, and prolonging the Iifespan of the City's underground gas pipelines. This purchase will contribute to the continued integrity, safety, and efficiency of the gas distribution system while supporting long-term infrastructure sustainability. BACKGROUND AND FINDINGS: CCGAS manages approximately 61,000 gas meters and continues to expand its gas service infrastructure with new connections throughout the year. Each of these connections requires the installation of one-inch insulated gas meter valves to regulate gas flow and prevent cathodic protection measures used by CCGAS for corrosion prevention from affecting the customer's side of the pipeline. These valves play a vital role in enhancing public safety, preserving the integrity of the gas distribution network and maintaining compliance with regulatory standards. By mitigating corrosion and extending the lifespan of pipeline infrastructure, they support the City's commitment to long-term sustainability while guaranteeing a reliable and secure gas service for residents and businesses. PROCUREMENT DETAIL: Finance & Procurement conducted a competitive Request for Bid process for the purchase of one-inch galvanized insulated meter gas valves. The City received four responses; one was deemed non-responsive due to the vendor submitting an altered bid form. Staff recommends awarding the lowest, responsive, responsible bidder, A.Y McDonald Mfg. Co., of Dubuque, Iowa. ALTERNATIVES: There are no viable alternatives for the one-inch galvanized insulated meter gas valves. These valves are an essential component of the City's gas distribution system, ensuring the safe regulation of gas flow and the separation of cathodic protection measures used by CCGAS for corrosion prevention. Without these valves, the integrity of the pipeline network could be compromised, increasing the risk of corrosion, leaks, and potential hazards to public safety. The use of insulated gas valves is a necessary industry standard, providing long-term reliability, regulatory compliance, and enhanced protection for City residents. Therefore, moving forward with this purchase is the only practical solution to maintain the safety and efficiency of the gas distribution system. FISCAL IMPACT: The fiscal impact for Gas CIP Funds in FY 2025 is not to exceed $132,800.00 with A.Y McDonald Mfg. Co. of Dubuque, Iowa, for the one-time purchase of one-inch insulated meter gas valves. FUNDING DETAIL: Fund: 4563 Gas 2025 CIP Organization/Activity: E12132014563EXP Department: 11 Project # (CIP Only): E12132 Gas Life Cycle Replacement Program Account: 520150 Meter & svc connection material RECOMMENDATION: Staff recommends approval of this motion as presented. LIST OF SUPPORTING DOCUMENTS: Bid Tabulation RFB 6396 - Purchase of Galvanized Insulated Gas Meter Gas Valves Senior Buyer:Tracy Garza Bid Open Date:April 29,2025 A.Y.McDonald Mfg.Co. Energy Economics,Inc. Groebner *Mueller Water Products, Inc. Dubuque,IA Dodge Center,MN Fort Worth,TX Decatur,IL ITEM DESCRIPTION UNIT QTY UNIT PRICE TOTAL PRICE UNIT PRICE I TOTAL PRICE UNIT PRICE TOTAL PRICE UNIT PRICE TOTAL PRICE 1"Galvanized Insulated Meter Gas Valve 1 with wing lock to accommodate EA. 4,000 $ 33.20 $ 132,800.00 $ 36.52 $ 146,080.00 $ 38.94 $ 155,760.00 $ $ statdard barrel locks,working pressure 175 GRAND TOTAL $ 132,800.00 $ 146,080.00 $ 155,760.00 $ "Mueller Water Products,Inc.deemed non-responsive due to altering the bid form se O� A H U NCggppqpt EO AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting of June 17, 2025 DATE: June 10, 2025 TO: Peter Zanoni, City Manager FROM: Jeffrey Edmonds P.E., Director of Engineering Services ieffreye(u-)-cctexas.com (361) 826-3851 Sergio Villasana Jr. CPA, CGFO, CIA, Director of Finance & Procurement sergiov2(a)cctexas.com (361) 826-3227 RFQ 6146 - Mass Selection of Design Consultants for various disciplines to support the Capital Improvements Program Master Service Agreements CAPTION: Motion awarding eleven (11) Master Service Agreements for professional engineering services to nine (9) firms in an amount not to exceed $5,700,000.00 per year with an aggregate three-year amount not to exceed $17,100,000.00 for Solid Waste, Stormwater, Wastewater, and Water, to support the Capital Improvement Program with projects located Citywide, with FY 2025 funding available from the Capital Program and operating budgets. SUMMARY: This item is for the approval of a mass selection of design consultants for professional engineering services supporting the Capital Improvements Program (CIP). These are on-call contracts that Engineering Services uses to help expedite delivery of capital projects. This item approves eleven separate Master Service Agreements (MSA's) for Solid Waste, Stormwater, Wastewater, and Water for different CIP projects. BACKGROUND AND FINDINGS: A Master Services Agreement (MSA) is a type of contract where work is accomplished through multiple Task Orders (TOs) under a blanket set of terms and conditions. Task orders are individually negotiated and can be lump sum or time and materials. The funding source is identified by the requesting department before Task Orders are issued. There is no encumbrance or funding commitment associated with the MSA contract itself and there is no guarantee to consultants about the amount of work they will receive. Some contracts may reach contract capacity, but most will have the term expire before reaching the contract ceiling amount. Engineering Services has estimated contract capacities based on past needs and trends in the Capital Improvement Plan. Having these MSA contracts on the shelf allows Engineering Services to be more responsive to immediate needs and to expedite project delivery. Multiple Task Orders are issued under each contract. The fees will be either Lump Sum or Time and Materials based on an approved hourly rate schedule. Using MSAs is an efficient method to expedite smaller engineering assignments. MSA Task Orders are typically used for assignments ranging in size from $10,000.00 to $100,000.00. Larger assignments are procured individually through the request for qualifications process. Engineering Services has an existing inventory of MSAs for these professional services. These contracts were procured at different points in the past and have different contract terms. Most of those contracts have expired, are about to expire, or have reached contract ceiling. Engineering will re-compete these contracts on a three-year cycle going forward. These contracts will replace the existing inventory of MSA contracts. In the past, the MSA contracts have been procured and brought to City Council individually or in small groups. This is unproductive due to the amount of staff time required for separate procurements and individual agenda items. The legacy process also placed an unnecessary burden on City Council to review numerous similar items at multiple council meetings. Bundling the contracts will also establish similar contract expiration dates that will make them easier to manage. Engineering will re-compete these contracts on a three-year cycle. The Request for Qualifications 6146 listed eleven MSA categories with between one and two contracts being awarded in each category for a total of eleven MSA contracts. The list was intended to cover all foreseeable small engineering needs for the next three years. The following is a list of contract categories, number of contracts, size of contracts, and work descriptions: • Professional Services Solid Waste On-Call Support(One contract at$350K per year) — assist with as need arises for technical issues, annual reporting, necessary investigations, research, and analysis as needed. • Solid Waste Air Compliance and Gas System Monitoring (One contract at$250K per year) — assist the Solid Waste Department with a wide range of issues including, but not limited to providing air compliance services, testing, data gathering, calculation Title V reporting, permit/registration renewals and modifications, update Landfill gas management plan and any services required by the Solid Waste Department. • Solid Waste Landfill Groundwater Monitoring (One contract at $200K per year) — assist the Solid Waste Department with a wide range of issues including but not limited to detection monitoring requirements, sampling protocols, laboratory and analysis requirements, data evaluation as outlined in the Groundwater Sampling and Analysis Plan (GWSAP). • Storm Water Infrastructure IDIQ (One contract at $1M per year) — evaluation prioritization, and assessment of existing conditions for storm water pipe, bridges, ditches, channels, and develop construction documents to replace storm water infrastructure. • Citywide Collection Capacity Remediation (Two contracts at $700K per year) — identify, plan, and conduct preliminary design solutions to alleviate and correct capacity constraints utilizing the wastewater wet weather sanitary sewer overflow (SSO) characterization approach and the calibrated hydraulic model to implement measures to reduce SSOs. • Professional Services Citywide Lift Station Repairs (One contract at$500K per year) —identify, prioritize, and implement improvements that would extend lift station service life, reduce long-term maintenance costs, improve flow, and meet Texas Commission on Environmental Quality (TCEQ) guidelines including reducing sanitary sewer overflows. • Professional Services Wastewater Treatment On-Call Support (One contract at $500K per year)—specialized expertise for technical issues related to wastewater system such as site investigations, analysis with recommendations for developing project scopes, cost estimating, design and construction peer review, cost and schedule controls, design management, and support services as required by the operating department. • Professional Services Water Hydraulic Modeling (One contract at $500K per year)— provide hydraulic modeling to analyze and update the City's hydraulic model with current and future improvements. • Citywide Water Line Repair/Replace-Large Diameter (One contract at $500K per year) —development of construction documents to replace water lines. • Professional Services Water Treatment On-Call Support (One contract at $500K per year) — specialized expertise for technical issues related to water system such as site investigations, analysis with recommendations for developing project scopes, cost estimating, design and constructability peer review, cost and schedule controls, design management, and other support services as required by the operating department. A total of twenty-seven responses were received to the MSA Request for Qualifications 6146. Most firms indicated multiple areas of interest. Staff is recommending a total of eleven contracts to nine separate firms. COMPETITIVE SOLICITATION PROCESS: On September 30, 2024, the Contracts and Procurement Department issued a Request for Qualifications for Engineering Services with RFQ Number 6146 for Professional Engineering Services for FY2025. The selection committee consisted of professional staff from the Engineering Services Department and staff from operating department. Firms were ranked based on eight factors: 1) experience on projects of similar scope and complexity; 2) demonstrated capability & capacity on comparable projects; 3) past performance; 4) team members with experience and qualifications; 5) team members experience with work of similar scope and complexity; 6) availability of resources to accomplish the work; 7) demonstrate understanding of scope of services; 8) demonstrate understanding and experience with similar service with a public agency. Multiple contracts are being awarded to some firms. Interviews were not deemed necessary because the City has recent project experience with all of firms being recommended. The selection committee recommended awards to the following firms: • Ardurra Group, Corpus Christi, Texas • CP&Y, Inc. dba STV Infrastructure, Corpus Christi, Texas • Hanson Professional Services, Corpus Christi, Texas • Hazen and Sawyer, Corpus Christi, Texas • LJA Engineering, Inc., Corpus Christi, Texas • Lockwood, Andrews & Newnam, Inc., Corpus Christi, Texas • Pipeline Analysis, Garland, Texas • SCS Engineers, Bedford, Texas • Terracon Consultants, Inc. (Terracon), Corpus Christi, Texas Seven of the nine selected firms are located in Corpus Christi. The firms not based in Corpus Christi have local work experience. The consultants were selected for projects based on the evaluation criteria including the City's prior experience with the firm. The attached table summarizes the staff award recommendation. ALTERNATIVES: The alternative is to modify or reject the award recommendation. Not awarding these contracts will delay some capital projects and make it more difficult to respond to immediate needs for professional engineering services. FISCAL IMPACT: The proposed MSAs are each for a term of three years. The fiscal impact for FY2025 is an amount not-to-exceed $17,100,000.00 with funding available from the Capital Program and operating budgets. Specific funding details will be determined at the Task Order level based on work requested. FUNDING DETAIL: Funding will be allocated from appropriate fund sources as the various projects are identified. RECOMMENDATION: Staff recommends approval of the MSA contracts for a three-year aggregate not-to-exceed amount of$17,100,000.00 with the selected engineering consultants. LIST OF SUPPORTING DOCUMENTS: List of Recommended Consultants & Projects Evaluation Matrices AE Contract Template RFQ No. 6146 D1 Professional Services Solid Waste On-Call Support Proposal Evaluation Score Hanson Professional Parkhill,Smith& Civil&Environmental Services Cooper Inc. Consultants,Inc. Corpus Christi Frisco Corpus Christi Minimum Qualifications Pass/Fail Pass Pass Pass Licensing/Certification No Material Lawsuits Past 5 Years No Material Regulatory Issues Past 5 Years ®/ References Provided for Firm V 41 Minimum Qualifications Pass/Fail Pass Pass Pass Technical Proposal Experience on projects of similar scope and complexity 11.0 11.0 11.0 9.2 Demonstrated capability&capacity on comparable projects 11.0 11.0 7.3 9.2 Past Performance 11.0 9.2 10.1 8.3 Team members with experience and qualifications 11.0 11.0 10.1 9.2 Team members experience with work of similar scope and complexity 11.0 10.1 10.1 8.3 Availability of resources to accomplish the work 11.0 10.1 10.1 10.1 Demonstrated understanding of the scope of services 17.0 17.0 17.0 14.2 Demonstrated understanding and experience with a public agency 17.0 17.0 17.0 15.6 Subtotal Technical Proposal 100.0 96.3 92.7 83.8 Total Score 100.0 96.3 92.7 83.8 RFQ No. 6146 D2 Solid Waste Air Compliance and Gas System Monitoring Proposal Evaluation Score SCS Engineers Parkhill,Smith& Civil&Environmental Cooper Inc. Consultants,Inc. Bedford Frisco Corpus Christi Minimum Qualifications Pass/Fail Pass Pass Pass Licensing/Certification No Material Lawsuits Past 5 Years No Material Regulatory Issues Past 5 Years ®/ References Provided for Firm V Minimum Qualifications Pass/Fail Pass Pass Pass Technical Proposal Experience on projects of similar scope and complexity 11.0 11.0 10.1 7.3 Demonstrated capability&capacity on comparable projects 11.0 11.0 11.0 7.3 Past Performance 11.0 10.1 10.1 6.4 Team members with experience and qualifications 11.0 11.0 9.2 8.3 Team members experience with work of similar scope and complexity 11.0 11.0 9.2 9.2 Availability of resources to accomplish the work 11.0 10.1 10.1 9.2 Demonstrated understanding of the scope of services 17.0 17.0 17.0 12.8 Demonstrated understanding and experience with a public agency 17.0 17.0 17.0 12.8 Subtotal Technical Proposal 100.0 98.2 93.6 73.2 Total Score 100.0 H 98.2 93.6 73.2 RFQ No. 6146 D3 Solid Waste Landfill Groundwater Monitoring Proposal Evaluation Score Terracon Consultants, Hanson Professional Civil&Environmental Inc. Services Consultants,Inc. Corpus Christi Corpus Christi Corpus Christi Minimum Qualifications Pass/Fail Pass Pass Pass Licensing/Certification No Material Lawsuits Past 5 Years No Material Regulatory Issues Past 5 Years References Provided for Firm Minimum Qualifications Pass/Fail Pass Pass Pass Technical Proposal Experience on projects of similar scope and complexity 11.0 9.2 9.2 7.3 Demonstrated capability&capacity on comparable projects 11.0 9.2 8.3 7.3 Past Performance 11.0 8.3 8.3 8.3 Team members with experience and qualifications 11.0 9.2 9.2 9.2 Team members experience with work of similar scope and complexity 11.0 9.2 9.2 9.2 Availability of resources to accomplish the work 11.0 9.2 9.2 8.3 Demonstrated understanding of the scope of services 17.0 15.6 15.6 12.8 Demonstrated understanding and experience with a public agency 17.0 15.6 15.6 14.2 Subtotal Technical Proposal 100.0 85.2 84.3 76.4 Total Score 100.0 85.2 84.3 76.4 RFQ No.6146 F2 Storm Water Infrastructure IDIQ Freese and Nichols, Pape-Dawson Proposal Evaluation Score L1A Engineering,Inc. Inc. Consulting Engineers, Halff Associates,Inc. Ardurra Group LLC Corpus Christi Corpus Christi Corpus Christi Corpus Christi Corpus Christi Minimum Qualifications Pass/Fail Pass Pass Pass Pass Pass Licensing/Certification No Material Lawsuits Past 5 Years No Material Regulatory Issues Past 5 Years References Provided for Firm Minimum Qualifications Pass/Fail Pass Pass Pass Pass Pass Technical Proposal Experience on projects of similar scope and complexity 11.0 9.6 8.9 6.9 6.9 5.5 Demonstrated capability&capacity on comparable projects 11.0 10.3 8.3 6.9 6.9 5.5 Past Performance 11.0 9.6 8.9 5.5 6.2 5.5 Team members with experience and qualifications 11.0 8.9 8.3 6.9 6.9 6.9 Team members experience with work of similar scope and complexity 11.0 9.6 8.3 7.6 6.9 6.2 Availability of resources to accomplish the work 11.0 8.9 11 8.3 7.6 5.5 6.2 Demonstrated understanding of the scope of services 17.0 15.9 12.8 11.7 10.6 10.6 Demonstrated understanding and experience with a public agency 17.0 17.0 14.9 12.8 12.8 11.7 Subtotal Technical Proposal 100.0 90.0 78.5 65.7 62.6 58.1 Total Score 100.0 90.0 78.5 65.7 62.6 58.1 Continued on next page RFQ No.6146 F2 Storm Water Infrastructure IDIQ J.Schwarz& International Civil&Environmental Proposal Evaluation Score Associates CDs Muery Consulting Engineers Consultants,Inc. Mendez Engineering York Engineering Campos EPC Corpus Christi San Antonio Corpus Christi Corpus Christi San Antonio Corpus Christi Houston Minimum Quarrfications Pass/Fall Pass Pass Pass Pass Pass Pass Pass Licensing/Certification J J c® g9 No Material Lawsuits Past 5 Years No Material Regulatory Issues Part 5 Years J J J J J J J References Provided for Firm Minimum Qualifications Pass/Fall I Pass Pas Pau Pao Pau Pass Pass Technical Proposal Experience on proj-of simil,r,c,p,and complexity 11.0 4.1 6.2 4.8 4.8 4.8 2.8 1.4 Demonrtated c,p,bility&capacity on comparable projects 11.0 4.8 6.2 5.5 5.5 4.8 3.4 2.1 Past Performance 11.0 6.2 5.5 4.8 6.2 4.8 3.4 1.4 Team members with experience a nd qualifications 11.0 4.8 5.5 5.5 4.8 4.8 2.8 0.7 Team members experience with work of similar scope and-plexity 11.0 6.9 5.5 5.5 5.5 4.8 2.9 0.7 Availability of resources to accomplish the work 11.0 5.5 4.1 4.8 4.8 4.1 2.1 1.4 Demonrtated understanding of the scope of services 17.0 10.6 7.4 6.4 7A 7A 5.3 2.1 Demonrtated undersanding and experience with,public agency 1].0 10.6 10.6 9.6 ]4 8.5 6A 2.1 Subtotal TechnicalPmposal 100.0 53.646.9 46.5 44.1 28.9 11.8 Total Score 100.0 53.6 46.9 46.5 44.1 28.9 RFQ No.6146 G1 Citywide Collection Capacity Remediation,G2 Professional Services Citywide Lift Station Repairs,G3 Professional Services Watewater Treatment On-Call Support Proposal Evaluation Score UA En Inc. Pipeline Analysis,LLC Hazen and Sawyer Ardurra Group Plummer Associates, Garver Urban Engineering posa Engineering, pe y wyer P Inc. DCCM Corpus Christi Garland San Antonio Corpus Christi Corpus Christi Corpus Christi Corpus Christi Minimum Qualifications, Pass/Fall Pass Pass Pass Pass Pass Pass Pass Licensing/Certification J J No Material Lawsuits Past S Years No Material Regulatory Issues Part 5 Years J J J J J J References Provided for Firm J J J J J J Minimum Qualifications Pass/Fall Pass Pa. Pau Pass Pau Pau Pass Technical Proposal Experience on proj,as of similarscope and complexity 11.0 7.7 8.3 9.8 8.8 8.3 6.6 8.3 Demonstrated capability&capacity on comparable projects 11.0 8.3 8.3 7.7 7.7 8.3 6.6 5.5 Past Performance 11.0 9.4 8.3 6.6 6.1 5.5 6.6 5.5 Team members with experience and qualifications 11.0 7.7 8.3 8.8 8.3 8.3 6.6 9.3 Team members experience with work of similar scope and-plexity 11.0 7.7 8.3 9.3 7.2 5.5 7.2 5.5 Availability of resources to accomplish the work 11.0 8.8 8.3 7.7 6.6 5.5 7.2 5.5 Demonstmted understanding of the scope of services 17.0 12.8 12.9 12.9 11.9 12.8 11.9 12.8 Demonstrated understanding and a,peri,ncewitha public agency 1].0 162 12.8 11.9 12.8 128 128 12.8 Subtotal TechnicalPmpasel 300.0 ]8.4 ]S.0 ]2.6 69.2 6G8 65.4 fi4.0 Total Score 100.0 78.4 72.5 69.2 66.8 65.4 64.0 Continued on next page RFQ No.6146 G1 Citywide Collection Capacity Remediation,G2 Professional Services Citywide Lift Station Repairs,G3 Professional Services Watewater Treatment On-Call Support Pape-Dawson CP&Y,Inc.dba STV Freese and Nichols, Hanson Professional Unintech Consulting Proposal Evaluation Score Infrastructure(SrV) Inc. Halff Associates,Inc. COS Muery Consulting Engineers,C Services Engineers,Inc. San Antonio Corpus Christi Corpus Christi San Antonio Corpus Christi Corpus Christi San Antonio Minimum Quel'rficetions Pau/fail Pass Pass Pass Pass Pass Pass Pass Licensing/Certification of No Material lawsuits Pasts Years J d/ J J J J No Material Regulatory Issues Part 5 Years J J J J J Referenws Provided for Firm J M' J J J J Minimum Qualifications Pass/Fail I Pau Pass Pass Pau Pau Pass Pass Technical Proposal Experience on proj-of simil,rsrop,and complexity 11.0 8.3 7.2 7.2 5.5 8.3 5.5 5.5 DemonA,ted capability&capacity on comparable projects 11.0 6.1 6.6 6.6 6.1 5.5 5.0 5.5 Past Performance 11.0 6.6 7.2 6.1 6.1 5.5 4.4 5.5 Team members with experience and qualifications 11.0 6.6 7.7 7.2 6.6 5.5 6.1 5.5 Team members experience with work of similar scope and romplexity 11.0 7.2 6.6 6.6 5.0 5.5 6.6 5.5 Availability of resources toaccomplish the work 11.0 6.1 6.6 7.2 6.6 5.5 5.0 5.5 DemonA,ted understanding of thescope of-ices 17.0 10.2 9.4 10.2 6.8 8.5 8.5 9.5 Demonrtatodunderrtandingandexperiencewithapublicagency 1].0 12.8 11.1 10.2 101 8.5 102 8.5 Subtotal TecchnlcalPmposal 100.0 63.] 62.2 6L3 52.8 52.8 51.2 50.0 Total Score 100.0 63.7 1 1 52.8 52.8 51.2 Continued on next page RFQ No.6146 G1 Citywide Collection Capacity Remediation,G2 Professional Services Citywide Lift Station Repairs,G3 Professional Services Watewater Treatment On-Call Support Proposal Evaluation Score J.Schwarz& Lockwood,Andrews& International Civil&Environmental posa Associates Newnam,Inc. Consulting Engineers Consultants,Inc. Corpus Christi Corpus Christi Corpus Christi Corpus Christi Minimum Qualifications Pass/Fall Pass Pass Pass Pass Licensing/Certification J Vg9 No Material Lawsuits Past S Years v/ J e ./ No Material Regulatory Issues Part 5 Years J JV J References Provided for Firm J J J Minimum Qualifications Pass/Fall I Pao Pas Pass Pao Technical Proposal Experience on projectsofsimilar-peand complexity 11.0 4.4 5.5 3.9 3.9 Demonstmted capability&capacity on comparable prefects 11.0 5.5 5.5 3.9 3.3 Past Performance 11.0 6.6 2.8 5.0 4A Team members with experience and qualifications 11.0 5.5 5.5 5.0 3.3 Team members experience with work of similar scope and complexity 11.0 4.4 5.5 3.9 3.3 Availability of resources to accomplish the work 11.0 3.9 5.5 5.5 3.3 Demonstmted understanding of thescope ofservices 17.0 8.5 8.5 7.7 5.1 Demonstrated understanding and experiencewitha public agency 17.0 9.4 8.5 9.4 6.0 Subtotal TechnicalPmposal 100.0 48.1 473 44.0 32.5 MEMEMIL- Total Score 100.0 4g.1 I 32.5 RFQ No.6146 H1 Professional Services Water Hydraulic Modeling CP&Y,Inc.dba STV Lockwood,Andrews& Freese and Nichols, Proposal Evaluation Score Ardurra Group HDR Engineering,Inc. Infrastructure(SN) Newnam,Inc. Inc. San Antonio Corpus Christi Corpus Christi Corpus Christi Corpus Christi Minimum Qualifications Pass/Fail Pass Pass Pass Pass Pass Licensing/Certification No Material Lawsuits Past 5 Years VQ No Material Regulatory Issues Past 5 Years References Provided for Firm V `✓ Minimum Qualifications Pass/Fail Pass Pass Pass Pass Pass Technical Proposal Experience on projects of similar scope and complexity 11.0 9.9 8.8 8.3 8.3 8.8 Demonstrated capability&capacity on comparable projects 11.0 9.9 7.7 8.3 7.7 7.2 Past Performance 11.0 8.8 7.2 6.1 8.8 7.2 Team members with experience and qualifications 11.0 9.9 8.8 9.4 8.8 7.7 Team members experience with work of similar scope and complexity 11.0 9.4 8.8 8.8 7.7 7.7 Availability of resources to accomplish the work 11.0 9.9 11 8.3 8.3 8.8 7.7 Demonstrated understanding of the scope of services 17.0 15.3 13.6 13.6 11.9 14.1 Demonstrated understanding and experience with a public agency 17.0 15.3 14.5 14.5 13.6 13.6 Subtotal Technical Proposal 100.0 88.4 77.6 77.0 75.6 74.3 111110 Total Score 100.0 88.4 77.6 77.0 75.6 74.3 Continued on next page RFQ No.6146 H1 Professional Services Water Hydraulic Modeling Plummer Associates, 1.Schwatz Civil International Proposal Evaluation Smre Halff Associates,Inc. Inc ConPape-Dawson suiting Cngineers, CDS Muery Associatess Consultants,Inc. ConsultingEngineers Corpus Christi Corpus Christi Corpus Christi San Antonio Corpus Christi Corpus Christi Corpus Christi Minimum Quarrfications Pass/Fall Pass Pass Pass Pass Pass Pass Pass Licensing/Certification J J J J No Material Lawsuits Past 5 Years No Material Regulatory Issues Part 5 Years J J J J J J References Provided for Firm J J J J J J Minimum Qualifications Pass/Fall Pau I Pas Pau Pao Pau Pass Pass Technical Proposal Experience on proj-of simil,r,c,p,and complexity 11.0 6.6 7.2 5.5 6.6 6.6 5.5 6.1 Demonrtated capability&capacity on comparable projects 11.0 6.1 7.2 6.6 6.6 5.5 6.1 5.5 Past Performance 11.0 5.5 6.6 5.5 5.0 6.1 4.4 4.4 Team members with experience a nd qualifications 11.0 7.7 7.7 6.6 6.6 7.2 7.2 5.5 Team members experience with work of similar scope and complexity 11.0 7.7 6.6 6.6 6.6 6.6 6.1 5.5 Availability of resources to accomplish the work 11.0 7.7 6.6 7.7 6.6 6.1 6.1 6.1 Demonrtated understanding of the scope of services 17.0 11.9 11.1 11.1 11.1 9A 9.4 9.4 Demonrtated undersanding and e,p,ri,ncewith a public agency 17.0 12.8 11.9 12.8 10.2 9.4 9.4 9.4 Subtotal Technical Pmposal 300.0 65.9 "A 52.3 59.2 56.7 53.9 51.7 MEMEMllff Total Score 100.0 65.9 59.2 56.7 53.9 51.7 RFQ No.6146 H2 Citywide Water Line Repair/Replace Large Diameter Lockwood,Andrews& Freese and Nichols, Plummer Associates, Proposal Evaluation Score HDR Engineering,Inc. Ardurra Group Newnam,Inc. Inc. Inc. Corpus Christi Corpus Christi Corpus Christi Corpus Christi Corpus Christi Minimum Qualifications Pass/Fail Pass Pass Pass Pass Pass Licensing/Certification ✓�/ �✓J �/ V No Material Lawsuits Past 5 Years VP No Material Regulatory Issues Past 5 Years References Provided for Firm V V Minimum Qualifications Pass/Fail Pass Pass Pass Pass Pass Technical Proposal Experience on projects of similar scope and complexity 11.0 9.9 9.4 8.8 8.3 8.3 Demonstrated capability&capacity on comparable projects 11.0 9.4 9.4 7.7 8.3 7.7 Past Performance 11.0 7.7 9.9 7.7 8.3 7.2 Team members with experience and qualifications 11.0 9.9 9.9 8.3 8.3 8.3 Team members experience with work of similar scope and complexity 11.0 9.4 9.4 1 7.7 1 8.3 1 7.2 Availability of resources to accomplish the work 11.0 9.9 7.7 7.7 8.3 8.8 Demonstrated understanding of the scope of services 17.0 16.2 13.6 13.6 12.8 12.8 Demonstrated understanding and experience with a public agency 17.0 15.3 13.6 13.6 12.8 14.5 Subtotal Technical Proposal 100.0 87.6 82.8 75.1 75.0 74.5 Total Score 100.0 87.6 82.8 75.1 75.0 74.5 Continued on next page RFQ No.6146 H2 Citywide Water Line Repair/Replace Large Diameter CP&Y,Inc.dba STV Pape-Dawson Urban Engineering I Hanson Professional Proposal Evaluation Score Infrastructure(STV) Halff Associates,Inc. Consulting Engineers, DCCM Services LLC San Antonio Corpus Christi Corpus Christi Corpus Christi Corpus Christi Minimum Qualifications Pass/Fail Pass Pass Pass Pass Pass Licensing/Certification No Material Lawsuits Past 5 Years Vp S/ No Material Regulatory Issues Past 5 Years V References Provided for Firm V Minimum Qualifications Pass/Fail Pass Pass Pass Pass Pass Technical Proposal Experience on projects of similar scope and complexity 11.0 8.3 7.7 8.3 8.3 7.2 Demonstrated capability&capacity on comparable projects 11.0 8.3 7.7 8.3 5.5 6.6 Past Performance 11.0 8.3 6.1 5.5 5.5 6.6 Team members with experience and qualifications 11.0 8.3 8.8 8.3 8.3 7.2 Team members experience with work of similar scope and complexity 11.0 7.7 8.3 8.3 8.3 7.2 Availability of resources to accomplish the work 11.0 7.7 8.3 8.3 8.3 8.3 Demonstrated understanding of the scope of services 17.0 12.8 12.8 12.8 12.8 12.8 Demonstrated understanding and experience with a public agency 17.0 12.8 12.8 12.8 12.8 12.8 Subtotal Technical Proposall 100.0 i 73.9 1 72.3 1 72.3 1 69.5 1 68.4 Total Score 1 100.0 1 73.9 1 72.3 1 72.3 1 69.5 1 68.4 RFQ No.6146 H2Citywide Water Line Repair/Replace Large Diameter Proposal E-1-i- k... UAEngi....ir&Inc CDS M..,r U,i,t,,h C-Iftg J.Sch...& Mendez Engineering International CMI&E-i--.1 Engineers,Inc. AssociatesAssociatesC-.1th,g Engh,-. Consultants,Inc. Y.,k Engineering C,M,,ChnAi San Antonio San Antonio C.T..Christi San Antonio C.,p..Christi C,,p..Ch,Mi C.M..Chnsti mmi- Ififi-- /Fail P... Pa.. P.. P.. P.. P.. Pau P.. Lim-mg/C-fi-i.. J V J J V J V 11 N.Ma-i.I T-ufts P-5 Years J J J J 11 J V v N.Ma-i.I ftuhtIssues Part 5 Ye- J J J J V W,--Provided f.,Firm J J J J v Minimum Q-Ififi-- Pau/Fail P.. P.. - P.. P.. Pass P.. P.. Technical P,-I Ercperience..j-d-il--p-d-mpl-ft, 11.0 - - 5.5 6.6 5.5 5.5 5.0 2.8 D--,-d capability&capacity on comparablej- ITo 5.5 6.1 - 6.1 5.5 5.5 - 2.8 P-Pe,f.-- 11.0 7.2 5.0 5.5 6.6 5.5 5.0 4.4 2.8 Team members with experience..d qu.fifi-i ITo 7.7 71 5.5 6.1 5.5 6.1 4.4 2.8 Team membe,,e,ie- fth w.,k f-ila,-pe..d-mpl-ity IM 7.7 6.6 5.5 6.1 5.5 5.5 - 2.8 -1.1,ifity fte--t.accomplish the work IM 7.7 - 5.5 6.1 5.5 6.6 5.5 2.8 Demonstrated understanding tithe scope of-i- 17.0 11.9 11.1 12.8 10.2 12.8 - - - Demonstrated understanding..d experience with.public agenry 17.0 11.9 10.2 12.8 9.4 8.5 10.2 7.7 4.3 Subtotal Technical P-I 100.0 66.6 59.2 - - - 53.7 - 26A T..I Score 1w.o 65.6 592 58.5 57.0 50.3 53.7 ".5 25.0 RFQ No.6146 H4 Professional Services Water Treatment On-Call Support Proposal Evaluation Score Ardurra Group Freese and Nichols, Hazen and Sawyer CP&Y,Inc.dba STV Plummer Associates, Inc. Infrastructure(STV) Inc. Corpus Christi Corpus Christi San Antonio San Antonio Corpus Christi Minimum Qualifications Pass/Fail Pass Pass Pass Pass Pass Licensing/Certification No Material Lawsuits Past 5 Years No Material Regulatory Issues Past 5 Years References Provided for Firm V Minimum Qualifications Pass/Fail Pass Pass Pass Pass Pass Technical Proposal Experience on projects of similar scope and complexity 11.0 10.5 9.4 9.4 8.8 9.4 Demonstrated capability&capacity on comparable projects 11.0 9.9 9.4 9.4 8.8 8.8 Past Performance 11.0 9.4 9.9 8.3 8.8 7.2 Team members with experience and qualifications 11.0 11.0 9.9 8.8 8.8 9.4 Team members experience with work of similar scope and complexity 11.0 10.5 8.8 8.8 8.3 8.3 Availability of resources to accomplish the work 11.0 8.8 8.3 8.3 8.3 7.2 Demonstrated understanding of the scope of services 17.0 16.2 14.5 12.8 13.6 12.8 Demonstrated understanding and experience with a public agency 17.0 17.0 15.3 14.5 13.6 12.8 Subtotal Technical Proposal 100.0 93.1 85.3 80.0 78.9 75.6 Total Score 100.0 93.1 85.3 80.0 78.9 75.6 Continued on next page RFQ No.6146 H4 Professional Services Water Treatment On-Call Support Civil&Environmental International Proposal Evaluation Score HDR Engineering,Inc. CDS Muery Consultants,Inc. Consulting Engineers Corpus Christi San Antonio Corpus Christi Corpus Christi Minimum Qualifications Pass/Fail Pass Pass Pass Pass Licensing/Certification No Material Lawsuits Past 5 Years y9 No Material Regulatory Issues Past 5 Years V17 v/ References Provided for Firm f Minimum Qualifications Pass/Fail Pass Pass Pass Pass Technical Proposal Experience on projects of similar scope and complexity 11.0 6.6 6.1 5.0 5.0 Demonstrated capability&capacity on comparable projects 11.0 6.1 6.1 5.0 5.0 Past Performance 11.0 6.6 5.0 3.9 4.4 Team members with experience and qualifications 11.0 7.2 6.6 6.1 5.0 Team members experience with work of similar scope and complexity 11.0 7.2 6.1 6.1 5.0 Availability of resourcesto accomplish the work 11.0 6.6 6.6 6.1 5.5 Demonstrated understanding of the scope of services 17.0 11.9 10.2 9.4 7.7 Demonstrated understanding and experience with a public agency 17.0 11.9 9.4 10.2 7.7 Subtotal Technical Proposal 100.0 64.0 55.9 51.5 45.0 MW Total Store 19110 64.0 51.5 45.0 RFQ 6146-Mass Selection of Design Consultants Master Services Agreements Base Year Contract Life Contract Total Base Ceiling Amount Contract Life #of Recommended Recommended Category Project Name Ceiling(Per Year Contract (Per Each Ceiling Amount Contracts Each Ceiling Contract for 3 (All Contracts) Firm 1 Firm 2 Contract) years) Hanson Solid Waste Professional Services Solid Waste On-Call Support 1 $ 350,000 $ 350,000 $ 1,050,000 $ 1,050,000 Professional Services Solid Waste Solid Waste Air Compliance and Gas System Monitoring 1 $ 250,000 $ 250,000 $ 750,000 $ 750,000 SCS Engineers Solid Waste Solid Waste Landfill Groundwater Monitoring 1 $ 200,000 $ 200,000 $ 600,000 $ 600,000 Terracon Consultants,Inc. Stormwater Storm Water Infrastructure IDIQ 1 $ 1,000,000 $ 1,000,000 $ 3,000,000 $ 3,000,000 LJA Engineering, Inc. Wastewater Citywide Collection Capacity Remediation 2 $ 700,000 $ 1,400,000 $ 2,100,000 $ 4,200,000 LJA Engineering, Pipeline Analysis Inc. Wastewater Professional Services Citywide Lift Station Repairs 1 $ 500,000 $ 500,000 $ 1,500,000 $ 1,500,000 LJA Engineering, Inc. Wastewater Professional Services Wastewater Treatment On-Call 1 $ 500,000 $ 500,000 $ 1,500,000 $ 1,500,000 Hazen and Support Sawyer Water Professional Services Water Hydraulic Modeling 1 $ 500,000 $ 500,000 $ 1,500,000 $ 1,500,000 CP&Y,Inc.dba STV Infrastructure Lockwood, Water Citywide Water Line Repair/Replace-Large Diameter 1 $ 500,000 $ 500,000 $ 1,500,000 $ 1,500,000 Andrews& Newnam,Inc. Water Professional Services Water Treatment On-Call Support 1 $ 500,000 $ 500,000 $ 1,500,000 $ 1,500,000 Ardurra Group 11 $ 5,700,000 $ 17,100,000 RFQ 6146 - Mass Selection of Design Consultants for various disciplines to support the Capital Improvements Program Master Service Agreements • City Council Presentation June 10 2025 1 RFQ 6146 - Mass Selection of Design Consultants This item is for the approval of eleven Master Service Agreements to nine firms with an amount not to exceed $5,700,000.00 per year with an aggregate three-year not to exceed amount of $17,100,000.00. These are on-call contracts that Engineering Services uses to help expedite delivery of capital projects. This item approves eleven separate Master Service Agreements (MSA's) for Solid Waste, Storm Water, Wastewater, and Water for different CI P projects. 1 RFQ 6146 - Mass Selection of Design Consultants The following is a list of contract categories, number of contracts, size of contracts, and work descriptions: • Professional Services Solid Waste On-Call Support (One contract at$350K per year) —assist with as need arises for technical issues, annual reporting, necessary investigations, research, and analysis as needed. • Solid Waste Air Compliance and Gas System Monitoring (One contract at $250K per year) — assist the Solid Waste Department with a wide range of issues including, but not limited to providing air compliance services, testing, data gathering, calculation Title V reporting, permit/registration renewals and modifications, update Landfill gas management plan and any services required by the Solid Waste Department. • Solid Waste Landfill Groundwater Monitoring (One contract at $200K per year) — assist the Solid Waste Department with a wide range of issues including but not limited to detection monitoring requirements, sampling protocols, laboratory and analysis requirements, data evaluation as outlined in the Groundwater Sampling and Analysis Plan (GWSAP). Continued to next page.. 1 RFQ 6146 - Mass Selection of Design Consultants • Storm Water Infrastructure IDIQ (One contract at $11VI per year) — evaluation prioritization, and assessment of existing conditions for storm water pipe, bridges, ditches, channels, and develop construction documents to replace storm water infrastructure. • Citywide Collection Capacity Remediation (Two contracts at $500K per year) — identify, plan, and conduct preliminary design solutions to alleviate and correct capacity constraints utilizing the wastewater wet weather sanitary sewer overflow (SSO) characterization approach and the calibrated hydraulic model to implement measures to reduce SSOs. • Professional Services Citywide Lift Station Repairs (One contract at $500K per year) — identify, prioritize, and implement improvements that would extend lift station service life, reduce long-term maintenance costs, improve flow, and meet Texas Commission on Environmental Quality (TCEQ)guidelines including reducing sanitary sewer overflows. Continued to next page.. 1 RFQ 6146 - Mass Selection of Design Consultants • Professional Services Wastewater Treatment On-Call Support (One contract at $500K per year) — specialized expertise for technical issues related to wastewater system such as site investigations, analysis with recommendations for developing project scopes, cost estimating, design and construction peer review, cost and schedule controls, design management, and support services as required by the operating department. • Professional Services Water Hydraulic Modeling (One contract at $500K per year) — provide hydraulic modeling to analyze and update the City's hydraulic model with current and future improvements. • Citywide Water Line Repair/Replace-Large Diameter (One contracts at $500K per year) — development of construction documents to replace water lines. • Professional Services Water Treatment On-Call Support (One contract at $500K per year) — specialized expertise for technical issues related to water system such as site investigations, analysis with recommendations for developing project scopes, cost estimating, design and constructability peer review, cost and schedule controls, design management, and other support services as required by the operating department. Continued to next page.. Summary of MSA Contracts RFQ 6146-Mass Selection of Design Consultants Master Services Agreements Base Year Contract Life Contract Total Base Ceiling Amount Contract Life Category Project Name n of Ceiling(Per Year Contract (Per Each Ceiling Amount Recommended Recommended Contracts Each Ceiling Contract fora (All Co ntra c}s) Firml Firm2 Contract) years) Hanson Solid Waste Professional Services Solid Waste On-Call Support 1 $ 350, $ 350,000 $ 1,050,00C $ 1,050,00,C Professional Services Solid Waste Solid Waste Air Compliance and Gas System Monitoring 1 $ 250,000 $ 250,000 $ 750,000 $ 750,000 SCS Engineers Solid Waste Solid Waste Landfill Groundwater Monitoring 1 $ 200,000 $ 200,000 $ 600,000 $ 600,000 Terracon Consultants,Inc. Stormwater Storm Water Infrastructure IDIQ 1 $ 1,000,OGO $ 1,000,000 $ 3,000,0 $ 3,000,00 LJA Engineering, Inc. Wastewater Citywide Collection Capacity Remediation 2 $ 700,DOO $ 1,400,000 $ 2,100,000 $ 4,200,00 LJA Engineerng,Inc. Pipeline Analysis Wastewater Professional Services Citywide Lift Station Repairs 1 $ 500,000 $ 500,000 $ 1,500,000 $ 1,500,000 LJA Engineering, nc. Wastewater Profession.I Services Wastewater Treatment On-Call 1 $ 500, $ 500,000 $ 1,50E,000 $ 1,500,00 Hazen and Support Sawyer Water Professional Services Water Hydraulic Modeling 1 $ 500,00 $ 500,000 $ 1,500,000 $ 1,500,00 CP&Y,Inc.dba STV Infrastructure Lockwood, Water Citywide Water Line Repair/Replace-Large Diameter 1 $ 500,000 $ 500,000 $ 1,500,00 $ 1'500'000 Andrews& Newnam,Inc. Water Professional Services Water Treatment On-Call Support 1 $ 500,00 $ 500,000 $ 1,500,00 $ 1,500,00 Ardurr.Group 11 $ 5,700,000 $ 17,100,000 RFQ 6146 - Mass Selection of Design Consultants Benefits of doing a bundle MSA • Greater transparency than using small AE agreements • Industry best management practice • Increases efficient delivery of small to medium sized engineering assignments • Reduces overhead costs for procurement, contracting and agenda item prep • Reduced overhead costs equals better value for tax/rate payers • Reduce executive staff time and council time by consolidating into one agenda item instead of many smaller contact approvals se O� A H U NCggppqpt EO AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting of June 17, 2025 DATE: June 17, 2025 TO: Peter Zanoni, City Manager FROM: Jeffrey Edmonds P.E., Director of Engineering Services 0effreye(a)cctexas.com (361) 826-3851 Sergio Villasana Jr. CPA, CGFO, CIA, Director of Finance & Procurement sergiov2(a)cctexas.com (361) 826-3227 RFQ 6256 - Professional Architectural Services for FY 2025 Capital Improvements Program Master Service Agreements CAPTION: Motion awarding five Master Service Agreements for professional architectural services to five firms in an amount not to exceed $3,750,000.00 per year with an aggregate three-year not to exceed amount of $11,250,000.00 for City facilities and Park Capital Improvement Program projects, located Citywide, with FY 2025 funding available from the Capital Program and operating budgets. SUMMARY: This item is for the approval of a mass selection of design consultants for Professional Architectural Services supporting the Capital Improvements Program (CIP). These are on-call contracts that Engineering Services uses to help expedite delivery of capital projects. This item approves five separate Master Service Agreements (MSA's) for facilities and park projects that are listed in the FY 2025 CIP. BACKGROUND AND FINDINGS: A Master Services Agreement (MSA) is a type of contract where work is accomplished through multiple Task Orders (TOs) under a blanket set of terms and conditions. Task orders are individually negotiated and can be lump sum or time and materials. The funding source is identified by the requesting department before Task Orders are issued. There is no encumbrance or funding commitment associated with the MSA contract itself and there is no guarantee to consultants about the amount of work they will receive. Some contracts may reach contract capacity, but most will have the term expire before reaching the contract ceiling amount. Engineering Services has estimated contract capacities based on past needs and trends in the Capital Improvement Plan. Having these MSA contracts on the shelf allows Engineering Services to be more responsive to immediate needs and to expedite project delivery. Multiple Task Orders are issued under each contract. The fees will be either Lump Sum or Time and Materials based on an approved hourly rate schedule. Using MSAs is an efficient method to expedite smaller engineering assignments. MSA Task Orders are typically used for assignments ranging in size from $10,000.00 to $100,000.00. Larger assignments are procured individually through the request for qualifications process. Engineering Services has an existing inventory of MSAs for these professional services. These contracts were procured at different points in the past and have different contract terms. Most of those contracts have expired, are about to expire, or have reached contract ceiling. Engineering will re-compete these contracts on a three-year cycle going forward. These contracts will replace the existing inventory of MSA contracts. In the past, the MSA contracts have been procured and brought to City Council individually or in small groups. This is unproductive due to the amount of staff time required for separate procurements and individual agenda items. The legacy process also placed an unnecessary burden on City Council to review numerous similar items at multiple council meetings. Bundling the contracts will also establish similar contract expiration dates that will make them easier to manage. Engineering will re-compete these contracts on a three-year cycle. The Request for Qualifications 6256 listed two MSA categories with a total of five contracts being awarded. The list was intended to cover all foreseeable small engineering needs for the next three years. The following is a list of contract categories, number of contracts, size of contracts, and work descriptions: • General Facility and Parks Projects Architectural on-call services and SEA District Architectural on-call Services (five contracts at $750K per year) — assist with City facilities as need arises for professional services like mechanical, electrical, structural and technical issues that require necessary investigations. Some of the projects that will be designed with the MSA's are Peary Place Improvements, Arena Deferred Life Safety Improvements, Convention Center Flood Mitigation, Convention Center HVAC Management System Replace/Improvements, Convention Center HVAC System & Chiller Replacement, Selena Auditorium 3&4 Floor Dressing Rooms Update. A total of eleven responses were received to the MSA Request for Qualifications 6256, Category E and F. All eleven firms are very qualified but typically local firms are selected for on-call contracts to expedite the on-call services. Staff interviewed the top five firms and is recommending a total of five contracts for five separate firms. COMPETITIVE SOLICITATION PROCESS: On December 15, 2024, the Contracts and Procurement Department issued a Request for Qualifications for Architectural Services with RFQ Number 6256 for Professional Architectural Services for FY2025. The city received a total of 11 Statements of Qualifications for General Facility and Parks Projects Architectural on-call services and SEA District Architectural on-call Services. The selection committee consisted of representatives from the City Manager's Office, Engineering Services, Asset management, and Park and Recreation departments. On February 20, 2025, the selection committee conducted interviews for 5 firms that were recommended by the evaluation committee. Firms were ranked based on eight factors: 1) experience on projects of similar scope and complexity; 2) demonstrated capability & capacity on comparable projects; 3) past performance; 4) team members with experience and qualifications; 5) team members experience with work of similar scope and complexity; 6) availability of resources to accomplish the work; 7) demonstrate understanding of scope of services; 8) demonstrate understanding and experience with similar service with a public agency. The selection committee recommended awards to the following firms: • Chuck Anastos, Corpus Christi, Texas • Gignac & Associates, LLP, Corpus Christi, Texas • Jacobs, Corpus Christi, Texas • Levy Dykema, Corpus Christi, Texas • Turner Ramirez Architects, Corpus Christi, Texas All selected firms are located in Corpus Christi. The consultants were selected for projects based on the evaluation criteria including the City's prior experience with the firm. The attached table summarizes the staff award recommendation. ALTERNATIVES: The alternative is to modify or reject the award recommendation. Not awarding these contracts will delay some capital projects and make it more difficult to respond to immediate needs for professional engineering services. FISCAL IMPACT: The proposed MSAs are each for a term of three years. The fiscal impact for FY2025 is an amount not-to-exceed $11,250,000.00 with funding available from the Capital Program and operating budgets. Specific funding details will be determined at the Task Order level based on work requested. FUNDING DETAIL: Funding will be allocated from appropriate fund sources as the various projects are identified. RECOMMENDATION: Staff recommend approval of the MSA contracts for a three-year aggregate not-to-exceed amount of$11,250,000.00 with the selected engineering consultants. LIST OF SUPPORTING DOCUMENTS: List of Recommended Consultants Evaluation Matrices RFQ No.6256 Architectural Services FY25 Master Service Agreements Gignac&Associates, Turner Ramirez Ziegler Cooper Collaborate Architects, Proposal Evaluation Score Chuck Anastos LLP Jacobs Architects Levy Dykema Architects LLC Corpus Christi,Texas Corpus Christi,Texas Corpus Christi,Texas Corpus Christi,Texas Corpus Christi,Texas Houston,Texas Houston,Texas Minimum QuallRcatlons Pep/FeR Pess Pess Pess Prs Prs Pess Pass Licensing/Certification No Material I.-its Past 5 years F9 C9 C� cf s/ No Material Regulatory Issues Past S years References Provided for Firm v/ rP Cs9 0/ V' e9 V Minimum QuallRo6ons Pan/Fan Pass Pass Pass Prs Pns Pees Pees Technical Proposal Experience on projects ofsimilar scope and complexity 7.0 6.7 6.7 6.0 6.3 6.7 6.3 6.3 Demonstrated capability&capacity on comparable projects 7.0 6.7 6.7 6.0 6.0 6.3 6.0 6.3 Past Performance 7.0 6.7 5.6 5.6 6.0 SA IS IS Team members with experience and qualifications 7.0 6.3 6.7 6.7 6.7 6.0 6.3 6.3 Team members experience with work ofsimilar scope and complexity 7.0 6.7 6.7 6.7 6.3 6.3 S.6 6.0 Availability ofresources to accomplish the work 7.0 6.3 6.0 6.7 6.0 6.0 6.0 S.6 Demonstrated understanding of the scope of services 14.0 13.3 13.3 12.6 12.6 12.6 12.6 11.9 Demonstrated understanding and experience with a public agency 14.0 13.3 14.0 12.6 13.3 13.3 12.6 11.2 Subtotal Technical Propowl 70.0 65.8 65.5 62.7 63.0 62.7 58.8 57.2 InWvlew Experience on projects ofsimilar scope and complexity 4.0 4.0 4.0 4.0 3.6 3.8 0.0 0.0 Demonstrated capability&opacity on comparable projects 4.0 4.0 4.0 3.8 3.6 3.6 0.0 0.0 Past Performance 2.0 1.9 1.8 1.7 1.7 1.8 0.0 0.0 Team members with experience and qualifications 4.0 4.0 4.0 4.0 3.8 3.8 0.0 0.0 Team members experience with work ofsimilar scope and complexity 4.0 4.0 4.0 4.0 3.6 3.8 0.0 0.0 Availability ofresources to accomplish the work 2.0 1.9 1.9 2.0 2.0 1.9 0.0 0.0 Demonstrated understanding ofthe scope ofsewices 5.0 5.0 5.0 5.0 4.8 4.5 0.0 0.0 Demonstrated understanding and experience with a public agency 5.0 5.0 5.0 4.8 4.5 4.5 0.0 0.0 SubLi Inbrvlaw 35L 29.9 29.7 29.3 27.6 27.7 Qo 0.0 Total Score 1 100.0 95.6 95.2 91.9 90.6 1 90.4 58.8 57.1 RFQ No.6256 Architectural Services FY25 Master Service Agreements Proposal Evaluation Score Freeman Schroeder RVK Architecture XA Collective J.Schwarz& Architects,LLC Associates Corpus Christi,Texas San Antonio,Texas San Antonio,Texas Corpus Christi,Texas Minimum QuallRcallons Pep/FeR Pess Pess Pess Pess Licensing/Certification No Material I--itsPast 5 Years f9 e� C9 No Material Regulatory Issues Past S Years References Provided for Firm v/ r9 Cs9 0/ Minimum QuallRotlms Pan/Fan Pass Pass Pass Pass Technical Proposal Experience on projects ofsimilar scope and complexity 7.0 5.3 5.6 4.6 3.5 Demonstrated capability&capacity on comparable projects 7.0 5.3 5.3 4.2 3.5 Past Performance 7.0 4.9 3.9 3.2 4.6 Team members with experience and qualifications 7.0 6.0 5.6 5.3 3.9 Team members experience with work ofsimilar scope and complexity 7.0 5.6 5.6 4.6 3.9 Availability ofresources to accomplish the work 7.0 6.0 4.6 4.6 4.2 Demonstrated understanding ofthe scope ufsewices 14.0 11.2 11.2 9.8 7.0 Demonstrated understanding and experience with a public agency 14.0 10.5 11.9 9.1 9.8 Subtotal Technical Propowl 70.0 54.6 53.6 45.2 40.3 InWvlew Experience on projects ofsimilar scope and complexity 4.0 0.0 0.0 0.0 0.0 Demonstrated capability&rapacity on comparable projects 4.0 0.0 0.0 0.0 0.0 Past Performance 2.0 0.0 0.0 0.0 0.0 Team members with experience and qualifications 4.0 0.0 0.0 0.0 0.0 Team members experience with work ofsimilar scope and complexity 4.0 0.0 0.0 0.0 0.0 Availability ofresources to accomplish the work 2.0 0.0 0.0 0.0 0.0 Demonstrated understanding ofthe scope ofsewices 5.0 0.0 0.0 0.0 0.0 Demonstrated understanding and experience with a public agency 5.0 0.0 0.0 0.0 0.0 subtotal Interview 30.0 0.0 Mo Mo 0.0 Total Score 100.0 54.6 53.6 45.2 40.3 RFQ 6256 Professional Architectural Services for FY 2025 Master Service Agreements Base Year Contract Life Contract Life Category #of Contract Deiling Ceiling Amount No. Project Name Contracts (Per Each (Per Each Ceiling Amount Recommended ContractAverd (All Contracts) r—f—fi Con ChuckAnastos,Gignac&Associates,LLP, E&F SEA District Architectural on-call Services and General Facility 5 $ 750,000 $ 2,250,000 $ 11,250,000 Jacobs,Levy Dykema,Turner Ramirez and Parks Projects Architectural on-call services Architects RFQ 6256: Professional Architectural Services for FY 2025 Master Service Agreements • City Council Presentation June 17th, 2025 \� RFQ 6256: Professional Architectural Services for FY 2025 Master Service Agreements Overview: • Awarding five Master Service Agreements • $750,000 per year per firm • Not to Exceed $11.25million over three years • Supports Bond and CIP Programs Projects located city-wide 1 RFQ 6146 - Mass Selection of Design Consultants Contract Categories: • SEA District Architectural and Professional On-call Services and • City-wide Parks and Facility Architectural On-call Services — Chuck Anastos — Gignac — Jacobs — Levy Dykema — Turner Ramirez Continued to next page.. 1 RFQ 6146 - Mass Selection of Design Consultants Purpose & Benefits • Accelerates project delivery • Supports various building projects • Flexible on-call contracts • Efficient procurement process • Streamlines stakeholder coordination Continued to next page.. 1 RFQ 6146 - Mass Selection of Design Consultants Contract Details • Five firms awarded MSAs • Used across project phases • Task Orders determine funding • No guaranteed work volume • Competitive selection process Continued to next page.. 1 RFQ 6146 - Mass Selection of Design Consultants Selection Process • RFQ issued December 2024 • Eight evaluation factors considered • Five firms selected for experience • All local firms • Ensures project efficiency & quality Summary of Firms by Interest Firm Name A.Fire B.Police CLKArchitects&Associates ✓ ✓ ✓ Collaborate Architects,LLC ✓ Freeman Schroeder Architects, LLC ✓ ✓ ✓ ✓ Gignac&Associates, LLP ✓ ✓ ✓ ✓ J.Schwarz&Associates ✓ Jacobs ✓ Levy Dykema ✓ ✓ ✓ ✓ Richter Architects ✓ ✓ ✓ RVK Architecture ✓ ✓ ✓ Turner Ramirez Architects ✓ ✓ ✓ ✓ KA Collective ✓ ✓ ✓ ✓ Ziegler Cooper Architects ✓ ✓ ✓ ✓ Chuck Anastos Associates, LLC ✓ ✓ ✓ BRW Architects ✓ ✓ ✓ Summary of MSA Contracts Proposal Evaluation Score Chuck Anastos Gignac Jacobs Turner Ramirez Levy Dykema City City City City City Minimum Qualifications Pass/Fail Pass Pass Pass Pass Pass Licensing/Certification No Material Lawsuits Past 5 Years WE No Material Regulatory Issues Past 5 Years References Provided for Firm Minimum Qualifications Pass/Fail Pass Pass Pass Pass Pass Technical Proposal Experience on projects of similar scope and complexity 7.0 6.7 6..7 6.0 6.3 6.7 Demonstrated capability&capacity on comparable projects 7.0 6.7 63 6.0 6.0 6.3 Past Performance 7.0 6.7 5.6 5.6 6.0 5.6 Team members with experience and qualifications 7.0 6.3 6..7 6.7 6.7 6.0 Team members experience with work of similar scope and complexity 7.0 6.7 63 6.7 6.3 6.3 Availability of resources to accomplish the work 7.0 6.3 6.0 6.7 6.0 6.0 Demonstrated understanding of the scope of services 14.0 13.3 13.3 12.6 12.6 12.6 Demonstrated understanding and experience with a public agency 14.D 13.3 14.0 12.6 13.3 13.3 Subtotal Technical Proposal 70.0 65.9 65.5 62.7 63.0 62.7 Interview Experience on projects of similar scope and complexity 4.D 4.0 4.0 4.0 3.6 3.9 Demonstrated capability&capacity on comparable projects 4.0 4.0 4.0 3.8 3.6 3.6 Past Performance 2.0 1.9 1.8 1.7 1.7 1.8 Team members with experience and qualifications 4.0 4.0 4.0 4.0 3.8 3.8 Team members experience with work of similar scope and complexity 4.0 4.0 4.0 4.0 3.6 3.8 Availability of resources to accomplish the work 2.0 1.9 1.9 2.0 2.0 1.9 Demonstrated understanding of the scope of services 5.0 5.0 5.0 5.0 4.8 4.5 Demonstrated understanding and experience with a public agency 5.0 5.0 5.0 4.8 4.5 4.5 Subtotal Interview 30.0 29.8 29.7 29.3 27.6 27.7 Total Score 100.0 95.6 95.2 91.9 90.6 90.4 g RFQ 6146 - Mass Selection of Design Consultants Benefits of doing a bundle MSA • Greater transparency than using small AE agreements • Industry best management practice • Enhances efficiency in small to medium engineering tasks. • Cuts overhead for procurement, contracting, and agenda prep. • Lower overhead means better value for taxpayers and ratepayers. • Streamline approvals by consolidating contracts into one agenda item. SC C 4 O H U Noonpo"pI AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting of June 17, 2025 DATE: June 10, 2025 TO: Peter Zanoni, City Manager FROM: Jeff H. Edmonds, P.E., Director of Engineering Services 0effreye(a)-cctexas.com (361) 826-3851 Robert Dodd, Director of Parks & Recreation robertd4a-cctexas.com (361) 826-3133 Contribution-In-Aid-of-Construction Agreement Swantner Park Lighting AEP Agreement CAPTION: Motion authorizing an agreement with American Electric Power to install twenty-six(26) new LED, concrete light poles for the Swantner Park Lighting project in an amount up to $75,904.43 to provide nighttime visibility and safety along the seawall for park visitors, located in Council District 2, with FY 2025 funding available from the Parks Capital Fund. SUMMARY: This motion approves a Contribution-In-Aid-of-Construction Agreement with AEP for the installation of twenty-six (26) new LED, concrete light poles throughout Swantner Park to provide nighttime visibility and safety along the seawall for park visitors. The proposed concrete light poles will match the existing concrete light poles along the sidewalk closest to Ocean Drive to provide a consistent aesthetic throughout the entire park. City will be installing the underground conduits and AEP will be installing the concrete light poles. BACKGROUND AND FINDINGS: Swantner Park is located on Ocean Drive and has beautiful views overlooking Corpus Christi Bay. The park has a lower seawall as compared to that of the seawall at the marina, meaning the waves from the bay at Swantner Park reach the seawall sidewalk at times during the day making the sidewalk slippery. In addition, Swantner Park currently lacks sufficient lighting for early morning or evening visitors, posing a concern for visibility and potential safety risks such as falling, slipping, or even misconduct at the darker ends of the park. There are currently 17 LED, concrete light poles along the sidewalk that is closest to Ocean Drive, nevertheless the rest of the park is insufficiently illuminated at night. A photometric study (lighting study) was completed by Hanson to determine the appropriate number of LED light poles and the lighting intensity necessary for Swantner Park. The photometric study determines the number of light poles and the light bulb lumens required to adequately light the park while prioritizing the lighting distribution to make sure there is no light pollution to the neighboring resident properties. The transition from HPS to LDS lighting will result in brighter and whiter lights while wasting less energy while providing less light pollution. This action item will authorize AEP to install, own, and maintain 26 new LED, concrete light poles throughout Swantner Park, reducing the previously mentioned safety and visibility concerns. City will be installing the underground conduit to connect the light poles to power. Funding for the agenda item is strictly for the poles &the construction to install the poles &wiring. The LED bulbs will be paid for by an estimated monthly fee of$225.00 per month and include the monthly fixture fee, as well as approximate kWh usage. Currently all public streetlights are billed together but future plan is to separate the bill based on the type of use. The future funding for the monthly fee will be budgeted through park operational funds that are utilized for new projects that will enhance the park and visitor experience while promoting public safety. PROJECT TIMELINE: 2025 20251 January — March May —June June - September Design Award Construction AEP Texas will start work in June 2025 and complete work by the end of September 2025. ALTERNATIVES: An alternative is not to proceed with the agreement which will keep Swantner Park a potential safety risk to visitors and nearby residents. FISCAL IMPACT: The fiscal impact in FY2025 is an amount of $75,904.43 with funds available from Park Capital Improvement Plan (CIP)fund. The approved CIP project page is included in the package and this project is drawing from funding in CIP project#: 23058. The remaining funds will be used to install the conduits required for the light poles and any minor infrastructure improvements required like site grading, cleaning up the site. FUNDING DETAIL: Fund: Parks CIP (Fund 3280) Department: Parks & Rec (27) Org: Grants and Capital Projects (89) Account: Construction (550910) Activity: 23058 Amount $75,904.43 RECOMMENDATION: Staff recommends authorizing a Contribution-In-Aid-of-Construction Agreement with AEP Texas in the amount of$75,904.43 for the installation of the 26 concrete light poles at Swantner Park. LIST OF SUPPORTING DOCUMENTS: Location Map CIP Page PowerPoint COF Capital Improvement Plan 2025 2027 City of Corpus Christi, Texas Project# 23058 Project Name Swantner Park Lighting Improvements R. '-.