HomeMy WebLinkAbout020257 ORD - 03/29/1988AN ORDINANCE
AUTHORIZING THE EXECUTION OF A LEASE AGREEMENT WITH THE
TEXAS STATE AQUARIUM ASSOCIATION FOR THE AQUARIUM PROJECT;
AND PROVIDING FOR PUBLICATION.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI,
TEXAS:
SECTION 1. That the City Manager is hereby authorized to execute an
agreement with the Texas State Aquarium Association for lease of City property
for the Aquarium Project and undertakings of the parties in connection
therewith, all as more fully set forth in the agreement, a substantial copy of
which is attached hereto and made a part hereof, marked Exhibit A.
SECTION 2. Publication shall be made in the official publication of
the City of Corpus Christi as required by the City Charter of the City of Corpus
Christi.
205JB088.ord
20257 MICROFILMED
SUMMARY OF AQUARIUM LEASE CHANGES
ON THIRD READING
1. Paragraph 1(F) has language added (page 5, fourth line from bottom) to
recognize the Escrow Agreement which will be entered into pursuant to the
Purchase Agreement.
2. Paragraph 1(F)(1) is amended within the parenthesis thirteen lines down
(Page 4) to reflect that the title commitment will cover the area of previously
closed streets, and all of the easement property except that within any public
street or alley.
3. In paragraph 1(F)(1) the amount of the Title Commitment is specified to be
not less than $11,000,000 and language is added to refer to the title exceptions
in the Purchase Agreement.
4. Language is added to paragraph 1(F)(2) to provide that if requested by the
Association, the City will confirm its approval of any items in the title binder
that it does not object to within the prescribed 15 day period.
5. Paragraph 1(F)(8) has a new sentence added (bottom page 11, top page 12)
which permits a portion of the $3,764,734 available for Aquarium purposes to be
evidenced by certain pledge payments from the Houston Endowment.
6. Minor corrections and clarifications are made as to descriptions of streets
and alleys to be closed in paragraph 1(F)(9), subdivisions (1), (c), (d) and (e)
on pages 12 and 13.
7. Paragraph (1)(F)(10)(1) is changed on page 14 to provide for agreement
between the City and the Association, rather than the City, the Association and
the Port, to file the final plat upon conclusion of condemnation proceedings.
8. Paragraph (1)(F)(10)(4), on page 15, is changed to describe the amount of
the Interim Construction Loan as $10,000,000 plus estimated accrued interest
rather than $11,000,000.
9. Paragraph 2, page 16, is amended to designate the Association Construction
Account as an account restricted to payment of all construction costs rather
than a Trust Fund for that purpose.
10. Paragraph 4, Page 17, is modified to make it clear that the lease term will
commence at the time the primary land and building is conveyed to the City
pursuant to the Purchase Agreement.
11. A new paragraph 38, page 30-31, is added to make it clear that City makes
no warranties to Association as to the leased property, and to provide that City
and Association will cooperate to enforce all their rights against third parties
arising out of construction of the Aquarium improvements.
12. Paragraph "m" of the definitions part of the Purchase Agreement (Exhibit G)
is changed to provide that "plans" includes final construction plans and
specifications.
13. Paragraphs "r", "s", and "t" are added to the Purchase Agreement defining
"independent architect", "certificate of substantial completion", and
"concurrence letter".
501XA050.DOC
14. Paragraph 3 of the Purchase Agreement adds the Association as a party to
the Escrow Agreement and adds language conforming the Agreement to Internal
Revenue Code requirements as advised by bond council.
15. The third paragraph of paragraph numbered 4 of the Purchase Agreement is
amended to make it clear that the premium for the Exchange Title Policy is paid
by the Association.
16. Paragraph 6 of the Purchase Agreement is amended to require that Closing
occur within 30 days after notice of substantial completion, to define
substantial completion according to the the American Institute of Architects
definition, to give the Escrow Agent 10 days to examine documents presented to
him, to require the concurrence letter from the independent architect as one of
the documents which must be presented at Closing, to require the Escrow Agent to
execute and deliver the Escrow documents within 10 days of receipt, and to make
other minor language clarifications.
17. A sentence is added to Paragraph 8 of the Purchase Agreement to provide
that if the Escrow Agreement terminates prior to performance of the Escrow
Agent's duties, the Purchase Agreement and the Aquarium Lease automatically
terminate, and neither party shall have any further obligations under either.
18. Paragraph 9 of the Purchase Agreement is amended to provide that the City
Manager's approval of modifications will be in writing.
19. Paragraph 12 of the Purchase Agreement is amended to add language that the
Association will assign to the City its warranties and causes of action with
respect to construction of the Aquarium.
20. Paragraph 13 of the Purchase Agreement is amended to delete a provision by
which City would share in ad valorem taxes.
21. A new Paragraph 14 is added to the Purchase Agreement to make it clear that
the City's total financial responsibility shall not exceed the monies held by the
Escrow Agent.
22. A new Paragraph is added to Exhibit VII of the Purchase Agreement providing
that the Association does not make any warranties with respect to the
Improvements conveyed to the City, but that the Association assigns to the City
its warranties and causes of action against third parties with respect to the
improvements.
23. Exhibit VI to the Purchase Agreements adds Permitted Exceptions 7 and 8,
and adds "alleys" to 5.
24. Exhibit VIII to the Purchase Agreement, the conveyance of the exchange
tract from the City to the Association, is changed to clarify that the City is
providing only a special warranty rather than a general warranty, and adds a new
paragraph that the City waives any implied liens in the property, which will
correspond to the same provision in the deed from the Association to the City.
25. Changes are made in various exhibits to reflect the fact that a 30 -foot
portion of Canal street which was expected to be conveyed to the Association by
the Port, will be leased instead. These include Exhibit II of the Purchase
Agreement, and with respect to the Aquarium Lease, Exhibit A, attachment 3,
Exhibit B, attachments 1 & 2, Exhibit F, and Exhibit H. In addition, the
Interim Closing Line is added to Exhibit B, attachment 1.
501XA050.DOC
MOTION TO AMEND
ON THIRD READING
It is hereby moved that the ordinance approving the Aquarium Lease, as
passed on Second Reading on March 8, 1988, and the Exhibit thereto, be amended
on Third Reading to hereafter provide as follows:
AN ORDINANCE
AUTHORIZING THE EXECUTION OF A LEASE AGREEMENT WITH THE
TEXAS STATE AQUARIUM ASSOCIATION FOR THE AQUARIUM PROJECT;
AND PROVIDING FOR PUBLICATION.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI,
TEXAS:
SECTION 1. That the City Manager is hereby authorized to execute an
agreement with the Texas State Aquarium Association for lease of City property
for the Aquarium Project and undertakings of the parties in connection
therewith, all as more fully set forth in the agreement, a substantial copy of
which is attached hereto and made a part hereof, marked Exhibit 1.
SECTION 2. Publication shall be made in the official publication of
the City of Corpus Christi as required by the City Charter of the City of Corpus
Christi.
202JB015.Ltr
AN ORDINANCE
AUTHORIZING THE EXECUTION OF A LEASE AGREEMENT WITH THE
TEXAS STATE AQUARIUM ASSOCIATION FOR THE AQUARIUM PROJECT;
AND PROVIDING FOR PUBLICATION.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI,
TEXAS:
SECTION 1. That the City Manager is hereby authorized to execute an
agreement with the Texas State Aquarium Association for lease of City property
for the Aquarium Project and undertakings of the parties in connection
therewith, all as more fully set forth in the agreement, a substantial copy of
which is attached hereto and made a part hereof, marked Exhibit 1.
