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HomeMy WebLinkAbout19451 ORD - 08/19/1986TEXAS: AN ORDINANCE AUTHORIZING THE EXECUTION OF AN AGREEMENT PARTIALLY SETTLING CAUSE NO. 84-3818-B, PERMIAN/REPUBLIC--A JOINT VENTURE V. CITY OF CORPUS CHRIST , T AS, ND ENT RINM NT'L ELEM NT CIRPIR' ION, 'ND CA SE NO. 85-2,'1-B, INC. V. CITY OF CORPUS CHRISTI, BY P YING E T ECTRMIAN/ P RE UBLI S CONTR CB LANCE $460,145.73 IN SETTLEMENT OF ITS CLAIM AGAINST THE CITY ARISING OUT OF OSO CONTRACT NO. 4, PAYMENT TO F & E ERECTION OF $314,850 IN SETTLEMENT OF SOME OF ITS CLAIMS AGAINST THE CITY; APPROPRIATING $233,290; AND DECLARING AN EMERGENCY. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, SECTION 1. That the City Manager is hereby authorized to execute an agreement partially settling Cause No. 84-3818-8, Permian Re ublic--a Joint Venture v. Cit of Cor us Christi, Texas and Environmental E ements Corporation, and ause No. : - ''1-B, & E rection Co., Inc. v. Cit o us paying to Permian/Republic its contract •a ance o ','60 1, ons Christi, by its claim against the City arising out of Oso Contract No. 4, a st ett emeto Ft of Erection of $314,850 in settlement of some of its claims againstthe tyE arising out of Oso Contract No. 5, and making certain other agreements regarding the two lawsuits, as more fully described in the proposed written agreement, a copy of which is attached as Exhibit "A." SECTION 2. That there is herby aropiatd No. 250 Sanitary Sewer Bond Fund applicableeto ProjectrNo.e250-7726 0 from the SECTION 3. That upon written request of the Mayor or five Council members, copy attached, to find and declare an emergency due to the need of executing the abovementioned agreement at the earliest practicable date, such finding of an emergency is made and declared requiring suspension of the Charter rule as to consideration and voting upon ordinances or resolutions at three firstar read ng meetings an emergency measurethat this athisis the 19th dayassed dofhAugust,k1986. upon ATTEST: City Secretary APPROVED: A f' DAY OF AUGUST, 1986 HAL GEORGE, CITY ATTORNEY By Assistant City 'ttorney 08P.106.01 M THE CITg OF CORPUS CHRISTI, TEXAS 19451 MICROFILMED AGREEMENT .- This Agreement of Settlement, Covenants Not to Sue and Covenants Not to Execute is entered into by and among the City of Corpus Christi, Permian/Republic Texas (hereinafter referred to as "City"), - A Joint Venture (hereinafter referred to as "Permian/Republic") and F & E Erection Company, a division of the CCC Group, Inc. (hereinafter referred to as "F & E"). NITNESSEM H: WHEREAS, on or about February 14, 1979, City entered into a contract with Permian/Republic pursuant to which Permian/Republic was to perform certain work City deemed necessary to expand and upgrade the OSO Wastewater Treatment Plant located in Corpus Christi, Texas (hereinafter "Project"). The parties' contract was one in a series of contracts let for the performance of improvements to the Project and was denominated as Contract No. 4 - Treatment Plant Expansion (hereinafter "Contract No. 4"); and WHEREAS, a portion of the work to be performed 141 Permian/Republic pursuant the construction of four furnishing, installation to Contract No. 4 with City consisted of rectangular clarifiers and included the and placing traveling clarifier bridge Pursuant furnish, to Contract No. 4 among other things, into initial operation of equipment (hereinafter "bridges"). with City, Permian/Republic was to eight (8) bridges, four (4) of which were to be installed by Permian/Republic (hereinafter "operating bridges") pursuant to Contract No. 4 and four (4) of which were to be stored for subsequent installation by the Contract No. 5 contractor, which was F & E (hereinafter "stored bridges"). WHEREAS, on or about December 9, 1981, City entered into a contract with F & E pursuant to which F & E was to perform certain work City deemed necessary to expand and upgrade the Project. The parties' contract was one in a series of contracts let for the performance of improvements to the Project and was denominated as Contract No. 5 - Treatment Plant Expansion (hereinafter "Contract No. 5"); and EXHIBIT A • WHEREAS, a portion of the work to be performed by F & E pursuant to Contract No. 5 with City, included, but was not limited to, the construction of four (4) rectangular clarifiers and the installation of the four (4) stored bridges furnished by Permian/Republic pursuant to its Contract No. 4 with City; and WHEREAS, in pursuance of Contract No. 4 with City, Permian/Republic entered into an agreement with Environmental Elements Corporation (hereinafter "Environmental") pursuant to which Environmental was to furnish, among other things, the eight (8) rectangular traveling clarifier bridges (consisting of the four (4) operating