- Type Improvement/Additions Department Parks&Recreation i Useful Life 25 years Contact Director of Parks&Recreation Category Park Improvements Priority Priority Level 3 , Council District 2 Status Active Description This project consists of installing additional lighting throughout the park to provide enhanced illumination. Justification Parking area is dark and needs additional lighting for safety of the visitors. Expenditures Prior Years 2025 2026 2027 Total Construction/Rehab 204,542 204,542 Design 18,708 18,708 Eng,Admin Reimbursements 4,509 22,241 26,750 Total 23,217 226,783 250,000 Funding Sources Prior Years 2025 2026 2027 Total General Fund(Prior) 23,217 226,783 250,000 Total 23,217 226,783 250,000 Budget Impact/Otheg 71 An assessment will be done upon completion of project to determine maintenance costs. 124 AEP Texas Contribution-In-Aid-Of-Construction Agreement For Electric Distribution Service CITY OF CORPUS CHRISTI Service: 5102 OCEAN DR CORPUS CHRISTI, TX Contract #: DWMS00000622916 Work Request #: 86842607 Date: 3/31/2025 You, CITY OF CORPUS CHRISTI (Customer) have requested AEP Texas (Company) to install/construct certain electric distribution facilities (hereinafter referred to as "Facilities") as follows:INSTALL 30 SECONDARY PEDESTALS, 26 CONCRETE POLES, AND SECONDARY CONDUCTOR RUN AT SWANTNER PARK The cost for construction/installation of the requested Facilities will be in excess of what would normally be provided by Company at no additional cost to the Customer to initiate service. In accordance with the Company's approved Tariff, as filed with the Public Utilities Commission of Texas, the Customer agrees to pay Company a one-time, non-refundable, Contribution-In-Aid-Of-Construction (CIAO) in the amount of 75,904.43. The Customer understands that he/she receives no ownership or control of the Facilities by virtue of the payment of the CIAO. The Facilities installed by the Company will remain the property of the Company. The Company expressly retains the right to use said Facilities for any purpose which Company deems appropriate under good utility practices, including the distribution of electric service to other customers. Company agrees to INSTALL FACILITIES AT PROJECT LOCATION, and the Customer agrees to provide AMOUNT LISTED IN AID TO CONSTRUCTION and to be ready to take electric service on or before 03/31/2025. It is understood and agreed that the Company will not begin construction/installation of the Facilities until full payment of the CIAO has been received by the Company; therefore, Customer understands and agrees that he/she needs to make full payment of the CIAO in sufficient time to allow for the construction/installation to be completed by the In Service Date. The pricing of the CIAO quoted herein is based on the specifics of the Customer's request, including the Customer's stated In Service Date, and must be accepted by the Customer by executing and returning to the Company this Agreement by 6/29/2025 to remain valid. Should Customer alter the request for facilities, or request a delay in (or is otherwise unable to take service by) the stated In Service Date, the Company reserves the right to update the pricing and require an additional CIAO payment to reflect any increases in cost due to the alteration in requested facilities or the delay in taking service, or both. Nothing contained herein shall be construed as a waiver or relinquishment by Company of any right it has or may hereafter have to discontinue service for default in the payment of any bill owing or to become owing hereunder or for any reason or cause allowed by law. By signing and returning this Agreement, Customer understands and accepts the above described terms and. conditions. Customer Company By By Signature: Signature: Title: Title: Date: Date: "'Q N CORPUS CHRIST] BAY AM $ areas ° PROJECT LOCATION axsn AffW S ono re 'R' xAs CORPUS CHRISTI BAY LOCATION MAP s NOT TO SCALE = SWANTNER PARK - R r� 14 M s' A 'r PROJECT LOCATIONS f 9 c AERIAL MAP , NOT TO SCALE PROJECT NUMBER: 23058 CITY COUNCIL EXHIBIT SWANTNER PARK LIGHTING CITY OF CORPUS CHRISTI, TEXAS DEPARTMENT OF ENGINEERING SERVICES OCorppus sti Engineering Swantner Park Lighting '. Council Presentation June 17, 2025 Project Scope If*Ch, Engineering This project proposes addition of 26 AEP installed and maintained light poles throughout the park, improving nighttime visibility and overall safety for park visitors. gyp U 5 CH Swantner Park • • Corp.*Chrrl, COWIL's CO. Engineering SWANTNER PARK PROJECT LOCATIONS h F° Benefits of LED Lighting Corpus Chr sti Engineering • 50% less electricity usage compared to traditional lighting • Produces higher quality lighting, delivering clearer and brighter coloring rendition • Less attraction to insects • Longer lifespan and better energy efficiency than traditional lighting • Less carbon footprint than traditional lighting #A91kk Benefits of LED Lighting If*Ch,�ti Engineering Before and After Before CfEgh Pressure 5odiumj* --f After ice,,-LED' Project Schedule If*Ch,�ti Engineering 2025 20251 January— March May—June June - September Design Award Construction The project schedule indicates that construction will begin in June 2025 and completion by the end of September 2025. se 0 H v /NCORPOR 11 AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting June 17, 2025 DATE: June 17, 2025 TO: Peter Zanoni, City Manager FROM: Peter Collins, Chief Information Officer of Information Technology Peterc(a)cctexas.com (361) 826-3735 Mike Markle, Chief of Police M ikeMa(d)-cctexas.com (361) 886-2601 Interlocal Agreement for Texas Department of Public Safety CAPTION: Motion authorizing execution of an Interlocal Cooperation Agreement with the State of Texas, acting through the Department of Public Safety (DPS), to allow DPS access to the Coastal Bend Public Safety Radio System in exchange for an annual maintenance payment. SUMMARY: The Interlocal Agreement formally authorizes DPS to access and utilize the Coastal Coastal Bend Public Safety Radio System for their operational needs, thereby improving interoperability among public safety agencies in the region. BACKGROUND AND FINDINGS: The Texas Department of Public Safety has requested an Interlocal Agreement to become a user of the Coastal Bend Public Safety Radio System. This access will provide DPS with seamless communication capabilities across Brooks, Kleberg, Nueces, San Patricio, Live Oak, and Goliad Counties, significantly enhancing interoperability with other public safety entities utilizing the system. The Interlocal Agreement specifies that DPS will remit an annual payment for their external user status on the Radio System. ALTERNATIVES: Consider not approving the proposed interlocal agreement. FISCAL IMPACT: The City of Corpus Christi will receive and distribute revenue. The City's share will be used to offset the Radio System's expenses. FUNDING DETAIL: N/A Fund: Organization/Activity: Department #: Account: RECOMMENDATION: City staff recommends approving the Interlocal Agreement as presented. LIST OF SUPPORTING DOCUMENTS: Interlocal Agreement Docusign Envelope ID: D2B8FCOC-7346-4DF3-AAOE-A1F93A10A61C INTERLOCAL AGREEMENT FOR PARTICIPATION IN THE COASTAL BEND PUBLIC SAFETY RADIO SYSTEM This Agreement is made by and between the City of Corpus Christi, a Texas home-rule municipal corporation, and the Texas Department of Public Safety, a department of the State of Texas. RECITALS WHEREAS, the Coastal Bend Public Safety Radio Coalition (the "Coalition") consists of the following members: Brooks County, City of Corpus Christi, City of Kingsville, City of Port Aransas, City of Portland, and San Patricio County (each a"Member"); WHEREAS, the Coalition operates the Coastal Bend Public Safety Radio System ("Radio System") to provide uniform voice radio coverage and interoperability among the public safety agencies and entities operating in the Coastal Bend Region of the State of Texas ("Coastal Bend Region"); WHEREAS, the City of Corpus Christi ("City") is the regional core controller and administrator enabling the interoperability for the Coalition; WHEREAS, the Texas Department of Public Safety ("TXDPS") operates in the Coastal Bend Region, providing public safety services to the residents of this region and elsewhere in the State; and WHEREAS, as a qualified law enforcement and public safety department, TXDPS is eligible and desires to become an associate user ("Associate User") of the Coastal Bend Public Safety Radio System. AGREEMENT The purpose of this agreement ("Agreement") is to perform a governmental function, pursuant to the Interlocal Cooperation Act, and to express the means, manner, and method for TXDPS to participate as an associate user("Associate User") and be provided access to the Radio System. An"Associate User" is defined by the Coalition as any political subdivision of the State of Texas, or a department or agency of the same, having a public safety and law enforcement purpose and who is not a current Coalition Member. Both City and TXDPS are authorized, pursuant to Texas Government Code, Ch. 791, to enter into an interlocal cooperation agreement for the purposes stated in this Agreement. NOW, THEREFORE, City and TXDPS agree to the following terms and conditions: Page I of I Docusign Envelope ID: D2B8FCOC-7346-4DF3-AAOE-A1F93A10A61C 1. TERM 1.1. Initial Term. This Agreement commences January 1, 2025, as the parties have shared access. This Agreement continues in force through the close of business on September 30, 2025. 1.2. Automatic Renewal. This Agreement automatically renews on October 1, 2025, for a term of one year, and automatically renews thereafter for successive one-year periods (the initial and renewal periods each referred to as the "Term"), unless either party terminates this Agreement pursuant to the language in section 10. 2. ASSOCIATE USER'S DUTIES & RESPONSIBILITIES 2.1. Access Authorization. TXDPS is authorized to access and use the type and quantity of public safety radio equipment("Radio Equipment") described in Attachment A as an Associate User of the Radio System, such Attachment A's content as attached to this Agreement and incorporated by reference as if fully set out here in its entirety. 2.2. Annual Payment. On or before October 1 of each year, TXDPS shall pay the City in advance the amount due for the term (October 1 to the following September 30), such amount to be based upon the then-current number of Radio Equipment devices listed in Attachment A. Prior to the beginning of each Term,the City and TXDPS will update Attachment A with the then- current number of Associate User's Radio Equipment that is utilizing the Radio System. 2.3. Purchase of Radio Equipment. TXDPS shall purchase and provide for sole use its own Radio Equipment to be used on the Radio System. TXDPS is responsible for ensuring the Radio Equipment purchased for use on the Radio System is technically compatible with the current technology used on the Radio System. Approval in advance of placing the Radio Equipment in use must be obtained by TXDPS from the Coalition,with an email being sufficient to memorialize such approval or disapproval. 2.4. TXDPS Traininiz. TXDPS shall ensure that the persons it authorizes to use its Radio Equipment have been trained and receive recurrent training in the proper use and etiquette of public safety two-way radio communications. 2.5. Compliance with Standard Operating Conditions and FCC. TXDPS shall use the Radio System in compliance with applicable Federal Communications Commission regulations and rules. 2.6. Programming of Radio Equipment. TXDPS shall ensure that programming of Radio Equipment used on the Radio System is coordinated with the Coalition. 2.7. FCC Violations. If there is an actual or alleged violation of any FCC rule or regulation as a result of any Radio Equipment owned by TXDPS,which is brought to the attention of TXDPS in writing, and such actual or alleged violation has not been remedied nor resolved, TXDPS shall reimburse the involved Coalition Member for all costs arising from the actual or alleged violation, including all costs and attorneys' fees for defense against the allegation and/or fine and penalties incurred. Page 2 of I Docusign Envelope ID: D2B8FCOC-7346-4DF3-AAOE-A1F93A10A61C 2.8. Improvements Point of Contact. TXDPS shall use the e-mail address of AssociateRadios@cctexas.com as its primary point of contact for requests for Radio System improvements and Coalition-related matters. 2.9. Operations Point of Contact. When addressing problems and/or seeking answers to operations questions pertaining to the Radio System, TXDPS shall use AssociateRadios@cctexas.com as its primary point of contact. The Coalition shall work in good faith with TXDPS to help resolve any issues or problems. 2.10. Compliance with Laws. TXDPS shall comply with all applicable laws, rules, and regulations in the performance of this Agreement. 3. CITY'S DUTIES & RESPONSIBILITIES 3.1. Notice of Limitations. The City, or the Coalition members collectively, shall provide TXDPS with a point of contact by telephone, e-mail, voice radio, or facsimile communication of any limitations or restraints encountered or imposed upon City for use of the Radio System by TXDPS as soon as feasibly possible. 3.2. Notice of Violation. The City, or the Coalition members collectively, shall notify TXDPS if the City or Coalition becomes aware of any actual or alleged violation of any FCC rule or regulation as a result of the use of any Radio Equipment owned by TXDPS. 3.3. Amendment Requests. The City shall not unreasonably withhold approval of a request to amend this Agreement to add additional Radio Equipment by TXDPS. 3.4. Improvement Requests. The City shall assist TXDPS in relation to any reasonable requests for Radio System improvements and/or related to TXDPS's relationship with the City's management and administration of the Radio System controller. 3.5. Rates. The Coalition, acting by and through its members, shall set the rates to be stated on Attachment A, and the City shall provide TXDPS with the new and/or continuing Radio Equipment rates by providing TXDPS with a revised Attachment A for the next upcoming Term by July 1 of each year of the Term of this Agreement. 3.6. Revenue Sharing, The City shall remit to the then-current Coalition Members their pro-rata share (as shown on Attachment A) of fees remitted by TXDPS. 3.7. Annual Invoice. The City shall invoice TXDPS in advance for the amount due for each successive Term of this Agreement based on the number and type of Radio Equipment authorized in Attachment A at the rates stated in Attachment A. The invoice sent to TXDPS must include a current copy of Attachment A, the period of time covered by the invoice, the per-unit amount to be paid, and the total dollar amount to be paid. The invoice must be mailed or emailed to TXDPS at the address(es) listed on Attachment A. 3.8. Payment. TXDPS agrees to pay each invoice within 30 days of receipt of the invoice pursuant to the provisions of Chapter 2251 of the Texas Government Code ("Prompt Payment Act"). Payment shall be mailed by TXDPS to the address shown for the City as listed on Attachment A. Page 3 of I Docusign Envelope ID: D2B8FCOC-7346-4DF3-AAOE-A1F93A10A61C 3.9. Compliance with Laws. City shall comply with all applicable laws, rules, and regulations in the performance of this Agreement. 4. LIABILITY 4.1 The City and the Coalition,jointly or severally acting through its Members, are not liable to TXDPS, who, by execution of this Agreement and participation as an Associate User, assumes all risk pertaining to any claims, damages, or attorneys' fees of any kind for injury or the death of any person and/or for damages to or loss of personal or real property arising as a result of, in whole or in part, directly or indirectly,the operations of TXDPS's engaged in or taken under this Agreement. 5. RETENTION AND ACCESSIBILITY OF RECORDS 5.1 Radio Equipment Records Retention. TXDPS shall maintain all records and documentation for all Radio Equipment used on the Radio System, in compliance with the applicable records retention schedule. Upon receipt of a written request, TXDPS shall make these records available to the Coalition in a timely manner. 6. LIMIT ON REPRESENTATIVES & AGENTS 6.1 No official, employee, representative, or agent of the City has the authority to amend or assign this Agreement or waive violations of it unless expressly granted this specific authority by the City Council. No official, employee, representative, or agent of TXDPS has the authority to amend or assign this Agreement or to waive violations of it unless expressly granted this specific authority by TXDPS. 7. RIGHT TO CONTRACT WITH NON-MEMBERS 7.1 The City and the Coalition Members,jointly or severally, may contract with each other and with other entities, organizations, and agencies who are not Coalition Members in order to provide access to and use of the Radio System throughout the Coastal Bend Region of Texas and any additional area that becomes part of the Coastal Bend Public Safety Radio Coalition. 8. BREACH 8.1 The failure of either party to comply with the terms and conditions of this Agreement constitutes a breach of this Agreement. 8.2 Should either the City or TXDPS become aware that there may be grounds that a breach of this Agreement is occurring or has occurred, the respective party must notify in writing the other party of the grounds for the breach in accordance with Section 14,Notices. 9. SUSPENSION AND TERMINATION 9.1 Suspension or Termination. TXDPS's Authorized User status, pursuant to this Agreement, is subject to the immediate suspension or termination of this Agreement for any of the following reasons: Page 4 of I Docusign Envelope ID: D2B8FCOC-7346-4DF3-AAOE-A1F93A10A61C 9.1.1 TXDPS fails to correct or to cease and desist any violation(s) of FCC rules or regulations, or of any alleged violation(s) of any other applicable rule or regulation to which TXDPS must adhere, and for which TXDPS has been informed of, pursuant to this Agreement; 9.1.2 TXDPS has failed to comply with any term or condition of this Agreement; or 9.1.3 TXDPS is unable to conform to changes required by federal, State, or local laws, regulations, or rules pertaining to its performance under this Agreement. 9.2 City Suspension or Termination Procedure. The City must provide TXDPS with a written notice in advance of any action to be taken to suspend or terminate TXDPS's participation under this Agreement. Such advance notice must include a statement of the grounds supporting a suspension or termination and the effective date of such suspension or termination. In the event of a suspension, TXDPS may resume use of the Radio System when TXDPS has provided satisfactory documentation to the City that the grounds which led to the suspension have been corrected and no longer exist. 9.3 TXDPS Termination. TXDPS may terminate this Agreement for any of the following reasons: 9.3.1 The City has failed to comply with any term or condition of this Agreement; 9.3.2 The City is unable to conform to changes required by federal, State, or local laws, regulations, or rules pertaining to its performance under this Agreement; 9.3.3 The City has failed to appropriate sufficient funds to continue its participation in the Radio System; or 9.3.4 TXDPS has failed to appropriate sufficient funds to pay the amounts due under this Agreement following the initial Term. 9.4 TXDPS Termination Procedure. At least 90 days prior to the date of termination, TXDPS must notify the City in writing of its decision to terminate this Agreement, the reason(s) for termination, and the effective date of termination. The notice of termination must be provided in a manner consistent with section 14 of this Agreement. 9.5 Mutual Termination. Either party may move to terminate this Agreement in the event both parties agree, in writing, that the continuation of the activities under this Agreement would not produce beneficial results commensurate with the further expenditure of funds and what conditions of termination may apply, including the effective date of termination. In the event of a mutual termination, TXDPS shall pay any amounts outstanding due to the City, in compliance with this Agreement, within 90 days following the effective date of termination. 9.6 Survival of Provisions. If this Agreement is terminated, the provisions requiring payment to be made for amounts that accrued prior to and up to the effective date of termination survive the termination of this Agreement until each amount due is paid. 10. NON-WAIVER AND RESERVATION OF REMEDIES 10.1 Non-Waiver. Any act of forbearance by either party to enforce any provision of this Agreement must not be construed as a modification of this Agreement nor as a waiver of any Page 5 of I Docusign Envelope ID: D2B8FCOC-7346-4DF3-AAOE-A1F93A1OA61C breach or default by the other party which then exists or may subsequently exist. The failure of either party to exercise any right or privilege granted in this Agreement must not be construed as a waiver of that right or privilege. By executing this Agreement, neither the City nor TXDPS waive any immunity or defense that would otherwise be available to them against claims arising in the exercise of their governmental powers and functions. 10.2 Reservation of Rights and Remedies. All rights of both parties under this Agreement are specifically reserved. Any payment, act, or omission by a party must not impair or prejudice any remedy or right of that party under this Agreement. Any right or remedy stated in this Agreement must not preclude the exercise of any other right or remedy under this Agreement, at law or in equity, nor must any action taken in the exercise of any right or remedy be deemed a waiver of any other rights or remedies. I L ENTIRE AGREEMENT 11.1 Attachment. Attachment A, Equipment and Rate Schedule, is attached, incorporated by reference, and made a part of this Agreement. 11.2 Agreement All Inclusive. All oral and written agreements between the parties to this Agreement relating to the subject matter of this Agreement and that were made prior to the execution of this Agreement have been reduced to writing and are contained in this document. 12. ASSIGNABILITY 12.1 Neither party may assign any of the rights, duties, or responsibilities arising out of or created by this Agreement without the prior written consent of the other party. It is acknowledged by TXDPS that no officer, official, employee, representative, or agent of the City possesses any authority to grant any such assignment unless he/she is expressly granted that authority by the Corpus Christi City Council. 13. AMENDMENTS 13.1 Amendment of Agreement. Any change to the provisions of this Agreement, except for changes to Attachment A, must be made in writing and signed by both parties. It is acknowledged by TXDPS that no officer, official, employee, representative, or agent of TXDPS possesses any authority to modify the provisions of this Agreement unless he/she has expressly been granted that authority by TXDPS. 13.2 Amendment of Attachment A. The City may amend the rates stated in Attachment A by sending written notice of a rate change in compliance with sections 3.5 and 14 to TXDPS not less than 90 days prior to the beginning of the next Term. Unless TXDPS sends a responsive notice in accordance with section 14 of this Agreement and states that the change is unacceptable not less than 30 days prior to the beginning of the next Term, TXDPS accepts the revised rates stated in the notice of rate change and shall pay those rates for the next Term. If TXDPS sends a notice that the change is unacceptable, TXDPS shall not use its Subscriber Equipment on the Radio System following the beginning of the next Term unless City and TXDPS have agreed in writing to the rates applicable to TXDPS for the subject Term. The City may amend the number of units stated in Attachment A if TXDPS has requested a change in writing and that change is acceptable to the City. Attachment A may be amended and replaced within this Agreement, pursuant to the explicit terms and conditions for doing so as set out here, on an as-needed basis without the Page 6 of I Docusign Envelope ID: D2B8FCOC-7346-4DF3-AAOE-A1F93A10A61C necessity of formally amending this entire Agreement via execution of consecutively numbered amendments signed by an authorized representative of each party. 13.3 Amendment to Include Infrastructure Costs in Payments. The City and TXDPS agree that, at the beginning of this Agreement, they do not intend to include infrastructure costs in the costs payable by TXDPS. If circumstances change and the parties deem it appropriate and beneficial for TXDPS to share in the infrastructure costs, the City and TXDPS shall amend this Agreement to reflect the changes in this Agreement necessary to accommodate this cost sharing. 13.4 Amendment Requests: If the City or TXDPS wish to amend this Agreement,notice must be sent in the manner described and to the persons listed in section 14 of this Agreement. 14. NOTICES 14.1 Method of Notice. Any notice required or permitted to be given under this Agreement by one party to the other must be in writing, sent in a manner described, and is deemed received immediately if delivered in person to the address set forth in 14.2 or 14.3 for the party to whom the notice is given, or is deemed received on the third day following mailing if placed in the U.S.mail,postage prepaid, sent by certified mail with a return receipt requested, and addressed to the party to whom notice is given at the address specified in 14.2 or 14.3. 14.2 If to City: Peter Collins, Chief Information Officer City of Corpus Christi 1201 Leopard St. Corpus Christi, TX 78401 peterc@cctexas.com With a copy to: (certified mail is not required): Attn: Risk Management Division City of Corpus Christi P.O. Box 9277 Corpus Christi, TX 78469-9277 14.3 If to TXDPS: Steve Dyson, Director of Statewide Radio System Engineering 5805 N Lamar Blvd Austin, TX 78752 Steve.dyson@dps.texas.gov 14.4 Change of Address. Each party may change the address for notice by giving notice of the change in accordance with the provisions of this section 14. 15. INTERPRETATION OF CONTRACT & ADDITIONAL PROVISIONS 15.1 Third Party Rights Not Created. This Agreement is not intended and shall not be construed to create any rights or remedies in any person or legal entity that is not a party to it, and neither the City nor TXDPS is waiving any defense or immunity to which it is entitled against any person or legal entity that is not a party to it by virtue of entering into this Agreement. Page 7 of I Docusign Envelope ID: D2B8FCOC-7346-4DF3-AAOE-A1F93A10A61C 15.2 Law. This Agreement is governed by the laws of Texas and is performable in the City of Corpus Christi, Nueces County, Texas. 15.3 Severability. If any portion of this Agreement is ruled invalid or unenforceable by a court of competent jurisdiction, the remainder of the Agreement must be construed as if that invalid or unenforceable portion were not included in the Agreement, and the remainder of this Agreement is deemed to remain valid and binding for all intents and purposes. 15.4 Definitions. In this Agreement, 15.4.1 Business Day. `Business Day" means Monday through Friday unless City has designated one of these days as a City holiday. 15.4.2 City Council. "City Council" means the City of Corpus Christi's City Council. 15.4.3 City Fiscal Year. "City Fiscal Year" means the City of Corpus Christi's fiscal year which commences October 1 and ends September 30 of the following calendar year. 15.4.4 Day. "Day" means a calendar day. 15.4.5 FCC. `FCC"means the Federal Communications Commission. 15.4.6 Radio Equipment. "Radio Equipment" means the portable radios, mobile radios, control station radios, and radio consoles operated by TXDPS as part of the Radio System. 15.5 Headin;?s. The headings at the beginning of the various provisions of this Agreement have been included only to make it easier to locate the subject matter covered by that section or subsection and are not to be used in construing this Agreement. 15.6 Number and Gender. Words describing any gender in this Agreement must be construed to include any other gender, and words of describing any number must be construed to include the numeric, unless the context in this Agreement clearly requires otherwise. 15.7 Current Revenues. Any payment made by the City or TXDPS for any of the costs or expenses that either respective party incurs under this Agreement must be made out of the current revenues available to the paying party as required by the Interlocal Cooperation Act. 16. LEGAL AUTHORITY 16.1 TXDPS Signer. The person signing this Agreement on behalf of TXDPS, or representing themselves as signing this Agreement on behalf of TXDPS, does hereby warrant and guarantee that he/she has been authorized by TXDPS to sign this Agreement on behalf of TXDPS and to bind TXDPS validly and legally to all terms, conditions, performances, and provisions in this Agreement. 16.2 City Signer. The person signing this Agreement on behalf of the City, or representing themselves as signing this Agreement on behalf of City, does hereby warrant and guarantee that he/she has been authorized by the City to sign this Agreement on behalf of the City Page 8 of I Docusign Envelope ID: D2B8FCOC-7346-4DF3-AAOE-A1F93A10A61C and to bind the City validly and legally to all terms, conditions, performances, and provisions in this Agreement. 17.0 DUPLICATE ORIGINALS. 17.1 This document is executed in duplicate originals. CITY OF CORPUS CHRISTI By: Date: Peter Zanoni, City Manager TEXAS DEPARTMENT OF PUBLIC SAFETY ratSigned by: By: �e0o" z DS Date: 05/12/2025 36221 C2 DF1 C34EE... « �•4••• Printed Name: Jason Taylor Page 9 of I Docusign Envelope ID: D2B8FCOC-7346-4DF3-AAOE-A1F93A10A61C Attachment A Radio Equipment and Rate Schedule Effective for City Fiscal Year 2024-2025 The Radio Equipment authorized under this Agreement includes the following: Quantities* Cost Per Month Months Extended Total Portable Radios 191 $15.00 9 $ 25,785.00 Mobile Radios 206 $15.00 9 $ 27,810.00 Dispatch Consoles -0- $15.00 0 $ ------------- Total Amount Due $ 53,595.00 *Quantity by assignment breakdown shown in attached Exhibit 1 Coastal Bend Radio Coalition Members receiving a pro-rata share of fees are as follows: Total Radios Coalition and Consoles Member by Area Share '$ Brooks County 122 $16,470 City of Corpus Christi 157 $21,195 Kleberg County San 34 $4,590 Patricio County 84 $11,340 Total Amount** $ 53,595.00 (**must match total amount shown above) Total to be billed this Contract Period: January 1, 2025,through September 30, 2025 DPS Billing Address: Texas Department of Public Safety Accounts Payables P.O. Box 4087 Austin, TX 78773 Page 10 of I Docusign Envelope ID: D2B8FCOC-7346-4DF3-AAOE-A1F93A10A61C EXHIBIT 1 DPS RADIO QUANTITIES BY ASSIGNMENT Mobiles Portables HP 169 169 CID 8 16 Rangers 7 3 SOG 7 18 r otals 191 206 Grand Total 397 Page I I of I se GO � O� A H AGENDA MEMORANDUM "CORPOR^E° Action Item for the City Council Meeting June 17, 2025 1852 DATE: February 21, 2025 TO: Mayor & City Council FROM: Rebecca L. Huerta, City Secretary RebeccaH�cctexas.com 361-826-3105 Resolution amending City Council Policy 2 Council Travel/Business Expense to reflect the addition of the travel pool approved for FY 2025. CAPTION: Resolution amending City Council Policy 2 "Council Travel/Business Expense" to add new subsection I to establish guidelines for the shared travel/business expense pool. SUMMARY: During the FY 2025 budget approval process, the City Council amended the travel/business expense budget to $1,000 per council member, with a travel pool of$15,000 that can be used by Council Members upon request. The next steps are to amend Council Policy 2 Council Travel/Business Expense to reflect the addition. BACKGROUND AND FINDINGS: Each council member has a travel/business expense budget that can be used for travel and business-related expenses, such as luncheon/banquet or similar-type ticket charges where the Council Members will be representing the City, subscriptions to periodicals/publications, and individual membership dues to associations, leagues, etc. that will benefit the member in the conduct of City business, and other business-related meeting expenses. Physical property purchased by individual Council Members will remain the property of the City after the Council Member's term ends. During the FY 2025 budget, the City Council reduced the council member business/travel budget from $3,600 to $1,000 each and instituted a $15,000 travel pool that council members can use upon request. The attached resolution amends Council Policy No. 2 to add the travel pool and usage guidelines. FINANCIAL IMPACT: None SUPPORTING DOCUMENTS: Resolution —Amending Council Policy 2 Page 1 of 1 RESOLUTION AMENDING CITY COUNCIL POLICY 2 "COUNCIL TRAVEL/BUSINESS EXPENSE" TO ADD NEW SUBSECTION I TO ESTABLISH GUIDELINES FOR THE SHARED TRAVEL/BUSINESS EXPENSE POOL BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: Section 1. That City Council Policy 2, "Council travel/business expense" is amended by adding new subsection "i", to read as follows: 2. Council travel/business expense. City Council travel/business expenses are for the purpose of training, exchange of new ideas, accomplishment of a specific purpose, solution of a definite problem, or purchase of items related to Council business. Each Council Member will carry out the purpose of his/her trip in an effective and economical manner. The City will reimburse Council Members for all reasonable expenses which are incurred while on City business up to the approved annual budgeted amount for individual Council travel/business expenses. a. The City Council will approve a Mayor and Council travel/business related expense budgets annually. The Council budget will be divided equally among the eight members of the City Council. Mayor and Council Members shall not spend more than one-quarter (1/4) of their budget during the first fiscal quarter (October-December) in an election year. Newly elected Mayor and Council Members will be allocated -the remaining three-quarters (3/4) of the fiscal annual allocation upon taking office. b. Expenses reimbursed to Council Members for Council travel and business related charges will not exceed the amount allocated to each Council Member. c. Each Council Member will in his/her reasonable discretion individually determine the necessity for and benefits to be derived from travel or business related charges to be incurred. However, reimbursement will be allowed only up to the amount allocated for each Council Member as approved in the annual budget. Transferring between individual Council Member budgets will not be allowed. d. As authorized by Section 39-321(b), Code of Ordinances, Reimbursement will be on an actual basis as supported by a travel expense report with supporting documentation or as provided in City Policy No. G-13.0. e. Other business related expenses include items such as: luncheon/banquet or similar type ticket charges where the Council Members will be representing the City, subscriptions to periodicals/publications and individual membership dues to associations, leagues, etc. that will benefit the member in the conduct of City business, and other business related meeting expenses. Physical property purchased by individual Council Members will remain property of the City after the Council Member's term ends. f. Council Member's spouse or guest related expenses will not be reimbursed. g. Except as noted above, general procedures and policies related to City employee travel will be adhered to by Council Members. h. Where a Council Member's presence is needed by a specific department of the City for attendance at a meeting, function, or event, that department requesting the Council Member's attendance will bear the cost incurred and such requests shall be approved by the City Manager. I. When the City Operating Budget includes funds for a shared Council travel/business expense pool, the following guidelines shall apply: 1 . Council Members may request funds from the pool for travel/business expense purposes described herein when their individual travel/business account is or will be exhausted due to the request. Requests must be made in writing to the City Secretary's office. 2. Use of the shared travel/business expense pool is on first-come, first-served basis until the account is exhausted." PASSED and APPROVED on the day of , 2025. ATTEST: Paulette Guajardo, Mayor Rebecca Huerta, City Secretary �vs cr� C 0 AGENDA MEMORANDUM yCpAApRAZF 1 st Reading Ordinance for the City Council Meeting June 17, 2025 xstiP, 2nd Reading Ordinance for the City Council Meeting June 24, 2025 DATE: June 17, 2025 TO: Peter Zanoni, City Manager FROM: Ernesto De La Garza, Director of Public Works ErnestoD2a-cctexas.com (361) 826-1677 Corpus Christi Urban Transportation Master Plan "Mobility CC" Amendments Modifications Related to Future Mirabella and King's Lake West Developments CAPTION: Ordinance amending the Roadway Master Plan Map and the Urban Transportation Plan Map of Mobility CC, transportation elements of the Comprehensive Plan of the City of Corpus Christi, by modifying County Road 22 between SH286 and County Road 43 from an A2 Arterial to a C1 Collector, modifying County Road 22 between County Road 43 and a proposed P1 Parkway from a C3 Collector to a C1 Collector, and modifying a planned road between County Road 22 and County Road 20A from a C3 Collector to a C1 Collector; amending related elements of the Comprehensive Plan of the City; and providing for publication. SUMMARY: KCI Engineers, an agent for the developer of Mirabella, and Pape-Dawson Consulting Engineers, LLC (Pape-Dawson Engineers), an agent for the developer of King's Lake West, submitted applications requesting to modify (reduce) the proposed classifications of roadways on the City's transportation master plan. These planned roadways are within and along the frontage of these future developments. KCI Engineers requested to reduce the classification of a planned (C3) Collector, between County Road 22 and County Road 20A, to a (Cl) Collector. Pape-Dawson Engineers requested to reduce the classification of County Road 22 (planned (C3) Collector) and County Road 43 (planned (A2) Arterial) to a (Cl) Collector. City staff supported and recommended the requests to reduce the classifications of County Road 22 and the planned (C3) Collector. City staff also recommended reducing the classification of County Road 22, from SH286 to County Road 43 to maintain consistency on the proposed right-of- way widths. The Planning Commission supported all of staffs recommendations. Final approval of these modifications to the plan require Council action. BACKGROUND AND FINDINGS: The Public Works Department oversees the City's Transportation Master Plan "Mobility CC" which addresses the master planned transportation network in the City of Corpus Christi limits and the City's Extraterritorial Jurisdiction (ETJ). The plan designates the ultimate rights-of-way for collector, arterial, and freeway segments and their alignments to create an efficient multi-modal system. Modifications to the plan require Council action. Mirabella Development is an undeveloped tract located on the east side of SH 286 between Weber Road and Staples Street. It will consist of 1154 dwelling units scheduled for buildout over seven phases by 2032. King's Lake West is an undeveloped, 110-acre tract located southeast of FM 43 at the County Road 43 intersection that will consist of 502 single family detached houses scheduled for completion in 2028. Both developments are in the City's Extraterritorial Jurisdiction (ETJ). KCI Engineers (Mirabelli) and Pape-Dawson Consulting Engineers, LLC (King's Lake West), each prepared a Traffic Impact Analysis(TIA)for City review. The TIA for each development analyzed existing and projected site-generated traffic on area roadways and studied intersections within a 1.0-mile radius as required by the City's Unified Development Code (UDC). KCI (Mirabelli) submitted an application to request Transportation Master Plan amendments for the planned (C3) Primary Collector to a (Cl) Collector (See Exhibit A). The TIA projected 4,000 vehicles per day along the planned segment. This projected design capacity falls within the threshold of a (Cl) Collector. City staff supported this recommendation, but also recommended reducing County Road 22, a planned (A2) Arterial, to a (Cl) Collector. The Planning Commission supported staff's recommendations and voted as follows: Abstain (1), Yea (6), and Against (2). Pape-Dawson Consulting Engineers, LLC (King's Lake West) submitted an application to request Transportation Master Plan amendments for County Road 22, a planned (C3) Primary Collector and County Road 43, a planned (A2) Secondary Arterial to a (Cl) Collector (See Exhibit A). Staff did not support the request to modify County Road 43, a proposed (A2) arterial to a proposed (Cl) Collector. The reason being County Road 22 is an east-west roadway that would dead end into a future Oso Parkway Collector. County Road 43 is a north-south segment between FM43 (Weber) and FM2444 (South Staples) with the potential for growth further south. Planning Commission supported staff's recommendations and voted as follows: Yea (8), and Against (1). A summary of the requests and recommendations are summarized in the table below. ProposedID Road Classification Limits Modification Recommendation 1 Planned C3 Collector C3 Primary County Road 22 C1 Collector Mirabella Yes Collector to County Road 20A 2 County Road 22 C3 Primary SH286 to C1 Collector King's Lake Yes Collector County Road 43 3 County Road 22 A2 Secondary County Road 43 C1 Collector City Yes Arterial to P1 Parkway 4 County Road 43 A2 Secondary Adjacent to C1 Collector King's Lake No Arterial King's Lake Per the Transportation plan, Typical sections of a (Cl) Collector, (C3) Collector, (P1) Parkway, and (A2) Secondary Arterial are provided in the table below: Road •• Daily (FT) Trips C1 Collector 60 2 No 5 4,000—8,000 Primary 75 4 No 5 10,000—14,000 Collector(0) Parkway 80 2 No 5 4,000-8,000 Collector(P1) Secondary 100 4 Median 5 4,000-8,000 Arterial (A2) ALTERNATIVES: Denial of Planning Commission and City Staff recommendations. FISCAL IMPACT: None. RECOMMENDATION: City Staff recommends the following modifications to the Corpus Christi Transportation Master Plan"Mobility CC: 1. Modify planned (C3) Primary Collector to a(Cl) Collector(impacts the Mirabella Development Only). 2. Modify County Road 22 from a proposed (A2) Secondary Arterial and (C3) Primary Collector to a proposed (Cl) Collector from SH286 to Oso Parkway (impacts both developments). LIST OF SUPPORTING DOCUMENTS: Presentation Exhibit A Ordinance amending the Roadway Master Plan Map and the Urban Transportation Plan Map of Mobility CC, transportation elements of the Comprehensive Plan of the City of Corpus Christi, by modifying County Road 22 between SH286 and County Road 43 from an A2 Arterial to a C1 Collector, modifying County Road 22 between County Road 43 and a proposed P1 Parkway from a C3 Collector to a C1 Collector, and modifying a planned road between between County Road 22 and County Road 20A from a C3 Collector to a C1 Collector; amending related elements of the Comprehensive Plan of the City; and providing for publication. WHEREAS, the Planning Commission has forwarded to the City Council its recommendation concerning the amendments to the Corpus Christi Roadway Master Plan and the Urban Transportation Plan, elements of the Comprehensive Plan of the City of Corpus Christi, Texas; WHEREAS, Planning Commission held a public hearing regarding amendments to the Corpus Christi Roadway Master Plan and the Urban Transportation Plan maps, during which all interested persons were allowed to be heard; WHEREAS, City Council held a public hearing, regarding amendments to the Corpus Christi Roadway Master Plan and Urban Transportation Plan maps, during which all interested persons were allowed to be heard; and WHEREAS, the City Council has determined that these amendments would best serve public health, necessity, and convenience, and the general welfare of the City of Corpus Christi, and its citizens; BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The Corpus Christi Roadway Master Plan Map and the Urban Transportation Plan Map of Mobility CC, elements of the Comprehensive Plan of the City of Corpus Christi, Texas (the "Comprehensive Plan"), are amended by modifying County Road 22 between SH286 and County Road 43 from an A2 Arterial to a C1 Collector, modifying County Road 22 between County Road 43 and a proposed P1 Parkway from a C3 Collector to a C1 Collector, and modifying a planned road between between County Road 22 and County Road 20A from a C3 Collector to a C1 Collector, as shown on Exhibit "A," which is attached to this ordinance and incorporated into this ordinance by reference as if fully set out in its entirety. SECTION 2. To the extent the amendments made by this ordinance represent a deviation from the Comprehensive Plan, the Comprehensive Plan is amended to conform to the amendments made by this ordinance. SECTION 3. The Comprehensive Plan, as amended from time to time and except as changed by this ordinance, remains in full force and effect. SECTION 4. Any ordinance or part of any ordinance in conflict with this ordinance is expressly repealed by this ordinance. SECTION 5. The City Council intends that every section, paragraph, subdivision, clause, phrase, word, or provision of this ordinance be given full force and effect for its purpose. Therefore, if any section, paragraph, clause, phrase, word, or provision of this ordinance is held invalid or unconstitutional by final judgment of a court of competent jurisdiction, that judgment shall not affect any other section, paragraph, subdivision, clause, phrase, word, or provision of this ordinance. SECTION 6. Publication shall be made in the City's official publication as required by the City's Charter. Introduced and voted on the day of , 2025. PASSED and APPROVED on the day of , 2025. ATTEST: Paulette Guajardo, Mayor Rebecca Huerta, City Secretary EXHIBIT A EXISTING MASTER TRANSPORTATION PLAN PROPOSED AMENDMENT WEBER RD(FM 9S) AZ(ARMRIAL) o $ ' C3(C.—.R) ».z C3(COLLECTOR) A n 2 4 3 2 0 4 3 O \S COUNTY ROAp 11 A2(ARTERIAL) *(COLLECTOR)- \F COUNTY ROAD Y1 C1(COLLECTOR) C1(COLLEcrOR)la FO LEOENO KING'5 LAKE WEST _ KING'S LAKE WEST COUNTYROAD20A CJICOLLECTOR) �I MARIBEl1A - COUNN ROAD 2QA CS(COLLECTOR) MAfiIEEL I I SOUTH BTARLEBBT(FM2GC6)1 1 KASRIAN 1 I SOUTH STA -DT(FMaaml l I KASRwN� Proposed Amendments Summary Table ID Road Classification Limits Proposed Requestor Planning # Modification Commission/Staff Recommendation 1 Planned C3 Collector C3 Primary County Road 22 C1 Collector Mirabella Yes Collector to County Road 20A 2 County Road 22 C3 Primary SH286 to C1 Collector King's Lake Yes Collector County Road 43 3 County Road 22 A2 Secondary County Road 43 C1 Collector City Yes Arterial to P1 Parkway 4 County Road 43 A2 Secondary Adjacent to C1 Collector King's Lake No Arterial King's Lake Classification Table Summary DailyRoad ROW Width(FT) Travel Lane Median Turn Lane Sidewalk Average (FT) Trips C1 Collector 60 2 No 5 4,000-8,000 Primary 75 4 No 5 10,000—14,000 Collector(C3) Parkway 80 2 No 5 4,000-8,000 Collector(PI) Secondary 100 4 Median 5 4,000-8,000 Arterial A2 V SION ZERO o�oOHRIST Corpus Christi Transportation0 Master Plan (MobilityCC) Amendments Modifications Related to Future Mirabella & King's Lake West Developments =y City Council Presentation June 17, 2025 Background Oio • Transportation Plan Requested Amendments ID Road Classification Limits Proposed Requestor Planning # Modification Commission/Staff Recommendation- 1 Planned C3 Collector C3 Primary County Road 22 C1 Collector Mirabella Yes Collector to County Road 20A 2 County Road 22 C3 Primary SH286 to C1 Collector King's Lake Yes Collector County Road 43 3 County Road 22 A2 Secondary County Road 43 C1 Collector City Yes Arterial to P1 Parkway 4 County Road 43 A2 Secondary Adjacent to C1 Collector King's Lake No Arterial King's Lake • Requested Amendments Presented to Planning Commission • TIA Provided for Each Development (Within in 1-Mile) Amendment Requests �► EXISTING MASTER TRANSPORTATION PLAN WEBER RD(FM 43) A3(ARTERIAL) K] K 1I O a of w F U cQ U C3(COLLECTOR) 4 0 2 z 3 Z � AaO'O4r COUNTY ROAD 22 A2(ARTERIAL) C3(COLLECTOR) FD N r = c~i w (ps cN 0 y V LEGEND O U KING'S LAKE WEST COUNTY ROAD 20A C3(COLLECTOR) MARIBELLA 4 4 SOUTH STAPLES ST(FM2444)1 1 KASPIAN 3 Recommendations PROPOSED AMENDMENT WEBER RD(FM 43) A3(ARTERIAL) ' \�O w w r U � / C3(COLLECTOR) / i Q /a 4 O / � 5 p,4Op0 SFO LL COUNTY ROAD 22 Cl(COLLECTOR) C1(COLLECTOR) Q O ¢ � i O U � LEGEND U KING'S LAKE WEST COUNTY ROAD 20A C3(COLLECTOR)W MARGELLA 1 i I SOUTH STAPLES ST(FM2444)i I= KASPIAN Recommendations Oio Amend & Update Transportation Plan as Indicated Below ID Road Classification Urnits Proposed Requestor Planning # Modification Commission/Staff Recommendation 1 Planned C3 Collector C3 Primary County Road 22 C1 Collector Mirabella Yes Collector to County Road 20A 2 County Road 22 C3 Primary SH286to C1 Collector Kingys Lake Yes Collector County Road 43 3 County Road 22 A2 Secondary County Road 43 C1 Collector city Yes Arterial to P1 Parkway 4 County Road 43 A2 Secondary Adjacent to C1 Collector King's Lake No Arterial King's Lake 1. Reduce Planned C3 Primary Collector to C1 Collector. 2. Reduce County Road 22, from SH286 to County Road 43 to a C1 Collector. 