SECTION 2. Publication shall be made in the official publication of
the City of Corpus Christi as required by the City Charter of the City of Corpus
Christi.
202JB015.Ltr
AQUARIUM LEASE
THE STATE OF TEXAS
}
COUNTY OF NUECES }
REVISED
3/16/88
WHEREAS, the Texas State Aquarium Association, a Texas
nonprofit corporation (the "Association") plans to construct and
operate a public aquarium (the "Aquarium") in Corpus Christi,
Texas, with such Aquarium to be operated on a nonprofit basis for
multiple public purposes including the education and enjoyment of
Corpus Christi citizens and visitors from inside and outside of
Texas, promotion and growth of scientific knowledge, advancement
of interest in marine life and mariculture and the study thereof;
and
WHEREAS, the State Legislature of the State of Texas has
designated such Aquarium facility to be operated by Association
as the official Aquarium of the State of Texas; and
WHEREAS, Association has purchased, utilizing its own funds,
for a purchase price in excess of Two Million Eight Hundred
Thousand Dollars ($2,800,000), a partial site location on the
south end of Corpus Christi Beach, for the purpose of causing to
be built thereon a public Aquarium building; and
WHEREAS, the citizens of Corpus Christi approved the sale of
general obligation bonds by the City of Corpus Christi in the
amount of Four Million Dollars ($4,000,000) for the purpose of
enhancing full and complete enjoyment of the Aquarium by
ey,t4;4;1- 1
01H11041.agm 1
expending said funds on improvements to public property in the
vicinity of the Aquarium; and
WHEREAS, by Agreement of February 2, 1987, authorized by
City Ordinance No. 19619, City agreed with Association to utilize
a portion of said bond funds for improvements to public property
in the vicinity of the Aquarium, in accordance with certain terms
and conditions in said Agreement; and
WHEREAS, by Agreement of June 3, 1987, authorized by City
Ordinance No. 19764, City agreed with Association to expend up to
a maximum amount of Five Hundred Thousand Dollars ($500,000) of
City funds to reimburse Association for costs incurred by Associ-
ation in retaining an architectural firm to prepare schematic
design plans and design development documents and construction
plans and specifications for the Texas State Aquarium facilities,
in accordance with certain terms and conditions in said Agree-
ment; and
WHEREAS, City and Association desire to further expedite the
Aquarium project to obtain the above -recited public benefits at
the earliest feasible time while assuring appropriate account-
ability for public monies contributed thereto:
NOW, THEREFORE, for and in consideration of the mutual
agreements and promises herein contained, City and Association do
mutually agree and covenant as follows:
1. Demised premises; conditions. City does hereby lease,
let and demise to Association all of the property described in
the attached Exhibit
01H11041.agm
nAII
and all improvements located thereon
(the "Property") conditioned upon all of the following events
first occurring:
(A) Association has actually expended for Aquarium
purposes not less than Two Million Dollars
($2,000,000) of its own monies which it has
raised, excluding any monies provided by City and
excluding any monies Association is obligated to
pay to any person in satisfaction of indebtedness.
It is the intention of the parties that
after expenditure of said Two Million
Dollars ($2,000,000) Association will still have
net assets over liabilities.
(B) It is acknowledged that Association has submit-
ted to City an acceptable schematic design study
of the Aquarium improvements consisting of
drawings and other documents illustrating the
scale and relationship of the Aquarium compo-
nents and the building design concept ("the
Aquarium Improvements").
(C) Within six months from the date of this Agree-
ment, and prior to
submit to City, for
Closing, Association shall
City's approval,
reasonably
satisfactory, complete, detailed construction
plans and specifications
for the
Aquarium
Improvements, and which shall include reasonably
complete systems for water and wastewater service
to the Aquarium.
01H11041.agm 3
(D) Prior to Closing, City Manager shall approve the
construction plans and specifications submitted
pursuant to (C).
(E) Within six months from the date of this Agree-
ment, Association shall obtain binding bids and
execute full and complete written contracts for
the construction of all of the Aquarium Im-
provements, as shown in the approved plans and
specifications, from competent and fully bonded
contractors for a guaranteed maximum price not to
exceed Ten Million Dollars ($10,000,000) plus
such additional funds as Association has avail-
able and commits to the construction contract.
(F) Within six months from the date of this Agreement,
and simultaneous with the execution of the con-
tract in (E) above, at a mutually agreeable
closing date and time ("the Closing"), the Associ-
ation and the City shall enter into the Purchase
Agreement ("the Purchase Agreement") substantially
in the form attached hereto as Exhibit "G" which
provides for the purchase by and conveyance to the
City, by general warranty deed, in fee simple, of
the property described on the attached Exhibit B
and all Aquarium improvements located thereon,
("the Association Property") according to and
subject to the terms and procedures provided in
such Purchase Agreement. Provided, however, the
01H11041.agm 4
property indicated in orange on the drawing
(attached hereto as part of Exhibit B) shall be
conveyed to City as part of such purchase only as
a perpetual, nonexclusive easement (the "Easement
Property"), and the conveyance of the previous
public right of way shall be by special warranty
deed of all right, title, and interest of the
Association as to such property. Association
Property to be conveyed by the Association to the
City shall also include property to be conveyed
pursuant to the separate exchange described in
subparagraph 1(F) (10)(2) and Exhibit C hereof.
In addition to the execution and delivery of the
Purchase Agreement, an additional condition of
Closing shall be the receipt by the Association at
Closing of a legal opinion addressed
Association of Fulbright and Jaworski,
reasonably acceptable to the Association
counsel, that
been
issued
the certificates
for
a lawful
to the
in form
and its
of obligation have
purpose and the
$10,000,000 of proceeds may be lawfully utilized
for the purchase of the Aquarium Facility by the
City from the Association pursuant to the Purchase
Agreement, and subject to compliance with the
terms of the Escrow Agreement contemplated by the
Purchase Agreement, and the written opinion
addressed to the Association of the City Attorney
01H11041.agm 5
of City that City has all necessary legal
authority and has obtained all necessary legal
authorization to enter into the Purchase Agreement
and to perform the City's obligation to purchase
thereunder.
(1) Title Commitment or Title Binder. Association
shall, at least 25 days prior to Closing, furnish
to City a commitment for an Owner's Policy of
Title Insurance (hereinafter referred to as the
"Title Binder" or "Title Commitment"), issued by
Lawyers Title Insurance Company, in an amount
not less than $11,000,000 together with legible
copies of all instruments referred to therein as
conditions, exceptions and liens, and under
the terms of which the Title Company shall agree
to issue an Owner's Policy of Title Insurance to
City insuring the title of City to the
Association Property (other than any portion of
the Easement Property included within any public
street or alley) in the agreed amount upon the
closing under the Purchase Agreement, free and
clear of any and all liens or encumbrances except
the exceptions set forth in Owner Policies of
Title Insurance, Numbers 90-00-248556 and
90-00-248557, by Lawyers Title Insurance
Corporation, Post Office Box 50159, Dallas, Texas
75250, attached hereto as Exhibit D and E and the
01H11041.agm 6
title exceptions set forth in the Purchase
Agreement ("the Permitted Exceptions"). Provided,
however, prior to or simultaneously with Closing
as provided herein, Association shall procure
release of the Deed of Trust and lien securing the
$2,600,000 loan of April 9, 1986, referenced in
the first paragraph of Schedule B of said policies
(Exhibits D and E), from the Association Property
described on Exhibit B except for the Easement
Property. As to the Easement Property, such Deed
of Trust and Lien shall be subordinated by the
lienholder to the City's perpetual nonexclusive
easement. Cost of the Title Policy shall be borne
as specified in the Purchase Agreement.