bridges and the four (4) stored bridges) specified in Subsection 11D9 - CLARIFIER EQUIPMENT - RECTANGULAR of the Contract No. 4 specifications; and WHEREAS, the bridges furnished by Environmental were not delivered in a timely fashion and, upon delivery and installation, the operating bridges failed to perform in a consistent and workable fashion. As a result of said failures, Permian/Republic contends that it has incurred significant damages; and WHEREAS, as a result of the inadequacies in the operating bridges as furnished by Environmental, City refused to pay to Permian/Republic its contract balance and retainage in the amount of $460,145.73; and WHEREAS, as a result of the failures and demonstrated inadequacies of the operating bridges, City refused to accept the four (4) stored bridges and, consequently, was precluded from turning the stored bridges over to F & E for installation in the time frame and fashion contemplated by City and F & E, and as represented in the Contract No. 5 contract documents; and WHEREAS, F & E contends that throughout the performance of its work on Contract No. 5, F & E's work was delayed, interrupted and rendered more costly by: (a) the inability of City to accept and turn over to F & E the four (4) stored bridges furnished by Permian/Republic pursuant to its Contract No. 4 due - 2 - to the operating bridges' failure to operate in a consistent and workable fashion (hereinafter "bridge claims"); (b) alleged inadequate and incorrect information contained in a soils report which rendered F & E's completion of the sludge dewatering building, in accordance with the originally designed plans and specifications, virtually impossible (hereinafter "soils report claims"); (c) the alleged failure of City to release to F & E certain owner -furnished aeration equipment to be installed by F & E (hereinafter "aeration equipment claims"); (d) the alleged failure of the City to permit the timely removal of the by-pass pump from Lift Station 2 to Lift Station 1 (hereinafter "by-pass pump claims"); (e) the alleged failure of the City to fully reimburse F & E for new valves at Lift Stations 1 and 2 (hereinafter "valves claims"); (f) the alleged failure of the City to timely approve shop drawings for clarifier weir troughs (hereinafter "weir trough claims"); and (g) the alleged failure of the City to pay for underground air piping to Blower Houses 1 and 2 (hereinafter "underground air piping claims"). WHEREAS, on or about April 8, 1985, F & E initiated an action against City in the District Court for the 117th Judicial District, Nueces County, Texas, for damages suffered as a result of its bridge claims, soils report claims, aeration equipment claims, by-pass pump claims, valves claims, weir trough claims and underground air piping claims as set forth above and more particularly set forth in Plaintiff's formal written claims and Original Petition in said action which is denominated and further • identified as: F & E Erection Company, Inc. v. City of Corpus Christi• Cause No. 85-2041-B (hereinafter "Cause No. 85-2041-B"); and WHEREAS, on or about June 28, 1984, Permian/Republic initiated an action against City and Environmental in the District Court for the 117th Judicial District, Nueces County, Texas, seeking delay and other damages incurred as a result of the delay in delivery of the bridges by Environmental and the bridges' failure to perform in a consistent and workmanlike fashion and as required by the contract documents said action which is denominated and further identified as: Permian/Republic - A Joint Venture v. City of Corpus Christi, Texas and Environmental Elements Corporation; Cause No. 84-3818-B (hereinafter "Cause No. 84-3818-B"); and WHEREAS, City has filed its Third Amended Original Answer and Counterclaim in Cause No. 84-3818-B against Permian/Republic and Associated Indemnity Corporation and Fireman's Fund Insurance Company, Permian/Republic's co -sureties, seeking to recover damages from Permian/Republic which City may sustain as a result of claims asserted by F & E against City for delays incurred as a result of City's inability to turn over to F & E the four (4) stored bridges purchased by Permian/Republic from Environmental and furnished to City by Permian/Republic pursuant 'to Contract No. 4 due to the failure of the four (4) operating bridges to perform in a consistent and workable fashion; and WHEREAS, City, Permian/Republic and F & E have conducted a substantial and thorough investigation, through document, deposition and informal discovery, into the merits of the respective positions of the parties in Cause No. 84-3818-B and Cause No. 85-2041-B, including, but not limited to, the claims and defenses of Permian/Republic, the claims and defenses of F & E, the claims and