3. Reduce County Road 22, from County Road 43 to a Proposed P1 Parkway, to a C1 Collector se GO � w O AGENDA MEMORANDUM "ORPOR First Reading for the City Council Meeting of June 17, 2025 1852 Second Reading for the City Council Meeting of June 24, 2025 DATE: June 10, 2025 TO: Peter Zanoni, City Manager FROM: Dr. Dante Gonzalez, Interim Director of Public Health DanteG()cctexas.com 361-826-7203 Acceptance of the City of Corpus Christi Laboratory Response Network Public Health Infrastructure Grant in the amount of$250,000.00 and appropriation of the funds from upon contract execution through November 30, 2027 CAPTION: Ordinance accepting Public Health Infrastructure Grant for $250,000.00 from the Department of State Health Services to enhance and expand Laboratory Information Management System infrastructure through November 30, 2027; and appropriating $250,000.00 into the Health Grant Fund. SUMMARY: The Public Health Infrastructure Grant aims to strategically enhance and expand Laboratory Information Management System infrastructure, improve jurisdictional visibility of laboratory data, and enable faster, more comprehensive data exchange and reporting to and from the Department of State Health Services via the National Electronic Disease Surveillance System and the Centers for Disease Control and Prevention. The system will enhance data flow efficiency between the public health laboratory and its partners, improving accuracy and reliability by automating the process of reporting. This will facilitate informed decision-making, quicken result reporting, ensure regulatory compliance, and foster an innovative research environment. Enhancing LIMS capabilities will increase the flexibility and scalability of lab services, enabling the development of a more comprehensive and adaptable test menu to meet the evolving needs of the community. The City Manager, or designee, may reject or terminate this grant. Furthermore, the City Manager, or designee, is authorized to execute contract amendments pertaining to these grant funds in the following instances: a)for the carry-over of funds, when ascertained and approved by the funding agency through a revised notice of award; b) a no-cost extension; c) when an amendment will provide supplemental grant funds in an amount not to exceed 20% of the original grant amount; d)for reimbursement increases of administration funds for each participant served; e) to comply with applicable State or federal laws and regulations; and f) for matters which do not change the essential purpose of the grant. BACKGROUND AND FINDINGS: The purpose of this contract is to make strategic investments to enhance and expand Laboratory Information Management System infrastructure, improve jurisdictional visibility of laboratory data, and enable faster, more comprehensive data exchange and reporting to and from the Department of State Health Services via the National Electronic Disease Surveillance System and the Centers for Disease Control and Prevention. This grant will start upon contract execution and go through November 30, 2027. All funding will be provided by DSHS with a total budget amount of 250.000.00, with the following allocations: • $35,300.00 for Supplies (Computer hardware & office supplies) • $214,700.00 for Contractual (Annual LIMS support, HL7 interface builds, configurations) These funds will be utilized to establish interfaces across departments within the Public Health District supporting the reporting of notifiable conditions as required by several Texas state laws (Health & Safety Code, Chapters 81, 84, and 87) which require specific information regarding notifiable conditions be provided to the Texas Department of State Health Services (DSHS). Health care providers, and laboratories are required to report notifiable conditions. (Chapter 97, Title 25, Texas Administrative Code) 3-Year Budget Breakdown: DSHS DSHS DSHS Funding Funding Fundiii-7 Budget (ateoories Year 1 Year 2 y e-.ir 3 Sumtnary (Execution thru (12/l/2025 (12r1�2026 11i30 202 ) thru thru 11f30?2026) 11:30.2027y Personnel $0.00 $0.00 $0.00 $0.00 Fringe Benefits $0.00 $0.00 $0.00 $0.00 Tr,ivel $0.00 $0.00 $0.00 $0.00 Equipment $0.00 $0.00 $0.00 $0.00 Supplies $193333,00 $3.533.00 $11434.00 `b35.300.00 Contractual $41 MO.00 $84.200.00 $89.500.00 5-'14.?00,00 Other $0.00 $0.00 $0.00 50,00 Toul Direct C osts $603333,00 $87.733.00 5101.934.00 5-'-50.000,00 Indirect Costs $0.00 $0,00 $0.00 $0.00 Tot.il Suin of Direct mid Indirect $60,3.33.00 $87,733.00 5101,934.00 5250,000.00 Costs Listed below are the preliminary contractual provisions of funding pending Council approval: • Laboratory Information Management System (LIMS) Annual Support • LIMS Interfaces to Analyzers and Disease Surveillance Databases • LIMS Configuration of database reports for epidemiological and statistical analysis This grant will support efficient and accurate data exchange, allowing the Corpus Christ-Nueces County Public Health District to effectively perform infectious disease surveillance and control. ALTERNATIVES: Refuse the execution of the grant contract and lose additional funding to be utilized for strengthening the public health laboratory data surveillance and exchange infrastructure. FISCAL IMPACT: There is no fiscal impact. The grant requires no match. FUNDING DETAIL: Fund: 1066 Health Grants Organization/Activity: 89 Grants & Capital Projects/TBD Department: 15 Heath Dept Account: various Total Amount: $250,000.00 RECOMMENDATION: Staff recommends approval of the Ordinance. LIST OF SUPPORTING DOCUMENTS: Contract No. HHS001593800001 Ordinance Presentation Certificate of Funds Ordinance accepting Public Health Infrastructure Grant for $250,000.00 from the Department of State Health Services to enhance and expand Laboratory Information Management System infrastructure through November 30, 2027; and appropriating $250,000.00 in the Health Grant Fund. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS, THAT: SECTION 1. The City Manager or designee is authorized to execute all documents necessary to execute Contract No. HHS001593800001 (the "Contract") between the Department of State Health Services ("DSHS") and Corpus Christi-Nueces County Public Health District for a grant in the amount of $250,000.00, effective from execution of Contract, through November 30, 2027, to provide Laboratory Information Management System infrastructure through November 30, 2027. SECTION 2. Funds in the amount of $250,000.00 are appropriated in the Health Grants Fund No. 1066 to enhance and expand Laboratory Information Management System infrastructure through November 30, 2027. SECTION 3. The City Manager or designee is authorized to execute any future amendments to the Contract that extend the contract period or increase or decrease the amount of the grant. SECTION 4. A copy of the executed health grant contract and amendments shall be filed in the office of the City Secretary. SECTION 5. In the event of the loss or misuse of these DSHS funds, the City assures the funds will be returned to the funding agency in accordance with the applicable requirements. Introduced and voted on the day of , 2025. PASSED and APPROVED on the day of , 2025. ATTEST: Paulette Guajardo, Mayor Rebecca Huerta, City Secretary Department of State Health Services Public Health Infrastructure Grant Ordinance Authorizing Acceptance of Grant Award Health Department Interim Director Dr.Dante Gonzalez June 10, 2025 Ordinance Ordinance accepting Public Health Infrastructure Grant for $250,000.00 from the Department of State Health Services to enhance and expand Laboratory Information Management System infrastructure through November 30, 2027; and appropriating $250,000.00 in the Health Grant Fund. a� Summary Information Public Health Infrastructure Grant Overview: The purpose of this grant is to make strategic investments that enhance data exchange efficiency and accuracy and strengthening infectious disease surveillance and control efforts. The objective of this grant is to: • Enhances Laboratory Information Management System (LIMS) infrastructure • Improve jurisdictional visibility of laboratory data • Enable faster and more comprehensive data exchange and reporting to: o Department of State Health Services o National Electronic Disease Surveillance System o Centers for Disease Control and Prevention (CDC) Background Information Public Health Infrastructure Grant Continued: Grant enhancement initiatives include: • Automate reporting processes for improved accuracy, reliability, and efficiency • Strengthen data flow between public health laboratories and partners • Enhance lab service flexibility and scalability • Expand test menu options to meet evolving community needs • Supports informed decision-making and regulatory compliance with Texas state laws requiring notification of conditions to DSHS jW Background Information 3-Year Budget Breakdown: 3-Year Total: $250,000.00 Budget Summary: DSHS DSHS DSHS Funding Funding Funding • Year 1 60 333.00 Budget Categories Year Year 2 Year 3 Summary $ (Execution thra (12.1!2025 (12A,1026 11130I2025) thru thru 11/30/202 W30l2027 Personnel $0.00 $0,00 $0.00 Son Fringe Benefits $0.00 $0.00 $0.00 $0.00 • Year 2: $87,733.00 Travel $0.00 $0.00 $0.00 $0.00 Equipment $0.00 $OM $0.00 50.00 Supplies $19.333.00 $3.533.00 $12.434.00 $35.300.00 Contractual $41.000.00 $84.200.00 $89.500.00 $214.700.00 • Year 3: $101,943.00 Other $0.00 $0.00 $0.00 $0.00 Total Direct Costs $60.333.00 $87.733.00 $101.934.00 $250.000.00 Indirect Costs $0.00 $0.00 $0.00 $0.00 Total Sum oFDirert and Indirect $60,333.00 587,733.00 5101,934.00 5250.000.00 Costs 5 Fiscal Impact & Recommendation Fiscal Impact: Public Health Infrastructure Grant contract is effective upon contract execution through November 30, 2027. • Total 3-year grant amount is 250,000.00 o $214,700.00 for contractual services (annual LIMS support, HL7 interface builds, configurations o $35,300.00 for supplies (computer hardware & office supplies) • No FTEs are supported by this grant. Recommendation: Staff recommends approval of the Ordinance. Department of State Health Services Public Health �, Infrastructure Grant uestions ?Q se w O H v AGENDA MEMORANDUM NCOOppgpl EO First Reading for the City Council Meeting of June 17, 2025 1852 Second Reading for the City Council Meeting of June 24, 2025 DATE: June 10, 2025 TO: Peter Zanoni, City Manager FROM: Dr. Dante Gonzalez, Interim Director of Public Health DanteG@cctexas.com 361-826-7203 Acceptance of the Texas Beach Watch 5-Year Contract to Collect & Analyze Recreational Beach Water for the Corpus Christi — Nueces County Public Health District CAPTION: Ordinance authorizing an Interlocal Agreement with an estimated payment amount of $700,000.00 to the City of Corpus Christi from the Texas General Land Office to provide beach water sampling in Nueces, Aransas, and San Patricio counties under the Texas Beach Watch Program for a five-year period beginning in FY25 and ending August 31, 2030. SUMMARY: The Corpus Christi-Nueces County Public Health District (CCNCPHD) received Contract No. 26-004-004 from the General Land Office (GLO) to collect and analyze recreational beach water samples from designated sampling stations and report results to the GLO. During the contract term, the GLO will issue annual Work Orders. This agreement funds one Public Health Technician position. Under this contract, CCNCPHD will follow the Texas Beach Watch work plan to collect and analyze water samples in Nueces, Aransas, and San Patricio Counties. The Texas Beach Watch program helps protect public health by monitoring coastal water quality and issuing advisories when bacteria levels exceed safe limits, ensuring the community can make informed decisions about swimming and water activities. All funding is based on annual work orders from the General Land Office (GLO), with an estimated $700,000.00 allocated over the next five years. The City Manager, or designee, may reject or terminate this grant. Furthermore, the City Manager, or designee, is authorized to execute contract amendments pertaining to these grant funds in the following instances: a) for the carry-over of funds, when ascertained and approved by the funding agency through a revised notice of award; b) a no-cost extension; c) when an amendment will provide supplemental grant funds in an amount not to exceed 20% of the original grant amount; d) for reimbursement increases of administration funds for each participant served; e) to comply with applicable State or federal laws and regulations; and f) for matters which do not change the essential purpose of the grant. BACKGROUND AND FINDINGS: The GLO has awarded a contract to CCNCPHD to collect and analyze recreational beach water samples, notify the public of beach water quality and recommend and/or issue, water quality advisories when warranted. This contract is effective September 1, 2025, through August 31, 2030. Every year, the GLO awards the Texas Beach Watch Program financial support, which provides for salary, benefits, and expenses. Annual work orders are awarded to the CCNCPHD during the 5-year contract term. The TBW program collects & analyzes specimens throughout designated sampling stations in Nueces, Aransas, and San Patricio Counties and monitors waterways. The program monitors these recreational beaches and when Enterococci bacteria levels in the water exceed the acceptable standards established by the U.S. Environmental Protection Agency (EPA), the GLO works with local governments to issue advisories warning the public. This award has been appropriated to the CCNCPHD since 2015. Water samples are collected and tested throughout the year. During the peak beach season, which runs from May through October, water samples are collected weekly. During the rest of the year, samples are collected every two weeks. The one exception occurs in March when weekly sampling is conducted to coincide with spring break. In FY24, the Corpus Christi-Nueces County Public Health District collected approximately 2,000 initial water samples and 500 recollected samples from 50 sampling stations as part of monitoring efforts. Budget Breakdown: Total estimated amount of Texas Beach Watch Contract is $700.000.00 i Salaries &Wages $44,000.00 $44,000.00 $44,000.00 $44,000.00 $44,000.00 Overtime $2,000.00 $2,000.00 $2,000.00 $2,000.00 $2,000.00 Other Pa $716.04 $716.04 $716.04 $716.04 $716.04 Retirement $11,012.40 $11,012.40 $11,012.40 $11,012.40 $11,012.40 Group Insurance Benefits $8,500.00 $8,500.00 $8,500.00 $8,500.00 $8,500.00 Other Employee Benefits $78.00 $78.00 $78.00 $78.00 $78.00 Clinical Supplies $25,000.00 $25,000.00 $25,000.00 $25,000.00 $25,000.00 Chem/hsld supplies $500.00 $500.00 $500.00 $500.00 $500.00 Janitorial supplies $400.00 $400.00 $400.00 $400.00 $400.00 Minor tools & equipment $5,000.00 $5,000.00 $5,000.00 $5,000.00 $5,000.00 Minor computer equipment $2,000.00 $2,000.00 $2,000.00 $2,000.00 $2,000.00 Office supplies $12,000.00 $12,000.00 $12,000.00 $12,000.00 $12,000.00 Fuel & Lubricants $5,000.00 $5,000.00 $5,000.00 $5,000.00 $5,000.00 Food & Food Supplies $2,500.00 $2,500.00 $2,500.00 $2,500.00 $2,500.00 Professional services $4,193.56 $4,193.56 $4,193.56 $4,193.56 $4,193.56 Vehicle repairs $4,000.00 $4,000.00 $4,000.00 $4,000.00 $4,000.00 Tel e hone/tele ra h/cable $600.00 $600.00 $600.00 $600.00 $600.00 Uniforms & Safety Clothing $10,000.00 $10,000.00 $10,000.00 $10,000.00 $10,000.00 Travel $2,500.00 $2,500.00 $2,500.00 $2,500.00 $2,500.00 The Texas Beach Watch program, funded by the EPA and managed by the GLO, provides daily water quality updates based on sample results which are entered in the GLO database. Local governments post advisory signs at beach access points when bacterial levels exceed acceptable limits. Water samples are collected and analyzed at multiple locations throughout the Coastal Bend, with repeat sampling continuing until bacteria levels return to a safe range. Reimbursement for each sample is determined by the annual work order provided by the GLO. The total estimated revenue for the next five years is $700,000.00. ALTERNATIVES: Denial of the Texas Beach Watch contract would eliminate essential real-time reporting on recreational beach water bacterial levels for the community who utilizes these resources. FISCAL IMPACT: All collection, testing, and reporting services are fully covered through annual work orders from the General Land Office(GLO). The total estimated revenue for the next five years is$700,000.00. FUNDING DETAIL: Fund: 1066 Health Grant Fund Organization/Activity: 89 Grants & CIP/TBD Mission Element: 15 Health Account: Various Amount: 700,000.00 RECOMMENDATION: Staff recommends approval of the Ordinance to apply, approve, and appropriate GLO contract and annual work orders. LIST OF SUPPORTING DOCUMENTS: Ordinance GLO Contract No. 26-004-004 Presentation Certificate of Funds Ordinance authorizing an Interlocal Agreement for an estimated $700,000.00 with the Texas General Land Office to provide beach water sampling in Nueces, Aransas, and San Patricio counties under the Texas Beach Watch Program for a five-year period ending August 31, 2030. Whereas, under the Texas Beach Watch Program, the Texas General Land Office will issue work orders for beach water sampling based on need and funding availability; and Whereas, the Texas General Land Office will issue work orders for a total estimated $700,000.00 in services over the five-year contract period. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS, THAT: SECTION 1. The City Manager or designee is authorized to execute an Interlocal Agreement with the Texas General Land Office to provide beach water sampling in Nueces, Aransas, and San Patricio counties under the Texas Beach Watch Program for a five-year term ending August 31, 2030. SECTION 2. The City Manager or designee is authorized to execute work orders under the Interlocal Agreement with the Texas General Land Office to provide beach water sampling in Nueces, Aransas, and San Patricio counties under the Texas Beach Watch Program for a five-year term ending August 31, 2030. SECTION 3. All funds received under the Texas Beach Watch Program are appropriated in the Health Grants Fund No. 1066 to provide reimbursement for beach water sampling in Nueces, Aransas, and San Patricio counties under the Texas Beach Watch Program. SECTION 4. The City Manager, or designee, may reject or terminate this grant. Furthermore, the City Manager, or designee, is authorized to execute contract amendments pertaining to these funds in the following instances: a) for the carry-over of funds, when ascertained and approved by the funding agency through a revised notice of award; b) a no-cost extension; c) when an amendment will provide supplemental funds in an amount not to exceed 20% of the original amount; d) for reimbursement increases of administration funds for each participant served; e) to comply with applicable State or federal laws and regulations; and f)for matters which do not change the essential purpose of the funding. SECTION 5. The City Manager or designee is authorized to execute any future amendments to the Contract that extend the contract period or increase or decrease the amount of the grant. SECTION 6. A copy of the executed work orders or amendments shall be filed in the office of the City Secretary. Introduced and voted on the day of , 2025. PASSED and APPROVED on the day of 12025. ATTEST: Paulette Guajardo, Mayor Rebecca Huerta, City Secretary 1 Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 LAND V t� o r 00 en w ao a 1 5 P STATE OF�� INTERLOCAL CONTRACT GLO Contract No. 26-004-004 THE GENERAL LAND OFFICE ("the GLO") and CITY OF CORPUS CHRISTI, Texas Identification Number (TIN) 17460005741 ("Provider"), each a "Party" and collectively "the Parties," enter into the following contract for services (the "Contract") pursuant to the Interlocal Cooperation Act, Chapter 791 of the Texas Government Code. This Contract is funded through the U.S. Environmental Protection Agency under the Beaches Environmental Assessment and Coastal Health Act of 2000 (BEACH Act, PL 106-284). I.DEFINITIONS/INTERPRETIVE PROVISIONS/PROJECT DESCRIPTION 1.01 DEFINITIONS "Administrative and Audit Regulations" means all applicable statutes, regulations, and other laws governing administration or audit of this Contract, which may include Title 2, Part 200, Code of Federal Regulations and Chapters 321 and 791 of the Texas Government Code. "Attachment" means documents, terms, conditions, or additional information attached to this Contract following the execution page or expressly incorporated by reference within the body of this Contract. "Contract" means this entire document, along with any Attachments. "Deliverable" means a unit or increment of work to include, any item, report, data, document, photograph, or other submission required to be delivered under the terms of this Contract, in whatever form. "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. "Federal Assurances and Certifications" means Standard Form 424B (Rev. 7-97) (non- construction projects) or Standard Form 424D (Rev. 7-97) (construction projects), and U.S. Department of Commerce Form CD-512 (12-04), "Certifications Regarding Lobbying — Lower Tier Covered Transactions," attached hereto as Attachment B and incorporated herein for all purposes. "GAAP" means "generally accepted accounting principles." "GASB" means the Governmental Accounting Standards Board. "General Affirmations" means the statements, terms, and conditions attached hereto as Attachment C. To the extent they apply, Provider agrees to and affirms the General Affirmations. GLO Contract No.26-004-004 Page 1 of 12 Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 "Intellectual Property" means patents, rights to apply for patents, trademarks, trade names, service marks, domain names, copyrights, schematics, industrial models, inventions, know-how, trade secrets, computer software programs, other intangible proprietary information, and all federal, state, or international registrations or applications for any of the foregoing. -Performing Agency" (or Provider) means the State agency or local governmental entity performing the services described herein "Project"means the services described in SECTION 1.03 of this Contract. "Public Information Act" means Chapter 552 of the Texas Government Code. `'Quality Assurance Project Plan (QAPP) ' means the EPA-approved document describing in comprehensive detail the technical activities to be implemented to ensure the results of work performed will satisfy the stated performance criteria. "Receiviny- Ar-ency" (or the GLO) means the State agency or local governmental entity receiving the benefits of the services described herein. "Subcontractor" means an individual or business that signs a contract, or enters into an agreement with Provider, to perform part or all of the obligations of Provider under this Contract. "Travel Regulations" means all applicable statutes, regulations, laws, and Comptroller guidance related to reimbursement for Provider's travel expenses, including: Title 34, Section 5.22, of the Texas Administrative Code; Chapter 660 of the Texas Government Code; the General Appropriations Act; and Textravel, the Comptroller's travel regulation guidance available on the Comptroller's website. "Work" means services to be performed or goods to be delivered, and any appurtenant actions performed and items produced, conceived, or developed, including but not limited to Deliverables, in the performance of the Project. "Work Order" means an individually-negotiated document authorizing Provider to perform specific services or deliver specific goods under the Contract. Upon execution by both Parties, a Work Order becomes a part of the Contract. 1.02 INTERPRETIVE PROVISIONS a) The meanings of defined terms apply to the singular and plural forms of the defined terms; b) The words "hereof," "herein," "hereunder," and similar words refer to this Contract as a whole and not to any particular provision, section, Attachment, Work Order, or schedule of this Contract unless otherwise specified; c) The term"including" means "including, without limitation." d) Unless otherwise expressly provided, references to contracts and work orders include subsequent amendments and other modifications thereto, to the extent such amendments and modifications are not prohibited by the terms of this Contract or applicable Work Order, and a reference to a statute or regulation includes statutory or regulatory provisions consolidating, amending, replacing, supplementing, or interpreting the statute or regulation; GLO Contract No.26-004-004 Page 2 of 12 Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 e) The captions and headings of this Contract are for convenience of reference only and shall not affect the interpretation of this Contract; f) All Attachments to this Contract, including those incorporated by reference, and any amendments are considered part of the terms of this Contract; g) This Contract may use several limitations, regulations, or policies to regulate the same or similar matters and each such limitation, regulation, and policy is cumulative and shall be performed in accordance with its terms; h) Unless otherwise expressly provided, reference to any action of or by the GLO by way of consent, approval, or waiver is deemed modified by the phrase "in its/their sole discretion," however, the GLO shall not unreasonably withhold or delay any approval, consent, or waiver required or requested of it; i) Time is of the essence in this Contract; j) If this Contract, its Attachments, or a Work Order conflict, such conflicts shall be resolved in the following order of precedence: first, the Contract; then attachments to the Contract in this order: Attachment B, Attachment C, and Attachment A; then Work Orders, with conflicts between Work Orders being resolved by giving precedence to the Work Order with the earliest effective date. 1.03 PROJECT Provider shall, in accordance with the Beach Watch Contract Work Plan attached hereto as Attachment A and as directed in Work Order(s) issued under this Contract, perform, or cause to be performed: collection and analysis of water samples from designated sampling stations in Aransas, Nueces, and San Patricio Counties, Texas; all procedures required by, and in accordance with, the Quality Assurance Project Plan ("QAPP"), incorporated herein by reference in its entirety for all purposes, as if physically attached; and notification of the public of water quality advisories (the "Project"). Provider shall perform the Project in accordance with this Contract and all Attachments and any Work Order(s)issued under this Contract. 1.04 WORK ORDERS a) If the GLO selects Provider to carry out an individual Project, the GLO shall issue a Work Order to Provider. The GLO may issue multiple Work Orders during the term of this Contract, all of which shall be in writing and signed by the Parties. Each Work Order shall include a scope of services; a list of tasks; a schedule for completion of work; a list of any Deliverables and their due dates; a budget; and other information or special conditions necessary to describe the Work authorized therein. Each Work Order shall become an Attachment hereto upon final execution, with this Contract and all Attachments thereafter being referred to collectively as the "Contract." b) Nothing in this Contract expresses or guarantees that the GLO will issue Work Orders to Provider for any of the tasks set forth herein. All Work under this Contract will be required on an irregular and as-needed basis throughout the Contract term. The GLO makes no guarantee of volume or usage under this Contract. GLO Contract No.26-004-004 Page 3 of 12 Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 1.05 REPORTING REQUIREMENTS Provider shall submit reports in accordance with each Work Order. Reporting requirements may include the status of the deliverables, schedule, and budget. Any additional reporting requirements shall be specified in the Work Order. 11. TERM 2.01 DURATION This Contract shall be effective as of September 1, 2025, and shall terminate on August 31, 2030. 2.02 EARLY TERMINATION FOR CONVENIENCE The GLO may terminate this Contract for convenience by giving written notice specifying a termination date at least 30 days subsequent to the date of the notice. Upon receipt of any such notice, Provider shall cease work, terminate all subcontracts, and incur no further expense related to this Contract. Such early termination shall be subject to the equitable settlement of the respective interests of the Parties, accrued up to the date of termination. 2.03 ABANDONMENT OR DEFAULT If Provider abandons work or defaults on the Contract and fails to cure the default within 30 days after receiving written notice of default, the GLO may terminate the Contract without notice. 111.CONSIDERATION 3.01 CONTRACT LIMIT,FEES,AND EXPENSES The GLO will compensate Provider, per Work Order, in accordance with the budget in each Work Order. 3.02 TRAVEL EXPENSES a) The GLO will not reimburse Provider for travel expenses of any kind without prior written GLO approval. The GLO will only reimburse travel expenses directly attributable to Provider's performance of this Contract and any applicable Work Order at the rates established or adopted by the Comptroller of the State of Texas, as outlined in the Travel Regulations. b) Subject to the maximum amount authorized in this Contract or applicable Work Order and upon specific, prior, written approval by the GLO, lodging, travel, and other incidental direct expenses may be reimbursed under this Contract for professional or technical personnel who are working away from the cities in which they are permanently assigned and conducting business specifically authorized in the scope of services in Attachment A or in an applicable Work Order. c) The limits for reimbursements are the rates established or adopted by the Comptroller, as outlined in the Travel Regulations. Provider understands and acknowledges that any travel-expense reimbursement by the GLO is not a per diem. The GLO will only reimburse actual, allowable expenses in GLO Contract No.26-004-004 Page 4 of 12 Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 accordance with the Travel Regulations. Provider must submit itemized receipts to support any request for travel-expense reimbursement. 3.03 INVOICES Invoices must: a) be submitted to vendorinvoices(a�glo.texas. ov with a copy to lucy.flores(a_,glo.texas.gov; b) be supported by documentation (including, but not limited to, itemized receipts) that, in the judgment of the GLO, allows for full substantiation of the costs incurred; and C) prominently display GLO Contract Number 26-004-004 and the applicable GLO Work Order number. 3.04 PAYMENT If Provider does not submit invoices in strict accordance with the instructions in this Contract, payment of invoices may be significantly delayed. The GLO shall not pay interest, fees, or other penalties for late payments resulting from Provider's failure to submit invoices in strict accordance with the instructions in this section. IV.AUTHORITY,AFFIRMATIONS,ASSURANCES,AND CERTIFICATIONS 4.01 REPRESENTATION OF AUTHORITY Provider, as the Performing Agency, warrants that: (1) it has authority to perform the services described herein and any applicable Work Order; and (2) the representative executing this Contract on its behalf is authorized by its governing body to do so. The GLO, as the Receiving Agency, warrants that: (1) it has the authority to contract for the services described herein; and (2) the representative executing this Contract on its behalf is authorized to do so. 4.02 GENERAL AFFIRMATIONS To the extent they apply, Provider certifies it has reviewed the General Affirmations in Attachment C, and that Provider is in compliance with all the requirements contained therein. 4.03 FEDERAL ASSURANCES AND CERTIFICATIONS To the extent they apply, Provider certifies it has reviewed the Federal Assurances and Certifications in Attachment B, and that Provider is in compliance with all the requirements contained therein. Provider certifies it is in compliance with all other applicable federal laws,rules, and regulations. 4.04 CERTIFICATIONS FOR INTERLOCAL CONTRACT Each Party certifies that this Contract and any Work Order issued hereunder is authorized by its respective governing body, as applicable, or is otherwise authorized under procedures for entering into interlocal contracts that do not require the approval of its governing body. Each Party paying for the performance of governmental functions or services must make those payments from current revenues available to the paying Party. The Parties agree any contractual payment described in this Contract or any Work Order GLO Contract No.26-004-004 Page 5 of 12 Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 issued hereunder is in an amount that fairly compensates the performing Party for the services or functions performed under this Contract and applicable Work Order. 4.05 CLEAN AIR ACT;FEDERAL WATER POLLUTION CONTROL ACT Provider must comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. 1251-1387). V. STATE AND FEDERAL FUNDING 5.01 STATE FUNDING a) This Contract shall not be construed as creating any debt on behalf of the State of Texas and/or the GLO in violation of Article III, Section 49, of the Texas Constitution. In compliance with Article VIII, Section 6 of the Texas Constitution, all obligations of the GLO hereunder are subject to the availability of state funds. If such funds are not appropriated or become unavailable, this Contract may be terminated. In that event, the Parties shall be discharged from further obligations, subject to the equitable settlement of their respective interests, accrued up to the date of termination. b) Any claim by Provider for damages under this Contract may not exceed the amount of funds due and owing Provider or the amount of funds appropriated for payment, but not yet paid to Provider, under the annual budget in effect at the time of the breach. Nothing in this Contract shall be construed as a waiver of sovereign immunity. 5.02 RECAPTURE OF FUNDS The GLO may terminate the Contract and recapture and be reimbursed by Provider for any payments the GLO makes that: (i) exceed maximum allowable rates; (ii) are not allowed under applicable laws, rules, or regulations; or (iii) are otherwise inconsistent with this Contract, including any unapproved expenditures. 5.03 OVERPAYMENT Provider shall be liable to the GLO for any costs disallowed pursuant to financial or compliance audit(s) of funds Provider received under this Contract. Provider shall reimburse such disallowed costs from funds other than those Provider receives pursuant to this Contract. VI.OWNERSHIP AND INTELLECTUAL PROPERTY 6.01 OWNERSHIP AND INTELLECTUAL PROPERTY a) The GLO shall own, and Provider hereby irrevocably assigns to the GLO, all ownership rights, title, and interest in and to all Intellectual Property acquired or developed by Provider pursuant to this Contract, including, without limitation, all Intellectual Property in and to reports, drafts of reports, data, drawings, computer programs and codes, and/or any other information or materials acquired or developed by Provider under this Contract. The GLO may obtain and hold in its name any and all patents, copyrights, trademarks, service marks, registrations, or such other protections, including extensions and renewals thereof, as may be appropriate to the subject matter. Provider agrees and acknowledges that all GLO Contract No.26-004-004 Page 6 of 12 Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 expressive content subject to copyright protection, including, without limitation, all reports, drafts of reports, drawings, artwork, photographs, video, computer programs and codes, and/or any other expressive content acquired or developed by Provider pursuant to this Contract is a "work made for hire" under the United States Copyright Act of 1976. If, for any reason, any expressive content subject to copyright protection or any portion of such expressive content is not a work made for hire, Provider hereby irrevocably assigns to the GLO ownership of all rights, title and interest in and to such expressive content or such portion of such expressive content. Such rights, title, and interest include, without limitation, the entire and exclusive copyright in the expressive content and all rights associated with the copyright, including reproduction rights, distribution rights, the right to prepare translations and other derivative works, and the right to display the expressive content in all formats and media now known or developed in the future. b) Provider must give the GLO and the State of Texas, as well as any person designated by the GLO or the State of Texas, all assistance and execute documents required to perfect the rights granted to the GLO herein, without any charge or expense beyond the stated amount payable to Provider for the services authorized under this Contract. VII.RECORDS,AUDIT,RETENTION,AND DISCLOSURE 7.01 BOOKS AND RECORDS Provider shall keep and maintain under GAAP or GASB, as applicable, full, true, and complete records sufficient to allow the GLO, the Texas State Auditor's Office, the United States Government, and/or their authorized representatives to determine Provider's compliance with this Contract and all applicable laws, rules, and regulations. 7.02 INSPECTION AND AUDIT a) All records related to this Contract, including records of Provider and its Subcontractors, shall be subject to the Administrative and Audit Regulations. b) The state auditor may conduct an audit or investigation of any entity receiving funds from the state directly under the Contract or indirectly through a subcontract under the Contract. Acceptance of funds directly under the Contract or indirectly through a subcontract under the Contract acts as acceptance of the authority of the state auditor, under the direction of the legislative audit committee, to conduct an audit or investigation in connection with those funds. Under the direction of the legislative audit committee, an entity that is the subject of an audit or investigation by the state auditor must provide the state auditor with access to any information the state auditor considers relevant to the investigation or audit. The Office of the Comptroller General of the United States, the Government Accountability Office, the Office of Inspector General, or any authorized representative of the U.S. Government shall also have this right of inspection. Provider shall ensure that this clause concerning the authority to audit funds received indirectly by subcontractors through Provider and the requirement to cooperate is included in any subcontract it awards. GLO Contract No.26-004-004 Page 7 of 12 Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 c) State agencies authorized to audit and inspect Provider, its records, subcontractors, and subcontractors' records include the GLO, the GLO's contracted examiners, the State Auditor's Office, the Texas Attorney General's Office, the Texas Comptroller of Public Accounts, and their authorized designees. With regard to any federal funding, federal agencies authorized to audit and inspect Provider, its records, subcontractors, and subcontractors' records include: the relevant federal agency(ies), the Office of the Comptroller General of the United States, the Government Accountability Office, the Office of Inspector General, and their authorized designees. 7.03 PERIOD OF RETENTION Each Party shall retain in its records this Contract and all documents related to this Contract. Unless a longer retention period is specified by applicable federal law or regulation, the Parties may destroy the Contract and related documents only after the seventh anniversary of the date: the Contract is completed or expires; or all issues that arise from any litigation, claim, negotiation, audit, open records request, administrative review, or other action involving the Contract or related documents are resolved. 7.04 CONFIDENTIALITY To the extent permitted by law, Provider and the GLO shall keep all information, in whatever form produced, prepared, observed, or received by Provider or the GLO, confidential to the extent that such information is: (a) confidential by law; (b) marked or designated "confidential" (or words to that effect) by Provider or the GLO; or (c) information that Provider or the GLO is otherwise required to keep confidential by this Contract. Provider must not advertise that it is doing business with the GLO, use this Contract as a marketing or sales tool, or make any communications or announcements relating to this Contract through press releases, social media, or other public relations efforts without the prior written consent of the GLO. 7.05 PUBLIC RECORDS The GLO may post this Contract to the GLO's website. Provider understands that the GLO will comply with the Texas Public Information Act (Texas Government Code Chapter 552, the "PIA"), as interpreted by judicial rulings and opinions of the Attorney General of the State of Texas (the "Attorney General"). Information, documentation, and other material in connection with this Contract may be subject to public disclosure pursuant to the PIA. In accordance with Section 2252.907 of the Texas Government Code, Provider is required to make any information created or exchanged with the GLO or the State of Texas pursuant to the Contract, and not otherwise excepted from disclosure under the PIA, available to the GLO in portable document file (".pdf') format or any other format agreed upon between the Parties that is accessible by the public at no additional charge to the GLO or the State of Texas. By failing to mark any information that Provider believes to be excepted from disclosure as "confidential" or a "trade secret," Provider waives any and all claims it may make against the GLO for releasing such information without prior notice to Provider. The Attorney General will ultimately determine whether any information may be withheld from release under the PIA. Provider shall notify the GLO's Office of General Counsel within twenty-four (24) hours of receipt of any third-party written requests for information and forward a copy of said written requests to PIALegalgglo.texas.gov. If a request for information was not written, GLO Contract No.26-004-004 Page 8 of 12 Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 Provider shall forward the third party's contact information to the above-designated e- mail address. VIII.MISCELLANEOUS PROVISIONS 8.01 INSURANCE Pursuant to Chapter 2259 of the Texas Government Code entitled, `'Self-Insurance by Governmental Units," Provider is self-insured and, therefore, is not required to purchase insurance to perform its obligations under this Contract. 8.02 LEGAL OBLIGATIONS Provider shall procure and maintain for the duration of any Work Order issued under this Contract any license, authorization, insurance, waiver, permit, qualification, or certification required by federal, state, county, or city statute, ordinance, law, or regulation to be held by Provider to provide the goods or services required by this Contract and the applicable Work Order. Provider shall pay all taxes, assessments, fees, premiums, permits, and licenses required by law. Provider shall pay any such government obligations not paid by its subcontractors during performance of this Contract. In its performance of the Contract, Provider shall not infringe the intellectual property rights of third parties. 8.03 ASSIGNMENT AND SUBCONTRACTS a) Provider shall not assign, transfer, or delegate any rights, obligations, or duties under this Contract without the prior written consent of the GLO. Any purported assignment executed in violation of the foregoing is void and without effect. Notwithstanding this provision, Provider may subcontract with others for some or all of the services to be performed. In any approved subcontracts, Provider shall legally bind such subcontractor to perform and make such subcontractor subject to all the duties, requirements, and obligations of Provider as specified in this Contract. Nothing in this Contract shall be construed to relieve Provider of the responsibility for ensuring that the goods delivered and/or the services rendered by Provider and/or any of its subcontractors comply with all the terms and provisions of this Contract. b) Provider will provide written notification to the GLO of any such subcontractor performing fifteen percent (15%) or more of the work under this Contract, including the name and taxpayer identification number of subcontractor, the task(s) being performed, and the number of subcontractor employees expected to work on the task. 8.04 RELATIONSHIP OF THE PARTIES Provider is associated with the GLO only for the purposes and to the extent specified in this Contract. Provider is and shall be an independent contractor and, subject only to the terms of this Contract, shall have the sole right to supervise, manage, operate, control, and direct performance of the details incident to its duties under this Contract. Nothing contained in this Contract creates a partnership or joint venture, employer-employee or principal-agent relationships, or any liability whatsoever with respect to the indebtedness, liabilities, or obligations of Provider or any other Party. Provider shall be solely responsible for, and the GLO shall have no obligation with respect to: withholding of GLO Contract No.26-004-004 Page 9 of 12 Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 income taxes, FICA, or any other taxes or fees; industrial or workers' compensation insurance coverage; participation in any group insurance plans available to employees of the State of Texas; participation or contributions by the State to the State Employees Retirement System; accumulation of vacation leave or sick leave; or unemployment compensation coverage provided by the State. 8.05 COMPLIANCE WITH OTHER LAWS In its performance of this Contract, Provider shall comply with all applicable federal, state, county, and city laws, statutes, ordinances, and regulations. Provider is deemed to know of and understand all applicable laws, statutes, ordinances, and regulations. 8.06 NOTICES Any notices required under this Contract shall be deemed delivered when deposited either in the United States mail, postage paid, certified, return receipt requested; or with a common carrier, overnight, signature required,to the appropriate address below: GLO Texas General Land Office 1700 N. Congress Avenue, Mail Code 158 Austin, TX 78701 Attention: Contract Management Department Provider City of Corpus Christi 1201 Leopard Street Corpus Christi, Texas 78401 Attention: Beach Watch Project Manager Notice given in any other manner shall be deemed effective only if and when received by the Party to be notified. Either Party may change its address for notice by written notice to the other Party as herein provided. 8.07 GOVERNING LAW AND VENUE This Contract and the rights and obligations of the Parties hereto shall be governed by, and construed according to, the laws of the State of Texas, exclusive of conflicts of law provisions. Venue of any suit brought under this Contract shall be in a court of competent jurisdiction in Travis County, Texas. Provider irrevocably waives any objection, including any objection to personal jurisdiction, the laying of venue, or based on forum non conveniens, it has or may have to the bringing of any action or proceeding in such jurisdiction in respect of this Contract or any related document. NOTHING IN THIS CONTRACT SHALL BE CONSTRUED AS A WAIVER OF SOVEREIGN IMMUNITY BY THE GLO OR THE STATE OF TEXAS. 8.08 SEVERABILITY If a court of competent jurisdiction determines any provision of this Contract is invalid, void, or unenforceable, the remaining terms, provisions, covenants, and conditions of this Contract shall remain in full force and effect, and shall in no way be affected, impaired, or invalidated. GLO Contract No.26-004-004 Page 10 of 12 Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 8.09 FORCE MAJEURE Except with respect to the obligation of payments under this Contract, if either of the Parties, after a good faith effort, is prevented from complying with any express or implied covenant of this Contract by reason of war; terrorism; rebellion; riots; strikes; acts of God; any valid order, rule, or regulation of governmental authority; or similar events that are beyond the control of the affected Party (collectively referred to as a "Force Majeure"), then, while so prevented, the affected Party's obligation to comply with such covenant shall be suspended, and the affected Party shall not be liable for damages for failure to comply with such covenant. In any such event, the Party claiming Force Majeure shall promptly notify the other Party of the Force Majeure event in writing and, if possible, such notice shall set forth the extent and duration thereof, The Party claiming Force Majeure shall exercise due diligence to prevent, eliminate, or overcome such Force Majeure event where it is possible to do so and shall resume performance at the earliest possible date. However, if non-performance continues for more than thirty (30) days, the GLO may terminate this Contract immediately upon written notification to Provider. 8.10 ENTIRE CONTRACT AND AMENDMENT This Contract, its Attachments, and any Work Order(s) issued under this Contract constitute the entire agreement of the Parties and are intended as a complete and exclusive statement of the promises, representations, negotiations, discussions, and other agreements made in connection with the subject matter hereof. Additional or conflicting terms in Attachments or Work Order(s) shall be harmonized with this Contract to the extent possible. Unless such integrated Attachment or Work Order(s) specifically display a mutual intent to amend part of this Contract, conflicts shall be construed consistently with the terms of this Contract. This Contract, its Attachments, and any Work Order(s)issued under this Contract may only be amended by a mutual, written agreement executed by authorized representatives of the Parties. 8.11 COUNTERPARTS This Contract may be executed in any number of counterparts, each of which shall be an original, and all such counterparts shall together constitute one and the same Contract. 8.12 PROPER AUTHORITY Each Party represents and warrants that the person executing this Contract and any Work Order issued hereunder on its behalf has the authority to enter into this Contract and any Work Order issued hereunder. This Contract is effective for the term specified herein. Any services Provider performs before this Contract's effective date or after its termination or expiration are performed at Provider's sole risk. 8.13 TAXES,WORKERS' COMPENSATION,UNEMPLOYMENT INSURANCE Provider shall be solely liable and responsible for payment of Provider's and Provider's employees' taxes of whatever kind, arising out of the execution or performance of the Contract. Provider shall comply with all state and federal laws applicable to any such persons, including laws regarding wages, taxes, insurance, and workers' compensation. The GLO and the State of Texas, by entering into this Contract, shall not be liable to Provider or its officers, agents, employees, representatives, contractors, assignees, designees, or others for the payment of taxes, or the provision of unemployment GLO Contract No.26-004-004 Page 11 of 12 Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 insurance, workers' compensation, or any benefit available to a state employee or employee of another governmental entity. 8.14 INDEMNIFICATION As required under the Constitution and laws of the State of Texas, each Party understands that it is solely liable for any liability resulting from its acts or omissions. No act or omission of a Party shall be imputed to the other Party. Neither Party shall indemnify or defend the other Party. 8.15 INFRINGEMENT If Provider becomes aware of an actual or potential claim of infringement of any United States patent, copyright, trade or service mark, or any other intellectual or intangible property right that occurs in the execution or performance of the Contract, or the GLO provides Provider with notice of such claim, Provider may (or in the case of an injunction against the GLO, shall), at Provider's sole expense either: (i) procure for the GLO the right to continue to use the affected portion of the product or service, or (ii) modify or replace the affected portion of the product or service with a functionally equivalent or superior product or service so that the GLO's use is non-infringing. 8.16 DISPUTE RESOLUTION Except as otherwise provided by statute, rule or regulation, Provider shall use the dispute resolution process established in Chapter 2260 of the Texas Government Code and related rules to attempt to resolve any dispute under this Contract, including a claim for breach of contract by the GLO, that the Parties cannot resolve in the ordinary course of business. Neither the occurrence of an event giving rise to a breach of contract claim nor the pendency of such a claim constitutes grounds for Provider to suspend performance of this Contract. Notwithstanding this provision, the GLO reserves all legal and equitable rights and remedies available to it. NOTHING IN THIS SECTION SHALL BE CONSTRUED AS A WAIVER OF SOVEREIGN IMMUNITY BY THE GLO. 8.17 SURVIVAL OF TERMS AND PROVISIONS The terms and conditions of this Contract related to the following subjects shall survive the termination of this Contract: definitions; interpretation; warranties; affirmations; prohibition on debts created on behalf of the State of Texas and/or the GLO; limitation of any Provider claim for damages to the amount of funds appropriated for payment but not yet paid to Provider; ownership; intellectual property; books and records; inspection and audit; records retention period; confidentiality; public records; insurance; taxes; workers' compensation; unemployment insurance; Provider's obligation to procure and maintain, at its sole expense, all government licenses, authorizations, insurance, waivers, permits, and/or qualifications necessary for Provider or any subcontractors to provide the goods or services described in this Contract; indemnity; assignment and subcontracting; relationship of the Parties; compliance with laws; notices; governing law and venue; severability; dispute resolution; merger and integration; invoice and fee verification; property rights; default; and amendment. SIGNATURE PAGE FOLLOWS GLO Contract No.26-004-004 Page 12 of 12 Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 SIGNATURE PAGE FOR GLO CONTRACT NO.26-004-004 GENERAL LAND OFFICE CITY OF CORPUS CHRISTI Jennifer G. Jones Name: Chief Clerk and Deputy Land Commissioner Title: Date of execution: Date of execution: OGC �C PM rN— MGR DiR DD sDD DGC GC 96 DCC ATTACHMENTS TO THIS CONTRACT: ATTACHMENT A—BEACH WATCH CONTRACT WORK PLAN ATTACHMENT B—FEDERAL ASSURANCE AND CERTIFICATIONS ATTACHMENT C—GENERAL AFFIRMATIONS ATTACHMENTS FOLLOW Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 Attachment A GLO Contract No.26-004-004 Page 1 of 1 Beach Watch Contract Work Plan Introduction As the lead state agency charged with implementing the Beaches Environmental Assessment and Coastal Health Act of 2000(BEACH Act),the Texas General Land Office(GLO)will contract with City of Corpus Christi (Provider)to collect and analyze water samples, notify the public of beach water quality and to recommend and/or issue, water quality advisories when warranted. Beach Watch Coordinator Lucy Flores Texas General Land Office P. O. Box 12873 Austin,Texas 78711-2873 (512)463-5134 lucy.flores@glo.texas.gov I. QUALITY ASSURANCE PROJECT PLAN All monitoring data must be collected according to the EPA approved Quality Assurance Project Plan(QAPP). Provider must adhere to the QAPP which will be included in the Work Order, if any, issued under this Contract. II. SAMPLING STATIONS AND SCHEDULE All samples shall be collected in accordance with the Procedures for Providers included in the Work Order, if any, issued under this Contract. Sampling Depth, Sampling Procedures, Sampling Schedule, Laboratory Testing Methods and Public Notice requirements will be included in the Work Order. Sampling Stations. The Provider shall collect water samples from fixed sampling stations, depicted on the maps and station lists directed in the Work Order for Aransas, Nueces, and San Patricio Counties. The Provider shall follow the Sampling Schedule included in the Work Order and shall conduct additional sampling as requested by GLO. Based upon the contract amount, Provider shall collect samples in Aransas, Nueces, and San Patricio Counties over 42 sampling weeks a year. III. SPECIAL CONDITIONS 1. This Project must be completed as described in this work plan. 2. Sampling and re-sampling occurs 365 days a year including weekends and holidays. 3. The GLO must approve any changes in the scope of work and budget requests that change the total Project cost. 4. GLO and Texas Beach Watch logos, must be printed on education/outreach materials, signs, and clothing when referencing information from the Texas Beach Watch program. 5. The Provider must coordinate with the GLO prior to issuing press releases, conducting media events, or otherwise engaging in media related communications for this Project. Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 Attachment B GLO Contract No.26-004-004 Page 1 of 6 ASSURANCES—NON-CONSTRUCTION PROGRAMS OMB Approval No.4040-0007 Expiration Date:02/28/2025 Public reporting burden for this collection of information is estimated to average 15 minutes per response, including time for reviewing instructions, searching existing data sources, gathering and maintaining the data needed, and completing and reviewing the collection of information. Send comments regarding the burden estimate or any other aspect of this collection of information, including suggestions for reducing this burden, to the Office of Management and Budget, Paperwork Reduction Project(0348-0040), Washington, DC 20503. PLEASE DO NOT RETURN YOUR COMPLETED FORM TO THE OFFICE OF MANAGEMENT AND BUDGET. SEND IT TO THE ADDRESS PROVIDED BY THE SPONSORING AGENCY. NOTE: Certain of these assurances may not be applicable to your project or program. If you have questions, please contact the awarding agency. Further, certain Federal awarding agencies may require applicants to certify to additional assurances. If such is the case, you will be notified. As the duly authorized representative of the applicant, I certify that the applicant: 1. Has the legal authority to apply for Federal assistance, prohibits discrimination on the basis of handicaps; (d)the and the institutional, managerial and financial capability Age Discrimination Act of 1975, as amended (42 U.S.C. (including funds sufficient to pay the non-Federal share §§6101-6107), which prohibits discrimination on the basis of project cost) to ensure proper planning, management of age; (e) the Drug Abuse Office and Treatment Act of and completion of the project described in this 1972 (P.L. 92-255), as amended, relating to application. nondiscrimination on the basis of drug abuse; (f) the Comprehensive Alcohol Abuse and Alcoholism 2. Will give the awarding agency, the Comptroller General Prevention, Treatment and Rehabilitation Act of 1970 of the United States and, if appropriate, the State, (P.L. 91-616), as amended, relating to nondiscrimination through any authorized representative, access to and on the basis of alcohol abuse or alcoholism; (g) §§523 the right to examine all records, books, papers, or and 527 of the Public Health Service Act of 1912 (42 documents related to the award; and will establish a U.S.C. §§290 dd-3 and 290 ee-3), as amended, relating proper accounting system in accordance with generally to confidentiality of alcohol and drug abuse patient accepted accounting standards or agency directives. records; (h) Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §§3601 et seq.), as amended, relating to 3. Will establish safeguards to prohibit employees from nondiscrimination in the sale, rental or financing of using their positions for a purpose that constitutes or housing; (i) any other nondiscrimination provisions in the presents the appearance of personal or organizational specific statute(s) under which application for Federal conflict of interest, or personal gain. assistance is being made; and, (j) the requirements of any other nondiscrimination statute(s)which may apply to 4. Will initiate and complete the work within the applicable the application. time frame after receipt of approval of the awarding agency. 