(2) Review of Title Binder by City. City shall
have a period of fifteen (15) days after receipt
of the last of the Title Binder to review such
item and to deliver in writing such objections
as City may have to anything contained or set
forth or in the Title Binder. Any such items to
which City does not object within such fifteen
(15) day period, together with the exceptions
set forth elsewhere herein, shall be deemed to be
permitted exceptions. If requested by
Association, City, acting through its City
Manager, shall confirm in writing its approval of
any matters it has not objected to pursuant to
this paragraph.
niuiindi arm 7
(3) Association's Obligation to Cure City's
Objections to Title. If exceptions to the title
to the Association Property have been raised in
the Title Binder other than the Permitted
Exceptions or the standard printed exceptions and
if City delivers written objections thereto to
Association in accordance with the foregoing,
then Association may, but shall not be
obligated to, cure and satisfy such objections
prior to Closing. If Association is unable to
cure such objections before the Closing or elects
not to cure the same by notice to the City, City
through its City Manager may either (i) waive
such objections and proceed to close, or (ii)
terminate this Contract by written notice to
Association either within five (5) days of
Association's giving notice of its election not
to cure or at Closing, whichever shall
first
occur. If such termination notice is not timely
given by the City, City shall have elected to
close and waive the right to terminate.
(4) Certain Covenants of Association. Association
covenants and agrees with City that, between
the date hereof and the date of Closing:
(a) immediately upon obtaining knowledge
of the institution of any proceeding for the
condemnation of the Association Property, or any
01H11041.agm 8
portion thereof, of any other proceeding arising
out of an injury or damage to the Association
Property, or any portion thereof, Association
will notify City of the pendency of such proceed-
ings;
(b) Association will not, without the
prior written consent of City, create, place or
permit to be created or placed, or through any
act or failure to act, acquiesce in the placing
of any deed of trust, mortgage, voluntary or
involuntary lien, whether statutory, constitu-
tional or contractual, (except for the lien for
ad valorem taxes on the Association Property
which are not delinquent and the Interim Con-
struction Loan described in subparagraph
1(F)(10)(4) hereof), security interest, encum-
brance or charge, in any manner
to any part of the Association Property;
(c) Prior to expiration of this Agreement
or the Closing hereof, Association will not
enter into any agreement that would defeat the
rights of City hereunder.
(5) Inspection. Prior to Closing, City, its agents,
contractors, and representatives shall have the
right of access upon or to the Association
Property for the purpose of performing, at
City's sole expense, engineering surveys, air,
01H11041.agm 9
water or soil tests (including borings) and
other studies of the Association Property. In
the event this Contract does not close, City
shall repair any damage to the Association
Property sustained through the use of the Associa-
tion Property for this purpose.
(6) City's Acknowledgments. City acknowledges that
Association has made no warranties or represen-
tations to City as to the Association Property or
existing improvements as of the Closing date,
zoning status of the Association Property, the
number of gross or net acreage contained in the
Association Property, or any other matter.
(7) Purchase Agreement Closing. At Purchase Agreement
Closing, the Association, shall deliver such
documents as specified in the Purchase Agreement.
(8) Deposit; Accounts. Simultaneous with the execu-
tion and delivery of the contracts described in
subparagraphs (E)and (F) hereof, City shall
deposit in an account (hereinafter the "City
Purchase Account") the amount of Ten Million
Dollars ($10,000,000) in funds obtained through
the sale of securities issued by City on its
behalf or on behalf of Tax Reinvestment Zone No. 1
or both, which securities will be repayable with
funds from said Reinvestment Zone. Provided, it
is expressly acknowledged that the obligation to
01H11041.agm 10
deposit said monies shall be contingent upon the
availability of such monies pursuant to a financ-
ing plan satisfactory to the City. Neither
Association nor City shall be required to close
this transaction in the absence of such funds.
Association shall simultaneously (1) deposit in
an account (hereinafter the "Association Con-
struction Account") the balance of monies required
to be paid under the construction contracts,
said accounts to be administered as provided
elsewhere in this Agreement, and (2) Provide
certification and reasonably satisfactory evidence
that it has
purposes not
immediately available for Aquarium
less than $3,764,734 including the
amount deposited in the Association Construction
Account less (a) a sum not to exceed $1,100,000
previously spent by the Association for design
fees (b) and less a sum not to exceed $79,000 per
month spent for administrative, construction and
design management, fund raising, interest, taxes
and capital expenditures since January 1, 1988.
It is understood that a portion of such $3,764,734
shall be in the form of a bank line of credit
which shall be secured by pledges committed to
Association from benefactors and secured by the
Association's remaining real estate not to be
conveyed to the City. It is also understood that
01H11041.agm 11
a portion of such $3,764,734 shall be evidenced by
the 1988 pledge payments due from the Houston
Endowment, which provides for two 1988 payments of
$1,000,000 each on May 31, 1988 and December 31,
1988.
(9) Prior to or simultaneous with Closing, City shall
have the following streets closed and part con-
veyed to Association as follows:
(1) Canal Street east of the existing Surfside
Blvd., with Association acquiring from City the
northern one-half between Corpus Christi Bay and
the middle of the alley. Association will attempt
to acquire the other one-half from the Port of
Corpus Christi.
(2) All of Bennett Street with Association
acquiring both halves.
(3) North Shoreline Boulevard south of Pearl
Street with Association acquiring most of the west
one-half from the south line of Pearl to the north
line of Canal Avenue as shown on the Plat attached
as Exhibit B.
(4) Surfside Boulevard south of Pearl with
Association acquiring the one-half of the street
contiguous to the eight (8) lots owned by the
Association.
(5) The alleys in blocks (3) and (4) with the
City and the Association acquiring the applicable
halves of such alleys contiguous to each's respec-
01H11041.agm 12
tive parcels of property.
In the event of any delays in completion of any
of the condemnation proceedings described in
subparagraph 1(F)(10)(3) below, the Association
and the City Manager may agree to modify such
condition of Closing to provide for delays in
regard to any of the following partial street
closings until completion by the City of any
contiguous and applicable property condemnation:
(a) North Shoreline between Pearl Street and the
"Interim Closing Line" marked on the drawing
attached as Exhibit B.
(b) Surfside Boulevard south of Pearl.
(c) The alley in Block 3 and Block 4.
(d) Canal Avenue west of the east boundary of the
Block 3 alley.
(e) Bennett Street west of the east boundary of
the Block 3 alley.