defenses of City and the claims and defenses of Environmental; and - 4 - • WHEREAS, the undersigned parties hereto have, as a result of said investigations, concluded that the damages sustained by Permian/Republic are attributable to the acts, omissions and breaches of contract and warranties of Environmental; and WHEREAS, the undersigned parties hereto have, as a result of said investigations, concluded that City's refusal to accept and turn over to F & E for installation the four (4) stored bridges in the time frame and fashion contemplated by Contract No. 5 was justified and mandated by the operating bridges' repeated failures to operate in a consistent and workmanlike fashion, said failures which the parties believe are attributable to, and the responsibility of, Environmental; and WHEREAS, City is desirous of making payment to F & E for F & E's soils report claims, aeration equipment claims, by-pass pump claims, valves claims, weir trough claims and underground air piping claims in full and final settlement of those, and only those, claims; and WHEREAS, City recognizes the validity of F & E's bridge claims for delays and the attendant damages sustained by F & E as a result of City's inability to turn over to F & E, in a timely fashion, the four stored bridges for installation by F & E but all parties hereto recognize that F & E's damages have as their source, the acts, omissions and breaches of contract and warranties. of Environmental and, further, that City is only derivatively and vicariously liable and responsible to F & E for the unacceptability of the stored bridges furnished to City by Permian/Republic, the unacceptability of said bridges which has as its source and sole cause the acts, omissions and breaches of contract and warranties of Environmental, it being recognized by the undersigned parties hereto that the damages sustained by F & E are not attributable to the acts, omissions or breaches of representatives of City, or its agents or Permian/Republic; and - 5 - • WHEREAS, City and Permian/Republic have concluded and herein acknowledge that the damages sustained by Permian/Republic are attributable to the acts, omissions and breaches of contract and warranties of Environmental and City is desirous of making payment to Permian/Republic of its contract balance and retainage less certain costs City has incurred, other than those damages City may be adjudged liable to F & E, as a result of the bridges' failure to operate in a workmanlike fashion, said damages for which Permian/Republic is vicariously liable to City for the acts, omissions and breaches of contract and warranties of Environmental; and WHEREAS, each of the parties hereto holds the strong opinion and belief, based and founded on each of their roles in the construction and administration of the Project and their continuing involvement in the -ongoing discovery processes associated with the pending litigations, that the primary and overriding causes of the significant cost overruns and damages incurred by Permian/Republic and F & E's bridge claims and the damages flowing therefrom are attributable to certain acts, omissions and breaches of contract and warranties of Environmental. NOW, THEREFORE, City, Permian/Republic and F & E do hereby agree as follows: 1. The preambles set forth above are incorporated herein and made a part of this Agreement. 2. City shall forthwith execute and file a Dismissal with Prejudice in favor of Associated Indemnity Corporation and Fireman's Fund Insurance Company in Cause No. 84-3818-B. 3 City shall pay to Permian/Republic within fifteen (15) days of the execution of this Agreement the sum of Four Hundred Sixty Thousand One Hundred Forty -Five and 73/100 ($460,145.73) Dollars, said sum which represents Permian/Republic's contract - 6 - balance. City and Permian/Republic agree that City's nonpayment of interest on said sum is in consideration of City's extinguishment of its backcharge of Forty -Eight Thousand Five Hundred Fifty -Eight and 51/100 ($48,558.51) Dollars against Permian/Republic for costs, other than those damages City may be adjudged liable to F & E, incurred by City resulting from the acts, omissions and breaches of contract and warranties of Environmental for which Permian/Republic is vicariously liable to City. 4. Upon receipt of payment to Permian/Republic in accordance with Paragraph 3, Permian/Republic expressly agrees and covenants with City, for the sole and exclusive benefit of City, to dismiss without prejudice and to not further prosecute actions filed by Permian/Republic against City in the litigation filed in the District Court, 117th Judicial District, Nueces County, Texas, bearing the caption: Permian/Republic v. City of Corpus Christi and Environmental Elements Corporation; Cause No. 