7. Will comply, or has already complied, with the requirements of Titles II and III of the Uniform Relocation 5. Will comply with the Intergovernmental Personnel Act of Assistance and Real Property Acquisition Policies Act of 1970 (42 U.S.C. §§4728-4763) relating to prescribed 1970 (P.L. 91-646) which provide for fair and equitable standards for merit systems for programs funded under treatment of persons displaced or whose property is one of the 19 statutes or regulations specified in acquired as a result of Federal or federally-assisted Appendix A of OPM's Standards for a Merit System of programs. These requirements apply to all interests in Personnel Administration (5 C.F.R. 900, Subpart F). real property acquired for project purposes regardless of Federal participation in purchases. 6. Will comply with all Federal statutes relating to nondiscrimination. These include but are not limited to: 8. Will comply, as applicable, with provisions of the Hatch (a) Title VI of the Civil Rights Act of 1964 (P.L. 88-352) Act (5 U.S.C. §§1501-1508 and 7324-7328) which limit which prohibits discrimination on the basis of race, color the political activities of employees whose principal or national origin; (b) Title IX of the Education employment activities are funded in whole or in part with Amendments of 1972, as amended (20 U.S.C. §§1681- Federal funds. 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 Previous Edition Usable Standard Form 424B(Rev.7-97) Authorized for Local Reproduction Prescribed byOMB CircularA-102 Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 Attachment B GLO Contract No.26-004-004 Page 2 of 6 9. Will comply, as applicable, with the provisions of the Davis- 13. Will assist the awarding agency in assuring compliance Bacon Act (40 U.S.C. §§276a to 276a-7), the Copeland Act with Section 106 of the National Historic Preservation (40 U.S.C. §276c and 18 U.S.C. §874), and the Contract Act of 1966, as amended (16 U.S.C. §470), EO 11593 Work Hours and Safety Standards Act (40 U.S.C. (identification and protection of historic properties), and §§327-333) regarding labor standards for federally-assisted the Archaeological and Historic Preservation Act of construction subagreements. 1974 (16 U.S.C. §§469a-1 et seq.). 10.Will comply, if applicable, with flood insurance purchase 14. Will comply with P.L. 93-348 regarding the protection of requirements of Section 102(a) of the Flood Disaster human subjects involved in research, development, and Protection Act of 1973 (P.L. 93-234) which requires related activities supported by this award of assistance. recipients in a special flood hazard area to participate in the program and to purchase flood insurance if the total cost of 15. Will comply with the Laboratory Animal Welfare Act of insurable construction and acquisition is$10,000 or more. 1966 (P.L. 89-544, as amended, 7 U.S.C. §§2131 et seq.) pertaining to the care, handling, and treatment of 11. Will comply with environmental standards which may be warm blooded animals held for research, teaching, or prescribed pursuant to the following: (a) institution of other activities supported by this award of assistance. environmental quality control measures under the National Environmental Policy Act of 1969 (P.L. 91-190) and 16. Will comply with the Lead-Based Paint Poisoning Executive Order (EO) 11514; (b) notification of violating Prevention Act (42 U.S.C. §§4801 et seq.) which facilities pursuant to EO 11738; (c) protection of wetlands prohibits the use of lead-based paint in construction or pursuant to EO 11990; (d) evaluation of flood hazards in rehabilitation of residence structures. floodplains in accordance with EO 11988; (e) assurance of project consistency with the approved State management 17. Will cause to be performed the required financial and program developed under the Coastal Zone Management compliance audits in accordance with the Single Audit Act of 1972 (16 U.S.C. §§1451 et seq.); (f) conformity of Act Amendments of 1996 and OMB Circular No. A-133, Federal actions to State (Clean Air) Implementation Plans "Audits of States, Local Governments, and Non-Profit under Section 176(c) of the Clean Air Act of 1955, as Organizations." amended (42 U.S.C. §§7401 et seq.); (g) protection of underground sources of drinking water under the Safe 18. Will comply with all applicable requirements of all other Federal laws, executive orders, regulations, and policies Drinking Water Act of 1974, as amended (P.L. 93-523); and, (h) protection of endangered species under the governing this program. Endangered Species Act of 1973, as amended (P.L. 93- 19. Will comply with the requirements of Section 106(g) of 205). the Trafficking Victims Protection Act (TVPA) of 2000, as amended (22 U.S.C. 7104) which prohibits grant 12. Will comply with the Wild and Scenic Rivers Act of 1968 (16 award recipients or a sub-recipient from (1) Engaging in U.S.C. §§1271 et seq.) related to protecting components or severe forms of trafficking in persons during the period potential components of the national wild and scenic rivers of time that the award is in effect (2) Procuring a system. 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 City of Corpus Christi SF-424B(Rev.7-97) Back Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 Attachment B GLO Contract No.26-004-004 Page 3 of 6 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 Form to Report Lobbying," 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 Form to Report Lobbying," in accordance with its instructions. Submission of this statement 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 statement shall be subject to a civil penalty of not less than$10,000 and not more than$100,000 for each such failure. As the duly authorized representative of the applicant,I hereby certify that the applicant will comply with the above applicable certification. NAME OF APPLICANT AWARD NUMBER AND/OR PROJECT NAME City of Corpus Christi 26-004-004 PRINTED NAME AND TITLE OF AUTHORIZED REPRESENTATIVE SIGNATURE DATE Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 Attachment B GLO Contract No.26-004-004 Page 4 of 6 Disclosure Of Lobbying Activities OMB Number:4040-0013 Complete this form to disclose lobbying activities pursuant to 31 U.S.C. 1352 Expiration Date:02/28/2025 (See reverse for public burden disclosure) 1. *Type of Federal Action: 2. *Status of Federal Action: 3. *Report Type: a. contract a. bid/offer/application a. initial filing b. grant b.initial award b. material change c. cooperative agreement c.post-award d.loan e.loan guarantee f.loan insurance 4. Name and Address of Reporting Entity: Prime Subawardee *Name: *Street 1: Street 2: *City: State: Zip: 5. If Reporting Entity in No.4 is Subawardee,Enter Name and Address of Prime: 6. Federal Department/Agency: 7. Federal Program Name/Description: CFDA Number,if applicable: 8. Federal Action Number,ifknown: 9. Award Amount, ifknown: 10. a.Name and Address of Lobbying Registrant Prefix *First Name Middle Name *Last Name Suffix *Street 1: Street 2: *City: State: Zip: b.Individuals Performing Services (including address if different from No. IOa) Prefix *First Name Middle Name *Last Name Suffix *Street 1: Street 2: *City: State: Zip: 11.Information requested through this form is authorized by title 31 U.S.C.section 1352.This disclosure of lobbying activities is a material representation of fact upon which reliance was placed by the tier above when this transaction was made or entered into.This disclosure is required pursuant to 31 U.S.C. 1352.This information will be reported to the Congress semi-annually and will be available for public inspection.Any person who fails to file the required disclosure shall be subject to a civil penalty of not lessthan$10,000 and not more than$100,000 for each such failure. *Signature: *Name: Prefix *First Name Middle Name *Last Name Suffix Title: Telephone No.: Date: Federal Use Only: Authorized for Local Reproduction Standard Form-LLL(Rev.7-97) Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 Attachment B GLO Contract No.26-004-004 Page 5 of 6 INSTRUCTIONS FOR COMPLETION OF SF-LLL,DISCLOSURE OF LOBBYING ACTIVITIES This disclosure form shall be completed by the reporting entity,whether subawardee or prime Federal recipient,at the initiation or receipt of a covered Federal action,or a material change to a previous filing,pursuant to title 31 U.S.C. section 1352. The filing of a form is required for each payment or agreement to make payment to any lobbying entity 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 a covered Federal action.Complete all items that apply for both the initial filing and material change report. Refer to the implementing guidance published by the Office of Management and Budget for additional information. Federal Agency Form Instructions Form Identifiers Information Agency Owner Grants.gov Form Name Disclosure of Lobbying Activities(SF-LLL) Form Version Number 2.0 OMB Number 4040-0013 OMB Expiration Date 02/28/2025 Field Field Name Required or Information Number Optional 1. *Type of Federal Required Identify the type of covered Federal action for which lobbying activity is and/or has been Action: secured to influence the outcome of a covered Federal action.This field is required. 2. *Status of Federal Required Identify the status of the covered Federal action.This field is required. Action 2-a. a.Bid/Offer/ Check if Click if the Status of Federal Action is a bid,an offer or an application. Application applicable 2-b. b.Initial Award Check if Click if the Status of Federal Action is an initial award. applicable 2-c. c.Post-Award Check if Click if the Status of Federal Action is a post-award. applicable 3.0 *Report Type Required Identify the appropriate classification of this report. 3-a. a.Initial filing Check if Check if Initial filing. applicable 3-b. b.Material change Check if If this is a follow up report caused by a material change to the information previously reported, applicable enterthe year and quarter in which the change occurred.Enterthe date of the previously submitted report by this reporting entity for this covered Federal action.This field is required. Material Change Conditionally If this is a follow up report caused by a material change to the information previously Year Required reported,enter the year in which the change occurred. Material Change Conditionally If this is a follow up report caused by a material change to the information previously Quarter Required reported,enter the quarter in which the change occurred. Material Change Conditionally Enterthe date of the previously submitted report by this reporting entity for this covered Date of Last Required Federal action. Report 4. Name and Address Required Provide the information for Name and Address of Reporting Entity. of Reporting Entity Prime Check if Click to designate the organization filing the report as the Prime Federal recipient. applicable Subawardee Check if Click to designate the organization filing the report as the SubAwardee Federal recipient.Sub- applicable awards include but are not limited to subcontracts,subgrants and contract awards under grants. Tier if known: Optional Identify the tier of the subawardee,e.g.,the first subawardee of the prime is the 1st tier. Name Required Enter the name of reporting entity.This field is required Street 1 Required Enter Street 1 of the reporting entity.This field is required. Street 2 Optional Enter Street 2 of the reporting entity. City Required Enter City of the reporting entity This field is required. State Required Enter the state of the reporting entity.This field is required ZIP Required Enter the ZIP of the reporting entity.This field is required Congressional Optional Enter the primary Congressional District of the reporting entity.Enter in the following format: District,if known 2 character state abbreviation—3 characters district number,e.g.,CA-005 for California 5th district,CA-012 for California 12th district,NC-103 for North Carolina's 103rd district. 5. If Reporting Entity in Conditionally If Reporting Entity in No.4 is Subawardee,provide the information for the Name and Address No.4 is Subawardee, Required of Prime Enter Name and Address of Prime Name Required If the organization filing the report in item 4,checks"Subawardee",enter the full name of the prime Federal recipient. Street 1 Required If the organization filing the report in item 4,checks"Subawardee",enter the address of the prime Federal recipient. Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 Attachment B GLO Contract No.26-004-004 Page 6 of 6 Street 2 Optional If the organization filing the report in item 4,checks"Subawardee",enter the address of the prime Federal recipient. City Required If the organization filing the report in item 4,checks"Subawardee",enter the city of the prime Federal recipient. State Required If the organization filing the report in item 4,checks"Subawardee",select the appropriate state from this pull down menu. ZIP Required Enter the ZIP of Prime.This field is required Congressional Optional Enter the Congressional District of Prime.Enter in the following format:2 character state District,if known abbreviation—3 characters district number,e.g.,CA-005 for California 5th district,CA-012 for California 12th district,NC-103 for North Carolina's 103rd district. 6. Federal Department Required Enterthe name of the Federal Department or Agency makingthe award or loan commitment. /Agency This field is required. 7. CFDA Number: Required Enterthe full Catalog of Federal Domestic Assistance(CFDA)number for grants,cooperative agreements,loans and loan commitments.Pre-populated from SF-424 if using Grants.gov. CFDA Title: Required Enter the Federal program name or description for the covered Federal action.Pre-populated from SF-424 if using Grants.gov. 8. Federal Action Optional Enter the most appropriate Federal identifying number available forthe Federal action, Number identified in item 1(e.g.,Request for Proposal(RFP)number,invitation for Bid(IFB)number, grant announcement number,the contract,grant,or loan award number,the application/ proposal control number assigned by the Federal agency).Include prefixes,e.g.,"RFP-DE-90- 001". 9. Award Amount Optional For a covered Federal action where there has been an award or loan commitment by the Federal agency,enter the Federal amount of the award/loan commitment of the prime entity identified in item 4 or 5. 10.a. Name And Address Required Provide the information for the Name and Address of Lobbying Registrant. of Lobbying Registrant Prefix Optional Enterthe prefix(e.g.,Mr.,Mrs., Miss),if appropriate,forthe Lobbying Registrant. First Name Required Enter the first name of Lobbying Registrant.This field is required. Middle Name Optional Enter the middle name of Lobbying Registrant. Last Name Required Enterthe last name of Lobbying Registrant.This field is required. Suffix Optional Enter the suffix(e.g.,Jr.Sr.,PhD),if appropriate,for the Lobbying Registrant. Street 1 Required Enter the first line of street address forthe Lobbying Registrant. Street 2 Optional Enter the second line of street address forthe Lobbying Registrant. City Required Enter the city of the Lobbying Registrant. State Required Select the appropriate state of the Lobbying Registrant. ZIP Code Required Enterthe Zip Code(or ZIP+4)of the Lobbying Registrant. 10.b. Individual Required Provide the information for Individual Performing Services Performing Services Prefix Optional Enter the prefix(e.g.,Mr.,Mrs., Miss),if appropriate,for the Individual Performing Services. First Name Required Enterthe first name of the Individual Performing Services.This field is required. Middle Name Optional Enterthe middle name of the Individual Performing Services. Last Name Required Enterthe last name of the Individual Performing Services.This field is required. Suffix Optional Enterthe suffix(e.g.,Jr.Sr.,PhD),if appropriate,forthe Individual Performing Services. Street 1 Required Enter the first line of street address forthe Individual Performing Services. Street 2 Optional Enter the second line of street address forthe Individual Performing Services. City Required Enter the city of the Individual Performing Services. State Required Select the state forthe address of the Individual Performing Services from this pull down menu. ZIP Code Required Enterthe Zip Code(or ZIP+4)of the Individual Performing Services. According to the Paperwork Reduction Act,as amended,no persons are required to respond to a collection of information unless it displays a valid OMB control Number. The valid OMB control number for this information collection is OMB No. 4040-0013. Public reporting burden for this collection of information is estimated to average 10 minutes per response, including time for reviewing instructions, searching existing data sources, gathering and maintaining the data needed, and completing and reviewing the collection of information. Send comments regarding the burden estimate or any other aspect of this collection of information,including suggestions for reducing this burden,to the Office of Management and Budget,Paperwork Reduction Project,Washington,DC 20503. Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 Attachment C GLO Contract No.26-004-004 Page 1 of 9 GENERAL AFFIRMATIONS TO THE EXTENT APPLICABLE, Provider affirms and agrees to the following, without exception: 1. Provider represents and warrants that, in accordance with Section 2155.005 of the Texas Government Code, neither Provider nor the firm, corporation, partnership, or institution represented by Provider, or anyone acting for such a firm, corporation, partnership, or institution has (1) violated any provision of the Texas Free Enterprise and Antitrust Act of 1983, Chapter 15 of the Texas Business and Commerce Code, or the federal antitrust laws, or (2) communicated directly or indirectly the contents of this Contract or any solicitation response upon which this Contract is based to any competitor or any other person engaged in the same line of business as Provider.* 2. Provider shall not assign its rights under the Contract or delegate the performance of its duties under the Contract without prior written approval from the GLO. Any attempted assignment or delegation in violation of this provision is void and without effect. This provision does not apply to subcontracting. 3. If the Contract is for services, Provider shall comply with Section 2155.4441 of the Texas Government Code, requiring the purchase of products and materials produced in the State of Texas in performing service contracts, but for contracts subject to 2 C.F.R. 200, only to the extent such compliance is consistent with 2 C.F.R. 200.319. 4. Under Section 231.006 of the Family Code, the vendor or applicant [Provider] certifies that the individual or business entity named in this Contract, bid or application is not ineligible to receive the specified grant, loan, or payment and acknowledges that this Contract may be terminated and payment may be withheld if this certification is inaccurate, in addition to other remedies set out in Section 231.006(f) of the Family Code.* 5. A bid or an application for a contract, grant, or loan paid from state funds must include the name and social security number of the individual or sole proprietor and each partner, shareholder, or owner with an ownership interest of at least 25 percent of the business entity submitting the bid or application. Provider certifies it has submitted this information to the GLO.* 6. If the Contract is for a "cloud computing service" as defined by Texas Government Code Section 2157.007, then pursuant to Section 2054.0593(d)-(f) of the Texas Government Code, relating to cloud computing state risk and authorization management program, Provider represents and warrants that it complies with the requirements of the state risk and authorization management program and Provider agrees that throughout the term of the Contract it shall maintain its certifications and comply with the program requirements in the performance of the Contract. 7. If the Contract is for the purchase or lease of computer equipment, as defined by Texas Health and Safety Code Section 361.952(2), Provider certifies that it is in compliance with Subchapter Y, Chapter 361 of the Texas Health and Safety Code, related to the Computer Equipment Recycling Program and the Texas Commission on Environmental Quality rules in Title 30 Texas Administrative Code Chapter 328. 8. If the Contract authorizes Provider to access, transmit, use, or store data for the GLO, then in accordance with Section 2054.138 of the Texas Government Code, Provider certifies that it will comply with the security controls required under this Contract and will maintain *This section does not apply to a contract with a"governmental entity"as defined in Texas Government Code Chapter 2251. 11062024.JW:M Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 Attachment C GLO Contract No.26-004-004 Page 2 of 9 records and make them available to the GLO as evidence of Provider's compliance with the required controls. 9. Provider represents and warrants that it has not given, offered to give, nor intends to give at any time hereafter any economic opportunity, future employment, gift, loan, gratuity, special discount, trip, favor, or service to a public servant in connection with the Contract. 10. Provider agrees that any payments due under the Contract shall be applied towards any debt or delinquency that is owed by Provider to the State of Texas. 11. Upon request of the GLO, Provider shall provide copies of its most recent business continuity and disaster recovery plans. 12. If the Contract is for consulting services governed by Texas Government Code Chapter 2254, Subchapter B, in accordance with Section 2254.033 of the Texas Government Code, relating to consulting services, Provider certifies that it does not employ an individual who has been employed by the GLO or another agency at any time during the two years preceding the Provider's submission of its offer to provide consulting services to the GLO or, in the alternative Provider, in its offer to provide consulting services to the GLO, disclosed the following: (i) the nature of the previous employment with the GLO or other state agency; (ii) the date the employment was terminated; and (iii) the annual rate of compensation for the employment at the time of its termination.* 13. If the Contract is not for architecture, engineering, or construction services, then except as otherwise provided by statute, rule, or regulation, Provider must use the dispute resolution process provided for in Chapter 2260 of the Texas Government Code to attempt to resolve any dispute arising under the Contract. NOTHING IN THIS SECTION SHALL BE CONSTRUED AS A WAIVER OF SOVEREIGN IMMUNITY BY THE GLO OR, IF APPLICABLE, OF GOVERNMENTAL IMMUNITY BY PROVIDER. 14. If the Contract is for architecture, engineering, or construction services, then subject to Texas Government Code Section 2260.002 and Texas Civil Practice and Remedies Code Chapter 114, and except as otherwise provided by statute, rule, or regulation, Provider shall use the dispute resolution process provided for in Chapter 2260 of the Texas Government Code to attempt to resolve all disputes arising under this Contract. Except as otherwise provided by statute, rule, or regulation, in accordance with the Texas Civil Practice and Remedies Code, Section 114.005, claims encompassed by Texas Government Code, Section 2260.002(3) and Texas Civil Practice and Remedies Code Section 114.002 shall be governed by the dispute resolution process set forth below in subsections (a)-(d). NOTHING IN THIS SECTION SHALL BE CONSTRUED AS A WAIVER OF SOVEREIGN IMMUNITY BY THE GLO OR, IF APPLICABLE, OF GOVERNMENTAL IMMUNITY BY PROVIDER. a. Notwithstanding Texas Government Code, Chapter 2260.002(3) and Chapter 114.012 and any other statute or applicable law, if Provider's claim for breach of contract cannot be resolved by the Parties in the ordinary course of business, Provider may make a claim against the GLO for breach of contract and the GLO may assert a counterclaim against Provider as is contemplated by Texas Government Code, Chapter 2260, Subchapter B. In such event, Provider must provide written notice to the GLO of a claim for breach of the Contract not later than the 180th day after the date of the event giving rise to the claim. *This section does not apply to a contract with a"governmental entity"as defined in Texas Government Code Chapter 2251. 11062024.JW:M Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 Attachment C GLO Contract No.26-004-004 Page 3 of 9 The notice must state with particularity: (1) the nature of the alleged breach; (2) the amount Provider seeks as damages; and (3)the legal theory of recovery. b. The chief administrative officer, or if designated in the Contract, another officer of the GLO, shall examine the claim and any counterclaim and negotiate with Provider in an effort to resolve them. The negotiation must begin no later than the 120th day after the date the claim is received, as is contemplated by Texas Government Code, Chapter 2260, Section 2260.052. c. If the negotiation under paragraph (b) above results in the resolution of some disputed issues by agreement or in a settlement, the Parties shall reduce the agreement or settlement to writing and each Party shall sign the agreement or settlement. A partial settlement or resolution of a claim does not waive a Party's rights under this Contract as to the parts of the claim that are not resolved. d. If a claim is not entirely resolved under paragraph (b) above, on or before the 270th day after the date the claim is filed with the GLO, unless the Parties agree in writing to an extension of time, the Parties may agree to mediate a claim made under this dispute resolution procedure. This dispute resolution procedure is Provider's sole and exclusive process for seeking a remedy for an alleged breach of contract by the GLO if the Parties are unable to resolve their disputes as described in this section. e. Nothing in the Contract shall be construed as a waiver of the state's or the GLO's sovereign immunity, or, if applicable, the governmental immunity of Provider. This Contract shall not constitute or be construed as a waiver of any of the privileges, rights, defenses, remedies, or immunities available to the State of Texas or Provider. The failure to enforce, or any delay in the enforcement, of any privileges, rights, defenses, remedies, or immunities available to the State of Texas or, if applicable, of Provider under this Contract or under applicable law shall not constitute a waiver of such privileges, rights, defenses, remedies or immunities or be considered as a basis for estoppel. The GLO does not waive any privileges, rights, defenses, or immunities available to it by entering into this Contract or by its conduct, or by the conduct of any representative of the GLO, prior to or subsequent to entering into this Contract. Provider does not waive any privileges, rights, defenses, or immunities available to it by entering into this Contract or by its conduct, or by the conduct of any representative of the Provider prior to or subsequent to entering into this Contract. f Except as otherwise provided by statute, rule, or regulation, compliance with the dispute resolution process provided for in Texas Government Code, Chapter 2260, subchapter B and incorporated by reference in subsection (a)-(d) above is a condition precedent to the Provider: (1) filing suit pursuant to Chapter 114 of the Civil Practices and Remedies Code; or (2) initiating a contested case hearing pursuant to Subchapter C of Chapter 2260 of the Texas Government Code. 15. If Chapter 2271 of the Texas Government Code applies to this Contract, Provider verifies that it does not boycott Israel and will not boycott Israel during the term of the Contract.* 16. This Contract is contingent upon the continued availability of lawful appropriations by the Texas Legislature. Provider understands that all obligations of the GLO under this Contract are subject to the availability of funds. If such funds are not appropriated or become *This section does not apply to a contract with a"governmental entity"as defined in Texas Government Code Chapter 2251. 11062024.JW:M Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 Attachment C GLO Contract No.26-004-004 Page 4 of 9 unavailable, the GLO may terminate the Contract. The Contract shall not be construed as creating a debt on behalf of the GLO in violation of Article III, Section 49a of the Texas Constitution. 17. Provider certifies that it is not listed in the prohibited vendors list authorized by Executive Order 13224, `Blocking Property and Prohibiting Transactions with Persons Who Commit, Threaten to Commit, or Support Terrorism", published by the United States Department of the Treasury, Office of Foreign Assets Control. 18. In accordance with Section 669.003 of the Texas Government Code, relating to contracting with the executive head of a state agency, Provider certifies that it is not (1) the executive head of the GLO, (2) a person who at any time during the four years before the effective date of the Contract was the executive head of the GLO, or (3) a person who employs a current or former executive head of the GLO. 19. Provider represents and warrants that all statements and information prepared and submitted in connection with this Contract are current, complete, true, and accurate. Submitting a false statement or making a material misrepresentation during the performance of this Contract is a material breach of contract and may void the Contract or be grounds for its termination. 20. Pursuant to Section 2155.004(a) of the Texas Government Code, Provider certifies that neither Provider nor any person or entity represented by Provider has received compensation from the GLO to participate in the preparation of the specifications or solicitation on which this Contract is based. Under Section 2155.004(b) of the Texas Government Code, Provider certifies that the individual or business entity named in this Contract is not ineligible to receive the specified Contract and acknowledges that the Contract may be terminated and payment withheld if this certification is inaccurate. This Section does not prohibit Provider from providing free technical assistance.* 21. Provider represents and warrants that it is not engaged in business with Iran, Sudan, or a foreign terrorist organization, as prohibited by Section 2252.152 of the Texas Government Code.* 22. In accordance with Section 2252.901 of the Texas Government Code, for the categories of contracts listed in that section, Provider represents and warrants that none of its employees including, but not limited to, those authorized to provide services under the contract, were employees of the GLO during the twelve (12) month period immediately prior to the date of execution of the contract. Solely for professional services contracts as described by Chapter 2254 of the Texas Government Code, Provider further represents and warrants that if a former employee of the GLO was employed by Provider within one year of the employee's leaving the GLO, then such employee will not perform services on projects with Provider that the employee worked on while employed by the GLO.* 23. The Contract shall be governed by and construed in accordance with the laws of the State of Texas, without regard to the conflicts of law provisions. The venue of any suit arising under the Contract is fixed in any court of competent jurisdiction of Travis County, Texas, unless the specific venue is otherwise identified in a statute which directly names or otherwise identifies its applicability to any Party. 24. IF THE CONTRACT IS NOT FOR ARCHITECTURE OR ENGINEERING SERVICES GOVERNED BY TEXAS GOVERNMENT CODE CHAPTER 2254, PROVIDER, TO THE *This section does not apply to a contract with a"governmental entity"as defined in Texas Government Code Chapter 2251. 11062024.JW:M Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 Attachment C GLO Contract No.26-004-004 Page 5 of 9 EXTENT ALLOWED BY LAW, SHALL DEFEND, INDEMNIFY AND HOLD HARMLESS THE STATE OF TEXAS AND THE GLO, 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, ATTORNEY FEES, AND EXPENSES ARISING OUT OF, OR RESULTING FROM ANY ACTS OR OMISSIONS OF PROVIDER OR ITS AGENTS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, OR SUPPLIERS OF SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT AND ANY PURCHASE ORDERS ISSUED UNDER THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY PROVIDER WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND PROVIDER MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. PROVIDER AND THE GLO SHALL FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM.* 25. IF THE CONTRACT IS FOR ARCHITECTURE OR ENGINEERING SERVICES GOVERNED BY TEXAS GOVERNMENT CODE CHAPTER 2254, PROVIDER, TO THE EXTENT ALLOWED BY LAW, SHALL INDEMNIFY AND HOLD HARMLESS THE STATE OF TEXAS AND THE GLO, 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 DAMAGES, COSTS, ATTORNEY FEES, AND EXPENSES TO THE EXTENT CAUSED BY, ARISING OUT OF, OR RESULTING FROM ANY ACTS OF NEGLIGENCE, INTENTIONAL TORTS, WILLFUL MISCONDUCT, PERSONAL INJURY OR DAMAGE TO PROPERTY, AND/OR OTHERWISE RELATED TO PROVIDER'S PERFORMANCE, AND/OR FAILURES TO PAY A SUBCONTRACTOR OR SUPPLIER BY THE PROVIDER OR ITS AGENTS, EMPLOYEES, SUBCONTRACTORS, ORDER FULFILLERS, CONSULTANTS UNDER CONTRACT TO PROVIDER, OR ANY OTHER ENTITY OVER WHICH PROVIDER EXERCISES CONTROL, OR SUPPLIERS OF SUBCONTRACTORS IN THE EXECUTION OR PERFORMANCE OF THE CONTRACT. THE DEFENSE SHALL BE COORDINATED BY PROVIDER WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND PROVIDER MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE TEXAS ATTORNEY GENERAL. PROVIDER AND THE GLO SHALL FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM.* 26. TO THE EXTENT ALLOWED BY LAW, PROVIDER SHALL DEFEND, INDEMNIFY, AND HOLD HARMLESS THE GLO 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: (1) THE PERFORMANCE OR ACTIONS OF PROVIDER PURSUANT TO THIS CONTRACT; (2) ANY DELIVERABLE, WORK PRODUCT, *This section does not apply to a contract with a"governmental entity"as defined in Texas Government Code Chapter 2251. 11062024.JW:M Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 Attachment C GLO Contract No.26-004-004 Page 6 of 9 CONFIGURED SERVICE OR OTHER SERVICE PROVIDED HEREUNDER; AND/OR (3) THE GLO'S AND/OR PROVIDER'S USE OF OR ACQUISITION OF ANY REQUESTED SERVICES OR OTHER ITEMS PROVIDED TO THE GLO BY PROVIDER OR OTHERWISE TO WHICH THE GLO HAS ACCESS AS A RESULT OF PROVIDER'S PERFORMANCE UNDER THE CONTRACT. PROVIDER AND THE GLO SHALL FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM. PROVIDER SHALL BE LIABLE TO PAY ALL COSTS OF DEFENSE, INCLUDING ATTORNEYS' FEES. THE DEFENSE SHALL BE COORDINATED BY PROVIDER WITH THE OFFICE OF THE TEXAS ATTORNEY GENERAL (OAG) WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND PROVIDER MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM OAG. IN ADDITION, PROVIDER WILL REIMBURSE THE GLO 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 GLO DETERMINES THAT A CONFLICT EXISTS BETWEEN ITS INTERESTS AND THOSE OF PROVIDER OR IF THE GLO IS REQUIRED BY APPLICABLE LAW TO SELECT SEPARATE COUNSEL, THE GLO WILL BE PERMITTED TO SELECT SEPARATE COUNSEL AND PROVIDER WILL PAY ALL REASONABLE COSTS OF THE GLO'S COUNSEL.* 27. Provider has disclosed in writing to the GLO all existing or known potential conflicts of interest relative to the performance of the Contract. 28. Sections 2155.006 and 2261.053 of the Texas Government Code prohibit state agencies from accepting a solicitation response or awarding a contract that includes proposed financial participation by a person who, in the past five years, has been convicted of violating a federal law or assessed a penalty in connection with a contract involving relief for Hurricane Rita, Hurricane Katrina, or any other disaster, as defined by Section 418.004 of the Texas Government Code, occurring after September 24, 2005. Under Sections 2155.006 and 2261.053 of the Texas Government Code, Provider certifies that the individual or business entity named in this Contract is not ineligible to receive the specified Contract and acknowledges that this Contract may be terminated and payment withheld if this certification is inaccurate.* 29. The person executing this Contract certifies that he/she is duly authorized to execute this Contract on his/her own behalf or on behalf of Provider and legally empowered to contractually bind Provider to the terms and conditions of the Contract and related documents. 30. If the Contract is for architectural or engineering services, pursuant to Section 2254.0031 of the Texas Government Code, which incorporates by reference Section 271.904(d) of the Texas Local Government Code, Provider shall perform services (1) with professional skill and care ordinarily provided by competent engineers or architects practicing under the same or similar circumstances and professional license, and (2) as expeditiously as is prudent considering the ordinary professional skill and care of a competent engineer or architect.* 31. The state auditor may conduct an audit or investigation of any entity receiving funds from the state directly under the Contract or indirectly through a subcontract under the Contract. The *This section does not apply to a contract with a"governmental entity"as defined in Texas Government Code Chapter 2251. 11062024.JW:M Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 Attachment C GLO Contract No.26-004-004 Page 7 of 9 acceptance of funds directly under the Contract or indirectly through a subcontract under the Contract acts as acceptance of the authority of the state auditor, under the direction of the legislative audit committee, to conduct an audit or investigation in connection with those funds. Under the direction of the legislative audit committee, an entity that is the subject of an audit or investigation by the state auditor must provide the state auditor with access to any information the state auditor considers relevant to the investigation or audit. Provider shall ensure that this paragraph concerning the authority to audit funds received indirectly by subcontractors through the Contract and the requirement to cooperate is included in any subcontract it awards. The GLO may unilaterally amend the Contract to comply with any rules and procedures of the state auditor in the implementation and enforcement of Section 2262.154 of the Texas Government Code. 32. Provider certifies that neither it nor its principals are debarred, suspended, proposed for debarment, declared ineligible, or otherwise excluded from participation in the Contract by any state or federal agency. 33. If the Contract is for the purchase or lease of covered television equipment, as defined by Section 361.971(3) of the Texas Health and Safety Code, Provider certifies its compliance with Subchapter Z, Chapter 361 of the Texas Health and Safety Code, related to the Television Equipment Recycling Program. 34. Pursuant to Section 572.069 of the Texas Government Code, Provider certifies it has not employed and will not employ a former state officer or employee who participated in a procurement or contract negotiations for the GLO involving Provider within two (2) years after the date that the contract is signed or the procurement is terminated or withdrawn. This certification only applies to former state officers or employees whose state service or employment ceased on or after September 1, 2015. 35. The GLO shall post this Contract to the GLO's website. Provider understands that the GLO will comply with the Texas Public Information Act (Texas Government Code Chapter 552, the "PIA"), as interpreted by judicial rulings and opinions of the Attorney General of the State of Texas (the "Attorney General"). Information, documentation, and other material in connection with this Contract may be subject to public disclosure pursuant to the PIA. In accordance with Section 2252.907 of the Texas Government Code, Provider is required to make any information created or exchanged with the GLO or the State of Texas pursuant to the Contract, and not otherwise excepted from disclosure under the PIA, available to the GLO in portable document file (".pdf') format or any other format agreed upon between the Parties that is accessible by the public at no additional charge to the GLO or the State of Texas. By failing to mark any information that Provider believes to be excepted from disclosure as "confidential" or a "trade secret," Provider waives any and all claims it may make against the GLO for releasing such information without prior notice to Provider. The Attorney General will ultimately determine whether any information may be withheld from release under the PIA. Provider shall notify the GLO's Office of General Counsel within twenty-four (24) hours of receipt of any third-party written requests for information and forward a copy of said written requests to PIALeal(a�glo.texas.gov. If a request for information was not written, Provider shall forward the third patty's contact information to the above-designated e-mail address. *This section does not apply to a contract with a"governmental entity"as defined in Texas Government Code Chapter 2251. 11062024.JW:M Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 Attachment C GLO Contract No.26-004-004 Page 8 of 9 36. The GLO does not tolerate any type of fraud. GLO policy promotes consistent, legal, and ethical organizational behavior by assigning responsibilities and providing guidelines to enforce controls. Any violations of law, agency policies, or standards of ethical conduct will be investigated, and appropriate actions will be taken. Provider must report any possible fraud, waste, or abuse that occurs in connection with the Contract to the GLO in the manner prescribed by the GLO's website, http://glo.texas.gov. 37. If Provider, in its performance of the Contract, has access to a state computer system or database, Provider must complete a cybersecurity training program certified under Texas Government Code Section 2054.519, as selected by the GLO. Provider must complete the cybersecurity training program during the initial term of the Contract and during any renewal period. Provider must verify in writing to the GLO its completion of the cybersecurity training program. 38. Under Section 2155.0061, Texas Government Code, Provider certifies that the entity named in this Contract is not ineligible to receive the specified Contract and acknowledges that this Contract may be terminated and payment withheld if this certification is inaccurate.* 39. Provider certifies that it does not require its customers to provide any documentation certifying the customer's COVID-19 vaccination or post-transmission recovery on entry to, to gain access to, or to receive service from Provider's business. Provider acknowledges that such a vaccine or recovery requirement would make Provider ineligible for a state-funded contract. 40. Pursuant to Government Code Section 2275.0102, Provider certifies that neither it nor its parent company, nor any affiliate of Provider or its parent company, is: (1) majority owned or controlled by citizens or governmental entities of China, Iran, North Korea, Russia, or any other country designated by the Governor under Government Code Section 2275.0103, or (2) headquartered in any of those countries.* 41. If Provider is required to make a verification pursuant to Section 2276.002 of the Texas Government Code, Provider verifies that Provider does not boycott energy companies and will not boycott energy companies during the term of the Contract. If Provider does not make that verification, Provider must notify the GLO and state why the verification is not required.* 42. If Provider is required to make a verification pursuant to Section 2274.002 of the Texas Government Code, Provider verifies that it (1) does not have a practice, policy, guidance, or directive that discriminates against a "firearm entity" or "firearm trade association" as those terms are defined in Texas Government Code section 2274.001 and (2) will not discriminate during the term of the Contract against a firearm entity or firearm trade association. If Provider does not make that verification, Provider must notify the GLO and state why the verification is not required.* 43. If Provider is a "professional sports team" as defined by Texas Occupations Code Section 2004.002, Provider will play the United States national anthem at the beginning of each team sporting event held at Provider's home venue or other venue controlled by Provider for the event. Failure to comply with this obligation constitutes a default of this Contract, and immediately subjects Provider to the penalties for default, such as repayment of money received or ineligibility for additional money. In addition, Provider may be debarred from *This section does not apply to a contract with a"governmental entity"as defined in Texas Government Code Chapter 2251. 11062024.JW:M Docusign Envelope ID:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 Attachment C GLO Contract No.26-004-004 Page 9 of 9 contracting with the State. The GLO or the Attorney General may strictly enforce this provision.* 44. To the extent Section 552.371 of the Texas Government Code applies to Provider and the Contract, in accordance with Section 552.372 of the Texas Government Code, Provider must (a) preserve all contracting information related to the Contract in accordance with the records retention requirements applicable to the GLO for the duration of the Contract, (b) no later than the tenth business day after the date of the GLO's request, provide to the GLO any contracting information related to the Contract that is in Provider's custody or possession, and (c) on termination or expiration of the Contract, either (i) provide to the GLO at no cost all contracting information related to the Contract that is in Provider's custody or possession or (ii) preserve the contracting information related to the Contract in accordance with the records retention requirements applicable to the GLO. Except as provided by Section 552.374(c) of the Texas Government Code, the requirements of Subchapter J, Chapter 552, Government Code, may apply to the Contract and Provider agrees that the Contract may be terminated if Provider knowingly or intentionally fails to comply with a requirement of that subchapter.* 45. If the Contract is for consulting services governed by Chapter 2254 of the Texas Government Code, Provider, upon completion of the Contract, must give the GLO a compilation, in a digital medium agreed to by the Parties, of all documents, films, recordings, or reports Provider compiled in connection with its performance under the Contract.* 46. If subject to 2 C.F.R. 200.216, Provider shall not obligate or expend funding provided under this Contract to: (a) procure or obtain; (b) extend or renew a contract to procure or obtain; or (c) enter into a contract to procure or obtain covered telecommunications equipment or services, as described in Public Law 115-232, Section 889, including systems that use covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. 47. To the extent Texas Government Code Chapter 2252, Subchapter G applies to the Contract, any iron or steel product Provider uses in its performance of the Contract that is produced through a manufacturing process, as defined in Section 2252.201(2) of the Texas Government Code, must be produced in the United States. 48. If subject to 2 C.F.R. 200.217, Provider shall not discharge, demote, or otherwise discriminate against an employee as a reprisal for lawfully disclosing information that the employee reasonably believes is evidence of gross mismanagement, waste, abuse of authority, a danger to public health or safety, or a violation of law related to a Federal contract or grant. Provider shall inform its employees in writing of their whistleblower rights and protections under 41 U.S.C. 4712. *This section does not apply to a contract with a"governmental entity"as defined in Texas Government Code Chapter 2251. 