(10) The following shall also be conditions precedent
to Closing:
(1) Approval by all required parties and the
execution by the City, the Association and the
Port of Corpus Christi of the Plat substantially
in the form attached as Exhibit F. In the event,
because of any delays in completion of any
condemnation proceedings described herein, it is
not possible, prior to closing, to initially
01H11041.agm 13
complete the filing of the master plat shown on
the attached Exhibit F, this closing requirement
may also be satisfied by the execution, approval
and filing of a plat for a lesser portion of the
property described on the attached Exhibit F (such
interim plat being substantially in the form as
attached as Exhibit H). In the event the interim
plat (Exhibit H) is utilized, the Association and
the City agree to execute, approve and file the
plat substantially in the form attached as Exhibit
F as soon as the City acquires all of the property
subject to the proceedings described in
subparagraph 1(F)(10)(3) hereof.
In regard to property covered by such plat, the
acreage platting fee normally paid to the City
shall not be required to be paid by the Associa-
tion to the City. (The acreage platting fee for
the property owned by the Port of Corpus Christi
which is not leased to the Association or dedicat-
ed for public streets shall be due from the Port
of Corpus Christi.)
(2) City acknowledges receipt of an acceptable
appraisal in regard to the proposed exchange of
properties described on the attached Exhibit C.
The Association as a separate provision of the
Purchase Agreement shall convey to the City Parcel
C-1 (as shown on Exhibit C), simultaneous with the
01H11041.agm 14
conveyance of the property being purchased by the
City from the Association pursuant to the Purchase
Agreement. The conveyance by the City to the
Association of Parcel C-2 (as shown on Exhibit C)
shall be at the same time.
(3) The completion by the City of the acquisition
by condemnation described in paragraph 2C of the
February 2, 1987, agreement between the City and
the Association (except for deleted Parcel 8, 50'
of N90' of Lot 117, Block 43), unless both the
Association and City Manager agree to any specific
or partial deferral of such completion require-
ment.
(4) The closing of an Interim Construction Loan
("Interim Construction Loan") in favor of the
Association providing funds for construction of
the Aquarium Improvements in the amount of
$10,000,000 plus an amount equal to estimated
accrued interest thereon, pursuant to terms and
conditions acceptable to the Association and the
City Manager.
(5) Approval by City Council of the final form of
the Purchase Agreement.
2. Purchase Proceeds and Contribution Funds. Upon closing
of the purchase of the Association Property and Aquarium Improve-
ments, pursuant to the Purchase Agreement, funds in the City
Purchase Account shall be utilized for the purchase price for
such purchase. Any portion of the interest earned on the City
01H11041.agm 15
Purchase Account not utilized for the purchase price under the
Purchase Agreement and any other agreed expenses shall be re-
turned to the City. The Association Construction Account shall
be maintained in an account restricted to payment of all
construction costs (other than interest on the Interim
Construction Loan) in excess of $10,000,000 and shall be payable
only upon presentation of invoices from the Contractors which
have been certified as correct by the Association. Subject to
use for the agreed purpose, the Association Construction Account
may be pledged by the Association to the lender under the Interim
Construction Loan to satisfy such lender of the availability of
such funds to complete the Aquarium Improvements. The Associa-
tion may require that the funds deposited in the Association
Construction Account be invested in United States Treasury
securities or the equivalent. Upon completion of the purchase
contemplated by the Purchase Agreement (and payment in full of
the Interim Construction Loan), interest earned on the Associa-
tion Construction Fund shall be payable to the Association
its use for any purpose related to the Aquarium.
3. Construction supervision and acceptance.
for
Association
shall be exclusively responsible for supervision of construction
of the Aquarium Improvements, and assuring that construction is
timely and satisfactorily completed in accordance with the terms
of the construction contracts, and Association is authorized,
upon advice of its architectural/engineering consultants, to
determine when and if the Aquarium Improvements should be accept-
ed.
01H11041.agm 16
4. Term. The term of this Lease shall be for a period of
twenty (20) years, commencing with the "Purchase Closing"
under the Purchase Agreement, and ending twenty (20) years
thereafter on the anniversary of said date. Provided, however,
the term of the lease shall be five (5) years from the same date
for all parts of the leased premises which are submerged lands
patented to City by the State of Texas (such property being
described on the attached Exhibit A). Expiration of said five
(5) year portion of the Lease shall in no way affect the
obligations of City and Aquarium under the remainder of this
Lease.
5. Permitted use. The demised premises shall be used
solely as an aquarium and sea life park, referred to hereafter as
the "Aquarium or Aquarium Facility"; provided, however, that
Association may operate food, drink, souvenir, museum gift shop
and other concessions in conjunction and consistent with, but
secondary to, operation of the Aquarium Facility.
6. Aquarium operation; admission. The operation of the
Aquarium Facility shall be carried out by Association in a
businesslike manner at all times and Association shall be solely
responsible for the operation, planning and management of the
Aquarium Facility. Association shall furnish and stock the
Aquarium Facility with all marine life, equipment and facilities
consistent with a first-class aquarium operation. The Aquarium
Facility shall be operated by Association for the use and benefit
of the public and shall be open during a reasonable portion of
the daytime hours of most days of the year; provided, however,
01H11041.agm 17
that Association may charge an admission fee to said Aquarium
Facility on a nondiscriminatory basis and Association shall be
entitled to fence the Property and control and restrict access in
such regard. Association may adopt admission fee rate structures
of the type normally adopted by public aquariums and zoos.
7. Safety. Association shall create, inspect and maintain
adequate firefighting and safety systems.
8. Maintenance. Association shall at all times during the
continuance of this lease keep and maintain in good repair and
clean and attractive condition all buildings, improvements,
grounds, and personal property on the Property and in the event
any improvement erected on the Property for Aquarium purposes, or
any structures erected in place thereof, are damaged or de-
stroyed, Association, as soon as the same may be done, will
repair or restore the injured property in as good condition and
value as before such damage or destruction. Upon termination or
expiration of this Agreement, Association shall return the
buildings, improvements, grounds, and personal property to City
in the condition required in the preceding sentence.
9. Pollution of Bay. Association shall make reasonable
efforts to ensure that no pollutant, effluent, liquid or solid
waste material, fresh or salt water discharge (except salt water
discharges approved by the City and authorized by all applicable
and required state and federal government permits), litter,
trash, or garbage issues from the Property or is allowed to
collect in Corpus Christi Bay.
01H11041.agm 18
10. Revenues generated. All funds generated by the opera-
tion of the Texas State Aquarium and/or the private fund raising
efforts of Association shall be used exclusively by Association
for the benefit of the Texas State Aquarium facilities and
programs operated by Association for educational and scientific
purposes or as otherwise allowed under Section 501(c)(3) of the
Internal Revenue Code.
11. Association responsibility. Except as otherwise ex-
pressly provided in this Agreement, Association shall be exclu-
sively responsible for all planning, design, financing, advertis-
ing for bids, choice of contractor, supervision of construction,
construction, equipping, stocking, establishment, operation,
maintenance, and all other activities related to the Aquarium.
Association shall not be relieved of such responsibility by any
inspection or approval by City or its agents of the Aquarium or
any part thereof or any activity connected therewith, nor by any
right of City, under this Agreement or otherwise, whether
exercised or not, to make any such inspection or approval.
12. Financial statements. Association shall keep strict
and accurate books of account and shall deliver to the City's
Director of Finance an annual financial statement prepared by an
independent certified public accounting firm reflecting separate-
ly financial operations of the Aquarium Facility and the Associa-
tion for such calendar year. These statements shall be delivered
to the Director of Finance by the 15th day of April in the year
01H11041.agm 19
following the year to which they relate. The books of account
and all Association records shall be available to City upon
request during normal business hours.