84-3818-B. Notwithstanding anything to the contrary contained in the parties' contract documents for Contract No. 4, this Agreement and covenant and the payment of the sums set forth in Pargraph 3 are not entered into or made, nor are they in any way intended, to release any claim that Permian/Republic may have against City or any other person or entity involved in the construction of the Project, including, without limiting the generality of the foregoing, Environmental and/or its representatives or agents, and it is specifically understood and agreed that this Agreement is not an agreement to dismiss any suit now pending by Permian/Republic against Environmental or any claims or causes of action Permian/Republic may have against Environmental, whether asserted or unasserted, or any other party, except as set forth herein, and it is expressly understood and agreed that the Agreement is in no way to inure to the benefit of Environmental or others except those signatories to this Agreement. It is further clearly and • distinctly understood and agreed that this Agreement is merely a covenant not to sue City and not a release of claims of Permian/Republic against any party. 5. City shall pay to F & E within fifteen (15) days of the execution of this Agreement the sum of Three Hundred Fourteen Thousand Eight Hundred Fifty ($314,850.00) Dollars, said sum which represents payment to F & E in full and final satisfaction of all claims of F & E against City, whether asserted or unasserted, and whether known or unknown, arising out of F & E's work on the Project, except for its bridge claims. This description of F & E's claims satisfied by City's payment to F & E described herein shall expressly include, but shall not be limited to, F & E's soils report claims, aeration equipment claims, by-pass pump claims, valves claims, weir trough claims and underground air piping claims. It is specifically agreed that the payment of said monies are in no way, form or fashion a payment for any damages sustained or allegedly sustained by F & E as a result of the delayed delivery of the four (4) stored clarifier bridges to F & E hereinabove defined as F & E's bridge claims, it being understood and agreed that City's responsibility and obligations to F & E for said bridge claims are totally derivative and vicarious in nature and have as their source the acts, omissions and breaches of contract and warranties of Environmental. 6. Upon receipt of payment to F & E in accordance with Paragraph 5, F & E expressly agrees and covenants with City, for the sole and exclusive benefit of City, together with their successors and assigns, to dismiss without prejudice and to not further prosecute its soils report claims, earthwork claims and aeration equipment claims, by-pass pump claims, valves claims, weir trough claims and underground air piping claims as set forth in Plaintiff's formal written claims and Original Petition in the litigation filed in the District Court, 117th Judicial District, Nueces County, Texas, bearing the caption: F & E Erection - 8 - Company, Inc. v. City of Corpus Christi; Cause No. 85-2041-B. F & E shall not dismiss and does not herein covenant not to prosecute or pursue its bridge claims against City and it is further agreed that F & E will continue its prosecution of its bridge claims against City and nothing contained in this Agreement shall in any way be interpreted or construed as a waiver, release, relinquishment or covenant not to pursue, either in whole or in part, F & E's bridge claims. This Agreement and covenant are not in any way intended to, and shall not, release any claim that F & E may have against City or any other person or entity involved in the construction of the Project, including, without limiting the generality of the foregoing, Environmental and/or its representatives or agents, and it is specifically understood and agreed that this Agreement is in no way to inure to the benefit of Environmental or-, others except those signatories to this Agreement. It is further clearly and distinctly understood and agreed that this Agreement is merely a covenant not to sue and not a release of F & E's claims against any party. 