11062024.JW:M 0 docusign Certificate Of Completion Envelope Id:ACDA9713-EOF9-46D4-987C-0131 D44FCA29 Status:Sent Subject:$0 New Contract:26-004-004 City of Corpus Christi(Texas GLO) Source Envelope: Document Pages:31 Signatures:0 Envelope Originator: Certificate Pages:4 Initials:9 Armando Montante AutoNav: Enabled 1700 Congress Ave Envelopeld Stamping: Enabled Austin,TX 78701 Time Zone: (UTC-06:00)Central Time(US&Canada) Armando.Montante@glo.texas.gov IP Address: 198.176.115.238 Record Tracking Status: Original Holder:Armando Montante Location: DocuSign 3/10/2025 2:42:41 PM Armando.Montante@glo.texas.gov Signer Events Signature Timestamp Traci Cotton [��DS Sent:3/11/2025 9:44:54 AM Traci.Cotton@glo.texas.gov Viewed:3/11/2025 9:52:47 AM Attorney Signed:3/11/2025 9:58:49 AM Texas General Land Office Security Level: Email,Account Authentication Signature Adoption: Pre-selected Style (None) Using IP Address:204.65.210.14 Electronic Record and Signature Disclosure: Not Offered via Docusign Lucy Flores °S Sent:3/11/20259:58:51 AM Lucy.Flores@glo.texas.gov Viewed:3/11/2025 11:11:17 AM Texas General Land Office Signed:3/11/2025 11:13:31 AM Security Level: Email,Account Authentication (None) Signature Adoption: Drawn on Device Using IP Address:204.65.210.236 Electronic Record and Signature Disclosure: Not Offered via Docusign Jason Pinchback LD�S Sent:3/11/2025 11:13:34 AM Jason.Pinchback@glo.texas.gov Resent:3/11/2025 11:22:25 AM Texas General Land Office Viewed:3/16/2025 7:46:42 AM Security Level: Email,Account Authentication Signed:3/16/2025 7:47:01 AM (None) Signature Adoption: Pre-selected Style Using IP Address: 166.194.200.144 Signed using mobile Electronic Record and Signature Disclosure: Not Offered via Docusign Natalie Bell °S Sent:3/16/2025 7:47:03 AM natalie.bell@glo.texas.gov Viewed:3/16/2025 11:40:39 AM Texas General Land Office Signed:3/16/2025 11:40:48 AM Security Level: Email,Account Authentication (None) Signature Adoption: Drawn on Device Using IP Address: 172.56.88.15 Signed using mobile Electronic Record and Signature Disclosure: Not Offered via Docusign Signer Events Signature Timestamp Angela Sunley E', Sent:3/16/2025 11:40:50 AM angela.sunley@glo.texas.gov Viewed:3/17/2025 7:54:46 AM Sr. Director Signed:3/17/2025 7:54:55 AM Texas General Land Office Security Level: Email,Account Authentication Signature Adoption: Drawn on Device (None) Using IP Address:204.65.210.245 Electronic Record and Signature Disclosure: Not Offered via Docusign David Green °S Sent:3/17/2025 7:54:58 AM david.green@glo.texas.gov Viewed:3/17/2025 8:07:21 AM Legal Services Signed:3/17/2025 8:07:27 AM Texas General Land Office Security Level: Email,Account Authentication Signature Adoption: Uploaded Signature Image (None) Using IP Address:75.71.30.164 Signed using mobile Electronic Record and Signature Disclosure: Not Offered via Docusign Marc Barenblat [ °SI Sent:3/17/2025 8:07:29 AM marc.barenblat@glo.texas.gov Viewed:3/17/2025 10:10:28 AM Deputy General Counsel Signed:3/17/2025 10:12:19 AM Texas General Land Office Security Level: Email,Account Authentication Signature Adoption: Pre-selected Style (None) Using IP Address:204.65.210.238 Electronic Record and Signature Disclosure: Not Offered via Docusign Jeff Gordon E�DS Sent:3/17/2025 10:12:23 AM jeff.gordon@glo.texas.gov Viewed:3/17/2025 3:26:57 PM General Counsel Signed:3/17/2025 3:27:05 PM Texas General Land Office Security Level: Email,Account Authentication Signature Adoption: Pre-selected Style (None) Using IP Address:68.216.63.19 Signed using mobile Electronic Record and Signature Disclosure: Not Offered via Docusign Adrian Piloto FD5S Sent:3/17/2025 3:27:08 PM adrian.piloto@glo.texas.gov Viewed:3/18/2025 8:07:55 AM Senior Deputy Director Signed:3/18/2025 8:10:25 AM Texas General Land Office Security Level: Email,Account Authentication Signature Adoption: Pre-selected Style (None) Using IP Address:204.65.210.25 Electronic Record and Signature Disclosure: Not Offered via Docusign Dante Gonzalez Sent:3/18/2025 8:10:30 AM danteg@cctexas.com Viewed:3/18/2025 8:15:09 AM Security Level: Email,Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via Docusign Jennifer G.Jones jennifer.jones@glo.texas.gov Security Level: Email,Account Authentication (None) Electronic Record and Signature Disclosure: Signer Events Signature Timestamp Not Offered via Docusign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp CMD Drafting Requests COPIED Sent:3/10/2025 3:28:35 PM drafting requests@GLO.TEXAS.GOV Texas General Land Office Security Level: Email,Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via Docusign Kelly McBride *C Sent:3/10/2025 3:28:36 PM kelly.mcbride@glo.texas.gov i L Director of CMD Texas General Land Office Security Level: Email,Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via Docusign Lance White Sent:3/10/2025 3:28:36 PM lance.white@glo.texas.gov ED Manager,Contracts Management Division Texas General Land Office Security Level: Email,Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via Docusign Clay Sebek � Sent:3/10/2025 3:28:36 PM clay.sebek@glo.texas.gov COPED Resent:3/11/2025 9:44:53 AM Team Lead,General Contracts Security Level: Email,Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via Docusign Rachel Rios *C Sent:3/18/2025 8:10:28 AM rachelr@cctexas.com i G Viewed:3/18/2025 8:15:18 AM Security Level: Email,Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via Docusign Payton Ray payton.ray@glo.texas.gov Security Level: Email,Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via Docusign Carbon Copy Events Status Timestamp HUB HUB@glo.texas.gov Security Level: Email,Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via Docusign Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 3/10/2025 3:28:36 PM Envelope Updated Security Checked 3/11/2025 9:44:52 AM Envelope Updated Security Checked 3/11/2025 9:44:52 AM Envelope Updated Security Checked 3/11/2025 9:44:52 AM Envelope Updated Security Checked 3/11/2025 9:44:52 AM Envelope Updated Security Checked 3/11/2025 9:44:52 AM Envelope Updated Security Checked 3/11/2025 9:44:52 AM Envelope Updated Security Checked 3/11/2025 9:44:53 AM Envelope Updated Security Checked 3/11/2025 9:44:53 AM Envelope Updated Security Checked 3/11/2025 9:44:53 AM Envelope Updated Security Checked 3/11/202.5 9:44:53 AM Envelope Updated Security Checked 3/11/2025 9:44:53 AM Envelope Updated Security Checked 3/11/2025 9:44:53 AM Envelope Updated Security Checked 3/11/2025 9:44:53 AM Envelope Updated Security Checked 3/11/2025 9A4:53 AM Envelope Updated Security Checked 3/11/2025 9:44:53 AM Envelope Updated Security Checked 3/11/2025 9:44:53 AM Envelope Updated Security Checked 3/11/2025 9:44:53 AM Envelope Updated Security Checked 3/11/2025 11:22:25 AM Envelope Updated Security Checked 3/11/2025 11:22:25 AM Envelope Updated Security Checked 3/11/2025 11:22:25 AM Envelope Updated Security Checked 3/11/2025 11:22:25 AM Payment Events Status Timestamps Texas Beach Watch 5-Year Contract to Collect & Analyze Recreational Beach Water FY26-FY30 Ordinance Authorizing an Interlocal Agreement for an estimated$700,000.00 with the Texas General Land Office (GLO) Health Department Interim Director Dr.Dante Gonzalez June 10, 2025 Ordinance Ordinance authorizing an Interlocal Agreement for an estimated $700,000.00 with the Texas General Land Office to provide beach water sampling in Nueces, Aransas, and San Patricio counties under the Texas Beach Watch (TBW) Program for a five-year period ending August 31, 2030. Summary Information Texas Beach Watch Contract Overview: 5-Year Texas Beach Watch Contract No. 26-004-004 awarded to Corpus Christi- Nueces County Public Health District (CCNCPHD) by the General Land Office (GLO). Contract term: September 1, 2025 - August 31, 2030 The purpose is to collect and analyze recreational beach water samples from designated sampling stations and report results to GLO. The Texas Beach Watch program protects public health by monitoring coastal water quality and issuing advisories when bacteria levels exceed safe limits. GLO will issue annual Work Orders during the contract term to conduct water sample collection & analysis in Nueces, Aransas, and San Patricio Counties Background Information Texas Beach Watch 5-year Contract Overview Continued: GLO awarded a contract to CCNCPHD to: • Collect and analyze recreational beach water samples • Notify the public about beach water quality • Issue or recommend advisories when necessary The Corpus Christi - Nueces County Public Health District (CCNCPHD) is a contractor for the Texas Beach Watch Program funded to monitor recreational beaches for bacteria levels. If bacteria levels exceed EPA standards, GLO works with local governments to issue public advisories. Funding has been awarded to CCNCPHD since 2015. Background Information Sampling & Testing Schedule: Year-round collection & testing: • Peak beach season (May-October) —> Weekly sampling • Off-season —> Biweekly sampling (except March, which is weekly for spring break) FY24 sample collection: • 2,000 initial samples • 500 recollected samples • 50 sampling stations monitored Repeat sampling continues until bacteria levels return to a safe range. Sample reimbursement amount determined by annual work orders. ' 5-Year TBW Budget Breakdown $44,000.00 $44,000.00 $44,000.00 $44,000.00 $44,000.00 • $2,000.00 $2,000.00 $2,000.00 $2,000.00 $2,000.00 • $716.04 $716.04 $716.04 $716.04 $716.04 Retirement $11,012.40 $11,012.40 $11,012.40 $11,012.40 $11,012.40 $8,500.00 $8,500.00 $8,500.00 $8,500.00 $8,500.00 • $78.00 $78.00 $78.00 $78.00 $78.00 Clinical Supplies $25,000.00 $25,000.00 $25,000.00 $25,000.00 $25,000.00 $500.00 $500.00 $500.00 $500.00 $500.00 $400.00 $400.00 $400.00 $400.00 $400.00 $5,000.00 $5,000.00 $5,000.00 $5,000.00 $5,000.00 Minor computer equipment $2,000.00 $2,000.00 $2,000.00 $2,000.00 $2,000.00 • $12,000.00 $12,000.00 $12,000.00 $12,000.00 $12,000.00 Fuel&Lubricants $5,000.00 $5,000.00 $5,000.00 $5,000.00 $5,000.00 $2,500.00 $2,500.00 $2,500.00 $2,500.00 $2,500.00 $4,193.56 $4,193.56 $4,193.56 $4,193.56 $4,193.56 Vehicle repairs $4,000.00 $4,000.00 $4,000.00 $4,000.00 $4,000.00 $600.00 $600.00 $600.00 $600.00 $600.00 $10,000.00 $10,000.00 $10,000.00 $10,000.00 $10,000.00 $2,500.00 $2,500.00 $2,500.00 $2,500.00 $2,500.00 $140,000.00 $140,000.00 $140,000.00 $140,000.00 $140,000.00 Total estimated amount of Texas Beach Watch Contract is $700.000.00. Fiscal Impact & Recommendation Fiscal Impact: Funding is based on annual Work Orders from GLO, with an estimated $700,000 allocated over five years. • Contract is effective September 1, 2025, through August 31, 2030. • Contract agreement funds one FTE o Public Health Technician Recommendation: Staff recommends approval of the Ordinance to apply, approve, and appropriate GLO contract and annual work orders. Texas Beach Watch 5-Year Contract to Collect & Analyze Recreational Beach Water FY26-FY30 Questions ? se o° a o� A v AGENDA MEMORANDUM NogPpgpTEo First Reading Ordinance for the City Council Meeting June 17, 2025 1852 Second Reading Ordinance for the City Council Meeting July 22, 2025 DATE: June 17, 2025 TO: Peter Zanoni, City Manager FROM: Kevin Smith, Director of Aviation Kevins4(o)cctexas.com (361) 826-1292 On-Airport Land Lease Agreement between the City of Corpus Christi, Corpus Christi International Airport and the U. S. Department of Transportation Federal Aviation Administration (FAA) CAPTION: Ordinance authorizing a no-fee 20-year lease agreement with the Federal Aviation Administration for 2.7896 acres of land at the Corpus Christi International Airport for the operation of an Airport Surveillance Radar. (28- day delay required between readings) SUMMARY: The FAA currently leases land that houses their Airport Surveillance Radar (ASR). The lease expires September 30, 2025, both the FAA and the Airport wish to renew this lease for 20 years. The lease is identical to the previous 20-year lease, with the addition of two security clauses, 6.9.5-1 and 6.9.5-2. BACKGROUND AND FINDINGS: This ASR helps both the city, airport and the FAA in the following manner: For the Airport: • Sees all the airplanes nearby: It constantly scans the airspace around the airport, showing air traffic controllers the position and movement of all aircraft within a certain range. • Helps manage traffic: This information allows controllers to safely and efficiently direct planes as they approach, depart, and move around the airport area. They can prevent planes from getting too close to each other. • Keeps things orderly: It helps maintain a smooth flow of air traffic, reducing delays and making sure everyone knows where they need to be. For the FAA (Federal Aviation Administration): • Ensures safety: The FAA relies on this radar data to oversee the safety of the national airspace system. It helps them monitor traffic patterns and identify potential hazards. • Manages the bigger picture: The data collected by these radars feeds into the FAA's larger air traffic control network, allowing them to coordinate flights across the country. • Tracks aircraft: It provides a way to track aircraft movements, which is important for security and efficiency on a national level. Basically, the airport surveillance radar provides a real-time picture of the airspace around the airport, enabling air traffic controllers and the FAA to manage air traffic safely and efficiently. It's a crucial tool for preventing accidents and keeping the skies organized. ALTERNATIVES: No acceptable alternatives at this time. FISCAL IMPACT: None FUNDING DETAIL: Fund: N/A Organization/Activity: N/A Department: N/A Project # (CIP Only): N/A Account: N/A Amount: N/A RECOMMENDATION: City staff recommends approval of the FAA Lease Agreement No. 697DCM-25-L-00073 for the operation of an Airport Surveillance Radar (ASR). LIST OF SUPPORTING DOCUMENTS: Ordinance Lease Agreement Ordinance authorizing a no-fee 20-year lease agreement with the Federal Aviation Administration for 2.7896 acres of land at the Corpus Christi International Airport for the operation of an Airport Surveillance Radar in consideration for of the obligations assumed by the FAA in its establishment, operation, and maintenance of the ASR. (28-day delay required between readings) BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. City Manager or designee is authorized to execute a 20-year lease agreement with the Federal Aviation Administration (FAA) for 2.7896 acres of land at the Corpus Christi International Airport for the operation of an Airport Surveillance Rada (ASR), in consideration for of the obligations assumed by the FAA in its establishment, operation, and maintenance of the ASR. SECTION 2. If for any reason any section, paragraph, subdivision, clause, phrase, or word of this ordinance is held invalid or unconstitutional by final judgment of a court of competent jurisdiction, it shall not affect any other section, paragraph, subdivision, clause, phrase, or word of this ordinance, for it is the definite intent of this City Council that every section, paragraph, subdivision, clause, phrase, or word of this ordinance be given full force and effect for its purpose. SECTION 3. Publication of this ordinance must be made in the official publication for the City of Corpus Christi as required by the City Charter. SECTION 4. The lease take effect on October 1 , 2025, which is at least 61 days following final approval by City Council. Introduced and voted on the day of , 2025. PASSED and APPROVED on the day of , 2025. ATTEST: Paulette Guajardo, Mayor Rebecca Huerta, City Secretary ON-AIRPORT LAND LEASE Between THE UNITED STATES OF AMERICA DEPARTMENT OF TRANSPORTATION FEDERAL AVIATION ADMINISTRATION And CITY OF CORPUS CHRISTI,TX FAA CONTRACT NO: 697DCM-25-L-00073 ATID/FACILITY TYPE: CRP/ASR LOCATION: Corpus Christi,TX 1. Preamble (09/2021) 6.1.1 This Lease for real property is hereby entered into by and between City of Corpus Christi, TX, hereinafter referred to as the Lessor and the United States of America, acting by and through the Federal Aviation Administration, hereinafter referred to as the FAA. 2. Definitions (09/2021) 6.1.1-1 For purposes of this document,the following definitions apply; Contract-refers to this legal instrument used to acquire an interest in real property for the direct benefit or use by the FAA.As used herein, contract denotes the document (for example- lease, easement, memorandum of agreement, or other legally binding agreement) used to implement an agreement between a customer (buyer) and a seller (supplier). Contractor - refers to the party(ies) receiving a direct procurement contract from the FAA and who is(are) responsible for performance of contract requirements. For purposes of this document, the contractor may also be called the Lessor, Permitter, Licensor, Grantor,Airport, or Offeror depending on the type of contract or the provision within the contract. Government- refers to the United States of America acting by and through the Federal Aviation Administration (FAA). For purposes of this document, Government and FAA are interchangeable. Real Estate Contracting Officer (RECO) - is a trained and warranted official who contracts for real property on behalf of the FAA. For purposes of this agreement, RECO is interchangeable with Contracting Officer(CO). 3. Succeeding Contract (09/2021) 6.1.2 This contract succeeds DTFASW-06-L-00118 and all other previous agreements between the parties for the property described in this document. Federal Aviation Administration On Airport Land Lease Template,04/2024 OMB CONTROL NO.2120-0595 1 4. Lease Witnesseth (09/2021) 6.1.3 Witnesseth: The parties hereto, for the consideration hereinafter mentioned, covenant and agree as follows: 5. Description of Premises (09/2021) 6.1.4-3 This contract covers the following described property, hereinafter referred to as the premises and hereby consisting of: AIRPORT SURVEILLANCE RADAR(ASR-11 DIGITAL) A 0.9183 acre tract being out of that called 470 acre tract described in a deed to the City of Corpus Christi as recorded in Volume 780, Page 87, Deed Records, Nueces County, Texas and also described as all of Farm Block 23 of the J.C. Russell Farm Blocks as recorded in Volume 3, Page 53, Map Records, Nueces County, Texas, said 0.9183 acre tract being more particularly described by metes and bounds as follows: BEGINNING at a 5/8" steel rod set for the west comer of this tract from which a 5/8" steel rod found for an interior comer in the south line of said 470 acre tract bears S-45°-30'-15"-W,419.44', said comer having coordinates of N 17167701 .15, E 1305302.35, Tx SPC, South Zone,NAD 83; THENCE,N-31°-29'-15"-E, a distance of 200.00' to a 5/8" steel rod set for the north comer of this tract; THENCE, S-58°-30'-45"-E, a distance of 200.00' to a 5/8" steel rod set for the east comer of this tract; THENCE, S-31°-29'-15"-W, a distance of 200.00' to a 5/8" steel rod set for the south comer of this tract; THENCE,N-58°-30'-45"-W, a distance of 200.00'to the POINT OF BEGINNING and containing 0.9183 acres of land. Said tract is more particularly described and/or shown on Exhibit "A," attached hereto and made a part hereof. THIRTY(30') FOOT WIDE FIBER OPTIC EASEMENT A 1.3117 acre tract being out of that called 470 acre tract described in a deed to the City of Corpus Christi as recorded in Volume 780, Page 87, Deed Records, Nueces County, Texas andalso described as all of Farm Block 23 of the J.C. Russell Farm Blocks as recorded in Volume 3,Page 53, Map Records, Nueces County, Texas, said 1.3117 acre tract being more particularly described by metes and bounds as follows: COMMENCING at a 5/8" steel rod set for the west comer of the proposed radar site from which a 5/8" steel rod found for an interior comer in the south line of said 470 acre tract bears S-45°-30'-1 5"-W,419.44', said comer having coordinates of N 17167701.15, E 1305302.35, Tx SPC, South Zone,NAD 83, thence S-580-40'-45"-E, 75.05'to the north corner and POINT OF BEGINNING of this tract; Federal Aviation Administration On Airport Land Lease Template,04/2024 OMB CONTROL NO.2120-0595 2 THENCE, S-58°-30'-45"-E, along the southwest line of said proposed radar site, a distance of 38.93' to a 5/8" steel rod set for the northeast comer of this tract; THENCE, S-71°-04'-40"-W, a distance ofl72.69' to a 5/8" steel rod set for an interior comer in the east line of this tract; THENCE, S-43°-49'-51"-E, a distance of 444.12' to a 5/8" steel rod set for a bend point in the northeast line of this easement; THENCE, S-44°-36 '-59"-E, a distance of 1254.15' to a point at the existing Air Traffic Control Tower for the southeast comer of this tract; THENCE, S-45°-23'-01"-W, along the edge of said Air Traffic Control Tower, a distance of 30.00' to a point for the south comer of this tract; THENCE,N-44°-36'-59"-W,a distance of 1254.36'to a 5/8" steel rod set for a bend point in the southwest line of this tract; THENCE,N-43°-49'-51 "-W, a distance of 491.13'to a 5/8" steel rod set for the west comer of this tract; THENCE,N-71 °-04'-40"-E, a distance of 194.89'to the POINT OF BEGINNING and containing 1.3117 acres of land. Said tract is more particularly described and/or shown on Exhibit "A," attached hereto and made a part hereof. THIRTY(30') FOOT WIDE ACCESS EASEMENT A 0.1152 acre tract being out of that called 4 70 acre tract described in a deed to the City of Corpus Christi as recorded in Volume 780, Page 87, Deed Records, Nueces County, Texas and also described as all of Farm Block 23 of the J.C. Russell Farm Blocks as recorded in Volume 3, Page 53, Map Records, Nueces County, Texas, said 0.1152 acre tract being more particularly described by metes and bounds as follows: COMMENCING at a 5/8" steel rod set for the west comer of the proposed radar site from which a 5/8" steel rod found for an interior comer in the south line of said 470 acre tract bears S-45 0-30' -15"-W, 419.44', said comer having coordinates of N 17167701.15, E 1305302.35, Tx SPC, South Zone,NAD 83, thence S-58°-40'-45"-E, 16.76' to the north comer and POINT OF BEGINNING of this tract; THENCE, S-58°-30'-45"-E, along the southwest line of said proposed radar site, a distance of 30. 77' to a 5/8" steel rod set for the east comer of this tract; THENCE, S-44°-19'-41"-W, a distance ofl73.47'to a 5/8" steel rod set in the northeast edge of an Airport perimeter road(private)for the south comer of this tract,said point being the nontangent point of curvature for a curve to the left from which the radius bears S-64°-35'-58"-W, 59.06' and having a central angle of 29°-34'-00" and a tangent of 15.59; Federal Aviation Administration On Airport Land Lease Template,04/2024 OMB CONTROL NO.2120-0595 3 THENCE, along said curve and edge of road, an arc length of 30.47' to a 5/8" steel rod set for the west comer of this tract; THENCE,N-44°-19'-41"-E, a distance of 163.75'to the POINT OF BEGINNING and containing 0.1152 acres of land. Said tract is more particularly described and/or shown on Exhibit "A," attached hereto and made a part hereof. THIRTY(30') FOOT WIDE UTILITY EASEMENT A 0.3313 acre tract out of that called 470 acre tract described in a deed to the City of Corpus Christi as recorded in Volume 780, Page 87, Deed Records, Nueces County, Texas and also described as all ofFam 1 Block 23 of the J.C.Russell Farm Blocks as recorded in Volume 3,Page 53,Map Records,Nueces County, Texas, said 0.3313 acre tract being more particularly described by metes and bounds as follows: BEGINNING at a 5/8" steel rod set for the west comer of the proposed radar site and an interior comer in the northeast end of this tract from which a 5/8" steel rod found for an interior comer in the south line of said 470 acre tract bears 5-45°-30'-15"-W, 419.44', said comer having coordinates of N 17167701 .15, E 1305302.35, Tx SPC, South Zone,NAD 83; THENCE, 5-58°-30' -45"-E, along the southwest line of said proposed radar site, a distance of 16. 7 6'to a 5/8" steel rod set for the east comer of this tract; THENCE, 5-57°-58' -46"-W, a distance of 473.63'to a 5/8" steel rod set for the northeast comer of a 25' continuation of this easement described by separate instrument and for the south comer of this tract; THENCE, N-52°-21 '-30"-W, a distance of 31.99' to a 5/8" steel rod set for the northwest comer of said 25' easement and the west comer of this tract; THENCE, N-57°-58'-46"-E, a distance of 507.37' to a 5/8" steel rod set in the northwest line of said proposed radar site for the north comer of this tract; THENCE, 5-31°-29'-15"-W, along the nOlihwest line of said proposed radar site, a distance of 33.63' to the POINT OF BEGINNING and containing 0.3313 acres ofland. Said tract is more particularly described and/or shown on Exhibit"A," attached hereto and made a part hereof. TWENTY-FIVE (25') FOOT WIDE UTILITY EASEMENT A 1131 square foot tract for a 25' wide utility easement attached to a 30' wide utility described by separate instrument being out of that called 4 70 acre tract described in a deed to the City of Corpus Christi as recorded in Volume 780, Page 87, Deed Records, Nueces County, Texas and also described as all of Farm Block 23 of the J.C. Russell Farm Blocks as recorded in Volume 3,Page 53, Map Records,Nueces County, Texas, said 1131 square foot tract being more particularly described by metes and bounds as follows: BEGINNING at a 5/8" steel rod set in a south line of said 470 acre tract and the north line of a tract of land described in a deed to Jerrall Vance Gabriel, et al as recorded in Volume 2115, Page 973, Deed Federal Aviation Administration On Airport Land Lease Template,04/2024 OMB CONTROL NO.2120-0595 4 Records,Nueces County, Texas and being out of Tract 10 of the Margaret Kelly Subdivision as recorded in Volume 8, Page 40, Map Records, Nueces County, Texas from which a 5/8" steel rod found for an interior comer of said 470 acre tract bears N-89°-12'-50'-E, 87.49', said comer having coordinates of N 17167701.15, E 1305302.35, Tx SPC, South Zone,NAD 83; THENCE, S-89°-12'-50"-W, along said common line, a distance of 25.00' to a 5/8" steel rod set for the southwest comer of this tract; THENCE, N-00°-58'-17"-W, a distance of 55.18'to a 5/8" steel rod set for the west corner of a 30' wide utility easement described by separate instrument and the northwest comer of this tract; THENCE, S-52°-21 '-30"-E, a distance of 31.99' to a 5/8" steel rod set for the south coiner of said 30' easement and the northeast comer of this tract; THENCE, S-00°-58 '-17"-E, a distance of 35.30' to the POINT OF BEGINNING and containing 1131 square feet of land. Said tract is more particularly described and/or shown on Exhibit"A," attached hereto and made a part hereof. A. Together with a right-of-way for ingress to and egress from the premises (for Government employees, their agents and assigns); a right-of-way for establishing and maintaining electric power and/or telecommunication lines to the premises; and a right-of-way for subsurface power, communication and/or water lines to the premises; all rights-of-way to be over said lands and adjoining lands of the contractor, and unless herein described otherwise, shall be reasonably determined by the Government as the most convenient route. B. This contract includes the right of grading, conditioning,installing drainage facilities, seeding the soil of the premises, and the removal of all obstructions from the premises that may constitute a hindrance to the establishment and maintenance of Government facilities. C. The Government shall also have the right to make alterations, attach fixtures, erect additions, structures, or signs,in or upon the premises hereby leased.All alterations and additions are and will remain the property of the Government. 6. Purpose (09/2021) 6.1.5 It is understood and agreed that the use of the herein described premises shall be related to FAA's activities in support of the National Airspace System (NAS). 7. Legal Authority(09/2021) 6.2.1 This contract is entered into under the authority of 49 U.S.C. 106(1)(6) and (n), which authorizes the Administrator of the FAA to enter into contracts, acquisitions of interests in real property, agreements, and other transactions on such terms and conditions as the Administrator determines necessary. Federal Aviation Administration On Airport Land Lease Template,04/2024 OMB CONTROL NO.2120-0595 5 8. Term (No Cost) (07/2022) 6.2.3-1 To have and to hold, for the term commencing on October 1, 2025 and continuing through September 30, 2045. 9. Consideration (No Cost) (09/2021) 6.2.4-4 The Government shall pay the contractor no monetary consideration. It is mutually agreed that the rights extended to the Government herein are in consideration of the obligations assumed by the Government in its establishment, operation and maintenance of facilities upon the premises. 10. Termination (01/2023) 6.2.5 The Government may terminate this contract at any time, in whole or in part, if the Real Estate Contracting Officer (RECO) determines that a termination is in the best interest of the Government. The RECO shall terminate this contract by delivering a written notice specifying the effective date of the termination. The termination notice shall be delivered at least 30 days before the effective termination date. No costs shall accrue as of the effective date of termination. 11. Excuse (09/2021) 6.2.5-3 A. The Lessor will not be in default because of any failure to perform the requirements of this Lease under its terms if the failure arises from causes beyond the control and without the fault or negligence of the Lessor. B. Permissible causes for excuse are: i. acts of God (e.g., fires, floods,pandemics, epidemics, unusually severe weather, etc.), ii. acts of the public enemy, iii. acts of the Government in either its sovereign or contractual capacity, iv. pandemic, epidemic, or quarantine restrictions, v. strikes, and vi. freight embargoes. In each instance, the failure to perform must be beyond the control and without the fault or negligence of the Lessor. C. Excuse will not be granted when: i. the Lessor had actual or constructive knowledge prior to the Lease Award Date that he/she could not perform in accordance with the requirements of the Lease contract; ii. the conditions of the property prevent performance; iii. the Lessor, its employees, agents or contractors, by error or omission, fails to perform; or iv. the Lessor is unable to obtain sufficient financial resources to perform its obligations. D. The RECO will ascertain the facts and extent of the failure.If the RECO determines that any failure to perform is excusable, the RECO will revise the delivery schedule subject to the rights of the Government under the default and termination clauses of this contract. Federal Aviation Administration On Airport Land Lease Template,04/2024 OMB CONTROL NO.2120-0595 6 12. Binding Effect(09/2021) 6.2.6 The provisions of this contract and the conditions herein shall be binding upon, and for the benefit of, the parties and their successors and assigns. In the event of any sale or transfer of ownership of the property or any portion thereof, the Government will be deemed to have attorned to any purchaser, successor, assign, or transferee. The succeeding owner will be deemed to have assumed all rights and obligations of the contractor under this contract establishing direct privity of estate and contract between the Government and said succeeding owner, with the same force, effect, and relative priority in time and right as if the contract had initially been entered into between such succeeding owner and the Government. 13. Holdover (07/2023) 6.2.12 If after the expiration of the Lease, the Government shall retain possession of the premises, the Lease shall continue in full force and effect on a month-to-month basis.Payment shall be made in accordance with the Consideration clause of the Lease at the rate paid during the Lease term. This period shall continue until the Government shall have signed a new lease with the Lessor, acquired the property in fee, or vacated the premises. 14. RE Clauses Incorporated by Reference (09/2021) 6.3.0 This solicitation or contract, as applicable, incorporates by reference the provisions or clauses listed below with the same force and effect as if they were given in full text. Upon request, the RECO will make the full text available, or the full text may be obtained via internet at https:Hfast.faa.gov/RPF Real Property_Clauses.cfm. A. Officials Not To Benefit(09/2021) 6.3.0-2 B. Assignment of Claims (09/2021) 6.3.0-3 C. Contracting Officer's Representative (09/2021) 6.3.0-4 D. Contingent Fees (09/2021) 6.3.0-5 15. Title to Improvements (09/2021) 6.3.5 Title to the improvements constructed for use by the Government during the life of this Agreement shall be in the name of the Government. 16. Funding Responsibility for FAA Facilities (09/2021) 6.3.6 The Contractor agrees that all Contractor requested relocation(s), replacement(s), or modification(s) of any existing or future FAA navigational aid or communication system(s)necessitated by Contractor improvements or changes will be at the expense of the Contractor. In the event that the Contractor requested changes or improvements interferes with the technical and/or operational characteristics of the FAA's facility, the Contractor will immediately correct the interference issues at the Contractor's expense.Any FAA requested relocation, replacement, or modifications shall be at the FAA's expense. In the event such relocations, replacements, or modifications are necessary due to causes not Federal Aviation Administration On Airport Land Lease Template,04/2024 OMB CONTROL NO.2120-0595 7 attributable to either the Contractor or the FAA, funding responsibility shall be determined by mutual agreement between the parties, and memorialized in a Supplemental Agreement. 17. Changes (07/2023) 6.3.8 A. The RECO may at any time, by written order via Supplemental Agreement, make changes within the general scope of this Lease in any one or more of the following: i. Work or services; ii. Facilities or space layout; iii. Amount of space/land; iv. Any other change made within the scope of this lease. B. If any such change causes an increase or decrease in the Lessor's cost or time required for performance under this lease, the RECO will modify this Lease to provide one or more of the following: i. An equitable adjustment in the rental rate; ii. A lump sum equitable adjustment; iii. An equitable adjustment of the annual operating costs per rentable square foot; or iv. An adjustment to the delivery date. C. The Lessor must assert its right to an adjustment by written proposal under this clause within thirty (30) days from the date of receipt of the change order. Lessor's request must include all documentation necessary to validate his/her right to an adjustment. D. Nothing in this clause excuses the Lessor from proceeding with the change as directed. E. Absent written supplemental agreement the Government is not liable to the Lessor under this clause. 18. No Waiver (09/2021) 6.3.17 No failure by the Government to insist upon strict performance of any provision of this Contract or failure to exercise any right, or remedy consequent to a breach thereof,will constitute a waiver of any such breach in the future. 19. Non-Restoration (09/2021) 6.3.18 It is hereby agreed between the parties that,upon termination of its occupancy, including any holdover period, the Government shall have no obligation to restore and/or rehabilitate, either wholly or partially, the property that is the subject of this contract. It is further agreed that the Government may abandon in place any or all of the structures and equipment installed in or located upon said property by the Government during its tenure. Such abandoned equipment shall become the property of the contractor. Federal Aviation Administration On Airport Land Lease Template,04/2024 OMB CONTROL NO.2120-0595 8 20. Quiet Enjoyment (09/2021) 6.3.25 The Contractor warrants that they have good and valid title to the premises, and rights of ingress and egress, and warrants and covenants to defend the Government's use and enjoyment of said premises against third parry claims. 21. Damage by Fire or Other Casualty or Environmental Hazards (09/2021) 6.3.26-1 If the premises is partially or totally destroyed or damaged by fire or other casualty or if environmentally hazardous conditions are found to exist so that the premises is untenantable as determined by the Government,the Government may agree to allow restoration/reconstruction, or may elect to terminate the contract, in whole or in part, immediately by giving written notice to the contractor. 22. Interference with FAA Operations (09/2021) 6.3.28-2 The Airport agrees not to erect or allow to be erected any structure or obstruction of any kind or to allow any natural growth that the Government determines would interfere with the proper operations of Government facilities. The Airport agrees to keep areas around the Government's navigational aids mowed at all times to a height so that weeds and vegetation will not be an obstruction to such operation or maintenance of these facilities. 23. Hold Harmless (01/2024) 6.3.30 In accordance with and subject to the conditions, limitations and exceptions set forth in the Federal Tort Claims Act,28 U.S.C.Ch. 171,the Government will be liable to persons damaged by any personal injury, death or injury to or loss of property,which is caused by a negligent or wrongful act or omission of an employee of the Government while acting within the scope of his office or employment under circumstances where a private person would be liable in accordance with the law of the place where the act or omission occurred. The foregoing shall not be deemed to extend the Government's liability beyond that existing under the Act at the time of such act or omission or to preclude the Government from using any defense available in law or equity. 24. Compliance with Applicable Laws (01/2023) 6.3.31-1 This Contract shall be governed by federal law. The Contractor shall comply with all applicable federal, state, and local laws. The Government will comply with all federal, state, and local laws applicable to and enforceable against it, provided that nothing in this lease shall be construed as a waiver of the sovereign immunity of the Government. 25. Notification of Change in Ownership or Control of Land (10/2022) 6.3.34 If the Contractor sells, dies or becomes incapacitated, or otherwise conveys to another party or parties any interest in the aforesaid land, rights of way thereto, and any areas affecting the premises, the Government shall be notified in writing, of any such transfer or conveyance within 30 calendar days after completion of the change in property rights. Concurrent with the written notification, the Federal Aviation Administration On Airport Land Lease Template,04/2024 OMB CONTROL NO.2120-0595 9 Contractor or Contractor's heirs, representatives, assignees, or trustees shall provide the Government copies of the associated legal document(s) (acceptable to local authorities) for transferring and/or conveying the property rights. 26. Integrated Agreement(09/2021) 6.3.36 This Contract, upon execution, contains the entire agreement of the parties, and no prior written or oral agreement, express or implied shall be admissible to contradict the provisions of this Contract. 27. Unauthorized Negotiating (09/2021) 6.3.37 In no event shall the Contractor enter into negotiations concerning the premises with anyone other than the RECO or his/her designee. 28. Contract Disputes (09/2021) 6.3.39 A. All contract disputes arising under or related to this contract shall be resolved through the Federal Aviation Administration (FAA) dispute resolution system at the Office of Dispute Resolution for Acquisition (ODRA) and shall be governed by the procedures set forth in 14 C.F.R. Parts 14 and 17, which are hereby incorporated by reference. Judicial review, where available, will be in accordance with 49 U.S.C. 46110 and shall apply only to final agency decisions.A contractor may seek review of a final FAA decision only after its administrative remedies have been exhausted. B. The filing of a contract dispute with the ODRA may be accomplished by mail, overnight delivery, hand delivery, or by facsimile, or if permitted by Order of the ODRA, by electronic filing. A contract dispute is considered to be filed on the date it is received by the ODRA during normal business hours. The ODRA's normal business hours are from 8:30 am to 5:00 pm Eastern Time. C. Contract disputes are to be in writing and shall contain: i. The contractor's name, address, telephone and fax numbers and the name, address, telephone and fax numbers of the contractor's legal representative(s) (if any) for the contract dispute; ii. The contract number and the name of the Contracting Officer; iii. A detailed chronological statement of the facts and of the legal grounds for the contractor's positions regarding each element or count of the contract dispute (i.e., broken down by individual claim item), citing to relevant contract provisions and documents and attaching copies of those provisions and documents; iv. All information establishing that the contract dispute was timely filed; v. A request for a specific remedy, and if a monetary remedy is requested, a sum certain must be specified and pertinent cost information and documentation (e.g., invoices and terminated checks) attached, broken down by individual claim item and summarized; and vi. The signature of a duly authorized representative of the initiating party Federal Aviation Administration On Airport Land Lease Template,04/2024 OMB CONTROL NO.2120-0595 10 D. Contract disputes shall be filed at the following address: i. For filing by hand delivery, courier or other form of in-person delivery: Office of Dispute Resolution for Acquisition Federal Aviation Administration 600 Independence Avenue SW., Room 2W 100 Washington, DC 20591; or For filing by U.S. Mail: Office of Dispute Resolution for Acquisition Federal Aviation Administration 800 Independence Avenue SW Washington, DC 20591 [Attention: AGC-70,Wilbur Wright Bldg. Room 2W 100]; or Telephone: (202) 267-3290 Facsimile: (202)267-3720 Alternate Facsimile: (202) 267-1293; or ii. Other address as specified in 14 CFR Part 17. E. A contract dispute against the FAA shall be filed with the ODRA within two(2)years of the accrual of the contract claim involved. A contract dispute by the FAA against a contractor (excluding contract disputes alleging warranty issues, fraud or latent defects) likewise shall be filed within two (2)years after the accrual of the contract claim. If an underlying contract entered into prior to the effective date of this part provides for time limitations for filing of contract disputes with the ODRA which differ from the aforesaid two (2) year period, the limitation periods in the contract shall control over the limitation period of this section. In no event will either party be permitted to file with the ODRA a contract dispute seeking an equitable adjustment or other damages after the contractor has accepted final contract payment, with the exception of FAA claims related to warranty issues, gross mistakes amounting to fraud or latent defects. FAA claims against the contractor based on warranty issues must be filed within the time specified under applicable contract warranty provisions. Any FAA claims against the contractor based on gross mistakes amounting to fraud or latent defects shall be filed with the ODRA within two (2)years of the date on which the FAA knew or should have known of the presence of the fraud or latent defect. F. A party shall serve a copy of the contract dispute upon the other party, by means reasonably calculated to be received on the same day as the filing is to be received by the ODRA. G. After filing the contract dispute, the contractor should seek informal resolution with the Contracting Officer. H. The FAA requires continued performance with respect to contract disputes arising under this contract, in accordance with the provisions of the contract,pending a final FAA decision. Federal Aviation Administration On Airport Land Lease Template,04/2024 OMB CONTROL NO.2120-0595 11 L The FAA will pay interest on the amount found due and unpaid from (1) the date the Contracting Officer receives the contract dispute, or(2)the date payment otherwise would be due, if that date is later,until the date of payment. Simple interest on contract disputes shall be paid at the rate fixed by the Secretary of the Treasury that is applicable on the date the Contracting Officer receives the contract dispute and then at the rate applicable for each 6-month period as fixed by the Treasury Secretary until payment is made. Interest will not accrue for more than one year. J. Additional information and guidance about the ODRA dispute resolution process for contract disputes can be found on the ODRA website at http://www.faa.gov. 29. Clearing/Disposing of Debris (09/2021) 6.3.41 A. The Government shall notify the Contractor in writing ten (10) days prior to the start of any clearing of trees and/or brush and tree cuttings. B. The Contractor grants the Government the right and privilege to enter upon the Contractor's land in order to cut,trim,tip, shape and maintain any trees situated within the premises and said cutting privilege granted to the Government shall include native grasses, scrub brush, and scrub to trees. Only those trees that are determined by the Government to interfere with the operation and proper function of the Government's facility will be subject to the Government's granted privilege. Coordination with the Contractor will be made prior to any cutting of any selected trees. C. The Government agrees to dispose of all grass, brush, and tree cuttings by the Government's contractor.All tree logs,limbs, or branches 2 or more inches in diameter and 5 feet in length, shall be stacked in an area selected by the Lessor. The Government's disposal of debris, grass,branches, etc., shall comply with regulatory requirements. 30. Organizational Conflict of Interest(01/2023) 6.3.47 A. The offeror or Contractor warrants that, to the best of the Contractor's knowledge and belief,there are no relevant facts or circumstances which could give rise to an organizational conflict of interest (OCI), as defined in the FAA Acquisition Management System, "Organizational Conflicts of Interest(T3.1.7)", or that the Contractor has disclosed all such relevant information. B. The offeror or Contractor agrees that if an actual or potential OCI is discovered after award, the Contractor must make a full disclosure in writing to the Contracting Officer. The disclosure must include a mitigation plan describing actions the Contractor has taken or proposes to take to avoid, mitigate, or neutralize the actual or potential conflict. Changes in the Contractor's relationships due to mergers, consolidations or any unanticipated circumstances may create an unacceptable organizational conflict of interest which may necessitate disclosure. C. The FAA reserves the right to review and audit OCI mitigation plans as needed after award, and to reject mitigation plans if the OCI, in the opinion of the Contracting Officer, cannot be avoided, or mitigated. Federal Aviation Administration On Airport Land Lease Template,04/2024 OMB CONTROL NO.2120-0595 12 D. The Contracting Officer may terminate this contract for convenience in whole or in part,if it deems such termination necessary to avoid an OCL If the Contractor was aware of a potential OCI prior to award or discovered an actual or potential conflict after award and did not disclose or misrepresented relevant information to the Contracting Officer, the Government may terminate this contract for default, debar the Contractor from government contracting, or pursue such other remedies as may be permitted by law or this contract. E. The Contractor further agrees to insert provisions which must conform substantially to the language of this clause including this paragraph (d) in any subcontract or consultant agreement hereunder. 31. Hazardous Substance Contamination (09/2021) 6.8.1 The FAA agrees to remediate, at its sole cost, all hazardous substance contamination on the FAA facility premises that is found to have occurred as a direct result of the installation, operation, relocation and/or maintenance of the FAA's facilities covered by this contract. The Contractor agrees to remediate at its sole cost, all other hazardous substance contamination found on the FAA facility premises. The Contractor also agrees to hold the FAA harmless for all costs, liabilities and/or claims by third parties that arise out of hazardous contamination found on the FAA facility premises that are not directly attributable to the installation, operation and/or maintenance of the facilities. 32. Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment(07/2023) 6.9.5 (a) Definitions.As used in this clause Backhaul means intermediate links between the core network, or backbone network, and the small subnetworks at the edge of the network(e.g., connecting cell phones/towers to the core telephone network). Backhaul can be wireless (e.g., microwave) or wired (e.g., fiber optic, coaxial cable, Ethernet). Covered foreign country means The People's Republic of China. Covered telecommunications equipment or services means (1) Telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities); (2) For the purpose of public safety, security of Government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities); (3) Telecommunications or video surveillance services provided by such entities or using such equipment; or Federal Aviation Administration On Airport Land Lease Template,04/2024 OMB CONTROL NO.2120-0595 13 (4) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country. Critical technology means (1) Defense articles or defense services included on the United States Munitions List set forth in the International Traffic in Arms Regulations under subchapter M of chapter I of title 22, Code of Federal Regulations; (2) Items included on the Commerce Control List set forth in Supplement No. 1 to part 774 of the Export Administration Regulations under subchapter C of chapter VII of title 15, Code of Federal Regulations, and controlled (i) Pursuant to multilateral regimes, including for reasons relating to national security, chemical and biological weapons proliferation, nuclear nonproliferation, or missile technology; or (ii) For reasons relating to regional stability or surreptitious listening. (3)Specially designed and prepared nuclear equipment,parts and components,materials,software, and technology covered by part 810 of title 10, Code of Federal Regulations (relating to assistance to foreign atomic energy activities); (4) Nuclear facilities, equipment, and material covered by part 110 of title 10, Code of Federal Regulations (relating to export and import of nuclear equipment and material); (5) Select agents and toxins covered by part 331 of title 7, Code of Federal Regulations, part 121 of title 9 of such Code, or part 73 of title 42 of such Code; or (6) Emerging and foundational technologies controlled pursuant to section 1758 of the Export Control Reform Act of 2018 (50 U.S.C. 4817). Interconnection arrangements means arrangements governing the physical connection of two or more networks to allow the use of another's network to hand off traffic where it is ultimately delivered (e.g., connection of a customer of telephone provider A to a customer of telephone company B) or sharing data and other information resources. Reasonable inquiry means an inquiry designed to uncover any information in the entity's possession about the identity of the producer or provider of covered telecommunications equipment or services used by the entity that excludes the need to include an internal or third-parry audit. Roaming means cellular communications services (e.g.,voice,video,data)received from a visited network when unable to connect to the facilities of the home network either because signal coverage is too weak or because traffic is too high. Federal Aviation Administration On Airport Land Lease Template,04/2024 OMB CONTROL NO.2120-0595 14 Substantial or essential component means any component necessary for the proper function or performance of a piece of equipment, system, or service. (b)Prohibition. (1) Section 889(a)(1)(A) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L. 115-232)prohibits the head of an executive agency on or after August 13,2019, from procuring or obtaining, or extending or renewing a contract to procure or obtain, any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. The Contractor is prohibited from providing to the Government any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system, unless an exception at paragraph (c) of this clause applies or the covered telecommunication equipment or services are covered by a waiver described in AMS T3.8.9C.1.c(5). (2) Section 889(a)(1)(B)of the John S.McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L. 115-232)prohibits the head of an executive agency on or after August 13,2020 from entering into a contract, or extending or renewing a contract, with an entity that uses any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system, unless an exception at paragraph (c) of this clause applies or the covered telecommunication equipment or services are covered by a waiver described in AMS T3.8.9C.1.c(5). This prohibition applies to an entity that uses covered telecommunications equipment or services,including use not in support of the Government. (c) Exceptions. This clause does not prohibit contractors from providing (1) A service that connects to the facilities of a third-parry, such as backhaul, roaming, or interconnection arrangements; or (2)Telecommunications equipment that cannot route or redirect user data traffic or permit visibility into any user data or packets that such equipment transmits or otherwise handles. (d) Reporting requirement. (1) In the event the Contractor identifies covered telecommunications equipment or services used as a substantial or essential component of any system, or as critical technology as part of any system, during contract performance, or the Contractor is notified of such by a subcontractor at any tier or by any other source, the Contractor must report the information in paragraph (d)(2) of this clause to the Contracting Officer, unless elsewhere in this contract are established procedures for reporting the information. For indefinite delivery contracts, the Contractor must report to the Contracting Officer for the indefinite delivery contract and the Contracting Officer(s) for any affected order. Federal Aviation Administration On Airport Land Lease Template,04/2024 OMB CONTROL NO.2120-0595 15 (2) The Contractor must report the following information pursuant to paragraph (d)(1) of this clause: (i) Within one business day from the date of such identification or notification: The contract number;the order number(s), if applicable; supplier name; supplier unique entity identifier (if known); supplier Commercial and Government Entity (CAGE)code(if known); brand; model number (original equipment manufacturer number, manufacturer part number, or wholesaler number); item description; and any readily available information about mitigation actions undertaken or recommended. (ii) Within 10 business days of submitting the information in paragraph(d)(2)(i) of this clause: Any further available information about mitigation actions undertaken or recommended. In addition, the Contractor must describe the efforts it undertook to prevent use or submission of covered telecommunications equipment or services, and any additional efforts that will be incorporated to prevent future use or submission of covered telecommunications equipment or services. (e) Subcontracts. The Contractor must insert the substance of this clause, including this paragraph (e), in all subcontracts and other contractual instruments, including subcontracts for the acquisition of commercial items. 