13. Assignment or sublease. Association may not assign this
lease nor sublease the premises nor any part thereof without the
prior written consent of City. Provided, however, Association
may contract for and/or sublease a food and/or drink concession
or concessions for the Aquarium facilities and space rent any
auditorium or any other portion of the facilities for special
events, so long as Association maintains control over such areas
and assures that their operation is consistent with this Agree-
ment. Provided, further, Aquarium may sublease dock space to
allow tourist boat, water taxi, research, and university boat
access.
14. Sanitation. Garbage and trash shall be stored on the
Property in normal containers or dumpster type containers. Such
containers shall be stored inside a small building, screened or
appropriately landscaped area. Garbage pickup service will be
obtained by Association on a schedule sufficient to maintain the
Property in a clean and sanitary condition.
15. Parking. Parking for Aquarium employees and patrons
will be on the public parking lots to be built by City on land in
the general vicinity of the Property; provided, however, that
such areas need not be for the exclusive use of Association, its
employees and customers. City may establish reasonable rates for
such parking.
01H11041.agm 20
16. Nondiscrimination. Association warrants that it is and
will continue to be an equal opportunity employer and hereby
covenants that no employee or customer shall be discriminated
against because of race, creed, color, sex, handicap, or national
origin.
17. Inspection. City personnel shall have the right to
enter upon the Property, including buildings thereon, at all
times, for purposes of any inspection, repair, fire or police
action, and the enforcement of this lease.
18. Contractor's insurance. Association shall require the
contractor employed for construction of the Aquarium improvements
to carry insurance coverages throughout the construction period
in at least the following amounts: (a) workers' compensation:
state law limits; (b) automobile liability: statutory minimum;
(c) builder's risk: full replacement value of improvements; (d)
general liability (including contractual liability): One Million
Dollars ($1,000,000) per person and per occurrence for bodily
injury and One Hundred Thousand Dollars ($100,000) for property
damage; (e) performance and payment bond: full value of contract.
City shall be furnished with a certified copy of such effective
policy of insurance prior to commencement of construction. Said
policy shall name Association and City as additional insureds,
and shall provide that the policy may not be cancelled nor expire
until Association and City have each been given thirty (30) days
prior written notice of such event. If required by law the
Association shall provide any of such insurance in lieu of such
insurance being provided by the contractor.
01H11041.agm 21
19. Liability insurance. Association shall obtain and carry
a policy of general liability insurance covering all Aquarium
related activities, including coverage for poisoning or illness
from food or drink, by terms of which City shall be named an
additional insured, which shall provide combined single limit
coverage in the amount of Five Hundred Thousand Dollars
($500,000). City shall be furnished a certified copy of such
effective policy of insurance prior to the commencement of the
lease term. Said policy shall include a provision that the policy
may not be cancelled nor expire until City has been given thirty
(30) days prior written notice of such event. City may require
reasonable increases in said coverage based upon annual reviews
so that the present real value of said coverage is not diminished
over the course of this lease.
20. Workers' compensation insurance. Association shall
maintain workers' compensation insurance covering all of its
employees.
21. Property insurance. Association shall, throughout the
term of the Lease, carry property insurance in the amount of the
full replacement value (less 1% deductible) of all improvements
and personal property connected with the Aquarium operation,
which shall insure against loss or damage by any means, includ-
ing fire, windstorm, vandalism, flood or otherwise; provided,
however, the flood insurance requirement may be limited to the
maximum federally subsidized flood insurance limit, so long as
those limits exceed or remain at their present levels. Associa-
tion shall furnish City a copy of all such insurance, and
01H11041.agm 22
such insurance shall contain a provision that it may not be
cancelled or permitted to expire without thirty days prior
written notice to City. If Association shall fail to maintain
such insurance, City may terminate this Agreement, or, at its
option procure such insurance, in which case any monies paid by
City shall be repayable by Association to City upon demand, with
interest at the lesser of ten percent per year or the highest
permissible legal rate. Any insurance proceeds hereunder shall
be paid jointly to City and Association. Association shall
decide whether to repair, rebuild, or replace the damaged proper-
ty. If Association decides to repair, restore, or rebuild, it
shall develop plans and specifications as appropriate, and
shall submit them to City for approval. Upon approval City shall
cooperate with Association in release of monies as reasonably,
periodically required as construction progresses under contract.
If Association determines not to repair, rebuild, or replace the
property, the insurance proceeds shall be paid first to City up
to but not in excess of its contributions under this Agreement,
and any excess shall be paid to Association.
22. Indemnity. Association shall fully indemnify, save and
hold harmless City, its officers, employees, and agents against
any and all liability, damage, loss, claims, demands and actions
of any nature whatsoever on account of personal injuries (includ-
ing, without limitation on the foregoing, workers' compensation
and death claims), or property loss or damage of any kind whatso-
ever, which arise out of or are in any manner connected with, or
are claimed to arise out of or be in any way connected with, the
01H11041.agm 23
performance of this Agreement or Association's use, operation or
occupancy of the Property or the Aquarium. Association shall at
its own expense investigate all such claims and demands, attend
to their settlement or other disposition, defend all actions
based thereon and pay all charges of attorneys and all other
costs and expenses of any kind arising from any such liability,
damage, loss, claims, demands, and actions.
23. Access for handicapped. The Aquarium Improvements shall
be so constructed as to be readily accessible to the handicapped
and in compliance with all applicable state and federal laws in
regard thereto.
24. Utilities. City shall make sewer, water, and natural
gas service available to the Aquarium property, to be paid for by
Association at standard City rates. Association shall be
responsible for procuring and paying for all utility services
whether provided by City or another supplier.
25. Compliance with laws; permits. In the planning, design,
construction, and operation of the Aquarium, Association shall
comply with all applicable federal, state, and local laws,
ordinances, rules and regulations. All applicable permits and
licenses shall be obtained by the Association. City shall
cooperate in obtaining permits and licenses from other agencies
by applying or joining Association in applying for such where
City is a necessary party to the application. Association shall,
however, prepare all documents, information, and materials
necessary to support any such application. Association recog-
nizes that as to City licenses or permits, City must apply its
rules in an objective, uniform manner.
01H11041.agm 24
(b) Payment of design fees is authorized to any
engineering firm and architectural firm acceptable
to the City Manager.
(c) While Association will operate and maintain the
Aquarium during the lease term, City will own that
portion of the Aquarium site provided in this
Agreement. The lease described in paragraph IID
of the February 2, 1987 agreement shall not be
utilized; however, the Association shall pay for
all expense of constructing parking on the Associ-
ation's remaining property marked in blue on the
attached Exhibit B and any future parking built on
the Association's remaining property.
(d) Priorities for expending the balance of the $4
million bond funds shall be as follows:
(1) Land acquisition.
(2) Bulkheading, breakwater and boat dock.
(3) New street construction, storm drainage,
utilities installation and relocation.
(4) Parking area construction and refinishing of
existing street.
28. Lease relationship. It is specifically agreed and
understood that the parties intend and do hereby create a land-
lord/tenant relationship, and this agreement shall be construed
conclusively in favor of that relationship. Nothing herein
contained shall be deemed or construed by the parties hereto, nor
by any third party, as creating the relationship of principal and
01H11041.agm 26
agent or of partnership or of joint venture between the parties
hereto, it being understood and agreed that no provision con-
tained herein, nor any of the acts of the parties hereto, shall
be deemed to create any relationship between the parties herein
other than that of Landlord and Tenant.