7. Upon City's payment of the funds set forth in Paragraph 3, City expressly agrees and covenants with Permian/Republic, for the sole and exclusive benefit of Permian/Republic, not to institute or further prosecute any action against Permian/Republic other than those set forth in City's Third Amended Original Answer and Counterclaim in Cause No. 84-3818-B and any other causes of action, which City deems necessary or appropriate to recover from Permian/Republic those damages which are the subject of F & E's bridge claims. This Agreement and covenant are not in any way intended to, and shall not, release any claim that City may have against Permian/Republic or any other person or entity involved in the construction of the Project, including, without limiting the generality of the foregoing, City's claims as set forth in its Third Amended Original Answer and Counterclaim in Cause No. 84- 3818-B and any and all other causes of action deemed necessary or appropriate by City to recover damages allegedly sustained by F & - 9 - • E as a result of its bridge claims and any claims City may have against Environmental and/or its representatives or agents. It is specifically understood and agreed that this Agreement and covenant is not an agreement to dismiss City's Counterclaim now pending against Permian/Republic and it is and agreed that this Agreement is in no benefit of Environmental or others except this Agreement. It is further clearly and and agreed that this Agreement is merely a except as set forth hereinabove, and not claims against any party. cooperate 84-3818-B expressly understood way to inure to the those signatories to distinctly understood covenant not to sue, a release of City's 8. City,•Permian/Republic and F & E agree that they shall in the pending litigations, more specifically Cause No. and Cause No. 85-2041-B, including, without limiting the generality of the foregoing, allowing access to personnel, documents and experts retained, employed or controlled by each of the parties hereto, and allowing review of work product. The parties agree that each will bear its own costs and attorneys' fees in the litigations now pending. 9. City, Permian/Republic and F & E agree that each party hereto has reached a well -reasoned and carefully formed opinion and belief that the damages sustained by Permian/Republic and the bridge;claims asserted, and attendant damages sustained, by F & E are attributable tothe acts, omissions and breaches of contract and warranties of Environmental. 10. Permian/Republic agrees to hold City harmless from any claims or causes of action which have been, or may be, asserted by any of Permian/Republic's subcontractors, materialmen or suppliers who are not presently parties to Cause No. 84-3818-B or Cause No. 85-2041-B and who performed work on Contract No. 4 of the Project pursuant to a direct contractual relationship with Permian/Republic. This Agreement to hold City harmless is - 10 - 410 designed to extend only to City and is in no way designed to extend to any persons or entities alleged by any party to be representatives or agents of City or claiming to be a beneficiary of this Agreement, including, but not limited to, Urban Enginering or any of its principals. 11. F & E agrees to hold City harmless from any claims or causes of action by any of F & E's subcontractors, materialmen or suppliers who performed work on Contract No. 5 of the Project pursuant to a direct contractual relationship with F & E. This Agreement to hold City harmless is designed to extend only to City and is in no way designed to extend to any persons or entities alleged by any party to be representatives or agents of City or claiming to be a beneficiary of this Agreement, including, but not limited to, Urban Enginering or any of its principals. 12. In consideration of payment to F & E ("covenantor") of Ten ($10.00) Dollars by City ("covenantee") receipt of which is hereby acknowledged, covenantor shall not enforce against covenantee, by execution or otherwise, or seek recovery in any other manner, of any judgment that may be rendered in favor of covenantor and against covenantee in Cause No. 85-2041-B or, in any other lawsuit in which F & E might assert its bridge claims against City, unless, until and only to the same extent that covenantee has both judgment and actually receives payment on said judgment from Permian/Republic pursuant to its Counterclaim or other appropriate cause of action asserted by covenantee against Permian/Republic in Cause No. 84-3818-B, it being further understood and recognized as a condition precedent to covenantor's enforcement or execution of any judgment rendered in Cause No. 85-2041-B, or in any other lawsuit in which F & E might assert its bridge claims against City, that covenantee's right to recover on its judgment, if any, rendered against Permian/Republic in Cause No. 84-3818-B is subject to the covenant contained in Paragraph 13 hereinbelow. • 13. In consideration of payment to City ("COVENANTOR") of Ten ($10.00) Dollars by Permian/Republic ("COVENANTEE"), receipt of which is hereby acknowledged, COVENANTOR shall not enforce against COVENANTEE, by execution or otherwise, or seek recovery in any other manner, of any judgment that may be rendered in favor of COVENANTOR against COVENANTEE unless, until and only to the same extent that COVENANTEE has both judgment and actually receives