33. Covered Telecommunications Equipment or Services-Representations (09/2021) 6.9.5-1 (a) Definitions. As used in this provision, "covered telecommunications equipment or services" has the meaning per the "Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment"clause in this contract. (b) Procedures. The offeror must review the list of excluded parties in the System for Award Management (SAM) (https://www.sam.gov) for entities excluded from receiving federal awards for covered telecommunications equipment or services. (c) Representations. (1) The offeror represents that it does, does not provide covered telecommunications equipment or services as part of its offered products or services to the Government in the performance of any contract, subcontract, or other contractual instrument. (2) After conducting a reasonable inquiry for purposes of this representation, the offeror represents that it does, does not use covered telecommunications equipment or services, or any equipment, system, or service that uses telecommunications equipment or services. Federal Aviation Administration On Airport Land Lease Template,04/2024 OMB CONTROL NO.2120-0595 16 34. Representation Regarding Certain Telecommunications and Video Surveillance Services or Equipment(09/2021) 6.9.5-2 NOTE: The offeror must not complete the representation at paragraph (d)(1) in this provision if the offeror has represented that it does not provide covered telecommunications equipment or services as part of its offered products or services to the Government in the performance of any contract, subcontract, or other contractual instrument in the provision "Covered Telecommunications Equipment or Services — Representation" (c)(1). Additionally, The offeror must not complete the representation at paragraph (d)(2) in this provision if the offeror has represented that it does not use covered telecommunications equipment or services, or any equipment, system, or service that uses telecommunications equipment or services in the provision "Covered Telecommunications Equipment or Services—Representation" (c)(2). PROVISION/CLAUSE: (a) Definitions.As used in this provision Backhaul, covered telecommunications equipment or services, critical technology, interconnection arrangements,reasonable inquiry,roaming, and substantial or essential component have the meanings provided in the clause AMS clause 6.9.5, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. (b) Prohibitions. (1) Section 889(a)(1)(A) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L. 115-232) prohibits the head of an executive agency on or after August 13, 2019, from procuring or obtaining, or extending or renewing a contract to procure or obtain, any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. Nothing in this prohibition will be construed to (i) Prohibit the head of the agency from procuring with an entity to provide a service that connects to the facilities of a third-parry, such as backhaul, roaming, or interconnection arrangements; or (ii) Cover telecommunications equipment that cannot route or redirect user data traffic or cannot permit visibility into any user data or packets that such equipment transmits or otherwise handles. (2) Section 889(a)(1)(B) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L. 115-232) prohibits the head of an executive agency on or after August 13, 2020 from entering into a contract or renewing a contract with an entity that uses any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential part of any system or as critical technology as part of any system. This prohibition applies to any entity that uses covered telecommunications equipment or services, including uses not in support of the Government. Federal Aviation Administration On Airport Land Lease Template,04/2024 OMB CONTROL NO.2120-0595 17 Nothing in this prohibition will be construed to (i) Prohibit the head of the agency from procuring with an entity to provide a service that connects to the facilities of a third-party, such as backhaul, roaming, or interconnection arrangements; or (ii) Cover telecommunications equipment that cannot route or redirect user data traffic or cannot permit visibility into any user data or packets that such equipment transmits or otherwise handles. (c) Procedures. The offeror must review the list of excluded parties in the System for Award Management (SAM) (https://www.sam.gov) for entities excluded from Federal awards for covered telecommunications equipment or services. (d) Representations. (1)The Offeror represents that it [] will, [X] will not provide covered telecommunications equipment or services to the Government in the performance of any contract, subcontract or other contractual instrument resulting from this solicitation. (2) After conducting a reasonable inquiry for purposes of this representation, the Offeror represents that it does [ ] does not [X] USE covered telecommunications equipment or services, or use any equipment, system, or service that uses covered telecommunications equipment or services. The Offeror must provide the additional disclosure information required at paragraph (e) if the Offeror indicates "does". (e) Disclosures. Disclosure for the representation in paragraph (d) (1) of this provision- If the Offeror has responded "will" in the representation in paragraph (d) (1) of this provision, the Offeror must provide the following information as part of the offer (1) For covered equipment (i) The entity that produced the covered telecommunications equipment (include entity name, unique entity identifier, CAGE code, and whether the entity was the original equipment manufacturer(OEM) or a distributor, if known; (ii) A description of all covered telecommunications equipment offered (include brand; model number, such as OEM number, manufacturer part number, or wholesaler number; and item description, as applicable); and (iii) Explanation of the proposed use of covered telecommunications equipment and any factors relevant to determining if such use would be permissible under the prohibition in paragraph (b) (1) of this provision; Federal Aviation Administration On Airport Land Lease Template,04/2024 OMB CONTROL NO.2120-0595 18 (2) For covered services- (i) If the service is related to item maintenance, a description of all covered telecommunications services offered (include on the item being maintained: brand, model number, such as OEM number, manufacturer part number, or wholesaler number; and item description, as applicable; or (ii) If not associated with maintenance, the Product Service Code (PSC) of the service being provided; and explanation of the proposed uses of covered telecommunications services and any factors relevant to determining if such use would be permissible under the prohibition in paragraph (b)(1) of this provision. Disclosure for representation in paragraph(d)(2)of this provision.If the Offeror has responded"does" to paragraph (d)(2) of this provision, the offeror must provide the following information as part of the offer (3) For covered equipment (i) The entity that produced the covered telecommunications equipment (include entity name, unique entity identifier, CAGE code, and whether the entity was the OEM or a distributor, if known; (ii) A description of all covered telecommunications equipment offered (include brand; model number, such as original equipment manufacturer (OEM) number, manufacturer part number, or wholesaler number; and item description, as applicable); and (iii) Explanation of the proposed use of covered telecommunications equipment and services and any factors relevant to determining if such use would be permissible under the prohibition in paragraph (b) (2) of this provision. (4) For covered services- (i) If the service is related to item maintenance, a description of all covered telecommunications services offered (include on the item being maintained: brand, model number, such as OEM number, manufacturer part number, or wholesaler number; and item description, as applicable); or (ii) If not associated with maintenance, the Product Service Code (PSC) of the service being provided; and explanation of the proposed uses of covered telecommunications services and any factors relevant to determining if such use would be permissible under the prohibition in paragraph (b)(2) of this provision. Federal Aviation Administration On Airport Land Lease Template,04/2024 OMB CONTROL NO.2120-0595 19 35. Notices (09/2021) 6.10.1 All notices/correspondence must be in writing, reference the Contract number, and be addressed as follows: TO THE Contractor: City of Corpus Christi, TX P.O. Box 9277 Corpus Christi,TX 78469 TO THE GOVERNMENT: Federal Aviation Administration Real Estate Branch,AAQ-920 10101 Hillwood Parkway Fort Worth, TX 76177 36. Signature Block (09/2021) 6.10.3 37. This Contract shall become binding when it is fully executed by both parties. In witness whereof, the parties hereto have subscribed their names as of the date shown below. UNITED STATES OF AMERICA CITY OF CORPUS CHRISTI,TX DEPARTMENT OF TRANSPORTATION FEDERAL AVIATION ADMINISTRATION By: By: Print Name: Jana C. Blanco Title: Real Estate Contracting Officer Date: Date: Federal Aviation Administration On Airport Land Lease Template,04/2024 OMB CONTROL NO.2120-0595 20 - -�r 1 xr i s- r� Airport Surveillance Radarr;;.. _ � I N CeWj Prepared by: Randy Schumann AIRPORT SURVEILLANCE RADAR(ASR) /A EXHIBIT Approved by: Kevin Smith Corpus Christi s International Airport Not to Scale Sheet No.1of1 Date: 05/02/2025 CCI Corpus Christi International Airport Federal Aviation Administration Lease Agreement City Council June 17, 2025 CC!MA FAA Lease Agreement Corpus Christi _. Internati ono I Airport • The lease agreement is for the operation of an Airport Surveillance Radar (ASR). • The ASR provides a real-time picture of the airspace around the airport, enabling air traffic controllers and the FAA to manage air traffic safely and efficiently. It's a crucial tool for preventing accidents and keeping the skies organized. • The FAA currently leases land that houses their ASR, and both the FAA and the Airport wish to renew this lease for 20 years. • This lease is identical to the previous 20-year lease, with the addition of two security clauses, 6.9.5-1 and 6.9.5-2. �I Ii � � � �; 4 :•w'� it � o — -- E 07 N, jar J. Airport Surveillance Radar(ASR) it is tv AIRPORT SURVEILLANCE RADAR(ASR) Prepared by: Randy Schumann W*E Sorus ��AEXHIBIT Approved by: Kevin Smith Christi Date: 05D22025 g int2rnc Lionel Airpor'" NottoScale Sheet No.1 at se GO � O� A H AGENDA MEMORANDUM "`°pP°""`E First Readingfor the City Council Meeting June 17, 2025 1s52 Y 9 Second Reading for City Council Meeting of June 24, 2025 DATE: May 30, 2025 TO: Mayor and Council FROM: Rebecca Huerta, City Secretary RebeccaH@cctexas.com (361) 826-3105 Adding annexed territory into City Council Districts 1 and 3 CAPTION: Ordinance adding annexed areas to City Council District 1 and District 3. SUMMARY: The City annexed property near Highway 44 and Clarkwood Road per Ordinance #033496 (10/22/2024). The city annexed property at 4750 IH-37, 802 McKinzie Road, and 2634 Joe Fulton International Trade Corridor per Ordinance #033533 (12/10/2024). The annexed areas, while unpopulated, need to be incorporated into a Council district. Based on the location of the area, staff is recommending the property identified in Ordinance #033496 be added to District 3 (see map exhibit D) and Ordinance #033533 be added to District 1 (see map exhibits A, B, and C). BACKGROUND AND FINDINGS: The City Charter provides that five council members are elected by majority vote from single member districts, and each district will have the same population to the extent possible [Article II, Section 1(a)]. Since the annexed areas are not populated, adding the territory to any Council district would not cause the 2022 redistricting plan to become out of balance for "one person, one vote" purposes. The City Charter provides that any ordinance to equalize territory/population may not be enacted less than 90 days before any general election. Staff is recommending the annexed areas be added to Districts 1 and 3 as illustrated in the attached map exhibits A, B, C, and D. FISCAL IMPACT: None LIST OF SUPPORTING DOCUMENTS: • Ordinance with Exhibits A, B, C, and D — Maps of annexed areas Ordinance adding annexed areas to City Council District 1 and District 3. WHEREAS, the City of Corpus recently annexed territory pursuant to City Ordinances # 033496 and 033533-1 WHEREAS, the City of Corpus Christi's recently disannexed territory (Ord #033534 & Ord #032720) is removed from the assigned single-member council district by operation of law; and WHEREAS, there remains annexed unpopulated territory within the City limits that must be assigned to an existing single-member council district; and WHEREAS, Article II, Section 1(a) of the City Charter requires that such adjustment to the single-member council districts occur prior to the next general election, which is scheduled to occur in November 2026; NOW THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS, THAT: Section 1. The City Council specifically finds that the foregoing statements included in the preamble of this ordinance are true and correct and adopts such findings for all intents and purposes related hereto. Section 2. The boundary of the existing Single-Member Council District #1 for the City of Corpus Christi is hereby amended to add the areas annexed by City Ordinance #033533 as depicted on the maps attached hereto as EXHIBIT A, EXHIBIT B, and EXHIBIT C. Section 3. The boundary of the existing Single-Member Council District #3 for the City of Corpus Christi is hereby amended to add the areas annexed by City Ordinance #033496, as depicted on the map attached hereto as EXHIBIT D. Section 4. This Ordinance shall take and be given effect immediately upon passage. Introduced and voted on the day of 12025. PASSED and APPROVED on the day of , 2025. ATTEST: Paulette Guajardo, Mayor Rebecca Huerta, City Secretary EXHIBIT A -�,1 •;� �, dhi Robstown / � a,—ti—rvea 4;^ Co w \ r. \ I l I » 1 4 1 Legend N r r City Limits Council District One j Proposed Council District One City Parcels QQ Sli M .00 ®QgM-- rogc s eques urring exa ims_�sannexa ions_arming _ _n erP— V 11 ons_UtYVIP EXHIBIT B i Annexation \Area . r \ — Lj e a s _ *L _.. r Legend ^� r City Limits s q _ Proposed Council District One ` City Parcels \ �- Council District One 6ISPro]uG\RequesY�\Ruurring\Mneatlons_Dlsanneatlons PI—ing\S-14519 N—.BaV_CNMap EXHIBIT C M `l eces eta { Preserve c 4 � � Annexation A?ea \ r \ ` TX 44 -—i 4pur a Y J' y IiFFT 4dwl=- ® ® Ik a,4 Legend 7 r� City Limits N ► ti Council District One Proposed Council District One City Parcels 10 e - GISProjed\Regues\Recurring\M.e.ati..s Dienneicab—P1...i.g\SR_18519_RobertSaid—CtyMap EXHIBIT D IV 77 I\ \ Zr\r J r Annexation Area J (NSI� J Legend 8 N City Limits c Council District 3 Proposed Council District 3 ICU ROW Annexation po Sj�o ee •ee ®MV-N�2 GISProj cE R�u�tr Re rring Mne ations_D'sanne atlons_P arming SR_18568_Car woo Estate_CityMap se GO � O� A H "CORPOR^`E° AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting June 17, 2025 DATE: June 17, 2025 TO: Peter Zanoni, City Manager FROM: Brandon Wade, Fire Chief brandonw@cctexas.com (361) 826-3900 Application to the Department of Homeland Security's Federal Emergency Management Agency (FEMA) for the Staffing for Adequate Fire and Emergency Response (SAFER) grant for the Corpus Christi Fire Department CAPTION: Resolution authorizing the submission of a grant application for the FY 2024 Staffing for Adequate Fire and Emergency Response (SAFER) grant in the amount of $4,004,254.53 from the Department of Homeland Security's Federal Emergency Management Agency for salaries and benefits over a three-year period for 15 additional firefighters for the Corpus Christi Fire Department for our four-person staffing plan. SUMMARY: This resolution authorizes the submission of a grant application for the FY 2024 Staffing for Adequate Fire and Emergency Response (SAFER) grant in the amount of $4,004,254.53 from the Department of Homeland Security's Federal Emergency Management Agency (FEMA). If awarded, the grant funds will provide funding for salaries and benefits for 15 additional firefighters over the next three fiscal years (36 months) with a city cash match of 25% in the first and second year, and a match of 65% in the third year. BACKGROUND AND FINDINGS: The SAFER grant program provides funding directly to fire departments to assist in increasing the number of firefighters. The goal of the SAFER grant program is to help communities meet industry minimum standards, attain 24-hour staffing to provide adequate protection from fire and fire- related hazards, and to fulfill the overall missions of fire departments. Additionally, the SAFER grant program seeks to help fire departments enhance their abilities to comply with staffing, response, and operational standards established by the National Fire Protection Agency (NFPA). NFPA sets minimum criteria for the staffing of firefighter crews, and how they will respond and operate at emergency scenes. The NFPA's criteria state that fire departments will respond with a minimum of four personnel on each apparatus and that they will arrive at the emergency scene within four minutes of the dispatch center receiving an emergency call. The City's goal is to achieve four-person for all of its frontline fire companies. Currently, the City is working toward achieving this goal over the next five fiscal years. The City's purpose for applying for this grant is to shorten the timeframe it will take for CCFD to complete its goal of four- person staffing on all frontline fire companies. CCFD currently has only 8 of 22 fire companies with four-person staffing. In order to complete four-person staffing for all 22 fire companies, CCFD requires a total of 86 additional uniformed positions, which would total 541 uniformed positions. The current authorized complement for CCFD is 455 uniformed positions. If approved, the additional 15 uniformed positions will increase the authorized complement to 470 uniformed positions. Without this grant, the city would need to fully fund the 15 uniformed positions or delay adding the positions, which would push back the goal of FY30 to achieve four-person staffing for all 22 fire companies. Reaching the 5-year goal of achieving four-person staffing would be accomplished by City Council approving the addition of 15 uniformed personnel above the average CCFD attrition rate (average attrition rate is 23 uniformed personnel per year) this fiscal year and 18 firefighters for the next three years, and 17 firefighters in the fifth year above attrition. However, if the SAFER grant is awarded, CCFD would use the grant funding to hire 15 uniform positions above the average attrition, which would help alleviate the costs of the first three years of these uniformed positions and would be beneficial for the city. If awarded, the grant funds will provide funding for salaries and benefits for 15 additional firefighters over the next three fiscal years (36 months) with a city cash match of 25% in the first and second year, and a match of 65% in the third year. As has been discussed at previous City Council meetings, there is an option for a $0.02 increase to the City property tax rate if capacity allows, which will result in an estimated $3 million to the General Fund. If the City Manager recommends the $0.02 increase to the City property tax rate as part of the FY 2026 Proposed Budget and if the City Council approves the recommendation, the estimated $3 million generated will be proposed to fund additional new uniform positions with the Police Department ($1.5 million) and the Fire Department ($1.5 million). If the City Manager does not recommend the $0.02 increase to the City property tax rate as part of the FY 2026 Proposed Budget or if the City Council does not approve the $0.02 increase, then the City will not be able to participate in this grant. The additional $1.5 million in the Fire Department will be designated to fund the 15 new Firefighter positions in FY 2026, pending the results of this grant application. Should the application be approved and the funds awarded to the City for the additional 15 Firefighters, the appropriated funds will be utilized to cover the 25% match requirement and one-time needed equipment purchases for the Fire Department such as fire trucks or medic units. Listed in the table below is the funding covered by the SAFER grant as well as the cost to the City per year if the grant is awarded. Fiscal Year Cost per Fiscal Year SAFER Grant City Cost (1/5/26-1/5/29) FY 2026 75%$842,130.00 $631,597.50 ° 9 Months) ( ) $210,532.50 (25/o) FY 2027 $1,265,182.52 $948,886.89 75% $316,295.63 25% FY 2028 75/o $368,539.58 $276,404.69 3 Months ( ° ) $92,134.89 (25%) FY 2028 35/o $1,136,465.37 $397,762.88 9 Month ( ° ) $738,702.49 (65%) FY 2029 35/0$391,937.06 $137,177.97 3 Months ( ° ) $254,759.09 (65%) TOTAL $4,004,254.53 $2,391,829.93 $1,612,424.60 *City would be responsible for the cost of training, tuition, fees, personal protective equipment, and uniforms, which would be a total of$283,598. If the SAFER grant is awarded, CCFD will submit a decision package as part of the Proposed FY 2026 Budget for 15 new Firefighter positions, training, tuition, fees, personal protective equipment, and uniforms. In FY 2029, the City will budget for nine months of costs when the grant funding ends. The amount to be budgeted would be $1,209,146. This is the third time that the City has applied for this grant. In 2013, the City received $3,380,824 from this grant for funding for 34 additional uniformed positions in CCFD. Last year, the City applied but pulled the application due to budget constraints. ALTERNATIVES: The alternative is not to submit the grant application and continue to move forward with adding 15 uniformed positions next fiscal year and 18 firefighters for the next three years, and 17 firefighters in the fifth year above attrition to accomplish the City's four-person staffing plan. FISCAL IMPACT: If awarded, grant funds will be appropriated in FY 2026 Fire Grants Fund. There is a City cash match required as part of this grant, which is 25% in the first and second year, and a match of 65% in the third year. However, to retain all added grant funded uniformed positions, it will cost the City $1,209,146 to fully fund them in FY 2029 (9 Months). RECOMMENDATION: Staff recommends authorizing the Corpus Christi Fire Department to submit the grant application, as presented. LIST OF SUPPORTING DOCUMENTS: Resolution Resolution authorizing the submission of a grant application for the FY 2024 Staffing for Adequate Fire and Emergency Response (SAFER) grant in the amount of $4,004,254.53 from the Department of Homeland Security's Federal Emergency Management Agency (FEMA) for salaries and benefits over a three-year period for 15 additional firefighters for the Corpus Christi Fire Department for our four-person staffing plan. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS THAT: SECTION 1. The City Council authorizes the City Manager or designee to submit a grant application to the Department of Homeland Security's Federal Emergency Management Agency (FEMA) for the Staffing for Adequate Fire and Emergency Response (SAFER) grant for a total of $4,004,254.53. SECTION 2. There is a City cash match for this grant, which is 25% in the first and second year, and a match of 65% in the third year. SECTION 3. The City Manager or designee may apply for, accept, reject, alter, or terminate the grant. SECTION 4. The City of Corpus Christi designates the Fire Chief as the City's authorized official. The authorized official is given the power to apply for, accept, reject, alter, or terminate the funding on behalf of the applicant agency. PASSED and APPROVED on the day of 12025. ATTEST: Paulette Guajardo, Mayor Rebecca Huerta, City Secretary SAFER Grant SAFER The Staffing for Adequate Fire and Emergency Response Grants (SAFER) was created to provide funding directly to fire departments to help them increase or maintain the number of trained, "front line" firefighters. The goal of SAFER is to enhance the local fire departments' abilities to comply with staffing, response, and operational standards established by the NFPA (NFPA 1710). NFPA 1710 standard sets minimum criteria for the staffing of firefighter crews, and how they will respond and operate at emergency scenes. NFPA 1710 Requirements Fire Fighters will respond with a minimum of 4 personnel on each apparatus. Fire Fighters will arrive at the emergency scene within 4 minutes of the dispatch center receiving the call. The correct number of fully staffed and strategically located fire stations must exist to accomplish the standard. SAFER The Corpus Christi Fire Department was awarded the SAFER previously in 2013. The SAFER Grant period is currently open, and application is due July 3rd The purpose of applying for this grant is to help the CCFD complete the goal of 4- person staffing on all frontline fire companies within 5 years. Currently have only 8 of 22 fire companies staffed with 4 people. 14 units have only 3 people. It takes a staffing factor of 4.16 people to fill each position accordingly. A total of 86 additional people are needed to fulfill 4-person staffing. Staffing If CCFD hires an additional 15 Fire Fighters this year and 18 Fire Fighters yearly above attrition for the following 4 years, it would be June 2031 when 4-person staffing would be accomplished. The current authorized complement for CCFD is 455 uniformed personnel, and 541 are needed to fully staff the department with 4-person staffing. 4 PERSON STAFFING PLAN 4 Person Fire EMS Command Minimu Engines Specialty Aerials Medics Battalions m Count 15 2 1 5 14 6 Manning Staffing Plan FFf unit 4 4 4 2 1 Target Totals 60 8 20 28 6 122 Staffing Factor 4.16 Operations Staffing Ta rget 507.52 AdminfNon-Operations Staffing Ta rget 34 Staffing Target Per Shift(3 shifts) 169.1733 Total Complement Target 541.52 Complement Assessment Description Total Non-Ops OPs Current Authorized 455 34 421 Current Actual 455 34 422 Target 541.52 34 507.52 Delta -85.52 0 -85.52 2 yrs -42.76 3 yrs -28.5067 4 yrs -21.38 5 yrs -17.104 6 yrs 1 -14.2533 SAFER Award The grant request is for $4,004,254.53 If awarded, grant funds will be appropriated in FY 2026 Fire Grants Fund. There is a City cash match required as part of this grant. The cash match is 25% in the first and second years and a 65% match in the third year, totaling $1,612,424.60. To retain all added grant-funded uniformed positions, it will cost the City $1,209,146.22 to fully fund them in FY 2029 (9 Months). The SAFER Grant will cover 75% of the costs in the first and second years and 35% in the third year. Award notifications will be sent out August 18, 2025, through September 30, 2025. If awarded the Grant, we would hire 15 personnel in January 2026. SAFER Award As has been discussed at previous City Council meetings, there is an option for a $0.02 increase to the City property tax rate if capacity allows. This increase would generate an estimated $3 Million to the General Fund. If recommended by the City Manager and approved by the City Council, The estimated $3 Million will be proposed to fund additional uniform positions: • $1.5 Million for the Police Department • $1.5 Million for the Fire Department If the City Manager does not recommend the increase or if the City Council does not approve it, then the City will not be able to participate in the SAFER grant. Costs Calendar/Grant Year Actual City Cc St w Cost per year for Grant AFG AFG Cover City Grant.Cost City ` Year 11/26-1/27 1,132,030.80 75% $949,023.10 $283,007.70 2.5% 566,505.50 Year 21/27-1/29 $1,343,821.30 75 $1,007,865.97 $335,955.32 25% 335,955.32 Year 3 1/29-1/29 $1,528,402.43 35% $534,940.85 $993,461.58. 65`, 5993,451.5�3 Total Grant costs: 4,004,254.53 $2,391,829.92 $1,612,424.60 1,996,022.40 Year41/213-9/30(91`Vla7'��s' S_. C9 =6 1 0 $0.00 1 $1,2013,146.22 100% 51,209,145 22 Total costs: $5,213,400.75 $2,391,829.92 $2,821,570.92 $3,105,169.62 Costs Fiscal Year ActuaI C tr;Cost w Cost per Fiscal year for Grant % AFG Cover City Cost City —u't'on SuppJ es FYI(FY26) -1/5126-9130/25 $942,130.00 75% $631,.597..50 $210,532.50 25 , 494,130.30 FY2(FY27) -10f 1f 26-9f 30f 27 $1,265,1S2.52 7.5`v $948,886.89 $315,29.5.63 5316,295.63 FY3 (FY28) -10f 1f 27-1f5f 28 $369,539.58 75% $276,404.69 $92,134.89 25% $92,134.89 FY3 (FY28) -1f5f29-9f30f28 $1,136,465.37 3.5% $397,762.99 $739,702.49 65% $738,702.49 FY4(FY29) -10f 1f 28-1f5f 29 $391,937.06 35 $137,177.97 $2,54,759.09 65% $254,759.09 Total Grant costs: $4,OQ4,254.53 $2,391,8 .93 $1,612,424.GO $1,896,02-2.40 FY4(FY29) -1/5129-9130/29 1:209,146.22 0° $0.00 $1,209,146.22 _cc s $1,209,1146.22 Total costs: $5,211,400.75 2,391,829.93 $2,921,570.82 $3,105,168.62 se 0 U /NCORPORAt Ep AGENDA MEMORANDUM 1852 Action Item for the City Council Meeting June 17, 2025 DATE: June 17, 2025 TO: Peter Zanoni, City Manager FROM: Elisa Olsen, Director of Communications ElisaO(d)-cctexas.com (361) 826-3319 Peter Collins, Director of Information Technology Peterc(d)-cctexas.com (361) 826-3735 Sergio Villasana, Director, Finance & Procurement Serg iov2(d)-cctexas.com (361) 826-3227 Text Messaging, 3-1-1 Mobile App, & Community Engagement Platform CAPTION: Motion authorizing execution of Amendment #1 to the cooperative service agreement with Carahsoft Technology Corporation, of Reston, Virginia, through the Texas Department of Information Resources, in the amount of $321,063.37, to upgrade and enhance the Granicus community engagement platform to add text messaging and emails to residents and increase the 3-1-1 mobile app capabilities, plus professional services and continued support, with FY 2025 funding of $300,000.00 from the General Fund and $21,063.37 from the Information Technology Fund. SUMMARY: The City is committed to strengthening its connection with residents and improving service delivery. To achieve this, we propose the strategic implementation of a Community Engagement Technology Platform. This platform will provide citizens with convenient and accessible channels for communication and participation, including text messaging, email, online forums, and surveys. Leveraging proven technology, as evidenced by its successful adoption in leading Texas cities like Houston, Dallas, San Antonio, and Austin, will empower the City to enhance community engagement, increase communication, and modernize its 3-1-1 online services. Furthermore, the proposed platform will enable the development of an advanced 3-1-1 Call Center Mobile App, offering enhanced features and functionality while reducing the overall annual operating costs compared to the current system. BACKGROUND AND FINDINGS: The City currently employs a Customer Relationship Management (CRM) software application for its 3-1-1 Call Center service request management and Mobile App. To enhance operational efficiency and modernize citizen engagement methods, we have identified a replacement product that offers significant advantages. This new solution will deliver comparable 3-1-1 online functionalities at a reduced cost while simultaneously introducing advanced online community engagement capabilities. These enhancements to communication and community engagement include: • Ability for residents to receive communication via text messaging. • Ability for residents to receive communication via email. • A robust online community engagement platform similar to "Speak Up San Antonio," "Engage Houston," "Tap in Dallas," and "Speak Up Austin." • Ability for residents to participate in robust online surveys in order to provide input and share feedback. • Robust data analytics about resident feedback to support informed City decision-making. For the 3-1-1 Call Center, the new software will feature: • A redesigned Mobile App with an intuitive user interface, simplifying service request submissions. • The app will incorporate advanced address recognition. • The app will be available in both English and Spanish to better serve our diverse community. This strategic upgrade will supplement existing grassroots engagement efforts, fostering increased resident participation and awareness. By expanding communication channels and enhancing transparency, the City will not only meet all federal legal requirements for electronic communications but also align with best practices observed in leading municipalities. PROCUREMENT DETAIL: This procurement is through the Texas Department of Information Resources. Contracts awarded through the DIR Cooperative have been competitively procured in compliance with the Texas Local and State procurement requirements. The City of Corpus Christi currently has a service agreement with Carahsoft Technology Corporation for Granicus community engagement platform, professional services and support. ALTERNATIVES: To keep current system in place at a higher long-term cost with no implementation of a community engagement platform. FISCAL IMPACT: The fiscal impact on the General Fund in FY 2025 is $300,000.00, and for the Information Technology Fund is $21,063.37. Future years will be budgeted through the annual budget process. FUNDING DETAIL: Fund: 1020 — General Fund Organization/Activity: 11470 — Public Information Department: 30 Project # (CIP Only): n/a Account: 530000 — Professional Services Amount: $300,000 Fund: 5210 — Information Technology Fund Organization/Activity: 40470 — IT Enterprise Applications Department: 23 — Information Technology Project # (CIP Only): n/a Account: 520105 — Computer Software Amount: $21,063.37 RECOMMENDATION: Staff recommends approval of this amendment with Carahsoft. LIST OF SUPPORTING DOCUMENTS: Agreement SC ° Amendment #1 v Finance & Procurement 'NConpg RPS ED I852 Date: June 9, 2025 Agreement #: 5709 —Agenda Management Software Contractor/Consultant: Carahsoft Technology Corporation Current Amount: $100,429.83 I. Section 2, Term, of the Agreement is amended by extending the date through April 30, 2027, as the parties have remained engaged in pursuit of an amendment in order to add the necessary services, modules, and licenses to complete an upgrade the City's community engagement platform prior to May 1, 2025, and pursuant to a cooperative purchase agreement via the Texas DIR. II. Section 3, Compensation and Payment, of the Agreement is amended by increasing the amount $321 ,063.37-1 therefore, the revised total amount of the Agreement is $421,493.20. III. Attachment B, Bid/Pricing Schedule, to the Agreement is supplemented by adding Attachment B- 1, which is attached to this Amendment #1 and incorporated by reference into the Agreement as if fully set out here in its entirety. IV. This Amendment is effective May 1, 2025. To the extent that the provisions of this Amendment conflict with any provisions of the Agreement and prior amendments, if any, the provisions of this Amendment shall prevail and govern for all purposes and in all respects. Sergio Villasana Date Contractor Date Director, Finance & Procurement Approved as to legal form: Assistant City Attorney Date GOVERNMENT- PRICE QUOTATION Granicus at Carahsoft 11493 SUNSET HILLS ROAD I SUITE 100 1 RESTON,VIRGINIA 20190 carahsoft® PHONE(703)871-8500 1 FAX(703)871-8505 1 TOLL FREE(888)66CARAH G G R A N I CU S WWW.CARAHSOFT.COM GRANICUS@CARAHSOFT.COM TO: Holly Houghton FROM: Erin Wilson Assistant Director of IT Granicus at Carahsoft City of Corpus Christi-IT 11493 Sunset Hills Road 1201 Leopard St Suite 100 MIS Data Center-Basement Reston,Virginia 20190 Corpus Christi,TX 78401 USA EMAIL: Holly@cctexas.com EMAIL: Erin.Wilson@carahsoft.com PHONE: (361)826-3753 PHONE: (571)662-3092 TERMS: DIR Contract No.DIR-CPO-5687 QUOTE NO: 52179245 Expiration Date:5/19/27 FTIN:52-2189693 QUOTE DATE: 06/05/2025 Shipping Point: FOB Destination QUOTE EXPIRES: 06/30/2025 Credit Cards: VISA/MasterCard/AMEX RFQ NO: Remit To: Same as Above SHIPPING: ESD Payment Terms: Net 30(On Approved Credit) Texas VID#: 1522189693700 TOTAL PRICE: $321,063.37 Sales Tax May Apply TOTAL QUOTE: $321,063.37 LINE NO. PART NO. DESCRIPTION LIST PRICE DISC QUOTE PRICE QTY EXTENDED PRICE ONE-TDID-ECT 1 Granicus Govern gement 1AFT TX 10 $4,705.15 Cloud E DIR Training Milesto40/30/3Granicu - TF 2 Granicus SMS-Setup and Configuration(Per $80,850.00 100.00% $0.00 TX 1 $0.00 15m messages)Each One-time Fee DIR Granicus-PFS-PS-CO-SMS-SC 3 Granicus OneView Service Request Management $6,832.00 29.66% $4,840.88 TX 1 $4,840.83 Configuration and Training Each DIR Granicus-GOVS-ONV-SRM-OTF 4 Granicus OneView Single Sign-On Setup Fee $6,882.00 21.84% $5,378.76 TX 1 $5,378.76 Each DIR Granicus-GOVS-ONV-SSO-OTF 5 Granicus OneView E&E Knowledge Base $4,129.00 21.84% $3,227.26 TX 1 $3,227.26 Configuration and Training Each DIR Granicus-GOVS-ONV-KBS-OTF 6 Granicus OneView E&E Messaging Configuration $6,882.00 29.66% $4,840.88 TX 1 $4,840.88 and Training Each DIR Granicus-GOVS-ONV-MES-OTF 7 Granicus Enterprise Base Integration Setup and $12,000.0000 60.10% $4,787.5000 TX 2 $9,575.00 Configuration Each DIR Granicus-GOVS-ONV-EBI-OTF ONE-TIME FEES SUBTOTAL: $32,567.93 NEW SUBSCRIPTION FEES 8 Granicus Government Experience Engagement $1,650,000.00 94.30% $94,022.67 TX 1 $94,022.67 Cloud Enhanced Each-Annual DIR Subscription (Up to 25000 Unique Contacts) Total Services Catalog Credits:50 Annual Fee:$47,011.34 Granicus-GXC-BND-ECT2-REC Start Date:05/01/2025 End Date:04/30/2027 CONFIDENTIAL QUOTE DATE: 06/05/2025 PAGE 1 of 3 QUOTE NO: 52179245 GOVERNMENT- PRICE QUOTATION Granicus at Carahsoft h f 11493 SUNSET HILLS ROAD I SUITE 100 1 RESTON,VIRGINIA 20190 Carr a1 so t,� PHONE(703)871-8500 1 FAX(703)871-8505 1 TOLL FREE(888)66CARAH G G R A N I CU S WWW.CARAHSOFT.COM I GRANICUS@CARAHSOFT.COM LINE NO. PART NO. DESCRIPTION LIST PRICE DISC QUOTE PRICE QTY EXTENDED PRICE 9 Granicus Additional SMS(Priced per SMS)Each- $0.0700 41.43% $0.0410 TX 500,00 $20,500.00 Annual Subscription DIR 0 Additional SMS-500000 Annual Fee:$10,300.00 Granicus-SAS-SB-CO-ADD-SMS Start Date:05/01/2025 End Date:04/30/2027 10 Granicus Service Request Management Module $84,229.00 40.23% $50,345.16 TX 1 $50,345.16 for Enterprise: Subscription Each DIR Annual Subscription Granicus-GOVS-ONV-ARN-SUB Start Date:05/01/2025 End Date:04/30/2026 11 Granicus Service Request Management Module $84,229.00 40.23% $50,345.16 TX 1 $50,345.16 for Enterprise: Subscription Each DIR Annual Subscription Granicus-GOVS-ONV-ARN-SUB Start Date:05/01/2026 End Date:04/30/2027 12 Granicus Single Sign-On: Subscription Each $11,000.00 21.76% $8,606.01 TX 1 $8,606.01 Annual Subscription DIR Annual Fee:$4,303.01 Granicus-GOVS-ONV-ASS-SUB Start Date:05/01/2025 End Dat 13 Granicus Knowled Base:S rip Each $ 0 6% $17, 2.02 TX 1 $17,212.02 Annual scription DIR Annual :$8,606.0 Granicu OVS-0 KN UB Start Da 05/01/ End Dat 14 Granicus Platform-Enterprise:Subscription Each $84,229.00 100.00% $0.00 TX 1 $0.00 Annual Subscription DIR Annual Fee:$0.00 Granicus-GOVS-ONV-ENT-SUB Start Date:05/01/2025 End Date:04/30/2027 15 Granicus Messaging: Subscription Each Annual $16,516.00 37.47% $10,327.21 TX 1 $10,327.21 Subscription DIR Granicus-GOVS-ONV-AMS-SUB Start Date:05/01/2025 End Date:04/30/2026 16 Granicus Messaging: Subscription Each Annual $16,516.00 37.47% $10,327.21 TX 1 $10,327.21 Subscription DIR Granicus-GOVS-ONV-AMS-SUB Start Date:05/01/2026 End Date:04/30/2027 17 Granicus Enterprise Base Integration Setup and $12,000.00 44.15% $6,702.50 TX 2 $13,405.00 Configuration Each DIR Granicus-GOVS-ONV-EBI-OTF Start Date:05/01/2025 End Date:04/30/2026 18 Granicus Enterprise Base Integration Setup and $12,000.00 44.15% $6,702.50 TX 2 $13,405.00 Configuration Each DIR Granicus-GOVS-ONV-EBI-OTF Start Date:05/01/2026 End Date:04/30/2027 NEW SUBSCRIPTION FEES SUBTOTAL: $288,495.44 SUBTOTAL: $321,063.37 CONFIDENTIAL QUOTE DATE: 06/05/2025 PAGE 2 of 3 QUOTE NO: 52179245 GOVERNMENT- PRICE QUOTATION Granicus at Carahsoft h f 11493 SUNSET HILLS ROAD I SUITE 100 1 RESTON,VIRGINIA 20190 Carr a1 so �, PHONE(703)871-8500 1 FAX(703)871-8505 1 TOLL FREE(888)66CARAH G G R A N I CU S WWW.CARAHSOFT.COM I GRANICUS@CARAHSOFT.COM SUGGESTED OPTIONS LINE NO. PART NO. DESCRIPTION LIST PRICE DISC QUOTE PRICE QTY EXTENDED PRICE YEAR 2 19 Granicus Government Experience Engagement $1,650,000.00 96.95% $50,302.13 TX 1 $50,302.13 Cloud Enhanced Each-Annual DIR Subscription (Up to 25000 Unique Contacts) Granicus-GXC-BND-ECT2-REC 20 Granicus Additional SMS(Priced per SMS)Each- $0.0700 68.71 % $0.0219 TX 500,00 $10,950.00 Annual Subscription DIR 0 Additional SMS-500000 Granicus-SAS-SB-CO-ADD-SMS 21 Granicus Service Request Management Module $84,229.00 36.04% $53,869.32 TX 1 $53,869.32 for Enterprise: Subscription Each DIR Annual Subscription Granicus-GOVS-ONV-ARN-SUB 22 Granicus Single Sign-On: Subscription Each $11,000.00 58.14% $4,604.22 TX 1 $4,604.22 Annual Subscription DIR Granicus-GOVS-ONV-ASS-SUB 23 Granicus Knowledge Base:Subscription Each $22,000.00 58.14% $9,208.43 TX 1 $9,208.43 Annual Subscription DIR Granicu V-KN 24 Granicus Platform nterpris ubsFA 1 00% 0.00 TX 1 $0.00 Annual scription DIR Granicu OVS-ON EN 25 Granicus Messagi Subscri n E9% $11, 0.12 TX 1 $11,050.12 Subscrip DIR Granicu - NV-AM 26 Granicus Enterprise Base Integration Setup and $12,000.00 40.24% $7,171.67 TX 2 $14,343.34 Configuration Each DIR Granicus-GOVS-ONV-EBI-OTF SUGGESTED SUBTOTAL: $154,327.56 TOTAL PRICE: $321,063.37 TOTAL QUOTE: $321,063.37 Period of Performance:The term of the Agreement will commence on the date this document is signed and will continue for 24 months. Please add the Contract#on the PO Contract Number:TX DIR-CPO-5687 The Granicus Master Subscription Agreement can be found at https://granicus.com/wp-content/uploads/application/pdf/Granicus-Master-Subscription-Agreement-GSA.pdf For govDelivery Customers Only: Potential Users are based on the greater of quarterly website visits to the domains covered by a license or the subscriber base multiplied by 12,less 20%to account for inactive subscribers. Option year pricing is provided with the assumption that your requirements are the same as the base year. If your usage increases Granicus reserves the right to renegotiate your contract based on usage. Option year pricing does not imply usage can grow beyond your base level. CONFIDENTIAL QUOTE DATE: 06/05/2025 PAGE 3 of 3 QUOTE NO: 52179245 GRAN ICUS THIS IS NOT AN INVOICE Order Form Prepared for Corpus Christi, TX Granicus Order Form for Corpus Christi, TX ORDER DETAILS Granicus Contact: Caitlin Duff Email: caitlin.duff@granicus.com Order#: Q-429721 Prepared On: 05 Jun 2025 ORDER TERMS Currency: USD Payment Terms: All fees set forth in the Quote from reseller/distributor to Client are due and payable in accordance with those terms. Use of the Products is governed by the terms of the Granicus Master Subscription Agreement or such other eme AbertPeriod of Performance: The t he Ance on the c to this document is d an ill cont Order #: Q-429721 Prepared: 05 Jun 2025 Page 5 of 21 G GRANICUS Order Form Prepared for Corpus Christi, TX PRODUCT SUMMARY The specifications and terms within this Order Form are specific to the products and volumes contained herein. NOTE: Fees for the below Products will be as set forth in the quote from an authorized reseller. One-Time Services Solution Billing Frequency Quantity/Unit Government Experience Engagement Cloud Enhanced - Milestones-40/30/30 1 Each Set-up, Config, and Training OneView Service Request Management Configuration Upon Delivery 1 Each and Training OneView Single Sign-On Setup Fee Upon Delivery 1 Each OneView E&E Knowledge Base Configuration and Training Upon Delivery 1 Each OneView E&E Messaging Configuration and Training Upon Delivery 1 Each Enterprise Base Integration Setup and Configuration Upon Delivery 2 Each New Subscriptions SolutionDR f P o ante Billing Fre uency Quantity/Unit Government Experience Cloud Enhanced 27 30 Ann II 1 Each (Up to 25000 Unique Contacts) Service Request Management Module 01 Jul 2025-30 Jun Annual 1 Each for Enterprise: Subscription 2027 Single Sign-On: Subscription 01 Jul 2025-30 Jun Annual 1 Each 2027 Knowledge Base: Subscription 01 Jul 2025-30 Jun Annual 1 Each 2027 Platform - Enterprise: Subscription 01 Jul 2025-30 Jun Annual 1 Each 2027 Messaging: Subscription 01 Jul 2025-30 Jun Annual 1 Each 2027 Enterprise Base Integration Setup and 01 Jul 2025-30 Jun Configuration 2027 Annual 2 Each Communications Cloud SMS Volume - 01 Jul 2025-30 Jun 500000 2027 Annual 1 Each Order#: Q-429721 Prepared: 05 Jun 2025 Page 6 of 21 G GRANICUS Order Form Prepared for Corpus Christi, TX DRAFT Order#: Q-429721 Prepared: 05 Jun 2025 Page 7of21 G GRANICUS Order Form Corpus Christi, TX PRODUCT DESCRIPTIONS Solution Description Government Experience The annual subscription edition is an outcome-focused solution to reach Engagement Cloud Enhanced constituents, leverage community feedback, or increase enrollment and adoption of programs. Solution includes: • Strategic Capabilities o Designated Experience Partner o Extended LMS Training On-demand o Access to Services Catalog o Quarterly CX Program Brief to Review Insights & Recommendations o Online Help Articles and Access to govCommunity • Data Insights o Community Satisfaction and Performance Monitoring o Government Effectiveness Score DRtAFT nis o Unlimited Users o Outbound Communications ■ Outreach mediums include unlimited email, up to 100k SMS/text messages, RSS feeds, and social media integration to connect with target audiences. ■ Marketing Automation includes audience segmentation, personalization, message testing, and mobile engagement. Dynamic segmentation around bulletins, engagement, and question (e.g. zip code) ■ Canned campaigns for re-engagement and new subscriber onboarding ■ Testing: Simple (A/B, 10/10/80) o Email Communications API o Engagement and Sentiment Analysis (unlimited) o Embeddable Project Finder Order#: Q-429721 Prepared: 05 Jun 2025 Page 8 of 21 G GRANICUS Order Form Corpus Christi, TX Solution Description o Engagement Microsites and Hubs o Engagement Contributions API o Ongoing security updates o Ongoing product updates and enhancements o Product accessibility maintained perpetually o 99.9% up-time guarantee o Technical Support Reporting (quarterly) o Live Escalation &Care Process o Support Coverage & Response Time SLAs ■ Severity Level 1: System unavailable- 1 hour ■ Severity Level 2: Major system features unavailable, no user workaround-2 hours ■ Severity Level 3: Major system features unavailable, user workaround available-5 hours ■ Severity Level 4: Transactional issue, user workaround vailabl ntac s a divi t provi s either an email address, h nu r, o dit al fees for e eeding contracted Unique Co ct tier tomati ly applied in ears and adjusted for go- forward use at subscription renewal. Overages above 1 M unique contacts are billed in increments of 100,000 Unique Contacts. Government Experience The Enhanced edition provides the foundation necessary to reach Engagement Cloud Enhanced constituents, leverage community feedback, or increase enrollment and -Set-up, Config, and Training adoption of programs. This solution includes: • Access to an implementation consultant for up to 180 days • Stakeholder Kickoff and Platform Project Alignment • Program Management- Weekly/ bi-weekly communication • Up to five (5) email message templates • Development/Implementation/component configuration, including: • Community satisfaction and performance monitoring • Community engagement and sentiment analysis • Email and SMS communications • API Documentation • Remote Training-Specific training agenda is flexible and includes up to 5 hours total delivered and up to 3-hour sessions across non- Order#: Q-429721 Prepared: 05 Jun 2025 Page 9of21 G GRANICUS Order Form Corpus Christi, TX Solution Description consecutive sessions • Recommended schedule by platform module: • Customer satisfaction & performance monitoring: Ninety (90) minutes total- Up to ten (10) people • Community engagement: Ninety (90) minutes total- Up to (10) people • Email and SMS communications: Two (2) hours total- Up to (10) people *International numbers are not supported. SMS/text messages not used in the period of performance will not carry over to the following year. Client must have explicit opt-in for all destinations sent to and adhere to all CTIA guidelines for the duration of its use. Wireless phone numbers can take 4-26 weeks to procure due to carrier provisioning. Carriers may enforce blackout period(s) and can enforce restrictions at any time during which they will not accept new applications and can delay provisioning or halt sending. Failure of carrier response will not result in any adjustment and failure to comply with regulations may result in suspension of phone AL OKAFT Service Request ManagnricManagement Module Module for Enterprise: Subscription Single Sign-On: Subscription Single Sign-On: Subscription Knowledge Base: Subscription Ongoing subscription for Knowledge Base Platform - Enterprise: OneView Essentials Level Subscription, includes base platform, Mobile, and Subscription Web Apps. Requires an additional module (Service Requests, Messaging, Knowledge Base, Waste Reminders) added. OneView Service Request OneView E&E Service Request Management Configuration and Training to Management Configuration include analysis of existing processes, configuration of OneView and and Training OneLink (Mobile App), as well as System Administration and End-User Training OneView Single Sign-On Setup OneView Single Sign-On Setup Fee Fee Order#: Q-429721 Prepared: 05 Jun 2025 Page 10 of 21 G GRANICUS Order Form Corpus Christi, TX Solution Description OneView E&E Knowledge Base OneView E&E Knowledge Base Configuration and Training Configuration and Training Messaging: Subscription Ongoing annual maintenance for Messaging OneView E&E Messaging OneView E&E Messaging Configuration and Training Configuration and Training Enterprise Base Integration ARR: Ongoing subscription to create an additional integration into an out- Setup and Configuration of-the-box partner system. Services: this quote includes the implementation of 2 custom integrations (IBM Maximo for EAM, Infor for Code Enforcement Requests). 7k ARR/per integration plus 1 Ok/per integration services fees Enterprise Base Integrati OTRArF integration into an out- Setup and Configuratio f- hplementat of 2 custom integrations IBe Enforce nt Requests). 7k ARR/per integration plus 1 Ok/per integration services fees Communications Cloud SMS Additional SMS/Text Messaging includes:Access to the selected volume of Volume -500000 additional SMS/text messages per year from a unique standard toll-free number within the United States*Use of responsively designed sign-up pages that allow the public to subscribe to communication updates from various devices *International numbers are not supported. SMS/text messages not used in the period of performance will not carry over to the following year. Client must have explicit opt-in for all destinations sent to and adhere to all CTIA guidelines for the duration of its use. GRANICUS ADVANCED NETWORK AND SUBSCRIBER INFORMATION • Granicus Communications Suite Subscriber Information. o Data provided by the Client and contact information gathered through the Client's own web properties or activities will remain the property of the Client ('Direct Subsc(ber'), including any and all personally identifiable information (PII). Granicus will not release the data without the express written permission of the Client, unless required by law. o Granicus shall: (i) not disclose the Client's data except to any third parties as necessary to Order#: Q-429721 Prepared: 05 Jun 2025 Page 11 of 21 G GRANICUS Order Form Corpus Christi, TX operate the Granicus Products and Services (provided that the Client hereby grants to Granicus a perpetual, non-cancelable, worldwide, non-exclusive license to utilize any data, on an anonymous or aggregate basis only, that arises from the use of the Granicus Products by the Client, whether disclosed on, subsequent to, or prior to the Effective Date, to improve the functionality of the Granicus Products and any other legitimate business purpose, including the right to sublicense such data to third parties, subject to all legal restrictions regarding the use and disclosure of such information). • Data obtained through the Granicus Advanced Network. o Granicus offers a SaaS product, known as the Communications Cloud, that offers Direct Subscribers recommendations to subscribe to other Granicus Client's digital communication (the 'Advanced Network'). When a Direct Subscriber signs up through one of the recommendations of the Advanced Network, that subscriber is a 'Network Subscriber to the agency it subscribed to through the Advanced Network. o Network Subscribers are available for use while the Client is under an active subscription with Granicus. Network Subscribers will not transfer to the Client upon termination of any Granicus Order, SOW, or Exhibit. The Client shall not use or transfer any of the Network Subscribers after termination of its Order, SOW, or Exhibit placed under this agreement. All information related to Network Subscribers must be destroyed by the Client within 15 calendar days of the Order, SOW, or Exhibit placed under this agreement terminating. o Opt-In. During the last 10 calendar days of the Client's subscription, the Client may send an opt- in email to Network Subscribers that shall include an explanation of the Client's relationship with Granicus terminating and that the Network Subscribers may visit the Client's website to subscribe t upd he Clie 'n the f bscriber that does not opt-in will t be tr fe d with sub er list ovided to th lient upon termination. UPDATES TO SHAR SHO FO E MESSAG G (US CLIENTS ONLY): • Granicus will be migrating all clients with SMS/Text Messaging Solutions using a shared short code option to a unique standard toll-free number within the United States (International numbers not supported). Short Codes are recommended for Text-to-Subscribe functionalities, if enabled where available, for an additional fee. • Client must have explicit opt-in for all destinations sent to and adhere to all CTIA guidelines for the duration of its use. Order#: Q-429721 Prepared: 05 Jun 2025 Page 12 of 21 G GRANICUS Order Form Corpus Christi, TX TERMS & CONDITIONS • This quote, and all products and services delivered hereunder are governed by the terms located at hffps://granicus.com/legal/licensing, including any product-specific terms included therein (the "License Agreement"). If your organization and Granicus has entered into a separate agreement or is utilizing a contract vehicle for this transaction, the terms of the License Agreement are incorporated into such separate agreement or contract vehicle by reference,v\/ith any directly conflicting terms and conditions being resolved in favor of the separate agreement or contract vehicle to the extent applicable. • If submitting a Purchase Order, please include the following language:The pricing, terms and conditions of Granicus quote Q-429721 dated 05 Jun 2025 are incorporated into this Purchase Order by reference and shall take precedence over any terms and conditions included in this Purchase Order. • This quote is exclusive of applicable state, local, and federal taxes,which, if any,will be included in the invoice. It is the responsibility of Corpus Christi,TX to provide applicable exemption certificate(s). • Any lapse in payment may result in suspension of service and will require the payment of a setup fee to reinstate the subscription. • Terms and Conditions are in accordance with the Granicus Texas Department of Information Resources agreement DIR-TS - and to dence ov all other onditions incorporated herein. • Billing Frequen Notes it /30 ): init -ient e al to 40% of the total; a payment equa 30� th otal n mep sign approv and; a payment equal to 30% of the total upon go-live. • The attached End User Licensing Agreement must be signed and returned with all necessary order documents. • Client will be invoiced for use of any product or service measured or capped by volume or amount of usage that exceeds the permitted amount set forth in this Quote at the same cost or rate set forth herein. • Updates to Shared Short Codes for SMS/Text Messaging: Granicus will be migrating all clients with SMS/Text Messaging Solutions using a shared short code option to a unique standard toll-free number within the United States (International numbers not supported). Short Codes are recommended for Text-to-Subscribe functionalities, if enabled where available,for an additional fee. Client must have explicit opt-in for all destinations sent to and adhere to all CTIA guidelines for the duration of its use. For All Services Credits (including Service Catalog Credits and SimpleSupport): Credits must be purchased prior to use and are allocated towards any services performed by Granicus included in the Service Credit portfolio for the number of credits indicated therein. Credits cannot be used towards software subscription purchases. Credits are consumed as Services are performed during the applicable period of performance and must be Order#: Q-429721 Prepared: 05 Jun 2025 Page 13 of 21 G GRANICUS Order Form Corpus Christi, TX used during that period of performance or they will expire. If Client fails to use the credits within the period of performance due to factors outside of Granicus' control, Granicus will not be obligated to refund any credits and will be under no obligation to perform the Services. DRAFT Order#: Q-429721 Prepared: 05 Jun 2025 Page 14 of 21 GRAN ICU5 End User License Agreement This End User License Agreement ("Agreement") is made and entered into as of the latter date of the signatures below (the "Effective Date") by and between Corpus Christi, TX ("Client") and Granicus, LLC, a Minnesota Limited Liability Company d/b/a Granicus ("Granicus"). Client and Granicus may each be referred to herein as "Party" or collectively as "Parties". Whereas Client has entered into an agreement with a third party to purchase Granicus Products and Services ("Reseller"), by accessing the Granicus Products and Services, Client accepts this Agreement. Due to the rapidly changing nature of digital communications, this Agreement may be updated from time to time at Granicus' sole discretion. Notification to Client will be via email or posting to the Granicus website. 1. Definitions. In addition to terms defined elsewhere in this Agreement, the following terms shall have the meaning specified: "Granicus Products and Services" means the products and services made available to Client pursuant to this Agreement,which may include Granicus products and services accessible for use by Client on a subscription basis ("Software-as-a-Service" or"SaaS"), Granicus professional services, content from any professional services or other required equipment components or other required hardware, as specified in each Order. "Order" means a written order, proposal, or purchase document in which Granicus agrees to provide and Client agrees to purchase specific Granicus Products and Services via Reseller. "Order Term" r , _Jandrvi durati f perf ieach Order, for which Granicu hait d to pr ide, lient s comTr y for via Reseller, Granicus Prodl as2. Use of Granicu rn ervic ropri y ghts 2.1. Granicus sand rvices. ranicus o ucts and Services are purchased by Client, via a Reseller, as subscriptions during an Order Term specified in each Order. 2.2. Permitted Use. Subject to the terms and conditions of this Agreement, Granicus hereby grants during each Order Term, and Client hereby accepts, solely for its internal use, a worldwide, revocable, non-exclusive, non-transferrable right to use the Granicus Products and Services to the extent allowed in the relevant Order(collectively the "Permitted Use"). The Permitted Use shall also include the right, subject to the conditions and restrictions set forth herein, to use the Granicus Products and Services up to the levels limited in the applicable Order. 2.2.1. Data Sources. Data uploaded into Granicus Products and Services must be brought in from Client sources (interactions with end users and opt-in contact lists). Client cannot upload purchased contact information into Granicus Products and Services without Granicus' written permission and professional services support for list cleansing. 2.2.2. Passwords. Passwords are not transferable to any third party. Client is responsible for keeping all passwords secure and all use of the Granicus Products and Services accessed through Client's passwords. 2.2.3. Content. Client can only use Granicus Products and Services to share content that is created by and owned by Client and/or content for related organizations provided that it is in support of other organizations but not as a primary communication vehicle for other organizations that do not have a Granicus subscription. Any content deemed inappropriate for a public audience or in Denver,CO Sf.Paul,MN Washingfon,DC Unifed Kingdom 800.314.0147 800.314.0147 800.314.0147 +44.0845.467.2972 z support of programs or topics that are unrelated to Client, can be removed or limited by Granicus. 2.2.3.1. Disclaimers. Any text, data, graphics, or any other material displayed or published on Client's website must be free from violation of or infringement of copyright, trademark, service mark, patent, trade secret, statutory, common law or proprietary or intellectual property rights of others. Granicus is not responsible for content migrated by Client or any third party. 2.2.4. Advertising. Granicus Products and Services shall not be used to promote products or services available for sale through Client or any third party unless approved in writing, in advance, by Granicus. Granicus reserves the right to request and review the details of any agreement between Client and a third party that compensates Client for the right to have information included in Content distributed or made available through Granicus Products and Services prior to approving the presence of Advertising within Granicus Products and Services. 2.2.5. Granicus Subscriber Information for Communications Cloud Suite only 2.2.5.1. Data Provided by Client. Data provided by Client and contact information gathered through Client's own web properties or activities will remain the property of Client ("Direct Subscriber"), including any and all personally identifiable information (PII). Granicus will not release the data without the express written permission of Client, unless required by law. 2.2.5.2. Granicus shall not disclose the client's data except to any third parties as necessary to operate the Granicus Products and Services (provided that DffRA' ntnts to nicuFucnio uT celable, idse to n anonymous or aari fro icus Products rvleroent to, or prior prov haGranicus Products and Services any o te business purpose including the right to sublicense such data to third parties, subject to all legal restrictions regarding the use and disclosure of such information). 2.2.5.3. Data Obtained through the Granicus Advanced Network 2.2.5.3.1. Granicus offers a SaaS product, known as the Communications Cloud, that offers Direct Subscribers recommendations to subscribe to other Granicus Client's digital communication (the "Advanced Network"). When a Direct Subscriber signs up through one of the recommendations of the Advanced Network, that subscriber is a "Network Subscriber" to the agency it subscribed to through the Advanced Network. 2.2.5.3.2. Access to the Advanced Network is a benefit of the GovDelivery Communications Cloud subscription with Granicus. Network Subscribers are available for use only on the GovDelivery Communications Cloud while Client is under an active GovDelivery Communications Cloud subscription. Network Subscribers will not transfer to Client upon termination of any Granicus Order, SOW or Exhibit. Client shall not use or transfer any of the Network Subscribers after termination of its Order, SOW or Exhibit placed under this Agreement. All information related to Network Subscribers must be destroyed by Client within 15 calendar days of the Order, SOW or Exhibit placed under this Agreement terminating. GRANICUS 11/6/2020 3 2.2.5.3.3. Opt-in. During the last 10 calendar days of Client's Order Term for the terminating Order, SOW or Exhibit placed under this Agreement, Client may send an opt-in email to Network Subscribers that shall include an explanation of Client's relationship with Granicus terminating and that the Network Subscribers may visit Client's website to subscribe to further updates from Client in the future. Any Network Subscriber that does not opt-in will not be transferred with the subscriber list provided to Client upon termination. 2.3. Restrictions. Client shall not: 2.3.1. Misuse any Granicus resources or cause any disruption, including but not limited to,the display of pornography or linking to pornographic material, advertisements, solicitations, or mass mailings to individuals who have not agreed to be contacted; 2.3.2. Use any process, program, or tool for gaining unauthorized access to the systems, networks, or accounts of other parties, including but not limited to, other Granicus Clients; 2.3.3. Client must not use the Granicus Products and Services in a manner in which system or network resources are unreasonably denied to other Granicus clients; 2.3.4. Client must not use the Services as a door or signpost to another server. 