29. Modifications. No changes or modifications to the lease
shall be made, nor any provision waived, unless in writing signed
by a person authorized to sign agreements on behalf of each
party.
30. Termination of lease. Upon occurrence of any Event of
Default, City may, at its option, in addition to any other remedy
or right hereunder or by law,
(a) give notice to Association that this lease
shall terminate upon the date specified in the
notice, which date shall not be earlier than
fifteen (15) days after the giving of such
notice, or
(b) immediately or at any time after the occurrence
of of such Event of Default, and without notice
or demand, enter upon the demised premises,
and upon the date specified in such notice, or
upon any other notice pursuant to law, or upon
such entry, this lease and the term thereof shall
terminate.
Each of the following shall be deemed an Event of Default:
(a) failure to have in effect at all times policies
of contractor's insurance, liability insurance,
01H11041.agm 27
workers' compensation
insurance and property
insurance as required elsewhere herein.
(b) intentional, knowing or fraudulent failure to
maintain strict and accurate books of account, or
to furnish said books of account to City for
inspection, as provided elsewhere herein.
(c) intentional misappropriation of project funds.
(d) abandonment of the premises;
(e) failure of Association for a period exceeding 180
days to regularly operate the Aquarium open to the
public at least five days per week during reason-
able business hours; provided, however, that there
shall be subtracted from such calculation of days
any period during which Association's failure is
attributable to acts of God or public enemy, the
elements, fire, flood, labor dispute, civil
disturbance, or other similar cause beyond Associ-
ation's control.
(f) failure of Association, within forty-five days
after written notice from City, to correct any
default in the performance or observance of any
other covenant or condition of this Lease.
(g) written notice by the Internal Revenue Service
that the exemption of the Association from
income taxation
Internal Revenue
under Section 501(c)3
Code of 1986 has been
revoked, provided however, the parties
01H11041.agm 28
federal
of the
finally
hereto
agree that in the event this lease is cancelled by
reason of such loss of tax exemption under such
Section 501(c)3 then, in good faith, the parties
will negotiate and execute a management contract
which complies with the provisions of the Internal
Revuene Code of 1986, as amended, so the interest
on the securities issued by the City to acquire
the Aquarium will not be subject to federal income
taxes.
Upon termination of this lease as hereinabove provided, or
pursuant to statute, or by summary proceedings or otherwise, City
may enter forthwith and resume possession either by summary
proceedings, or by action at law or in equity or by force or
otherwise, as City may determine, without being liable in tres-
pass or for any damages. The foregoing rights and remedies given
to City are, and shall be deemed to be, cumulative of any other
rights of City under law, and the exercise of one shall not be
deemed to be an election, and the failure of City at any time to
exercise any right or remedy shall not be deemed to operate as a
waiver of its right to exercise such right or remedy at any other
or future time.
31. Effect of termination or expiration. Upon termination
or expiration of this Agreement, all buildings and fixtures on
the Property shall become property of City. All personal prop-
erty, in such event, shall become property of City at City's
option. Should City decide to decline all or part of the per-
sonal property, it shall so notify Association within thirty days
01H11041.agm 29
of termination or expiration, and Association shall remove said
property within thirty days of its receipt of such notice. If
Association shall fail to remove such property within that time
period, City may remove and dispose of such property, and Associ-
ation shall be liable to City for all expenses incurred thereby.
Any City monies payable under this Agreement which, at the time
of termination or expiration, remain unspent, shall be returned
to or retained by City and spent by City as it sees fit.
32. Fund raising. Association will use its best efforts
during the term of this Agreement to raise sufficient funds to
fully support the Aquarium, including but not limited to, annual
fund-raising drives.
33. Publication cost. Aquarium shall pay the cost of
publishing in the legal section of the local newspaper the lease
description required by the City Charter.
34. Taxes. Association shall timely pay all ad valorem and
other taxes, if any, which shall be levied, assessed or otherwise
imposed on the demised premises during the lease term.
35. Notices. Any notices provided for under this lease
shall be given,
the notice to
Christi, Texas
mailing the
in writing, to the City, by delivering or mailing
City Manager, City Hall, P.O. Box 9277, Corpus
78469, and to the Association by delivering or
notice to Texas State Aquarium Association,
P.O. Box 31207, Corpus
Christi, Texas 78404, or any other address
as the parties may from time to time designate in writing.
01H11041.agm 30
36. Captions. The captions employed in this lease are for
convenience only and are not intended to and shall not in any way
limit or amplify the terms or provisions herein.
37. Delivery of Final Plans. By October 31, 1988, final
construction plans and specifications for the Aquarium Improve-
ments shall be delivered by Association to the City Manager.
Such final plans and specifications shall substantially and
materially conform to the plans and specifications previously
approved by City pursuant to Paragraph 1(c) of this Lease Agree-
ment and shall, in detail, quality, requirements and assurances,
be at least equivalent to City construction projects of similar
magnitude.
38. Representations; Cooperation. Association acknowledges
and agrees that the leased property and all improvements thereon
or to be constructed thereon are leased by City to Association,
and are accepted by Association "AS IS", in its then current
condition and appearance, and without any warranties by City,
express or implied, with respect to appearance, condition,
defects, habitability, fitness for any specific purpose, or the
availability of access. Association agrees that Association is
not relying and shall not rely on any statement, covenant,
representation or warranty pertaining to any of the matters
described in this paragraph which is not expressly set forth in
this Agreement. City and Association shall cooperate to enforce
all warranties and causes of action available to either party
against third parties arising out of or in any way related to
construction of the Aquarium Improvements.
01H11041.agm 31
EXECUTED in duplicate originals this the day of
, 1988, by the authorized representatives of the
parties.
ATTEST: TEXAS STATE AQUARIUM ASSOCIATION
Secretary
ATTEST:
By
President
CITY OF CORPUS CHRISTI, TEXAS
By
Armando Chapa Juan Garza
City Secretary City Manager
APPROVED:
day of , 1988
Hal George, City Attorney
By
Assistant City Attorney
THE STATE OF TEXAS }
COUNTY OF NUECES }
BEFORE ME, the undersigned authority, on this day personally
appeared Juan Garza, City Manager of the City of Corpus Christi,
Texas, a municipal corporation, known to me to be the person and
officer whose name is subscribed to the foregoing instrument, and
acknowledged to me that he executed the same as the act and deed
of said City of Corpus Christi for the purposes and consideration
therein expressed and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this the day
of , 1988.
Notary Public, State of Texas
01H11041.agm 32
EXHIBIT A
EXHIBIT B
EXHIBIT LIST
- Description of Property to be
Leased
Five (5) Year Lease Agreement Property Description:
Attachment (1): Tracts No. 1, 2, and 3: Description of
submerged parcel located behind bulkhead on
the landside.
Attachment (2): Tract No. 4: Description of submerged parcel
located on the waterside of bulkhead.
Twenty (20) Year Lease Agreement Property Description:
Attachment (3): Tract No. 5: Description of parcel behind
bulkhead on the landside.
- Attachment (1): Drawing of Aquarium Site by SMITH and RUSSO, INC.,
dated February 10, 1988.