payment on said judgment from Environmental pursuant to its causes against Environmental which seek, or will seek, to recover from Environmental those damages sustained by F & E for its bridge claims. intended provide 14. The parties hereto agree that the intent, purpose and operation of Paragraphs recovery to F & E for 12 and 13 hereinabove are to its bridge claims and their attendant damages only to the extent (a) that F & E against City for its bridge claims and, (b) that City against Permian/Republic for F & E's bridge claims has judgment has judgment and actually recovers said judgment from Permian/Republic and, (c) that Permian/Republic has judgment against Environmental for the bridge claims of F & E and actually recovers said judgment from Environmental, it being the parties' intent to effect their demonstrated belief that the bridge claims of F & E have as their source the acts, omissions and breaches of contract and warranties of Environmental. It is further agreed and understood that City shall execute on any judgment entered in its favor and against Permian/Republic in Cause No. 84-3818-B only to the extent that Permian/Republic has judgment and recovers against Environmental for the bridge claims of F & E it being clearly understood and agreed that should Permian/Republic have and recover judgment against Environmental for damages sustained by the delayed delivery of the bridges and/or the failure of the operating bridges to perform in a consistent and workmanlike fashion, or for any claims other than the bridge claims of F & E, those sums shall - 12 - not be available to satisfy City's judgment, if any, against Permian/Republic. It is the parties' intent that the claims of Permian/Republic and the bridge claims of F & E are to remain independent and be independently submitted to the jury and that F & E shall only have judgment and recovery against City, and City shall have judgment and recovery against Permian/Republic, only to the extent that Permian/Republic has judgment and recovery against Environmental for damages identified by the jury as those sustained by F & E as a result of its bridge claims. All other damages recovered by Permian/Republic against Environmental are to be retained by Permian/Republic and are not to be subject to execution by City. 15. The foregoing Covenants Not to Execute are designed and intended solely .-for the benefit of the signatories to this Agreement and are not designed or intended to inure to the benefit of any party not a signatory hereto. 16. In the event that F & E has recovery against City for its bridge claims as set forth in Cause No. 85-2041-B and City has no recovery or judgment against Permian/Republic pursuant to its Counterclaim or any appropriate cause of action deemed necessary by City to recover from Permian/Republic the bridge claims of F & E asserted in Cause No. 84-3818-B, F & E agrees to accept in full, final and complete settlement of any such judgment in its favor the sum of Ten ($10.00) Dollars in exchange for a full and final release and extinguishment of said judgment against City. 17. In the event that F & E has judgment against City for its bridge claims and City has judgment against Permian/Republic for all or any portion of F & E's judgment against City, then F & E agrees to accept, in full and final satisfaction of its judgment against City, an assignment of City's judgment against Permian/Republic subject to the Covenants Not to Execute set forth in Paragraphs 12, 13 and 14 hereinabove. - 13 - 18. • If, for any reason, it is determined that either of the foregoing Covenants Not to Execute is invalid, unenforceable or for any reason void, City agrees to take in full and final satisfaction of its claims and causes of action against Permian/Republic as set forth in its Third Amended Original Answer and Counterclaim or any other cause City deems necessary to assert to recover from Permian/Republic for the bridge claims of F & E in Cause No. 84-3818-B, an assignment of that portion of Permian/Republic's claim against Environmental which seeks recovery against Environmental for the bridge claims and damages allegedly sustained by F & E. Further, in the event that either of said Covenants Not to Execute is determined to be invalid, unenforceable or for any reason void, F & E agrees to take, in full and final satisfaction of its claim and causes of action as set forth in Cause No. 85-2041-B, an assignment of City's cause of action against Permian/Republic as set forth in its Third Amended Original Answer Counterclaim or any other cause City deems necessary to recover from Permian/Republic for the bridge claims of F & E in Cause No. 84-3818-B which, at that point, and in that event, would in turn be subject to the foregoing assignment taken by City as set forth herein. 