2.3.5. Access or use any portion of Granicus Products and Services, except as expressly allowed by this Agreement or each Order placed hereunder, 2.3.6. Disassemble, decompile, or otherwise reverse engineer all or any portion of the Granicus Products and Services; 2.3.7. Us nicus and Se es foF f s; 2.3.8. Ex or ess to e Gr us Pr Se es in violation of U.S. la r regul io 2.3.9. Exc t as e re fitted rbco ct, disclose, rent, or lea the G is Prod a Servic on th of,for third party use; or 2.3.10. Modify, adapt, or use the Granicus Products and Services to develop any software application intended for resale which uses the Granicus Products and Services in whole or in part. 2.4. Client Feedback. Client assigns to Granicus any suggestion, enhancement, request, recommendation, correction or other feedback provided by Client relating to the use of the Granicus Products and Services. Granicus may use such submissions as it deems appropriate in its sole discretion. 2.5. Reservation of Rights. Subject to the limited rights expressly granted hereunder, Granicus and/or its licensors reserve all right, title and interest in the Granicus Products and Services, the documentation and resulting product including all related intellectual property rights. Further, no implied licenses are granted to Client. The Granicus name, the Granicus logo, and the product names associated with the services are trademarks of Granicus or its suppliers, and no right or license is granted to use them. 3. Representations, Warranties and Disclaimers 3.1. Representations. Each Party represents that it has validly entered into this Agreement and has the legal power to do so. 3.2. Warranties. Granicus warrants that it takes all precautions that are standard in the industry to increase the likelihood of a successful performance for the Granicus Products and Services; however, the Granicus Products and Services are provided "AS IS" and as available. 3.3. Disclaimers. EXCEPT AS PROVIDED IN SECTIONS 3.2 ABOVE, EACH PARTY HEREBY DISCLAIMS ANY AND ALL OTHER WARRANTIES OF ANY NATURE WHATSOEVER WHETHER V GRANICUS 11/6/2020 4 ORAL AND WRITTEN, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE. GRANICUS DOES NOT WARRANT THAT GRANICUS PRODUCTS AND SERVICES WILL MEET CLIENT'S REQUIREMENTS OR THAT THE OPERATION THEREOF WILL BE UNINTERRUPTED OR ERROR FREE. 4. Confidential Information 4.1. Confidential Information. It is expected that one Party (Disclosing Party) may disclose to the other Party (Receiving Party) certain information which may be considered confidential and/or trade secret information ("Confidential Information"). Confidential Information shall include: (i) Granicus' Products and Services, (ii) non-public information if it is clearly and conspicuously marked as "confidential" orwith a similar designation at the time of disclosure; (iii) non-public information of the Disclosing Party if it is identified as confidential and/or proprietary before, during, or promptly after presentation or communication and (iv) any information that should be reasonably understood to be confidential or proprietary to the Receiving Party, given the nature of the information and the context in which disclosed. Each Receiving Party agrees to receive and hold any Confidential Information in strict confidence. Without limiting the scope of the foregoing, each Receiving Party also agrees: (a) to protect and safeguard the Confidential Information against unauthorized use, publication or disclosure; (b) not to reveal, report, publish, disclose, transfer, copy or otherwise use any Confidential Information except as specifically authorized by the Disclosing not Confi tial Inf ose other than as stated ab e; ( re ict ac ss to ident Information those of its advisors, officers, di ctors, e pl nts, ns ants, tors a lobbyists who have a need to k w, wh a dvis co en ial natur thereof, and who are under ex ss writ o atio f fiden lit r under oblig ions of confidentiality imposed ule; d (e) to ise at le t same stand d of care and security to protect the confidentiality of the Confidential Information received by it as it protects its own confidential information. If a Receiving Party is requested or required in a judicial, administrative, or governmental proceeding to disclose any Confidential Information, it will notify the Disclosing Party as promptly as practicable so that the Disclosing Party may seek an appropriate protective order or waiver for that instance. 4.2. Exceptions. Confidential Information shall not include information which: (i) is or becomes public knowledge through no fault of the Receiving Party; (ii) was in the Receiving Party's possession before receipt from the Disclosing Party; (iii) is rightfully received by the Receiving party from a third party without any duty of confidentiality; (iv) is disclosed by the Disclosing Party without any duty of confidentiality on the third party; (v) is independently developed by the Receiving Party without use or reference to the Disclosing Party's Confidential Information; or (vi) is disclosed with the prior written approval of the Disclosing Party. 4.3. Storage and Sending. In the event that Granicus Products and Services will be used to store and/or send Confidential Information, Granicus must be notified in writing, in advance of the storage or sending. Should Client provide such notice, Client must ensure that Confidential Information or sensitive information is stored behind a secure interface and that Granicus Products and Services be used only to notify people of updates to the information that can be accessed after authentication against a secure interface managed by Client. Client is ultimately accountable for the security and privacy of data held by Granicus on its behalf. V GRANICUS 11/6/2020 5 4.4. Return of Confidential Information. Each Receiving Party shall return or destroy the Confidential Information immediately upon written request by the Disclosing Party; provided, however, that each Receiving Party may retain one copy of the Confidential Information in order to comply with applicable laws and the terms of this Agreement. Client understands and agrees that it may not always be possible to completely remove or delete all personal data from Granicus' databases without some residual data because of backups and for other reasons. 5. Term and Termination 5.1. Agreement Term.The Agreement Term shall begin on the Effective Date of the Agreement and continue for twelve (12) months. Unless a Party has given written notice to the other Party at least ninety (90) days prior to the end of the then-current annual term, the Granicus Products and Services will automatically renew at the end of each annual term for one (1) year. 5.2. Effect of Termination. If the Parties agree to terminate this Agreement and an Order is still in effect at the time of termination, then the terms and conditions contained in this Agreement shall continue to govern the outstanding Order until termination or expiration thereof. If the Agreement is terminated for breach, then unless otherwise agreed to in writing, all outstanding Orders shall immediately terminate as of the Agreement termination date. 5.3. Termination for Cause. The non-breaching Party may terminate this Agreement upon written notice if the other Party is in material breach of this Agreement and fails to cure such breach within thirty (30) days after the non-breaching Party provides written notice of the breDtRAFT rminat is Agr pon notice if the other Pai dis Ived, r djud d to be in a ate of bankruptcy or receiversle t a is d hey b ome due, makes an assignmeditor a ntage or a law for the benefit of debtors; u u ess for y ason on an o oing basis leaving no successo 5.4. Survival. All rights granted hereunder shall terminate upon the latter of the termination or expiration date of this Agreement, or each Order. The provisions of this Agreement with respect to warranties, liability, choice of law and jurisdiction, and confidentiality shall survive termination of this Agreement and continue in full force and effect. 6. Limitation of Liability 6.1. EXCLUSION OF CONSEQUENTIAL AND RELATED DAMAGES. UNDER NO CIRCUMSTANCES SHALL GRANICUS BE LIABLE FOR ANY SPECIAL, INDIRECT, PUNITIVE, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, WHETHER AN ACTION IS IN CONTRACT OR TORT AND REGARDLESS OF THE THEORY OF LIABILITY, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, GRANICUS SHALL NOT BE LIABLE FOR: (A) ERROR OR INTERRUPTION OF USE OR FOR LOSS OR INACCURACY OR CORRUPTION OF CLIENT DATA; (B) COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY; (C) LOSS OF BUSINESS; (D) DAMAGES ARISING OUT OF ACCESS TO OR INABILITY TO ACCESS THE SERVICES, SOFTWARE, CONTENT, OR RELATED TECHNICAL SUPPORT; OR (E) FOR ANY MATTER BEYOND GRANICUS' REASONABLE CONTROL, EVEN IF GRANICUS HAS BEEN ADVISED OF THE POSSIBILITY OF ANY OF THE FOREGOING LOSSES OR DAMAGES. 6.2. LIMITATION OF LIABILITY. EXCEPT FOR CLIENT'S BREACH OF SECTION 2.3, IN NO INSTANCE SHALL EITHER PARTY'S LIABILITY TO THE OTHER PARTY FOR DIRECT DAMAGES UNDER THIS AGREEMENT (WHETHER IN CONTRACT OR TORT OR OTHERWISE) EXCEED THE FEES PAID BY CLIENT FOR THE GRANICUS PRODUCTS AND SERVICES DURING THE SIX (6) MONTHS IMMEDIATELY PRECEDING THE DATE THE DAMAGED PARTY NOTIFIES THE OTHER PARTY IN WRITING OF THE CLAIM FOR DIRECT DAMAGES. GRANICUS SHALL NOT BE RESPONSIBLE FOR V GRANICUS 11/6/2020 6 ANY LOST PROFITS OR OTHER DAMAGES, INCLUDING DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR ANY OTHER DAMAGES, HOWEVER CAUSED. NEITHER PARTY MAY INSTITUTE AN ACTION IN ANY FORM ARISING OUT OF NOR IN CONNECTION WITH THIS AGREEMENT MORE THAN TWO (2) YEARS AFTER THE CAUSE OF ACTION HAS ARISEN. 7. General 7.1. Relationship of the Parties. Granicus and Client acknowledge that they operate independent of each other. Nothing in this Agreement shall be deemed or construed to create a joint venture, partnership, agency, or employee/employer relationship between the Parties for any purpose, including, but not limited to, taxes or employee benefits. Each Party will be solely responsible for the payment of all taxes and insurance for its employees and business operations. 7.2. Headings. The various section headings of this Agreement are inserted only for convenience of reference and are not intended, nor shall they be construed to modify, define, limit, or expand the intent of the Parties. 7.3. Severability. To the extent permitted by applicable law, the Parties hereby waive any provision of law that would render any clause of this Agreement invalid or otherwise unenforceable in any respect. In the event that a provision of this Agreement is held to be invalid or otherwise unenforceable, such provision will be interpreted to fulfill its intended purpose to the maximum extent permitted by applicable law, and the remaining provisions of this Agreement will continue in full force and effect. 7.4. Assignment. Neither Party may assign, delegate, or otherwise transfer this Agreement or any of its rights or obligations hereunder, either voluntarily or by operation of law, without the prior ` onsRndvoi . ther rty (s e unreasonably withheld); rovide h eit rty y assign this reement without the other Pa s cons of y ce sign t t has acquired all, or substanti all, of ert ss means of rger, stock purchase, asset pur se, h ment a mpted assig ent in violation of this Agreeme e nu 7.5. Force Majeure. Any delay in the performance by either Party hereto of its obligations hereunder shall be excused when such delay in performance is due to any cause or event of any nature whatsoever beyond the reasonable control of such Party,including,without limitation, any act of God; any fire,flood, orweather condition;any computer virus,worm, denial of service attack; any earthquake; any act of a public enemy, war, insurrection, riot, explosion or strike; provided, that written notice thereof must be given by such Party to the other Party within twenty (20) days after occurrence of such cause or event. 7.6. Choice of Law and Jurisdiction. This Agreement shall be governed by and interpreted under the laws of the state in which the Client is located, without reference to the State's principles of conflicts of law. The Parties expressly consent and submit to the exclusive jurisdiction of the state and federal courts of the state in which the Client is located. 7.7. Entire Agreement. This Agreement, together with all Orders referenced herein, sets forth the entire understanding of the Parties with respect to the subject matter of this Agreement, and supersedes any and all prior oral and written understandings, quotations, communications, and agreements. Granicus and Client agree that any and all Orders are incorporated herein by this reference. In the event of possible conflict or inconsistency between such documents, the conflict or inconsistency shall be resolved by giving precedence in the following order: (1) the terms of this Agreement; (2) Orders; (3) all other SOWs or other purchase documents; (4) Granicus response to Client's request for RFI, RFP, RFQ; and (5) Client's RFI, RFP, RFQ. If Client issues a purchase order, Granicus hereby rejects any additional or conflicting terms appearing on the purchase order or any other ordering materials submitted by Client. V GRANICUS 11/6/2020 7 7.8. Reference. Notwithstanding any other terms to the contrary contained herein, Client grants Granicus the right to use Client's name and logo in Client lists and marketing materials. 7.9. Injunctive Relief. Granicus is entitled to obtain injunctive relief if Client's use of Granicus Products and Services is in violation of any restrictions set forth in this Agreement. Granicus Corpus Christi, TX By: By: (Authorized Signature) (Authorized Signature) Name: Name: (Print or Type Name of Signatory) (Print or Type Name of Signatory) Title: Title: Date: Date: (Execution Date) (Execution Date) DRAF GRAN ICUS 11/6/2020 soa,PUS ch,�J` 3-1-1 MOBILE APP } AND COMMUNITYf� 785Z ENGAGEMENT PLATFORM i Text Messaging and Community Engagement Budget Initiative 1 • FY25 Budget Initiative = $300K • The industry best-practice solution for a large government organization is a Community Engagement Platform. It • This tool will provide 2 things: s 1 . A New 3-1 -1 Mobile App 2. Online Community Engagement Tools TEXT MESSAGING,MOBILE APP&COMMUNITY ENGAGEMENT PLATFORM 2 Community Engagement Platform • A Community Engagement Platform is an online tool that allows city governments to connect with residents, gather feedback, and improve communication. • These platforms offer various features, including: • Communication to targeted audience segments (for example, to people who are interested in a particular topic such as parks events) • Targeted text messages to community members • Targeted emails to community members • Ability to schedule "Drip Campaigns," automating multiple related emails and text messages sequenced over time. • Topical online surveys and forums • Topical event calendars 1 • Advanced data analytics �s TEXT MESSAGING,MOBILE APP&COMMUNITY ENGAGEMENT PLATFORM 3 311 Mobile App • The tool will include: • New 311 App - with improved user experience, simplifying the process for residents to submit service requests. • Improved Address Recognition — Offers geolocation features enabling precise identification of service request. • Improved language Access - supports both English and Spanish, allowing residents to submit requests in their preferred language. • Seamless Photo Submission —Allows residents to attach photos to service requests easily. • Comprehensive Service Integration - Improved back-end compatibility with Maximo and Infor. Jul PLATFORMTEXT MESSAGING,MOBILE APP&COMMUNITY ENGAGEMENT Other Texas Cities �t • Other Texas cities have Community Engagement Platforms, including: ter. • Engage Houston —P' '�=� VE• Speak Up San Antonio �' � � • Tap In Dallas y • Speak Up Austin 2 3 Texas Cities that use the G ra n i c u s rnis is speak,Austin,the�q Home br tommu°iry engagement u,Gry of au 4n texas vo • i vited to A-6 the p.N.-and meetings listed Hereto team now t°City f paten the many n nversat ons taking place within our nonfinite tommunicy we are happy you are here. Mobile App for 311, including: Signupfor Speak Up Austin • San Antonio, Texas °e•e-°-�e�t°�'x °d� n°� °r�`°�e • Arlington, Texas PLATFORMTEXT MESSAGING,MOBILE APP&COMMUNITY ENGAGEMENT Goals & Benefits • Improve the user interface and functionality of the 311 App. • Build opt-in subscriber database to supplement _ communications. • Supplement grassroots engagement efforts with modern technology tools. • Increase resident awareness and participation. • Support decision-making with valuable data on important 1 issues. • Enhance City transparency and accountability. - • Streamline communication and provide more information to q the community. • Meet Federal CAN-SPAM laws governing electronic communications. TEXT MESSAGING,MOBILE APP&COMMUNITY .• Legal Requirements • The Federal Government requires that companies follow the Federal CAN-SPAM Act. • This law requires that companies engaging in mass electronic communications, such as text messaging and email communication, follow certain rules, including: • People must opt-in to receive each kind of electronic communication. For example, a resident must opt-in to receive text and/or email. • We can only send them the information they have requested. For example, if they have signed up to receive press releases, we cannot send them information about a Parks & Recreation event. • There must be a link included in each communication for a person to opt-out of communication easily. For example: "Unsubscribe" and Text STOP TEXT MESSAGING,MOBILE APP&COMMUNITY ENGAGEMENT PLATFORM 7 Cost Breakdown Current 311 Solution Current Cost Estimated Annual Cost if Continued Salesforce S 171,850.00 S 177,006.18 S 182,316.37 5 187,785.86 Incaosulate S 86,040.23 S 89,076.48 S 92,194.15 S 95,420.95 Total for Current 311 Solution $ 257,890.23 $ 266,082.66 $ 274,510.52 $ 283,206.81 $ 1,081,690.22 New 311 Solution+Community Engagement Tools Granicus(Year 1 +Year 2) S 288,495.44 S 165,541.56 S 177,129.47 Granicus-One-time Implementation Fee S 32,567.93 Total for New Solution $ 321,063.37 $ 165,541.56 $ 177,129.47 Total for Granicus Solution $ 578,953.60 $ 165,541.56 $ 177,129.47 Additional Cost or Savings from Technology Change 1 $ (321,063.37)1 $ 266,082.66 $ 108,968.96 $ 106,077.34 $ 160.065.59 MOBILETEXT MESSAGING, • PLATFORM Why Not Use ReverseAlert? • Adhering to the Law • Federal CAN-SPAM law requires that organizations only send electronic messages for the purpose for which the user has signed up. • Sending educational messages to people who had signed up for emergency alerts would violate the law. PLATFORMTEXT MESSAGING,MOBILE APP&COMMUNITY ENGAGEMENT Why Not Use ReverseAlert? • It is best practice for organizations to reserve their Emergency Communications Systems for emergencies only. • The distinction is crucial for ensuring the effectiveness of emergency alerts and maintaining public trust. • Prevent alert fatigue and desensitization — if residents routinely receive marketing/education messages through the same system designed for emergency alerts they become desensitized. • Preserving the trust and credibility of the Emergency Alert System. Business Processes & Guidelines a • As part of the implementation, Communications is in the process of creating appropriate business processes and guidelines to govern the City's use of the new tool. • Examples include: • Adherence to Federal Law • Purpose is for City-Service-Centered Communication (Not a Political Tool) • Best Practices for Mass Email and Text Communications TEXT MESSAGING,MOBILE APP&COMMUNITY ENGAGEMENT .• Phased Implementation • Phase 1:Purchase a 1-Year Subscription to a Small Interim October—December 2024-COMPLETE Software Solution for the Email&Text Messaging Components. Phase 2:Implement Opt-in Program. Began October 2024-ONGOING Phase 3:Develop Business Processes and Guidelines for Usage of IN PROGRESS the Software. Phase 4:Evaluate and Purchase Community Engagement Platform January-June 2025 and 311 App. Phase 5:Begin Sending Emails and Text Messages on Small Scale. June—October 2025 Phase 6:Configure and Implement the Community Engagement June—December 2025 Platform. Phase 8:Configure and Implement the New 3-1-1 App. June—December 2025 Phase 7:Education Campaign to Make Community Aware of New Begin in July—Ongoing Options TEXT MESSAGING,MOBILE APP&COMMUNITY •• �' �s l�1��JJJ/ f se 0 0 U NCORPO0.1¢ AGENDA MEMORANDUM ss52 First Reading Ordinance - City Council Meeting of June 17, 2025 Second Reading Ordinance— City Council Meeting of June 24, 2025 DATE: June 6, 2025 TO: Mayor & Council FROM: Council Member Everett Roy, Chairman Municipal Court Committee Rebecca Huerta, City Secretary RebeccaH@cctexas.com (361) 826-3105 Appointment of Municipal Court Judges CAPTION: Ordinance appointing Gabriel Rodriguez as Division 1 Judge, Jason Supplee as Division 2 Judge, David Walsh as Division 3 Judge, William Gregory "Bill' Bonilla as Division 4 Judge, and George Picha as Division 5 Judge of the Municipal Court; appointing Christopher E. Matt as part-time judge #1, Douglas K. DeFratus as part-time judge #2, William Holt Feemster as part- time judge #3, Mara Schecter as part-time judge#4, Mario A. Olivarez as part-time judge #5, Arnold McAdams as part-time judge #6, and Robert Reyna as part-time judge #7 of the Municipal Court; determining salary; providing a two year term of office; and declaring an effective date SUMMARY: Municipal Court judges are appointed by the City Council, per the recommendation of the Municipal Court Committee, which consists of four City Council members: Chairman Everett Roy, Eric Cantu, Gil Hernandez, and Carolyn Vaughn. A panel, led by Presiding Judge Jackie Chapa, interviewed the part-time judge applicants on May 16. The Municipal Court Committee conducted interviews for full-time judges on June 6. The committee recommends the reappointments of full-time judges David Walsh, Bill Bonilla, and George Picha. and part-time judges Christopher Matt, Douglas DeFratus, William Holt Feemster, and Mario Olivarez. The committee recommends the new appointments of full-time judges Gabriel Rodriguez and Jason Supplee, and part-time judges Mara Schecter and Arnold McAdams. BACKGROUND AND FINDINGS: Per Sec. 29-54 of the city code, the Municipal Court Committee will provide oversight responsibilities for municipal court judicial operations and monitoring judges (appointment, annual review and salary oversight). The municipal court committee consists of four (4) council members appointed by the mayor at the beginning of each council term. The mayor appoints one (1) of the council members as the chairperson. Municipal Court judges serve two-year terms. ALTERNATIVES: The Council could choose to amend the ordinance. FISCAL IMPACT: Funding Detail: Fund: Organ ization/Activity: Mission Element: Project # (CIP Only): Account: RECOMMENDATION: The Municipal Court Committee recommends approval of the ordinance as presented. SUPPORTING DOCUMENTS: Ordinance Ordinance appointing Gabriel Rodriguez as Division 1 Judge, Jason Supplee as Division 2 Judge, David Walsh as Division 3 Judge, William Gregory"Bill" Bonilla as Division 4 Judge, and George Picha as Division 5 Judge of the Municipal Court; appointing Christopher E. Matt as part-time judge #1, Douglas K. DeFratus as part-time judge #2, William Holt Feemster as part- time judge#3, Mara Schecter as part-time judge#4, Mario A. Olivarez as part- time judge #5, Arnold McAdams as part-time judge #6, and Robert Reyna as part-time judge #7 of the Municipal Court; determining salary; providing a two year term of office; and declaring an effective date. WHEREAS, the City Council shall by ordinance appoint its municipal judges pursuant to Texas Government Code §30.00006, City Charter Art. 11, Sec. 26, and Corpus Christi Code Sec. 29-4; WHEREAS, the City Council finds the following appointees meet the qualifications for Municipal Court judge pursuant to Corpus Christi Code and State law; and WHEREAS, this Ordinance does not constitute an employment contract, and appointees are not employees but are public officers authorized by law to independently exercise functions subject to revision and correction only according to the standing laws of this state. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS, THAT: SECTION 1. Gabriel Rodriguez is appointed as full time Municipal Judge of Division 1 , Jason Supplee is appointed as full time Municipal Judge of Division 2, David Walsh is appointed as full time Municipal Judge of Division 3, William Gregory "Bill' Bonilla is appointed as full time Municipal Judge of Division 4, and George Picha is appointed as full time Municipal Judge of Division 5 for the Municipal Court of Record in the City of Corpus Christi, Texas. SECTION 2. The Full-time judges of Divisions 1 ,2,3,4, and 5 shall each receive the fixed salary of $131 ,070.18. SECTION 3. Christopher E. Matt is appointed as part-time judge#1, Douglas K. DeFratus is appointed as part-time judge #2, William Holt Feemster is appointed as part-time judge #3, Mara Schechter is appointed as part-time judge #4, Mario A. Olivarez is appointed as part-time judge #5, Arnold McAdams is appointed as part-time judge #6, and Robert Reyna is appointed as part-time judge #7. SECTION 4. Part-time judges shall receive an hourly rate of$49.69 per hour. SECTION 5. Each judge shall hold office for a definite term of two years upon appointment by ordinance, unless sooner removed. Terms begin June 24, 2025, and end June 24, 2027. 1 SECTION 6. This ordinance constitutes an action by the City Council not to reappoint any and all judges not appointed herein per Texas Government Code §29.005. SECTION 7. This ordinance takes effect immediately upon passage on second reading. Introduced and voted on the day of , 2025. PASSED and APPROVED on the day of , 2025. ATTEST: Paulette Guajardo, Mayor Rebecca Huerta, City Secretary 2 CITY OF CORPUS CHRISTI CITY SECRETARY'S OFFICE COUNCIL ACTION REQUEST TO: Rebecca Huerta,City Secretary FROM: Council Member Eric Cantu,Dist. 3 Council Member Carolyn Vaughn,At-Large Council Member Gil Hernandez,Dist. 5 COPIES TO: Mayor&Council Peter Zanoni,City Manager Miles Risley,City Attorney SUBJECT: Council policy regarding the scheduling of council meetings ACTION REOUEST: Per Council Policy 16.d.,we are requesting that the following item be placed on the next available City Council agenda for discussion and possible action: Discussion and possible action on council policy regarding the scheduling of council meetings. For future scheduling of council meetings. The time frame between council meeting should be scheduled once every other week(14 days). This will give city staff more time to prepare and allow for more productive council meetings. Exceptions can be made for holidays,budget or election scheduling requirements. Council Mvieui6r Eric antu Council Member Carolyn VaujWn Council Mem er Gil Hernand AGENDA CORPUS CHRISTI HOUSING FINANCE CORPORATION SPECIAL MEETING Date: Tuesday, June 10, 2025 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 Everett Roy calls meeting to order. 2. Secretary Rebecca Huerta calls roll. Board of Directors Officers Everett Roy, President Peter Zanoni, General Manager Roland Barrera, Vice President Heather Hurlbert, Asst. General Manager Sylvia Campos Rebecca Huerta, Secretary Eric Cantu Stephanie Box, Asst. Secretary Paulette Guajardo Julie Sandoval, Treasurer Gil Hernandez Judy Villalon, Asst. Treasurer Kaylynn Paxson Mark Scott Carolyn Vaughn 3. PUBLIC COMMENT Members of the audience will be provided with an opportunity to speak at the Corporation meeting. A recording is made at these meetings. Hence, when addressing the Corporation, please give your name and the city in which you live and state your point as briefly as possible. Each speaker is limited to a total of no more than three minutes. Please be advised that the Open Meetings Act prohibits the board members from responding to or discussing your comments at length. The law only authorizes them to do the following: 1) Make a statement of factual information; 2) Recite an existing policy in response to the inquiry; or 3) Advise the citizen that this subject will be placed on an agenda at a later date. 4. Approve minutes of January 28, 2025, Board meeting 5. Resolution amending and reaffirming the Corpus Christi Housing Finance Corporation's Investment Policy and Investment Strategy for the Fiscal Year 2025- 2026 6. Presentation on a proposed Housing Needs Assessment and Toolkit to be included in the FY 2026 Corpus Christi Housing Finance Corporation budget 7. Adjournment MINUTES CORPUS CHRISTI HOUSING FINANCE CORPORATION SPECIAL BOARD MEETING January 28,2025 PRESENT Board of Directors Officers Everett Roy, President Peter Zanoni, General Manager Roland Barrera, Vice President Heather Hurlbert, Asst. General Manager Sylvia Campos Rebecca Huerta, Secretary Eric Cantu Stephanie Box, Asst. Secretary Paulette Guajardo Julie Sandoval, Treasurer Gil Hernandez Judy Villalon,Asst. Treasurer Kaylynn Paxson Mark Scott Carolyn Vaughn President Roy called the meeting to order in the Council Chambers of City Hall at 5:04 p.m. Secretary Huerta verified that a quorum of the Board was present to conduct the meeting. President Roy referred to Item 3 and called for public comment. There were no comments from the public. President Roy referred to Item 4 and called for approval of the minutes of the May 14, 2024 Board meeting. Board Member Barrera moved to approve the minutes as presented, seconded by Board Member Guajardo and passed unanimously. President Roy referred to Item 6, Election of Officers. The following slate of officers was nominated: Peter Zanoni, General Manager; Heather Hurlbert, Assistant General Manager; Rebecca Huerta, Secretary; Stephanie Box, Assistant Secretary; Julie Sandoval, Treasurer; and Judy Villalon,Assistant Treasurer. Board Member Barrera moved to elect the slate of officers, seconded by Board Member Scott and passed unanimously. Board Member Scott nominated Everett Roy as President. Board Member Barrera moved to appoint Everett Roy as President, seconded by Board Member Scott and passed unanimously. Board Member Scott nominated Roland Barrera as Vice President. Board Member Scott moved to appoint Roland Barrera as Vice President, seconded by Board Member Guajardo and passed with the following vote: Board Members, Barrera, Campos, Cantu, Guajardo, Paxson, Roy, Scott and Vaughn voting, yes; and Board Member Hernandez voting,no. President Roy referred to Item 9. Attorney for Corpus Christi Housing Finance Corporation John Bell presented information on the following topics:Housing Finance Corporations; current revenue as general partner;proposed general partner revenue; and CCHFC. A Board Member, Attorney Bell, and Assistant Director of Planning & Community Development Jennifer Buxton discussed the following topics: the payment in lieu of taxes would go to CCHFC; and the purpose of this program is to maintain affordability for at least 65 years. Board Member Barrera moved to approve Item 9, seconded by Board Member Scott and passed unanimously. There being no further business to come before the Corpus Christi Housing Finance Corporation, President Roy adjourned the meeting at 5:23 p.m. se GO � O� A H AGENDA MEMORANDUM /ryCORPOg Corpus Christi Housing Finance Corporation 1852 Meeting of June 17, 2025 DATE: June 17, 2025 TO: President and Honorable Board Members, Corpus Christi Housing Finance Corporation FROM: Sergio Villasana, Director of Finance & Procurement sergiov2(a)CCTexas.com (361) 826-3227 Corpus Christi Housing Finance Corporation Investment Policy and Investment Strategy CAPTION: Resolution amending and reaffirming the Corpus Christi Housing Finance Corporation's Investment Policy and Investment Strategy for the Fiscal Year 2025-2026 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 May 14, 2024. Amendments are being made to the previous fiscal year's 2024-2025 Investment Policy and Investment Strategies document, with such amendments delineated and described below: (a) Under VIII. Authorized Investments, a change has been made under sub-section D. to update the maximum dollar-weighted average maturity from `one year (365 days)' to `two years (730 days)'. (b) Under XVI. Investment Strategy, a change has been made in the third paragraph, updating the maximum dollar-weighted average maturity (WAM) from `one year (365 days)' to `two years (730 days)'. In the last paragraph of the same section, the WAM has also been updated from `one year' to `two years'. In the same sentence, the risk benchmark is also changed from the `one-year Treasury Bill' to `two-year Treasury Note". The Corporation's Investment Committee met on April 21, 2025, and approved the Investment Policy as presented, with changes. The Investment Committee is comprised of the City Manager, Assistant City Manager over Finance, Director of Management and Budget and two Council Members. David McElwain with Meeder Public Funds, the City's Investment Advisor, has also reviewed the Investment Policy and Investment Strategy. ALTERNATIVES: Make no changes to the Investment Policy. 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 2025-2026 as presented. LIST OF SUPPORTING DOCUMENTS: Corpus Christi Housing Finance Corporation's Investment Policy and Investment Strategy 2025- 2026 Corpus Christi Housing Finance Corporation's Investment Policy and Investment Strategy 2025- 2026 (Red Line Version) Resolution Exhibit A Corpus Christi Housing Finance Corporation Investment Policy and Investment Strategy Adopted Date June 17, 2025 TABLE OF CONTENTS I. POLICY STATEMENT................................................................................. 3 II. SCOPE...................................................................................................... 3 III. PRUDENCE ............................................................................................. 3 IV. OBJECTIVES............................................................................................ 4 V. LEGAL LIMITATIONS AND AUTHORITIES.................................................. 4 VI. DELEGATION OF AUTHORITY AND RESPONSIBILITY ............................... 4 VII. AUTHORIZED FINANCIAL INSTITUTIONS AND BROKER/DEALERS .......... 6 VIII. AUTHORIZED INVESTMENTS ................................................................ 6 IX. REPURCHASE AGREEMENT COLLATE RALIZATION .................................. 8 X. SAFEKEEPING .......................................................................................... 9 XI. INTERNAL CONTROLS............................................................................. 9 XII. REPORTING ......................................................................................... 10 XIII. DEPOSITORIES.................................................................................... 11 XIV. AUDITS AND COMPLIANCE WITH LAWS............................................. 11 XV. INVESTMENT POLICY ADOPTION ........................................................ 11 XVI. INVESTMENT STRATEGY..................................................................... 12 APPENDIX A. RESOLUTION..................................................................................................13 Page 2 of 13 CORPUS CHRISTI HOUSING FINANCE CORPORATION INVESTMENT POLICY AND INVESTMENT STRATEGY Adopted, June 17, 2025 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 meetingthe 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 13 management of the persons 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 13 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 13 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 13 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. Al/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 13 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 two years (730 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 counterparty 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 CIVIC) 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 13 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 13 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 13 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 13 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 two years (730 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 two years,the risk benchmark is established as the two-year Treasury Note for the comparable period. The fund should track the risk benchmark but will naturally lag as market interest rates, which adjust daily, move. Page 12 of 13 Exhibit A Corpus Christi Housing Finance Corporation Investment Policy and Investment Strategy Adopted Date June 17, 2025::.�-��C i TABLE OF CONTENTS I. POLICY STATEMENT............................................................................... 32- II. SCOPE.................................................................................................... 32- III. PRUDENCE ........................................................................................... 32- IV. OBJECTIVES.......................................................................................... 4-3 V. LEGAL LIMITATIONS AND AUTHORITIES................................................ 4-3 VI. DELEGATION OF AUTHORITY AND RESPONSIBILITY ............................. VII. AUTHORIZED FINANCIAL INSTITUTIONS AND BROKER/DEALERS ........ VIII. AUTHORIZED INVESTMENTS .............................................................. IX. REPURCHASE AGREEMENT COLLATE RALIZATION ................................ X. SAFEKEEPING ........................................................................................ 9-7 XI. INTERNAL CONTROLS........................................................................... 99 XII. REPORTING ....................................................................................... 10-9 XIII. DEPOSITORIES.................................................................................. 11-9 XIV. AUDITS AND COMPLIANCE WITH LAWS......................................... 1110 XV. INVESTMENT POLICY ADOPTION .................................................... 1140 XVI. INVESTMENT STRATEGY................................................................. 1244 APPENDIX A. RESOLUTION..................................................................................................13 -1 Page 2 of 13 i CORPUS CHRISTI HOUSING FINANCE CORPORATION INVESTMENT POLICY AND INVESTMENT STRATEGY Adopted, June 17, 202—May 14, 2024 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 1 i management of the persons 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 4ofI i 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 5ofI i 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 6ofI i 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. Al/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 7ofI i 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 eeetwo years (45730 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 counterparty 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 8ofI" i 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 9ofI i 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 1347 i 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 1347 i 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 two years eee yeaF (Z3046&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 eeetwo years, the risk benchmark is established as the -year Treasury 941Note for the comparable period. The fund should track the risk benchmark but will naturally lag as market interest rates, which adjust daily, move. Page 12 of 1347 se GO � O� A H /NCOOPOR AGENDA MEMORANDUM 1852 Corpus Christi Housing Finance Corporation Meeting June 17, 2025 DATE: June 17, 2025 TO: Peter Zanoni, General Manager FROM: Daniel McGinn, AICP, Interim Assistant City Manager danielmcp_cctexas.com (361) 826-7011 Presentation on a proposed Housing Needs Assessment and Toolkit to be included in the FY 2026 Corpus Christi Housing Finance Corporation budget STAFF PRESENTER(S): Name Title/Position Department 1. Dan McGinn, AICP Interim Assistant City Manager City Manager's Office 2. Jennifer Buxton Assistant Director Planning and Community Development BACKGROUND: Through the Corpus Christi Housing Finance Corporation, proposals from qualified firms would be solicited for the completion of a Housing Needs Assessment and Toolkit that will identify current and projected gaps between demand for and supply of housing within the city limits at various household income levels and housing types. Based on the findings of the Housing Needs Assessment, the consultant team will prepare a Toolkit of recommended policy and programs to address the current and projected gap in housing availability and establish a roadmap for maximizing the potential for development affordable housing using the Corpus Christi Housing Finance Corporation. Both the Needs Assessment and toolkit documents will establish quantitative metrics that will permit the City to measure progress over time. LIST OF SUPPORTING DOCUMENTS: PowerPoint— Housing Needs Assessment and Toolkit DRAFT Scope of Work Housing Needs Assessment and Toolkit Corpus Christi Housing Finance Corporation -- June 17, 2025 Scope of Analysis ✓ Housing Needs Assessment will identify current and projected gaps between demand and supply of housing at various household income levels within the city limits. ✓ The toolkit will present prioritized policy and programs to the address the current and projects gap in housing availability. ✓ Assessment and Toolkit will establish quantitative metrics to measure progress. 1 - Methodology ❑ Stakeholder input: stakeholder input from local housing development and management representatives (market-rate and affordable), real estate professionals, housing finance and insurance sectors. ❑ Data sources: U.S. Census Bureau; Texas Demographic Center; Nueces County Appraisal District; City data resources; Texas A&M Real Estate Center; Corpus Christi Association of Realtors; Commercial Real Estate data sources (ex. CoStar). ❑ Toolkit will address housing gaps and barriers identified. Housing Needs Assessment and Toolkit RFP DRAFT Scope of Work The City of Corpus Christi is seeking proposals from qualified consultant teams to prepare a Housing Needs Assessment that will identify current and projected gaps between demand for and supply of housing within the city limits at various household income levels and housing types. Based on the findings of the Housing Needs Assessment, the consultant team will prepare a Toolkit of recommended policy and programs to address the current and projected gap in housing availability. The Toolkit will include measurable targets Both the Needs Assessment and toolkit documents will establish quantitative metrics that will permit the City to measure progress over time. The selected consultant team should have demonstrated experience with demographic and housing data analysis from secondary sources. Such sources should include but are not limited to U.S. Decennial Census and American Community Survey, HUD CHAS dataset, Texas Demographic Center, local appraisal district datasets, local and state real estate research centers such as the Texas A&M Real Estate Center and local Realtor associations, as well as private-sector real estate data sources. In addition, the consultant team should have experience with GIS and data visualization software to be able to communicate key findings that emerge from the data analysis, including geographic distribution of housing needs and opportunities. The Housing Needs Assessment should also include a financial feasibility analysis that includes an evaluation of financing gaps related to housing development costs compared to sales prices for ownership, operating costs for multifamily and available financing tools for types of housing needed as indicated by the demographic and housing data analysis, such as single-family, duplex, triplex, and multifamily projects.The intention of the financial feasibility analysis is to identify barriers to housing development within City limits.This portion of the scope of work should incorporate stakeholder input from local developers to explore regulatory, permitting, and financial barriers that impact local housing delivery. Guided by the findings of the Housing Needs Assessment, the consultant team will develop a Housing Toolkit with recommended policy and program initiatives that will address the specific and measurable current and projected housing gaps and barriers identified. Proposals are encouraged to detail data sources and analysis techniques in the scope of work as well as highlight activities within the scope that will require city staff involvement, such as stakeholder identification. In addition, the consultant team is encouraged to include team bios that highlight relevant past project experience of team members as well as inclusion of up to one recent similar project with their proposal. If consultant team consists of more than one firm, up to two project samples may be included that reflect the relevant skill sets of the team. Per Task Fee Structure. se GO � O� A H /NCOOPOR AGENDA MEMORANDUM 1852 City Council Meeting of June 17, 2025 DATE: June 4, 2025 TO: Peter Zanoni, City Manager FROM: Mike Markle, Chief of Police M ikemaa-cctexas.com (361) 886-2603 Presentation by the Police Department on Crime Statistics STAFF PRESENTER(S): Name Title/Position Department 1. Mike Markle Chief of Police Police BACKGROUND: Follow up on crime statistics presentation to City Council on April 8, 2025. LIST OF SUPPORTING DOCUMENTS: PowerPoint— Crime Statistics Crime Data Follow Up On April 8t" the Police Department presented an overview of crime data to City Council. Based on the feedback we received; we have prepared a presentation that will cover: • Crime Rates by Council District • Comparison of Corpus Christi Crime Rates to Other US Cities of Similar Population • Crimes by and against homeless population • Crime Prevention Programs • Narcotics crimes • Gangs and gang related crimes Crime Rate by Council District Violent Crime Rate by District Per 10,000 Murder, Rape, Robber , Aggravated Assault District 2020 2021 2022 2023 2024 District 1 136 117 113 125 129 District 2 105 116 96 103 112 District 3 98 104 83 91 87 District 4 52 52 49 48 43 District 5 23 23 20 29 22 Crime Rate by Council District Property Crime Rate by District Per 10,000 (Burglary, Larceny, Motor Vehicle Theft Location 2020 2021 2022 2023 2024 District 1 419 338 353 339 339 District 2 355 353 337 360 358 District 3 381 363 350 339 313 District 4 248 240 233 255 210 District 5 127 148 115 122 117 2023 Violent Crime Rates : Cities With Comparable Population City Population Violent Crime Per 10k Murder Per 30k Rape Per 10k Robbery Per 10k Agg Assault Per 10k Bakersfield,CA 413,376 3,490 84 29 1 251 6 599 14 2,611 63 Tampa,FL 403,361 1,882 47 41 1 180 4 266 7 1,395 35 Arlington,TX 398,423 1,945 49 17 0 300 8 232 6 1,396 35 Wichita,KS 396,123 4,569 115 39 1 357 9 416 11 3,757 95 Aurora,CO 394,701 3,801 96 41 1 344 9 578 15 2,838 72 New Orleans 364,136 4,957 136 193 5 681 19 656 18 3,427 94 Cleveland,OH 362,670 6,166 170 138 4 461 13 1,614 45 3,953 109 Honolulu 341,753 2,166 63 20 1 343 10 605 18 1,198 35 Anaheim,CA 340,505 2,278 67 8 0 135 4 480 14 1,655 49 Henderson,NV 337,280 992 29 10 0 89 3 203 6 690 20 Lexington,KY 320,154 823 26 21 1 190 6 245 8 367 11 Stockton,CA 319,537 3,726 117 50 2 134 4 1,097 34 2,445 77 Riverside,CA 318,855 1,774 56 10 0 173 5 456 14 1,135 36 Corpus Christi 316,603 2,585 82 20 1 176 6 364 11 2,025 64 Cincinnati,OH 311,112 2,275 73 68 2 228 7 645 21 1,334 43 Santa Ana,CA 310,523 1,713 55 6 0 178 6 387 12 1,142 37 St.Paul,MN 303,827 1,879 62 27 1 204 7 381 13 1,267 42 Pittsburgh,PA 303,254 1,519 50 47 2 104 3 473 16 895 30 St.Louis,MO 281,754 4,070 144 160 6 209 7 729 26 2,972 105 Corpus Christi rank Violent Crime 8 Murder 13 Rape 13 Robbery 14 Agg Assault 7 4 2023 Property Crime Rates: Cities With Comparable Population City Total Sq.Miles Officers Pop. Prop crime Per 30k Burglary Per 30k Larceny Per 30k UUMV Per 30k Bakersfield 151.2 467 413,376 13,928 337 2,878 70 6,686 162 4,364 106 Tampa 175.83 944 403,361 6,768 168 804 20 5,194 129 770 19 Arlington 99.44 697 398,423 10,253 257 1,256 32 7,369 185 1,628 41 Wichita 138.9 664 396,123 19,001 480 2,196 55 14,730 372 2,075 52 Aurora 154.19 680 394,701 14,994 380 1,746 44 7,955 202 5,293 134 New Orleans 350.2 910 364,136 18,536 509 1,742 48 10,091 277 6,703 184 Cleveland 82.47 1175 362,670 17,609 486 3,251 90 9,132 252 5,226 144 Honolulu 600 1800 341,753 20,689 605 2,102 62 14,523 425 4,064 119 Anaheim 50.88 424 340,505 8,264 243 1,529 45 5,138 151 1,597 47 Henderson 106.92 489 337,280 6,942 206 830 25 4,399 130 1,713 51 Lexington 285.54 540 320,154 8,853 277 1,085 34 6,510 203 1,258 39 Stockton 65.25 349 319,537 9,793 306 1,856 58 5,612 176 2,325 73 Riverside 81.54 357 318,855 10,972 344 1,848 58 7,234 227 1,890 59 Corpus Christi 154 458 316,603 9,028 285 1,499 47 6,603 209 926 29 Cincinnati 79.54 916 311,112 13,280 427 1,916 62 7,591 244 3,773 121 Santa Ana 27.37 350 310,523 6,269 202 1,163 37 3,844 124 1,262 41 St.Paul 56.2 590 303,827 9,298 306 1,306 43 5,910 195 2,082 69 Pittsburgh 58.35 777 303,254 7,560 249 823 27 5,989 197 748 25 St.Louis 69.99 926 281,754 18,010 639 2,120 75 9,670 343 6,220 221 Corpus Christi Rank Prop crime 12 Burglary 10 Larceny 8 UUMV 17 c Homeless Crime Homeless Offenders 2023 2024 Homeless Victims 2023 2024 Homicide 0 1 Homicide 0 1 Sexual Assault 4 0 Sexual Assault 6 5 Aggravated Assault 7 12 Aggravated Assault 16 23 Robbery 3 6 Robbery 9 12 Burglary 10 15 Burglary 3 2 Larceny 48 58 Larceny 18 20 UUMV 3 0 UUMV 1 1 Public Intoxication 100 86 Assault 50 48 Criminal Trespass 157 164 Drug Possession 119 106 Warrant of Arrest 143 138 6 Our Federal, State, and Local Partners United States Secret Service Texas Comptroller's Office Federal Bureau of Investigations* Texas Child Protective Services US Immigration and Customs Enforcement Texas Adult Protective Services Bureau Of Alcohol, Tobacco, and Firearms* Nueces County Sheriff's Office Drug Enforcement Administration* Nueces County District Attorney's Office United States Marshals Service* Nueces County CCSD/Adult Probation Dept. Homeland Security Investigations* Nueces County Juvenile Justice Center Texas Rangers Nueces County Constables Department of Public Safety Coastal Bend Wellness Foundation Texas Attorney General's Office CCISD Police Department Texas Dept. of Licensing and Regulation Port of Corpus Christi Police Department *denotes CCPD Task Force Officers CCPD Units and Initiatives Crime Reduction Unit COMPSTAT Directed Patrol Unit Weekly Gun Crime Intel Meeting Bike Unit Neighbors on Watch National Night Out Enduro Unit Homeless Weekly Outreach Coalition Gang Unit Crime Prevention Presentations Violent Crime Unit Crime Prevention Security Surveys Internet Crimes Against Children Unit Sex Offender Compliance Checks Pawn Shop Detail Corpus Christi Against Loss Bears and Badges Crime Victim Advocates Explorer Post 133 Family Violence Counselor Red Ribbon Week Crime Prevention Advisor Shop with a Cop Sex Offender Registration Christmas Angels Corpus Christi Police Athletic League Operation Safe Return Red Cord Initiative IF" CITY WIDE — Drug Cases POCS — Possession of Controlled Substance CITY WIDE TOTALS 2023 2024 POCS(PG1) - Methamphetamine, Cocaine, Heroin, Fentanyl 1166 1211 POCS(PG2) -THC Products (Vapes,Wax, Edibles), Ecstasy 421 429 POCS(PG3) -Commonly abused pills(Xanax, Hydrocodone) 215 164 POCS(PG4) -Codeine (<200 mg per 100 milliliters or 100 grams) 8 6 POCS(PG2A) -Synthetic Cannabinoids 202 293 Possession of Marijuana 952 837 Possession of Dangerous Drugs- Prescription Pills 117 118 Grand Total 3081 3058 otal Drug Arrests 2522 2598 CITY WIDE — Drug Delivery Cases Man/Del — Manufacture/Delivery of Controlled CITY WIDE TOTALS Substance 2023 2024 Man/Del of CS(PG1) - Methamphetamine, Cocaine, Heroin, Fentanyl 54 67 Man/Del of CS(PG2/PG2A) -THC Products (Vapes, Wax, Edibles)/Syn Can 18 27 Man/Del of CS(PG3/4) -Commonly Abused Pills/Codeine 3 7 Delivery of Marijuana 2 6 Grand Total 77 107 NVID CASES (ASSIGNED/FILED) ASSIGNED CASES 2023 2024 FILED CASES 2023 202 Felony 1,927 2417 Felony 1,691 1,565 Misdemeanor 1,333 1775 Misdemeanor 1,450 1,271 Municipal Court 651 764 Municipal Court 984 970 TOTAL 3,911t4,956 TOTA 4,125 3,80 11 Corpus Christi Police Department JET (Juvenile Enforcement Team) •Created in 1992 * in response to increasing p g . , juvenile/gang activity r6.viJ1lfls LICEauO��CE *Originally started out with 4 officers 12 Todays Gang Unit IGC6¢€E _ L Todays Gang Unit • No longer called JET, now called Gang Unit •Gather and document gang intelligence •Disrupt gang activity •11 Uniform Enforcement Officers • 2K9's • 2 Gang Unit officer assigned to the FBI Safe Streets • 1 Gang Unit officer assigned to ATF • 1 Captain • 2 Lieutenants 14 Todays Gang Unit • Work hand in hand with federal and local agencies • Testify as expert witnesses in state and federal court • Write and conduct search and arrest warrants for gang members • Maintain high visibility in active areas • Educate others on gangs (schools, probation/parole, judges and prosecutors etc..) • Participate in creating legislation to combat gang crime, through one of our Gang Investigators who is the President of the Texas Gang Investigators Association (TGIA) and appointed to the Governors Gang Board (Texas Violent Gang Task Force). 15 1 Gang Crimes - • Organized Crime • Disorderly Conduct — Working together to commit crime — Fighting in public • Drug Violations • Criminal Mischief — Possessing and selling — Damaging property • Graffiti • Terroristic Threats — Marking territory — Place others in fear of violence • Weapons Violations • Soliciting Gang Membership — Possessing and selling — Tx Penal Code 71.022 Gang Categories • Prison Gangs - Criminal organizations that operate within the prison system • Street Gangs - Group that controls a general area, with a common identity and engage in criminal behavior. • Outlaw Motorcycle Gangs - Structured organizations who use club affiliation as a conduit for criminal activity. • Hybrid Gangs - Modified gang culture with their personal interpretations; mixed groups, participation in multiple gangs, collaborations by rivals... Gang Members in Corpus Christi . (May 2025) • Over 2,463 Total Documented gang members by CCPD Gang Unit • 1,638 Prison Gang • 205 Outlaw Motorcycle • 620 Street/Hybrid Gang Members • TX Code of Crim. Procedure 67.001 states we shall maintain a database of criminal information for the purpose of investigating or prosecuting the activity of gangs, known as a Gang Resource System. 