Attachment (2): Descriptions ,of,property to be conveyed by TSAR to
City. (Being that property outlined in pink on
Exhibit B, attachment (1) drawing.)
Attachment (3): Description of non-exclusive easement granted by
TSAA to City. (Being that property marked in
orange on Exhibit B, attachment (1) drawing.)
Attachment (4): Description of property to be conveyed by the TSAA
to the City in exchange for other City property.
(Being that property marked in yellow and
identified as C-1 on Exhibit B, attachment (1)
drawing.)
EXHIBIT C - Attachment (1): Description of two properties to be exchanged:
Texas State Aquarium Exchange Parcel (C-1)
City of Corpus Christi Exchange Parcel (C-2)
EXHIBITS D & E - Prior Title Policies (in possession of City).
EXHIBIT F - Texas State Aquarium Subdivision Final Plat (Pre -Submittal
corrected per City Staff Comments February 24, 1988).
EXHIBIT G - Purchase Agreement.
EXHIBIT H - Texas State Aquarium Subdivision Fnterim Plat Unit 1.
Final
3/15/88
EXHIBIT - "A"
FIVE (5) YEAR LEASE AGREEMENT: DESCRIPTION OF SUBMERGED PARCELS
LOCATED BEHIND THE BULKHEAD ON THE
LAND SIDE.
TRACT 1:
Being a parcel of land located in Nueces County ,Texas at the
Texas State Aquarium site and being more particularly described
by metes and bounds as follows:
Beginning at a point located at the intersection of the
centerline of Canal Avenue and the East R.O.W.-of North Shoreline
Boulevard;
Thence South 58° 21' 24" East, 160.51 feet to the beginning point
of Tract 1, located in the most Southerly corner of said tract
and being the most Southerly corner of the bulkhead face.
Thence North 61° 38' 37* East , 149.10 feet along the face of the
bulkhead;
Thence South 75° 49'47* West, 67.48 feet to a corner;
Thence South 42° 57' 12' West, 50.99 feet to a corner;.
Thence South 60° 54' 27" West, :34.42 feet to the point of
beginning of Tract 1 and the Southwest corner of Tract 1,
containing 0.023 acres more or less.
TRACT 2:
Beginning at a point located at the intersection of the
centerline of Canal Avenue and the East R.O.W. of -North Shoreline
Boulevard;
Thence South 58° 21' 24* East, 235.96 feet to a corner;
Thence North 31° 38' 36" East, 130.68 feet to the point of
beginning of said Tract 2 and the Southwest corner of this
sections
Thence North 610 38' 37" East, 28.09 feet to a corner on the
bulkhead face;
Thence North 31° 38' 36' East, 174.66 feet along the Easterly
face of the bulkhead;
Page 1 of 2
Final
3/15/88
ATTACHMENT (1)
Thence South 41° 48' 10" West 50.43 feet to a corner;
Thence South 330 07' 58" West, 50.02 feet to a corner;
Thence South 34° 23' 29" West, 50.06 feet to a corner;
Thence South 33° 19' 31" West, 49.36 feet to the Southwest corner
and the point of beginning of Tract 2 containing 0.04 acres more
or less.
TRACT 3:
Beginning at a point located at the intersection of the
centerline of Canal Avenue and the East R.O.W. of North Shoreline
Boulevard;
Thence North 31° 38' 36" East, 358.75 feet along the East R.O.W.
of North Shoreline Boulevard;
Thence South 58° 21' 24" East, 250.00 feet to the beginning point
of Tract 3 and the most Southerly corner of said section;
Thence North 31° 38'36" East, 51.25 feet along the face of the
bulkhead to .a corner;
Thence North 58° 21'24" West, 120.36 feet to a bulkhead corner;
Thence North 28° 21' 21" West, 25.74 feet along the face of the
bulkhead to a point on Block F property line;
Thence South 18° 55' 11" West, 29.72 feet to a corner;
Thence South 42° 50' 59* East, 47.83 feet to a corner;
Thence South 44° 25' 14" East, 92.75 feet to the point of
beginning of Tract 3 and the most Southerly corner of said
section containing 0.11 acres more or less.
Page 2 of 2
Final
3/15/88
ATTACHMENT (I)
ORDINANCE 020257 DATED 19880329
ALSO INCLUDES A LARGE DRAWING
EXHIBIT A ATTACHMENT NO. 1
THAT IS TOO LARGE TO COPY
EXHIBIT - "A"
FIVE (51 YEAR LEASE AGREEMENT: DESCRIPTION OF SUBMERGED PARCEL
LOCATED ON THE WATERSIDE OF THE
BULKHEAD.
TRACT 4:
Being a parcel of land comprising 3.87 acres more or less,
located in Nueces County, Texas at the Texas State Aquarium site
and being more particularly described as follows:
Beginning at a point located at the intersection of centerline of
Canal Avenue and the East R.O.W. of North Shoreline Boulevard;
Thence South 58° 21' 24" East, 160.51 feet to the point of
beginning of Tract 4 and the most Southerly corner of the
bulkhead;
Thence South 310 38' 36" West, 30.00 feet to the Southwest limits
of the breakwater;
Thence South 58° 21'24" East, 32.10 feet to a corner;
Thence South 800 51' 24" East, 123.83 feet for the point -of
curvature of a circular curve to the left whose radius bears
North 090 08' 36" East , 175.00 feet and which has_ a central
angle of 67° 28' 54.12" , a radius of 175.00 feet, a tangent
distance of 116.89 feet and an arc length of 206.11 feet;
Thence, with said curve to the left, 206.11 feet for the point of
tangency;
Thence continuing North 31° 38' 36" East, 216.96 feet to a
corner;
Thence North 51° 38' 36" East, 92.95 feet to a corner;
Thence North 31° 38' 36" East, 206.07 feet to the Northeast
corner of this tract
Thence North 58° 21' 24" West, to a point located on the existing
shoreline of Corpus Christi Bay.
Thence meandering Southerly along said shoreline of Corpus
Christi Bay to the Southeast corner of Brooklyn Addition, Block
F, Lot 10=
Final
3/15/88
Page 1 of 2
Attachment (2)
'W. Thence South 37° 21' 21"Aest,.46.64:feet to 46:Orrin-
Thence South 120 1550! East, 4:72 -feet to a corner;
Thence South 580 21' 24 East, 15.00 feet to a corner;
Thence South 31° 38'36 West, 108.0 feet to a corner on the
bulkhead face.
Thence South 28° 21' 21' East, 40.00 feet to a bulkhead Corner;
Thence South 58° 21' 24" East, 120.36 feet along the face of the
bulkhead;
Thence South 310 38' 36' West, 255.00 feet along the East
bulkhead line.
Thence South 610 38' 37" West, 178.98 feet to the point of
beginning of Tract 4 and the most Southerly point of the bulkhead
face.
- Final
3/15188
, Page 2 of 2
ATTACIelliff (2)
ORDINANCE 020257 DATED 19880329
ALSO INCLUDES A LARGE DRAWING
EXHIBIT A ATTACHMENT NO. 2
THAT IS TOO LARGE TO COPY
EXHIBIT A
TWENTY (20) YEAR LEASE AGREEMENT: Description of parcel behind bulkhead on the
landside.