19. All parties to this Agreement represent that they have independently undertaken an investigation of the factual and legal bases underlying the causes of action and legal and factual defenses asserted by, and available to, each party to this Agreement and no party hereto has made, or is relying upon, any representation to any other party to this Agreement concerning the factual or legal viability or recoverability of any cause of action which will survive the execution of this Agreement, each party hereto specifically agreeing to assume the risks which attend the execution of this Agreement. - 14 - • 20. The terms of this Agreement, upon execution, shall immediately be made known to the District Court of the 117th Judicial District, Nueces County, Texas, and to all parties to the above-described litigations. 21. The execution of this Agreement and payment of the consideration for the covenants set forth herein shall not be construed or interpreted as an admission of any breach of contract, tortious conduct, wrongdoing or liability of any sort or kind on the part of Permian/Republic, City or F & E and any wrongdoing or liability is expressly denied. 22. This Agreement is not intended to affect the rights or obligations of any party to this Agreement, among themselves, relative to any claims, actions or causes of action, whether asserted or unasserted, for personal injury or property damage which may be asserted by any person, firm or entity against any party to this Agreement. 23. Permian/Republic, City and F & E specifically agree that each of them is entitled to assert this Agreement as a complete defense to any suit or proceeding brought in violation of this Agreement and each is further entitled to injunctive relief against any of the others to obtain compliance with the terms hereof in the event of breach hereof, and each therefore waives the defense to injunctive relief that adequate remedies at law exist or may exist. Nothing herein constitutes or shall be construed to constitute a waiver of any party's right to recover damages at law for violation of the terms of this Agreement in addition to the injunctive relief set forth herein. - 15 - • 24. Permian/Republic, City and F & E agree to enter into such additional documents and/or prepare and file such pleadings as are or may be necessary to carry out the intent and express terms of this Agreement. 25. Permian/Republic, City and F & E covenant and agree, each to the other, that the statements, representations, agreements and covenants contained herein are contractual in nature and not mere recitations of facts and that the agreements and covenants herein shall be binding upon the parties hereto and their respective successors and assigns. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the dates indicated below. CITY OF CORPUS CHRISTI, TEXAS Hy: Title: Date: Sworn to and subscribed before me this day of 1986. Notary Public - 16 - 1111 PERMIAN/REPUBLIC - A JOINT VENTURE By. Title: Date: Sworn to an yl daysofib� before me this /6 —day of 1986. IJ, Notary Public ' :l 4 /91Z Care scrp C'�ER'a14).4 My Commission Expires May 5, 39§7, F & E ERECTION COMPANY, A DIVISION OF THE CCC GROUP, INC. BY: /42.--p.s,-,ce�CK Title: 1�ir�c Date: 1? Gl�r�_ l 1 I Sworn to and subscribed before me this /cM/ day of 007-J...-/- , 1986. 1'; Notary Public — 17 — 1 CITY OF CORPUS CHRISTI, TEXAS amTFIcATION OF FUNDS (City Charter Article IV Section 21) August 15, 1986 I certify to the City Council that $ 233,290 , the amount required for the contract, agreement, obligation or expenditures contemplated in the above and foregoing ordinance is in the Treasury of the City of Corpus Christi to the credit of: Fund N. and Name Project No. No, 250 -Sanitary Sewer Bond Fund 250-77-26 Project Name Oso Plant Expansion Contract 4 fry which it is proposed to he drawn, and such money is not appropriated for any other purpose. FIN 2-55 Revised 7T1)1731/61.9 ��5���.P8-95 y %5/4g --3-8;04 bitt l , 19 V.) v -d Corpus Christi, Texas /7 day of TO THE MEMBERS OF THE CITY COUNCIL Corpus Christi, Texas For the reasons set forth in the emergency clause of the foregoing ordinance or resolution, an emergency exists requiring suspension of the Charter rule as to consideration and voting upon ordinances or resolutions at three regular meetings; I/we, therefore, request that you suspend said Charter rule and pass this ordinance or resolution finally on the date it is introduced, or at the present meeting of the City Council. Respectfully, Respectfully, Council Members MAYO THE CITY IF CORPUS CHRISTI, TEXAS The above ordinance was passed by the following vote: Luther Jones Dr. Jack Best David Berlanga, Sr. Leo Guerrero Joe McComb Frank Mendez Bill Pruet Mary Pat Slavik Linda Strong 19451