18 QUESTIONS ? se GO � O� A H /NCOOPOR AGENDA MEMORANDUM 1852 City Council Meeting of June 17, 2025 DATE: June 13, 2025 TO: Peter Zanoni, City Manager FROM: Brett Van Hazel P.E., Inner Harbor Program Management Office Director brettvh@cctexas.com 361-826-3273 Briefing on the Inner Harbor Water Treatment Campus and Progressive Design Build and Guaranteed Maximum Price development STAFF PRESENTER(S): Name Title/Position Department 1. Brett Van Hazel Director Inner Harbor Program Management Office 2. Leofwin Clark Education Director Water Collaborative Delivery Association BACKGROUND: The Inner Harbor Water Treatment Campus briefing will provide an overview of the project. This briefing will occur twice per month at City Council through the end of calendar year 2025. The briefing topics will vary each council session and will include updates such as project schedule, cost, milestones, upcoming events, and other key information. The topics for the June 17, 2025 briefing will include: • Current Project Status Update and Timeline • Near and Far Field Modeling date of presentation to City Council • Demonstration Plant • Future Project Topics The Water Collaborative Delivery Association Progressive Design Build (PDB) briefing will provide an overview of the Inner Harbor Water Treatment Campus project delivery method, PDB. The briefing will focus on defining PDB, the process of developing a guaranteed maximum price, and discussing expectation management. LIST OF SUPPORTING DOCUMENTS: PowerPoint— Inner Harbor Water Treatment Campus Briefing 6/17/25 PowerPoint—WCDA Progressive Design Build Briefing Update on Inner Harbor Water Treatment Campus Project City Council Meeting CCW I �u� June 17, 2025 Presentation Overview Current Project Status Update 1 Project Timeline ® Near and Far Field Modeling •° E � 1 Demonstration Plant Update . f r I Future Project Topics Current Treatment Campus Layout 2 Current Project Status Update Project Overview: ft"14 R I A ON V Inner Harbor Ship Channel Proposed Discharge Location Inner Harbor Ship Channel . Phase 1 A — Planning, Pilot • , Proposed Intake Location t Protocol, and Basis of Design Phase 1 B — Design, Early Works, Inner Harbor Water and Guaranteed Maximum Price A - Treatment campus Site Phase 2 — Final Design and j g h Construction " Phase 3 — Operating and ' ,. ' Maintenance Services ;,, ► ; 3 Current Project Status Update Current Status: Phase 1 A — End Date: June 1 , 2025 Major Deliverables: Pilot Protocol, Basis of Design Report (BODR) and Cost Model Phase 1 B — Start Date: April 15,2025 Contract amendments issued to date: 3 Total Total Amendment Value: $35,635,177.98 Upcoming Contract Amendments: Demonstration Plant, Design and GMP Development, and early work packages 4 Project Timeline Current Status ( _ -wI 0L • BODR and Cost Model Drafts ' F "' A "" ' ' ° " under review PHASE A OM • Demonstration Plant PHASE 1 PLETE construction scheduled to start i Y , next week • Near/Far Field Model is complete, and different scenarios are being simulated O N ❑ 1 I F I M I A M I J J A 1 S J O J N J D 1 I F I M I A I M I J J A S O N D J F M A M J J A 5 O N D J F M A M J J A PHASE JB COMPLETE FINAL ACCEPTANCE NTP PHASE 1A OMPLETE DEVELOPMENTDESIGN AND GIVIP 5 Near and Far Field Modeling : Inner Harbor Ship Channel Key Dates: Model Details: • Model Created: May 2025 • GHD (Kiewit Subcontractor) • Council Presentation Date: • Limits: Inner Harbor Ship Channel July 15, 2025 (West of CC Polymers to Harbor Bridge) • Characteristics Evaluated: • Salinity • Temperature • Dissolved Oxygen • Stratification • Tides/Tidal Movement 6 Near and Far Field Modeling . , , . A, . , Flint Hills Resources r r r r r nv y Corpus Christi Polymers LLC Equistar Valero Ref ining �id' American Chrome = Chemicals LP Plant &Chemicals Valero Refining West Plant East HEP Javelins Company LLC LP East Plantw Broadway WWTP H Valero Refining West Planti�, POTAC LLC Citgo Refining m,�r F x f t Flint Hills Resources �� L_ Christi and Chemicals Pi 1i b, � ` �i .,A, y�,��,•.,p,,�i�' Corpus Christi;�8�� Bay i4 ll AG�'s ,es� Demonstration Plant Site � hf 1 Demonstration Plant Update • � , - Construction - Operation Startup. July/August 2025 ✓fl�•�t F` a a� a` yarE�s . Start- er 2025 e � Future Project Topics Upcoming Briefings and Meeting: • City Council Briefings • Twice per month through 2025 • Next briefing June 24, 2025 • Understanding the GMP Development ; +i ,�- ' • June 17, 2025 ®Kiewit INNER Upcoming Project Deliverables: NnRBuR • Demonstration Plant Contract Amendment INNER HARBOR WATER TREATMENT CAMP US BASIS OF DESIGN REPORT • Design and GMP Development Contract Amendment 9 ... . .... . . • • •• • •• •• • ••• •i • •• .ii no f• • • 0 ■■ `` !••. . . ..•.."..• f. f•••. •••f • f •••' s•••".•.•' f ..• •.. .i••.. .. ••. ..• ..... ..• • ••••••• i• f• • E 0 R 00 4% • f• •• •i •i• 00 f * :064 • ** 00 • • • • i• •. •i . • 0 f•• •• f 000•• •!• ••i•i • •••ff . •• f • • •f • •• ••• • • • • •: f f 0 0 HARbun 0000000: 0000 00 • •• WATER TREATMENT CAMPUS . .. f• . . ....... . . ... .. .. .••. 0 10 Inner Harbor Water Treatment Campus Progressive Design-Build Presentation Corpus Christi, Texas June 17, 2025 Water \� `o�Q u s cyR�s o Collaborative Delivery Association J�h n.no 1852 Better Projects,Together. Welcome to the Water Collaborative Delivery Association Fundamentals of Collaborative Delivery Education Based on the WCDA Water and Wastewater Collaborative Delivery Handbook,611 Edition wate rcol I ab o rativede livery.o r Fundamentals of Progressive Design-Build [oil AM Introductions: Who We Are �. Chapter 2: Making Sense of Collaborative Delivery Options • �i PDB Common Terminology ■ . ` Chapter 3: Allocating Risks Beyond Standard of Care PDB Performance Requirements and Guarantees Chapter 4: Understanding Contracts PDB Unique Contractual Concepts PDB GMP and LS Contract Price Implementation Water Collaborative Wrap Up: Questions Delivery Association Better Projects,Together. -.AAi Welcome to the Water Collaborative Delivery Association Fundamentals of Collaborative Delivery Education Based on the WCDA Water and Wastewater Collaborative Delivery Handbook,611 Edition Leofwin Clark Fundamentals of Progressive Design-Build Leofwin Clark is an independent collaborativedelivery Introductions: Who We Are on owner advisory an from procurement through completion for CMAR,DB,and O&M projects.Mr.Clark has 30+year aof dvisoryser i in Chapter 2: Making Sense of Collaborative Delivery Options infrastructure advisory services,with a focus on DB)DBO,and P3for PDB Common Terminology water/wastewater and transportation projects. Leofwinis considered an industry thought-leader for Chapter 3: Allocating Risks Beyond Standard of Care collaborative delivery education,training,research, and the application of collaborative and P3 delivery PDB Performance Requirements and Guarantees models for the water and wastewater industry. Leofwin is currently a consultant to the Water Collaborative Delivery Association and served as a Chapter 4: Understanding Contracts WCDA(formerly Water Design-Build Council)Past PDB Unique Contractual Concepts President(2016)and Education Committee Chair (2017-2021).As WCDA's Education Director,he is PDB GMP and LS Contract Price Implementation Watercurrentlyresponsiblefor leading the development of educationalcurriculumandforconductingregular Collaborative seminars and workshops on behalf of the WCDA. WrapU Questions DeliveryLeofwin is President of an independent owner advisor p consultancy firm, All Things Collaborative Delivery. Association Better Projects,Together. -.MaAi WCDA Who We Are Transforming the water industry by advancing collaborative delivery methods through education, research, and advocacy The Water Collaborative Delivery Association is a leading professional association dedicated to advancing successful collaborative delivery solutions for the water and wastewater industry.Through education, Water research, and advocacy, we empower practitioners and owners with the Collaborative knowledge, tools, and resources to collaborate and innovate effectively, Delivery lead change, and achieve successful project outcomes. Association Founded in 2006 by a small group of the nation's leading water and wastewater design-build firms, WCDA has since grown to become a Better Projects, Together. leading professional association serving a diverse array of industry experts, practitioners, suppliers, and owners. Better Projects, Together. Water Collaborative Delivery Association The Water Collaborative Delivery Association is a leading professional association dedicated to advancing successful collaborative delivery ACES a t1A-AFR0RIC solutions for the water and wastewater industry.Through education, A=eoM Alberica vlm SYSTEMS INC research,and advocacy,we empower practitioners and owners with the -W... knowledge,tools,and resources to collaborate and innovate effectively, lead change,and achieve successful project outcomes. 1A/aRCADIS Axigs° 0 BLACK&VEATCH BOINEIV Brown, water Caldwell ' Founded in 2006 bya small group of the nation's leading water and wastewater design-build firms,WCDA has since grown to become a leading professional association serving a diverse array of industry CDM r experts,practitioners,suppliers,and owners. BURNS�MSDONNELL .uyMl. Smith CLv'S�Y CROSSLAND DN f6FERGUSON rD Flatiron" FREESE Ci' GARNEY � ►HASKELL Hawn HUVY CO RMCM v WATERWORKS Dragados ;NICHOLS — FN Q HENSEL PHELPS 6I N F R A M A R K IM J.W.FOWLER Jacobs K I Kennedy Jenks �Kiewit Kimley»)Horn Plan Held H—q! \\i1U`iA1N � �, p q� {OILII�a111��p MICHELS c„r;{nE �� f(r'1�1��UIV �ERAA`� PAPE-DAWSON pl3 PARSOIV�Ji i�r.. � roNnsurr�on n9CHoLson ®�' o p�rc 51# water Performance � !f � �LAKE O�,K (3Stantec StrUCrtUrral �,•^ oP.A.,E $erVIC@S PLUMMER re c.•e a•ocers TANNER ' TENU�/ D ® TRIM-�T ro ULlltMANOVEOIISUNDT PACIFIC TEICHERT CONTROLS ACTUATOR SC )J rr MATERIALS TETRA TECH w.M.Less co. WADE Jctau��c �� '-.► ..; lam [�] TRIM & Woodaedreassol�wa!e, •-Curran Welcome to the Water Collaborative Delivery Association Fundamentals of Collaborative Delivery Education Based on the WCDA Water and Wastewater Collaborative Delivery Handbook,611 Edition Fundamentals of Progressive Design-Build ., Introductions: Who We Are Chapter 2: Making Sense of Collaborative Delivery Options PDB Common Terminology Chapter 3: Allocating Risks Beyond Standard of Care PDB Performance Requirements and Guarantees Chapter 4: Understanding Contracts PDB Unique Contractual Concepts PDB GMP and LS Contract Price Implementation Water Collaborative Wrap Up: Questions Delivery Association Better Projects,Together. -.AAi 2. Making Sense of Collaborative Delivery Options `o R�s o = Water Collaborative J�h noAssociation 1852 Better Projects, II' DellabDfMive Delivery" Water THEM NICIPAL WATER ANE WAETEWATEP DESIGN BUILDHANDSGGN Collaborative WATER AND WASrEWATEF Delivery '""" DESIGN-BUILD HANDBOOK n THE MUNICIPAL ASSOCIatIOI I WATER AND WASTEWATER Water and Wastewater Water Fifth Edition DESIGN-BUILD HANDBOOK Collaborative Collaborative Delivery Delivery Third Edition Association D..ignEp.ndd to iOp.noa HANDBOOK Better Projects,Together. . y D gn eoild Opero+e j V, _ =}� '. Y•� 1 -.. (�( ■ y rr— ,� � SIXTH EDITION ` The Municipal L Water and Wastewater Design-Build Welter and Wastewai Handbook Design-BuildHandbA\ °.•.,, �. .. � `' a'�' :., 1 ` gAd/F Wr ' Secontl Etl 4en _ G _ Expanded I. Indutle - - .—u—n Men.D,..n,.-roxx . _. y="tip•- y WAIEA Df51GNGGIIN COUNCIL - � -' Making Sense of Collaborative Delivery Optionsr2025.10 TM©2017-25 Water Collaborative.Delivery Association Riffe Collaborative Delivery" 1 oil . Water and Wastewater wlte�r . � coltaborative Making Sense ofIHANDBOOKCollaborative Collaborative Delivery OptionsSIXTH EDITION kill, Asdesign-bid-build (DBB)delivery gives way to collaborative delivery meth- ods,owners have had to become more sophisticated in their understanding of the options available.'Today's primary collaborative delivery methods include construction management at-risk (CMAR), progressive design-build (PDB), , fixed-price design-build(FPDB),design-build-operate(DBO),and public-pri. vale partnerships(B). What Do We Mean by Nncwn.: Collaborative Delivery? Collaborative delivery is the catch-all term used throughout the handbook to refer to project delivery methods involving a significant degree of interaction between the owner(including 0&M staff),designer,and contractor. Spectrum of Collaborative Project Delivery Options Traditional11111111111116- . • • - - DBB • - _ . •- _ Emhoollo oil 9d 'ia s (Bid-Build 0 gn- J:: on Progressive Fixed-Price Design-Build Public-Private nt Design-Build Design-Build Operate(DBO) Partnerships B) (PDB) (FPDB) (P3) "Cast"of Participants Types of Relationships Owner . Design-Builder H No Contractual Relationship Owner Advisor ■ Design-Build-Operator Contractual Relationship . Designer Operations and Maintenance Firm Contract Amendment for GMP or Fixed Price Contractor/CMAR . Special Purpose Project Entity/Finance Embedded Relationship (not contractual,but required critical interaction) ,4` Baseline: Design-Bid-Build (DBB) The traditional project delivery • method for public entities • under which the owner holds separate contracts with a designer • Traditional "cast" followed by a contractor of participants • Widely accepted, well Design- established linear Bid-Build development process (DBB) i • Distinct milestones that create expected results • Design is completed • prior to bidding • Bidding is completed prior to construction ,4` Progressive Design-Build (PDB) • A single entity or purpose-built team to deliver both design and construction via a 190, single contract • New cast of participants Design detail and • Concurrent activities construction estimate is can shorten schedule- Progressive developed progressively construction start before Design-Build Construction starts upon design is complete (PDB) , mutual Contract Price • Selection based on quals agreement and (optional) price/fee, but not a bid or fixed price • "Design to budget" • via design/estimate iteration • GMP, Lump Sum, and shared savings options • "Off-ramp" optionill Commercial Concepts: When Will You Know The Construction Price? CHANGE ORDERS? Design- 0'. Design • + Bid-Build M �oBB) AS-BID CONSTRUCTION PRICE Closed Book;Cost and Contingency never disclosed OPTION:LUMP SUM Closed book,no further adjustments* Construction 60 T Management at-Ris(CMAk OPTION:GUARANTEED MAXIMIM PRICE Open book,potential shared savin s at com letion* �cMnR) tDesign-Build +.� p p 9 p GUARANTEED PRICE Fee added to Cost to establish Price ressive CONSTRUCTION COST Open Book;Scope and Contingency collaboratively developed PDB) TFIXED Fixed-Price Design-Build(FPDB) PRICE Closed Book;Cost and Contingency never disclosed,no further adjustments* *Owner scope changes and unforeseen conditions are generally the only allowable changes Understanding and Allocating Risk r2025.10 PartionS TM 0 2017-25 Welcome to the Water Collaborative Delivery Association Fundamentals of Collaborative Delivery Education Based on the WCDA Water and Wastewater Collaborative Delivery Handbook,611 Edition Fundamentals of Progressive Design-Build ., Introductions: Who We Are Chapter 2: Making Sense of Collaborative Delivery Options PDB Common Terminology Chapter 3: Allocating Risks Beyond Standard of Care PDB Performance Requirements and Guarantees Chapter 4: Understanding Contracts PDB Unique Contractual Concepts PDB GMP and LS Contract Price Implementation Water Collaborative Wrap Up: Questions Delivery Association Better Projects,Together. -.AAi 3. Understanding and Allocating Risks 4. Understanding Contracts `o R�s o = Water Collaborative J�h noAssociation 1852 Better Projects, II' A Fundamental Shift in Risk Allocation Traditional Risk Allocation Performance-Based Risk Allocation I • • :Bid-Build gn- ConstructionProgressive Fixed-Price Management Design-Build Design-Build B) C Risk (PDB) (FPDB) (CMAR) Professional Services Construction Single Entity or Consortium "Design" "Bid" "Build" "Design-Build" Defined Defined Deliverables Project Performance A Fundamental Shift in Risk Allocation Traditional Risk Allocation I oil . • I • • Design- Construction ' • ' Bid-Build Management (DBB) at Risk (CMAR) Professional Services Construction "Design" "Bid" "Build" Scope Scope Planning,consulting,design,engineering,design, Equipment, materials, construction, startup,and services during construction. construction warranty. Typically sold as billable hours. DBB:Typically bid as a fixed price. Risk CMAR: Proposed preconstruction price and fee on actual cost, delivered on a GMP or lump sum basis Standard of Care,competence is assumed,but responsibility for total installed cost and Disk: performance ultimately transferred to the Owner. Conformance with As-Bid Documents,verified by a third- party,independently tested where appropriate, and managed through a quality compliance mechanism. Design-Build: A Fundamental Shift in Risk Allocation Performance-Lased Risk Allocation I oil . • 1 • • OD-ign-Build nD.mg.-Build Single Entity or Consortium "Design-Build,, Scope A comprehensive project,inclusive of all scope from design through construction,and sometimes short-or long-term 0&M. PDB: Proposed preconstruction price and fee on actual cost, delivered on a GMP or lumpsum basis FPDB: a fixed price for the entire project. Disk Commitment to performance within a contractually defined set of parameters. Design-Build: A Fundamental Shift in Risk Allocation Traditional Risk Allocation Performance-Based Risk Allocation Design- Construction Progressive Fixed-Price Bid$uild Management Design-Build Design-Build (DBB) at-Risk (PDB) (FPDB) (CMAR) Professional Services Construction Single Entity or Consortium "Design" "Bid" "Build" "Design-Build" Scope Scope Scope Planning,consulting,design, Equipment, materials,construction, A comprehensive project,inclusive of all scope from engineering,design,services during startup,and construction warranty. design through construction,and sometimes short-or construction. $$ long-term 0&M. $$ DBB:Typically bid as a fixed price. $$ Typically sold as billable hours. CMAR: Proposed preconstruction price Proposed fee on actual cost(Progressive)delivered on a Risk and fee on actual cost, delivered on a GMP or lump sum basis; or a fixed price. Standard of Care, competence is GMP or lump sum basis Risk assumed, but responsibility for total Commitment to performance within a contractually installed cost and performance Conformance with as-bid documents, defined set of parameters. ultimately transferred to the Owner. verified by a third-party,independently tested where appropriate, and managed through a quality compliance mechanism. Defined Deliverables Defined Project Performance The Contract: Familiar Terms Viewed Through a "Risk Lens" Context • • g oil 0 • and New Terms Specific to Two-Phase Delivery (PDB and CMAR) • Design-Build Performance Requirements Familiar, But Different: New to Two-Phase Delivery: • Limits of Liability • Definition of Cost/Cost of Work • Liquidated Damages • Open Book • Consequential Damages • Price • Indemnification • Preconstruction Services • Construction Warranty • Construction Fee • Shared Savings • The Off-Ramp The Contract: Performance Requirements and Guarantees Performance Guarantees As discussed previously, design-build contracts in the water/wastewater sector 1 1 often contain performance guarantees. While the scope of the guarantee can differ from project to project,performance guarantees are intended to assure the Performance Guarantees owner that if the plant receives the expected influent(i.e.,untreated wastewater For design-build projects, a potentially or water within a defined specification) the plant(or even a specific process or broad set of obligations related piece of equipment)will meet its treatment performance requirements for efRu- to the facility functioning as envisioned. ent quality, energy use, chemical consumption, etc., as defined in the project contract. Performance guarantees are typically satisfied by acceptance tests specified in the collaborative delivery contract.Establishing appropriate performance testing and guarantee requirements can be complex,particularly where input character- istics vary significantly.While it's a good idea to consider future flow conditions during acceptance testing,actual performance testing of future flow conditions may not be possible.Owners should establish reasonable ranges of performance and testing requirements over a period of time rather than a single snapshot. * Performance-Related Definitions for Design-Build WaiterWhat is a performance requirement? What is a performance guarantee? A performance requirement defines the measurable A performance guarantee is a Deliveryoutcomes that a project or system must achieve, focusing design-builder's contractual Association A on results rather than prescribing specific methods or commitment to achieve the defined design standards. It emphasizes flexibility and innovation, performance requirements, backed allowing a design-builder to meet objectives through its own by financial assurances or other solutions, with key metrics such as water quality, system remedies. reliability, and operational efficiency verified through testing If performance criteria are not met, and monitoring. a design-builder must make corrections and retest the system, How is a performance requirement measured? with potential mitigation, such as Performance requirements are measured by defining liquidated damages or rework, if specific criteria, testing conditions, and interface points, the requirements remain unmet. often assessed during substantial completion using monitors and observation as part of an Acceptance test regime. These tests may require specific durations, resources, and conditions to simulate real-world performance. The Contract: Familiar Terms Viewed Through a "Risk Lens" Context • • g oil 0 • and New Terms Specific to Two-Phase Delivery (PDB and CMAR) • Design-Build Performance Requirements Familiar, But Different: New to Two-Phase Delivery: • Limits of Liability • Definition of Cost/Cost of Work • Liquidated Damages • Open Book • Consequential Damages • Price • Indemnification • Preconstruction Service. • Construction Warranty • Construction Fee • Shared Savings • The Off-Ramp Commercial Concepts: Definition of Cost Definition of Cost New to Two-Phase Delivery: Critical foundation for all Open-Book methodologies:the contract should define • Definition of Cost/Cost of Work what"Cost"means. Open Book Start with verifiable,documented actual cost • p of directly purchased goods and services. • Price Define whether subcontracted scope is, by definition, a cost to the • Preconstruction Services Prime Contract. • Construction Fee Address"soft"cost such as overheads,equipment leasing, and • Shared Savings other similar scope that can be open for interpretation. • Consider defining any"soft costs"up front, • The Off-Ramp even if approximations(e.g.,overhead rates). Cost of Work For collaborative delivery methods that include open-book pricing(PDB and CMAR),the cost ofwark consists of all costs directly incurred by the collaborative What are some other costs that are a delivery firm.These documented costs include construction labor, permanent challenge to validate? materials (e.g., concrete and rebar), installed equipment,construction equip- ment,and trade contracts needed to build the project„as well as the collaborative How can these be defined ahead of delivery firds; general conditions costs (field management, supervision, and other field overhead costs needed to manage the project)and its contingency- time in the contract? Other expenses incurred by the collaborative delivery firm may include home office overhead expenses and some forms of insurance.Because these overhead expenses are typically considered non-reimbursable and are typically covered by the collaborative delivery firms fee,it's important that they are fully understood by both the owner and collaborative delivery firm and negotiated as appropriate. *��MQ25aa rm V20174Z5Delivery Commercial Concepts: Open Book New to Two-Phase Delivery. • Definition of Cost/Cost of Work Open Book • Open Book • Price • Requires costs to be clearly defined and validated. • Preconstruction Services • Construction Fee It means what it says: the Open-Book Pricing Process.In • Shared Savings estimate of costs is open, certain collaborative delivery methods where the collaborative delivery firm • The Off-Ramp transparent, and shared will produce a fixed price orGMP among all parties. toconstruct the project,open-book price estimates are the norm during • The degree of detail that is Phase 1.With open-book estimating, the collaborative delivery firm's shared can be debated — but development of the costs(labor, should be defined up-front. material,equipment,and subcontract costs)is transparent to the owner.The • Subcontract quotes are owner is also party to agreements on contingencies,allowances,overhead, treated as stand-alone costs, and profit.Once the owner and the but the process for obtaining DB or CMAR firm agree on a price, the project can be implemented. the quotes needs to be Open-book pricing principles are fully transparent. explained at the end of Chapter 4. Commercial Concepts: Cost vs. Price Price New to Two-Phase Delivery: • Definition of Cost/Cost of Work • Cost is not the same as price. • Open Book • Price includes cost plus anythingelse — • Price including profit. • Preconstruction Services • Hard Bid, Lump Sum, and Fixed-Price • Construction Fee • Shared Savings approaches combinecostp/us anything • The Off-Ramp else (such as profit) to equal the price. • GMP and other open book approaches define and document actual cost. Fee • A Fee is then added to cover anything else The term fit applies to all collaborative delivery projects using an open-book (typically overhead and profit)to define pricing mechanism.Typically,fee is defined to include all profit,overhead,and the price. anything else that is not defined as a true cost of work(e.g.,construction mate- rials,cost of labor,etc.).The fee can be competitively proposed as pan of the An open book cost with a fee added to create procurement process or negotiated between the owner and selected collaborative delivery firm.The fee may initially take the form of a percencage of the cost of a price can be converted to a Lump Sum, work,but is often converted to a fixed dollar amount in the final contract price. closed book approach for delivery. Understanding and Allocating Risk r t PDB Preconstruction Phase Progressive Cost Iteration 119- we ft, . . . . . . . . . . . @nwt.E*qtidn hasol Notc4taTrocee4 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . m:1 T�Mz I krTt ♦hase 1,cont'd,Final DesGoritign ra b esigh Cam pfete: . .1 at B01K 9DIJ Mbsign). P jectPleph is fbssiarl kii 1 1 1 1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . D4igh . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Milestoe lirt-r[M ES mite U Pda$(s] . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . AACE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Classs S Estimate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . : . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . AACE i . . . . . . . . . . . . . . . Desi :%ld iii to+100% AACE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . AACE . . . . . . . . . . . . +20%tO+50% . . . . . . . . . ClaSS 2 Estimate . . . . . . . . . . . . 110%tO+30% Class 1 Estimate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . +S%tO+20% . . . . . . . . . . . . . . . . . . . . . . +3%tO+15% . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . AACE . . . . . . . . . . . . . . . . . AACE AACE i Class i Estimate . . . . . . . . . . . . . . . . . . . . . . . . . . . . AACE Class 3 Estimate Class 2 Estimate -3%tO-10% . . . . . . . . . . . . . . . . . . . . . . . . . . . .AACE Class 4 Estimate -10-A to-20% -4%to-15% . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4P Class 5 Estimate -15%to-30% . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . -20%to-SCOA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . : . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . : . : . .+ Phase 2COnstniction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . :CQnslruCt1C:q1 b ritD inil,mdihU,e,! . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 01 . . . . . . :planninglirepler4ni. :Ndfice to pl�aed +. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . : ::(coninw4). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Implementing Collaborative Delivery—Assessing and Verifying Cost r2025.01 T11 @ 2017-25 Water Collaborative Delivery Association 27 Preconstruction Phase Progressive Cost Iteration aw.%71 M, . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Qnwt.E*qtidn hasol Notc4taTrocee4 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . hase 1,cont'd,Final Offim Design♦71 . . . . . . . . . . . . . . . . Ign Cam Plate: ADIJ . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Projiii ring] . . . Basis bfibssiarl Iriii 1 1 1 i 1 :30�1,D4igh �TypicaiMatbOR Mbsign). . . . . . . . . . . . . I ern Es U Pd (S] and Fi eli Milestoe . . . . . . . . . . . . he. . Me. it a$ . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Bdseli d P rinal h 6 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . contract F rice . . . . . . . . . . . . . . . . . . . . . . . . . -4 . . . . . e is rY . . . . . . . . . . . . .. .. .. . ..Ca..li.. . .. P. r.ieb . arantee Maxl umPrc rU S.. ..m..l .e.m. eta.tiD.n. IAl d � inpI bDesiki i .. .. ..---------- . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . : . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 PIP . . . . . . . . . Uns it GMP . . . Sio undefli ed,. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $[ored savi6gi I Lii&Vclb Ust 1 1 1 A n1d 6 r� Set risk 814 . . . . . . .:K Uni w s . . . . . . . . . von. . 9 4 - Carlini . . . . . . . . . . J,- I En&eefiii I I I Aii Subcoi I 0oiritini . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Seldclion. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . : . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Phase 2 Constniction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . :C nsirualM • OpfritDr.ti-Aril,and IU,er AACE . . . AACE AACE RACE AACE . . . ::Ndficb to Ploaed . . . :pljnnin Class 5 E�-t, 4 Egi-te 3 EM 11—2 Egi-te I s 1 Et-t, +30-4 14 00% +2 0%t,+H'/. 410%t,+Wl, +s-Atl 429-A +3=A 1-151. us -20%t.-SOV. -15'/,t,40-1. -1D%t,-20'/. 4v...15-/. 4-1.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Implementing Collaborative Delivery-Assessing and Verifying COSt r2025.01 T11 @ 2017-25 Water Collaborative Delivery Association 28 i : Preconstruction • Cost Iteration Open Book, Fully Transparent Cost Estimate(hut GMP vs.LS Implementation is different) Design-Change Tracking=Scope Management Contract Price(CP)_ Collaborative Budget Decisions GMP:Remains Open Book,Underrun to Owner/Overrun to Contractor Immediate Estimate Revision Lump Sum:Close the Books,Underrun and Overrun to Contractor hase I Notice to Proceed Market-Based Pricing (Bid much of the Work) Phase 1 Design and Preconstruction hase 1,coni Final Design O 119P.I.Planning When? Basis of r g r r O Cost Certainty,Design Certaint �.. Contract Construction Phase 4 Construction Construction Notoe to Proceed Fundamentals of Collaborative Delivery r2025.10 rM©2017-25 Water Collaborative Delivery Association i : Preconstruction1 1 Open Book, Fully Transparent Cost Estimate(hut GMP vs.LS Implementation is different) Design-Change Tracking=Scope Management Contract Price(CP)_ Collaborative Budget Decisions GMP:Remains Open Book,Underrun to Owner/Overrun to Contractor Immediate Estimate Revision Lump Sum:Close the Books,Underrun and Overrun to Contractor Unknowns and Allowances roceed Market-Based Pricing (Bid much of the Work) rid Preconstruction hase 1,cont'd,Final Design MilestoneContract Price jypicallyat60%-90%Design) Basis of Design/Initial Self performed - ...- Basel -E sti mate Milestone Scape/GCs Mr Construction Competed Work Subcontracts Phase 4 Construction Components Nobas to Proceed Understanding Contracts r2025.10 r2025.01 TM O 2017-25 Water Collaborative Delivery Association Cost versus Price How the concept of cost transparency is critical th Rules Level,•Detail t,m,"Below the Line" Fee Calculation CSI Divisions Unknowns and I General Requirements Allowances 1:Site Construction 3:Concrete 4 Masonry 5:Metals Definition of 6:Wood and Plastics 7:Thermal and Mristura "Cost" 8:Doors and ,d Define how costs 9:Finishes Self performed will be documented 11:Equipment or negotiated,and 12:Furnishing, 13:Special Construction then verified 16:Electrical Materials andlorFacility Type Adivin Building Treatment Process PumpStation Competed Work Conveyance Subcontracts Documentation Procurement Process Project Cost Purchase Order Form t Components Cost Model De me os (Estimate Template) Components conceptCost versus Price How the ., a ue Recognize • Level ofoetail Contingency • Items"Below the Line • Fee Cala lotion Unknowns A C51 Divisions Unknowns andEarly on: 1:General Requirements Allowances CantlBge BCy 2:Site ConstructionUse placeholdersscope 3:Concrete 4:Masonry 5:Metals 6:Wood and Plastics 7:Thermal and Moisture 8:Doors and Windows 9:Finishes Self performed 10:Specialties Scope/G Cs 11:Equipment (labor cost and 12:Furnishing; prod UCtion 1'ate5) 13:Special Construction 14:Conveyi ng Systems 15:Mechanical 16:Electrical Defined Equipment and COnStYIlCtIOn and/or Facility Type Materials(invoices) Cost • Admin Building • Treatment Process • PumpStation • Conveyance Documentation Competed Work • Basis of Estimate Packages • ProcurementProcess (subcontracts) • PurchaseOrderFormat Cost ModelDefined (Estimate Template) Components Estimate Understanding Contracts r2025.10 r2025.01 TM 0 2017-25 Water Collaborative Delivery Association Cost versus Price **e44. . How the concept of cost transparency is critical 6e1.VW1eL1R'— Contingency Identify Contingency That FeeCalculation CSI Divisions Undefined Scope Represents Actual Risk 1:General Requirements Contingency Contingency Funds set aside for"known unknowns" 2:Site Construction 3:Concrete 7 R kR.-t�d instead of undefined scope 4 Masonry 5:Metals Very limited undefined scope component 6:Wood and Plastics 7:Thermal and Moisture Move Undefined Scope to Defined Costs performed8:Doors and Windows 9:Finishes Self Shift "plug numbers"to documented cost Transforming contingency to defined 11:Equipment (labor cost and cost does not necessarily increase overall budget 14:Conveying Systems 16:Electrical Defined Cost Equipment and Construction andlor Facility Type Materials(invoices) Cost Armin Building Treatment Process Pump Stati on Conveyance Documentation Competed Work Basis of Estimate Packages Procurement Process (subcontracts) Purchase Order Format Cost Model Defined Cost Early"Baseline" Design Evolution: (Estimate Template) Components Estimate Iterative Estimates DeliveryFundamentals of Collaborative a u es , Risk-Related Level of Detail Risk-Related Contingency Items"Below the Line" Contingency �(lndefinedScope u Cost versus Price How the concept of cost transparency is critical Fee Calalation Contingency • - CSI Divisions Undefined Scope 1:General Requirements Contingency Defined Cost Risk 2:Site Constmction 3:Concrete quantification and 4:Masonryanalysis results in 5:Metals negotiated _• _• • ntingency kk� 7:Thermal and Moisturecost element 8:Doo¢and Windows Ver 9:Finishes Self performed limited 10:Specialties Scope/GCs Defined undefined 11:Equipment (labor cost and Can StYllCtlonscope component, 12:Furnishings production rates) Cost 13:Special Construction Defined 14:Conveyi ng Systems 15:Mechanical Construction I6:Electrical Defined Cost Equipment and Construction and/or Facility Type Materials(invoices) Cost • AdminBuitding • Treatment Process • Pump Station • Conveyance Documentation Competed Work • Basis of Estimate Packages • Procurement Process (subcontracts) • Purchase Order Format Cost Model1 Design (Estimate Template) Components Understanding Contracts r2025.10 r2025.01 ITM 0 2017-25 Water Collaborative Delivery Association transparencyCost versus Price How the concept of cost is critical Fee a a e Risk-Related Risk-Related rl • Level of Detail Contingency Contingency • Items"Below theLine tlndefinedScope tlndefinedScope • Fee Calwlation CSI Divisions 1:General Requirements 2:Site Canstmction 3:Concrete 4:Masonry 6:Metals 6:Wood and Plastics 7:Thennaland Moisture B:Doors and Windows 9:Finishes Self performed ID:specialties Scope/GCs Defined Defined 11:Equipment (labor cost and Construction ConstNction 12:Fumishing; production rates) Cost Cost 13:Special Construction Defined 14:Canveyi ng Systems �OnStNCflan 15:Mechanical Defined Cast 16:Electrical Equipment and ronStNCflan and/orFaaliTy Type Materials(invoices) Cat • AdminBuilding • Treatment Process • PumpStadon • Conveyance Documentation Competed Work • Basis of Estimate Packages • ProcuremcntProccss (subcontracts) • Purchase OrderFormat Cost ModelDefined CostDesign Evolution: (Estimate Template) Components Estimate Iterative EI Understanding Contracts r2025.10 r2025.01 TM 0 2017-25 Water Collaborative Delivery Association Through the Contract Price Milestone: All Open Book, Fully Transparent Fee Math Rules Contingency Risk-Related Risk-Related • Level❑f Detail genc y Risk-Related Contingency Contingency • Items"Bel❑wtheLine" I Contingency IlndefinerIScope Undefined Scope • Fee Caloilation CSI Divisions Unknowns and Undefined Scope 1:General Requirements Allowances Contingency Contingency 2:Site Construction II 3:Concrete 4:Masonry 5:Metals Cast Model 6:Wood and Plastics 7:Thermal and Moisture 8:Doors and Windows 9:Finishes Self performed lo:specialties Scope/GCs Defined Defined 11:Equipment (labor cost and Construction t:DnStYUCtIOn 12:Furnishing production rates) Cost Cost 13:Special Construction Defined 14:Conveyi ng Systems 15:Mechanical Construction 1fi:Electrical Defined Cost Equipment and COnStYUCtiOn and/or Facility Type Materials(invoices) Cost • Admin Building • Treatment Process - Pump Station • Conveyance Documentation Competed Work • basis of Estimate Packages • Procurement Process (subcontracts) - Purchase Order Format r- Design Evolution: Final Cost Estimate Contract Price Contracts r2025.10 r2025.01 TM 0 2017-25 Water Collaborative Delivery Association Cost versus Price How the concept of cost transparency is critical Contingency Fee Undefined Scope • Should have been established in advance (as part of N original proposal, or negotiated as part of initial contract) • The "rules"for calculation and to what costs fees apply should have been established as part of the contract • Should convert%to a fixed-dollar amount(typical) n 0 Derfined Construction rt Implementation Method? Cost Guaranteed Maximum Price or Lump Sum Contract Price (Implemented as GMP or LS) Cost versus Price As Delivered:OVER budget As berivered:OVER budget OVERRUN is 100%responsibility of OVERRUN is 100%responsibility of CMAR or design-builder CMAR or design-builder As Delivered: UNDER budget As Delivered: UNDER budget UNDERRUN belongs to owner By pre-arrangement, UNDERRUN belongs solely to CMAR I design-builder savings may be shared r (e.g.,507./50%or 607./40% r Requires documentation and accounting of all costs Does NOT require documentation and accounting of costs incurred during the Construction Phase incurred during the Construction Phase Payments based on documented progress in (possible exceptions to support funding agency requirements) combination with actual spend Payments based on documented progress/milestones Shared savings,if any,are calculated in aggregate Cost over/underruns are not disclosed to owner at the end of the project (similar to DBB and FPDB) Guaranteed Maximum Price (GMP) Contract Price Contract Price Lump Sum (LS) Umplemented as GMPI (Implemented as LS) M Cost versus Price Construction Phase: Open Book, Fully Transparent Construction Phase: Closed Book, "Black Box" When to Consider G M P When to Consider LS If contingency/uncertainty is high and there is a If contingency/uncertainty is low and there is a high likelihood of leftover funds(and a good shared limited likelihood of leftover funds savings clause) If the administrative effort of actual cost tracking If the administrative effort of actual cost tracking during delivery is a burden during delivery is manageable Consider: is the CMAR I PDB willing to reduce its Consider: Is there is a high probability of significant cost/fee in exchange for reduced admin burden anr' design evolution after the Contract Price milestone? upside potential to retain unspent cost? Guaranteed Maximum Price (GMP) Lump Sum IS) Commercial Concepts: CMAR I PDB Shared Savings Key Commercial Concepts PROS Definition ` ^-_� ,^__� _a..,__-,_ •Incentivizes continued efficiency and VE after Open Boom agreement on the price. Shared Savings versus Additional • Provides flexibility to add back Scope.Instead of sharing savings, Price an owner may decide to use savings • Preconstruction Services desired scope that may have from the contract to add back desired been removed to achieve price. scope that may have been removed Construction Fee •Supports collaborative to meet the initial project budget. • Shared Savings decision-making. While the owner may believe this favors the collaborative delivery firm, CONS it can actually be a disincentive.If the collaborative delivery firm cannot •"If that price was so darn good, expect to share in project savings,it will why should we have anything be less inclined to find those savings. left over?" however,if the contract stipulates that • Applies to "open book"approaches. the collaborative deliveryfirm will share • Accommodates the potential for actual cost to •""Any savings should accrue to in percentage of the savings and the the public owner and owner will use its share of the savings be less than estimated cost ratepayers without sharing." to add back scope,then this approach (an underrun). becomes more of a win-win for the •"Efficiency should accrue to the• The Contract sets a ratio to share any underrun Contractor—use Lump Sum." owner and collaborative delivery firm. between the Owner and CMAR/Design-Builder. • Shared savings can be reimbursed or used for additional scope. � " s�. Commer ial Concepts: The CMAR/PDB Off-Ra • A Key Contract clause for CMAR and Progressive Design-Build. ' At the Owner's sole discretion, forgoes + - the construction phase. ,n Owner has the option of finishing the design in any manner. RAM Owner has the option of traditionally ' bidding the work. Creates incentive for the CMAR or Design-Builder to achieve an agreeable GMP. CLOSED Downside for the Owner: taking the off-ramp can significantly delay construction. �r Waftwo U � Welcome to the Water Collaborative Delivery Association Fundamentals of Collaborative Delivery Education Based on the WCDA Water and Wastewater Collaborative Delivery Handbook,611 Edition wate rcol I ab o rativede livery.o r Fundamentals of Progressive Design-Build [oil AM Introductions: Who We Are �. Chapter 2: Making Sense of Collaborative Delivery Options • �i PDB Common Terminology ■ . ` Chapter 3: Allocating Risks Beyond Standard of Care PDB Performance Requirements and Guarantees Chapter 4: Understanding Contracts PDB Unique Contractual Concepts PDB GMP and LS Contract Price Implementation Water Collaborative Wrap Up: Questions Delivery Association Better Projects,Together. -.AAi Thank You Water Collaborative Delivery. Association Better Projects,Together. se �o 0 v -OflP00. Ep AGENDA MEMORANDUM xss2 City Council Meeting of June 17, 2025 DATE: June 2, 2025 TO: Peter Zanoni, City Manager FROM: Ryan Skrobarczyk, Director RyanS5@cctexas.com (361) 826-3622 Briefing on 89t" Texas Post - Legislative Session Update STAFF PRESENTER(S): Name Title/Position Department 1. Ryan Skrobarczyk Director Intergovernmental Relations OUTSIDE PRESENTER(S): 1. Snapper Carr Partner Focused Advocacy BACKGROUND: Beginning on January 14, 2025, the Texas Legislature convened the 89t" Texas Legislative Session. The city's Intergovernmental Relations (IGR) Department will provide an overview of recent significant developments regarding state government and legislation possibly impacting municipalities. LIST OF SUPPORTING DOCUMENTS: PowerPoint—89t" Texas Legislative Session Update Briefing 89t" Texas Legislative Session Recap Ryan Skrobarczyk Director, Intergovernmental Relations June 17, 2025 89t" Legislative Session Overview During the session, legislators filed a total of 9,014 bills and joint resolutions. Cities tracked over 2,593 pieces of legislation. Of those tracked, 189+ have passed to the Governor's desk. Governor Abbott has until June 22nd to veto legislation. Budget Overview TEXAS LEGISLATURE 2025 • $51 billion in school Texas Legislature approves $338 billion two-year spending plan with a focus on property tax relief property tax relief A boost in public school spending,school vouchers,and money for water systems are other highlights of the state budget,which was bolstered by a$24 billion surplus. • $8.5 billion in new BY JASPER SCHERER MAY 31,2025 3PM CENTRAL SHARE REPUBLISH/ education spending • $5 billion in Texas Energy �— Fund ll � $ 3.5 billion for border I� security $2.5 billion water funding ' • $1 billion in vouchers Budget Impacts on Coastal Bend • $100 million for school district TWIA insurance premiums • $30 million for Corpus Christi Ritz Theater • $2 million Texas State Aquarium • $30 million Nueces River Ground Water Well Project • $16 million Mary Rhodes Pipeline Upgrades • $40 million DEEAG program Windstorm Insurance HB 3689 by Hunter - The state is to provide up to $1 billion of state Rainy Day Funding following a catastrophe to cover excess losses by TWIA. • Provides for cheaper financing than public securities to lessen the increasing windstorm insurance premiums. • Broadens the catastrophe surcharge to policies across the state to create statewide involvement JW Project Finance Zone • SB 1250 by Chuy Hinojosa and HB City of Corpus Christi Project Financing Zone#1-21 Hotels 2877 by Villalobos introduced the PFZ boundary amendment. - «; ,,t Q navel Inn Days Inn 1b,1,x Inn ►� �, `c j Bud9etlnn • Corpus Christi PFZ language was Knlgh slnn added as an amendment in HB Hotei Inn& -uall[y nn sea Bhell[nn � �. Q &Su tes 2313 following an agreement with \°°ubleTreeHyHilmn ' ' • Regency Inn Motel Rep. Hunter and Rep. Craddick. - nonnLdge Economy Inn Inn&Su tes, Omni Hotel Corpus CM1rsti Corp.,Ch sty'. � g�farl Inn_ - - Holiday Inn Corpus Christi Downtown Marin= •/Best Western Corpus Christi • Language allows for Corpus Christi Residence Inn Carpus Christi Downtown to create the equivalent of a 3- Budget Inn and Suites Emeid Beach Hotel mile radius on land " - • nmerican Bank center a'""- _ Holiday Inn�press • Hotel Corpus Christl Beachfront Corpus Christi ON U. Q 3-Mile PFZ#1 Water Supply Development • SIB 7 by Perry— Reforms the Texas Water Fund and oversight, dedicates new funding to 50% Texas Water Fund and 50% SWIFT & New Water Supply • HJR 7 by Harris - Proposing a constitutional amendment to dedicate $1 billion for 20 years to water infrastructure • SIB 1 & HB 500 - $2.5 billion for water infrastructure Water Supply Financing • SB 1261 by Perry — authorizes the extension of financing for water projects in the State Water Plan out to 50 years in certain cases. • "eligible project" as one or more related water supply projects that are identified as recommended water management strategies in the state water plan, and the cumulative capital costs of which are not less than $750 million DEAAG Legislation HB 2564 by Wilson - Relating to the evaluation of Defense Economic Adjustment Assistance Grant applications • DEAAG applications will now be solely reviewed by the commission rather than the commission and a panel of employees from the office of the governor. Culture, Recreation, Tourism, Beach • SB 1215 by Kolkhorst — Allows the placement of cultivated oysters into natural oyster beds or coastal waters. • HB 3486 by Hunter — sales tax exemption for purchase of Texas farm-raised oysters • HB 3487 by Hunter — sales tax exemption for restaurants that participate in the oyster shell recycling program • HB 3556 by Vasut - relating to certain structures located near a National Wildlife Refuge Culture, Recreation, Tourism, Beach • SB 22 by Hunter — Creates new rules regarding the Texas Moving Image Industry Incentive Program and the establishment of funds for the program. • Utilizes $300 million in the state budget to reimburse film and TV productions that take place in Texas with incremental increases in Texas residency requirements. • Bonus reimbursements are provided for productions that portray Texas heritage sites, employ veterans, rural film locations, or faith-based productions. Intergovernmental Affairs HB 21 by Gates - relating to housing finance corporations • Creates new parameters of affordability to ensure real affordable housing is provided. • HFCs are subject to open meetings and public information laws. • Eliminates the ability of "traveling HFCs" which establish agreements outside of their establishing jurisdiction. Land Use SB 1844 by Paxton - • When originally filed, this bill would allow an area to disannex itself if a municipality did not fully provide municipal services; this includes emergency services, water, and wastewater • Concerns about the impact on our IDAs in Nueces County and areas in the city that use septic systems • Amended version: protects the continuance of industrial districts and provides a legal argument that the provision of water and wastewater requirement only applies to areas adjacent to navigable waterways and not annexed in compliance with subchapter C. Land Use SB 2965 by Creighton • As originally filed, this bill would allow an emergency services district (ESID) to block the annexation of an area into a municipality based on whether they believed the municipality could adequately provide emergency services. • Amended the bill to provide for binding arbitration in an effort to fairly determine the adequacy of emergency services and protect taxpayers. Land Use SB 15 by Bettencourt - • A city cannot require a lot to be larger than 3,000 square feet in certain areas for a tract of land that is greater than 5 acres, unplatted, and zoned for single- family residential. • City cannot require that a small lot have: — Setbacks more than a 15 ft from the front, 10 ft from the back, or 5 ft from the side — Covered parking, off-site parking, or more than one parking space per unit — More than 30% open space or permeable surface — Less than 3 stories (10 ft per story) — Maximum building bulk (max building size) — Wall articulate requirement (building facade requirement) — Zoning restriction imposing restrictions inconsistent with this subsection, including through an overlapping zoning district or contiguous zoning districts w s i - _ , �3 ; ��: r �, -� r x i_- �; _ � �. ,� � . r � %; Land Use HB 24- Zoning Change Protest procedures — Protest of a change to zoning regulation or district boundary must be written and signed by at least 20% of the area of the lots or land covered by the proposed change, — at least 20% of the area of the lots or land immediately adjoining the area covered by the proposed change and extending 200 ft from that area, — or at least 60% of the area of the lots or land immediately adjoining the area covered by the proposed change and extending 200 ft from that area if the proposed change has the effect of allowing more residential development than the existing zoning regulation or district boundary and does not have the effect of allowing additional commercial or industrial uses • A % vote from City Council to approve zoning protest or a majority of all members depending on the protesting group Land Use • SB 840 by Hughes & SB 2477 by Bettencourt — Allowing certain mixed-use and multifamily residential development projects and conversion of certain commercial buildings to mixed-use and multifamily residential occupancy. • Allows for any commercial zone to host mixed-use or multi-family developments in that zone without requiring a rezoning. • Permits the conversion of commercial office space into mixed-use or multifamily developments • Does not impact water, sewer, stormwater, or building code requirements Preemption HB 2464 by Hefner - Relating to the authority of a municipality to regulate a home-based business. • Municipalities cannot prohibit the operation of a no-impact home- based business, require licenses, demand property rezoning, or installation of fire sprinkler systems • Municipalities can require home-based businesses to comply with local laws and regulations, limit or prohibit operations of home- based businesses that sell alcohol, illegal drugs, or function as sober living homes or sexually oriented businesses • Cities can still regulate short-term rentals Preemption SB 1008 by Middleton- Relating to state and local authorities to regulate the food service industry. • Requires uniformity among food establishment permits, limiting permit fees to the value of the state permit. • Requires publishing the fee in a state registry and creating a permit stakeholder notification system to communicate permit revisions ahead of time. Preemption HB 2844 by Landgraf — relating to the regulatory framework regarding mobile food vendors • Creates a new statewide regulatory regime for mobile food vendor licenses and inspections • Local public health authorities will enter into collaborative agreements with the department to recover fees and conduct inspections • Creates a statewide database for vendor permits i' Tax & Economic Development HB 9 by Meyer & HJR 1 by Meyer — Creates a new business personal property tax exemption up to $125,000. HB 3093 by Villalobos- Addresses the tax valuation issue that affected Nueces County, CCISD, etc., with refinery valuations. Requires the 20 property owners with the highest value in an appraisal district to notify the taxing entity if they plan to enter into litigation. Allows the taxing entity to make adjustments to the tax rate to lessen shortfalls. i' Finance SB 1453 by Bettencourt - allows the I&S tax rate to be higher than the required minimum to retire debt early if adopted by a motion approved by 60% of the governing body. HB 30 by Troxclair — modifies the tax rate "disaster exemption" to only allow for increases related to specific post-disaster expenses in FEMA categories for debris removal and emergency services i' Finance SB 924 by Hancock — • As filed, the bill would have eliminated the right-of-way franchises for cable services providers, affecting approximately $2. 1 million for the City of Corpus Christi by redefining "streaming services" • The bill was amended to preserve existing revenues for municipalities and protect local management of right- of-ways. i' Municipal Governance HB 1522 by Gerdes — • Modifies the current posting law to require that public meeting items be posted three business days from the date of the meeting instead of 72 hours from the time of the meeting. • Meetings to discuss or adopt a budget must include the proposed budget being posted on the website, with the proposed tax rate. It must also include a tax impact statement comparing the rate with the no-new-revenue rate. 01,1 Bills That Did Not Pass HB 19 by Meyer: Relating to the issuance and repayment of debt by local governments, including the adoption of an ad valorem tax rate and the use of ad valorem tax revenue for the repayment of debt • Primary concerns: — An arbitrary 20% debt cap, irrespective of whether it was voter- approved debt. — Did not include the calculation of sales tax or Industrial District Agreement (IDAs) revenue — Restrict the use of Certificates of Obligation to eliminate public safety facilities for police, fire, emergency shelters, or jails. • Left pending in the House committee Bills That Did Not Pass SB 3016 and SB 2858 by Creighton: preemption bills of municipal and county regulation for the election code, penal code, and land use sections of the Local Government Code • Allow Attorney General to initiate proceedings against local governments for "violations" of field-preemption. Penalties include the state withholding sales taxes during the suit, loss of all state grants, and five years at the no-new- revenue rate. • Adds this penalty to all of the applicable chapters in the "super-premption" bill from 2023. Bills that Did Not Pass HB 1576 - Creation of a state grant program for residential property owners to retrofit a homestead to the fortified home hurricane standard adopted by the Institute for Business and Home Safety. • Not heard in Senate Committee HB 2149 - Relating to nonconforming land uses after the adoption of or change to a zoning regulation or boundary • Left pending in Senate committee HB 23 — allows developers to hire third party professionals to review and approve development documents and conduct inspections cutting out municipal review processes • Left pending in Senate committee Bills That Did Not Pass HB 3275 - Relating to the authority of a municipality to require a minimum amount of parking spaces for certain commercial buildings. • Failed in House committee SB 854- requires municipalities to allow multifamily or mixed use developments on land owned or leased by religious organizations • Not Voted out of the Senate HB 41 — prohibits local governments from using drones from various foreign entities • Was not heard in House Calendar SB 19 - prevented political subdivisions from using public funds to pay lobbyists or non-profit lobbying groups • Was not heard in House committee Bills That Did Not Pass HB 134 - Relating to the location at which certain sales are consummated for purposes of local sales and use taxes • Died in House Calendar HB 1453 - Relating to the issuance of anticipation notes and certificates of obligation by certain local governments • Left pending in House committee SB 878 — municipalities may not grant ad valorem tax exemptions through Chapter 380, Local Government Code. These exemptions can only be done through Chapter 312, Tax Code. • Never heard in House committee HB 561 - Relating to the eligibility of certain local governmental entities affected by the realignment of defense worker jobs or facilities to receive grants. • Never heard in Senate committee Bills That Did Not Pass SB 2188 — relating to space flight activities • Recommitted to committee HB 1585 — restricts HFCs to owning residential developments solely within the boundaries of their sponsoring local governments. Eliminates prior authority for HFCs to operate outside their jurisdictions • Never heard in Senate committee SB 776 — Prohibits government construction contracts from barring contractors from recovering compensatory damages for delays caused solely by the governmental entity • Left pending in Senate committee HB 1080 - Relating to the publication of required notice by a political subdivision by alternative media. • Never reported to Calendar Committee x��'� h':'�: 'y I; d � i f I A � i ss ! r .,..� tt l ■ ' F ' h�k { •