TRACT NO. 5
BEGINNING at a point at the intersection of the centerline extended of North
Shoreline Boulevard a one hundred (100') foot road, and Canal Avenue (9th Street) a
sixty (60') foot road as shown by map of record of Brooklyn Addition in Volume "A",
page 30-32, Map Records of Nueces County, Texas; said point of intersection having
Lambert Grid Coordinates (South Zone) of x = 2,358,012.14, y = 781,809.17,
THENCE N 31° 38' 36" E, a distance of 465.38 feet to a point for corner,
THENCE in a Southeasterly direction along a curve to the left having a central angle
of 106° 54' 36", a radius of 55.00 feet, a tangent length of 74.21 feet and an ARC
length of 102.63 feet to the end of said curve and a point for corner,
THENCE N 31° 38' 36" E, a distance of 8.00 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 25.00 feet to a point for corner,
THENCE N 31° 38' 36" E, a distance of 64.00 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 35.84 feet to a point for corner,
THENCE S 43° 48' 46" W, a distance of 2.24 feet to a point for corner,
THENCE S 37° 21' 21" W, a distance of 46.64 feet to a point for corner,
THENCE S 10° 31' 28" E, a distance of 4.61 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 15.00 feet to a point for corner,
THENCE S 31" 38' 36" W, a distance of 108.00 feet to a point for corner,
THENCE S 28° 21' 22" E, a distance of 40.00 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 120.36 feet to a point for corner,
THENCE S 31" 38' 36" W. a distance of 255.00 feet to a point for corner,
THENCE S 61° 38' 37" W, a distance of 178.98 feet to a point for corner,
THENCE N 58° 21' 24" W, a. distance of 210.34 feet to the. Point of Beginning forming
a tract embracing 131,635 square feet (3.02± acres) more or less, SAVE and EXCEPT
Tracts No. 1, 2, and 3 as described on Exhibit "A", Attachment No. 1.
Final
3/15/88
Attachment No. 3
ORDINANCE 020257 DATED 19880329
ALSO INCLUDES A LARGE DRAWING
EXHIBIT A ATTACHMENT NO. 3
THAT IS TOO LARGE TO COPY
ORDINANCE 020257 DATED 19880329
ALSO INCLUDES A LARGE DRAWING
EXHIBIT B ATTACHMENT NO. 1
THAT IS TOO LARGE TO COPY
4ti
EXHIBIT B
DESCRIPTION OF PROPERTY TO BE CONVEYED BY TEXAS STATE AQUARIUM ASSOCIATION TO THE
CITY OF CORPUS CHRISTI (Being that property outlined in pink on Exhibit "B"
Attachment No. 1).
PARCEL NO. 1 (PREVIOUSLY RIGHT-OF-WAYS)
BEGINNING at a point at the intersection of the centerlines extended of North
Shoreline Boulevard a one hundred (100') foot road and Canal Avenue (9th Street) a
sixty (60') foot road as shown by map of record of Brooklyn Addition in Volume "A",
pages 30-32, Map Records of Nuece-s County, Texas; and said point of intersection
having Lambert Grid Coordinates (South Zone) of x = 2,358,012.14, y = 781,809.17,
THENCE along said centerline extended of North Shoreline Boulevard N 31° 38' 36" E,
a distance of 465.38 feet to a point for corner,
THENCE in a Northwesterly direction along a curve to right having a central angle
of 73° 05' 24", a radius of 55.0 feet, a tangent of 40.76 feet, and an ARC length of
70.16 feet to the end of said curve and a point for corner,
THENCE N 31' 38' 36" E, a distance of 22.00 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 39.00 feet to the said centerline extended of
North Shoreline Boulevard and point for corner,
THENCE along said centerline N 31° 38' 36" E, a distance of 50.00 feet to a point
for corner,
THENCE S 58' 21' 24" E, a distance of 50.00 feet to the Southeast right-of-way line
of said North Shoreline Boulevard and a point for corner,
THENCE along the said Southeast right-of-way line of North Shoreline Boulevard S 31°
3,8' 36" W, a distance of 200.00 feet to the Northeast right-of-way line of Bennett
Street (10th Street) as shown on said Brooklyn Addition, for a point for corner,
THENCE along the said Northeast right-of-way line of Bennett Street S 58° 21' 24" E,
a distance of 126.83 feet to a point in the shoreline of Corpus Christi Bay at the
1.0 foot elevation (February 17, 1986 N.G.V.D.) to a point for corner,
THENCE along the meanders of said shoreline of Corpus Christi Bay as follows:
S 42° 50' 59" E 34.42',
S 44° 25' 14" E 93.87',
S 28" 22' 56" W 14.98', and
S 35° 17' 01" W, a distance of 13.26 feet to the Southwest right-of-way line of said
Bennett Street and a point for corner,
Final
3/15/88 -
Attachment No. 2
1 of 3
THENCE along said Southwest right-of-way line of Bennett Street N 58° 21' 24" W, a
distance of 251.11 feet to the said Southeast right-of-way line of North Shoreline
Boulevard and a point for corner,
THENCE along said Southeast right-of-way line of North Shoreline Boulevard
S 31° 38' 36" W, a distance of 300.00 feet to a 5/8" iron rod set in the Northeast
right-of-way line of said Canal Avenue and a point for corner,
THENCE along said Northeast right-of-way line of Canal Avenue S 58° 21' 24" E, a
distance of 178.61 feet to a point in the said shoreline of Corpus Christi Bay,
THENCE along the meanders of said shoreline of Corpus Christi Bay S 60° 52' 41" W, a
distance of 34.38 feet to the centerline of said Canal Avenue to a point for corner,
THENCE along said centerline of Canal Avenue N 58° 21' 24" W, a distance of 211.82'
to the Point of Beginning forming a tract embracing 50,029 square feet (1.15± acres)
more or less.
PARCEL NO. 2: (PROPERTY IN BLOCK "E")
BEGINNING at a 5/8" iron rod set in the Southeast right-of-way line of North
Shoreline Boulevard a one hundred (10.0') foot road at its point in intersection with
the Southwest right-of-way line of Bennett Street a sixty (60') foot road, said
point of intersection also being the Northernmost corner of Block E, Brooklyn
Addition, as shown by map of record of said subdivision in Volume "A", pages 30-32,
Map Records of Nueces County, Texas; and said point of intersection having Lambert
Grid Coordinates (South Zone) of x = 2,358,227.83, y = 782,063.87,
THENCE along said Southwest right-of-way line of Bennett Street S 58° 21' 24" E at
220.47 feet pass a 5/8" iron rod set for a reference point, in all a distance of
250.27 feet to a point in the shoreline of Corpus Christi Bay at the 0.7' MSL
contour line for corner,
THENCE along the meanders of said shoreline of Corpus Christi Bay being the 0.7' MSL
contour line to points as follows:
S 41° 48' 10' W
S 330 07' 58" W
S 34° 23' 29" W
S 330 19' 31" W
S 75° 49' 47" W
Final
3/15/88
50.80'
50.02'
50.06'
50.01'
42.49', to a point for corner,
Attachment No. 2
2 of 3
THENCE N 58° 21' 24" W a distance of 206.52 feet to a point for corner, said point
also being on the said Southeast right-of-way line of North Shoreline Boulevard,
THENCE along said Southeast right-of-way line of North Shoreline Boulevard N 31° 38'
36" E a distance of 230.47 feet to the Point of Beginning forming a tract embracing
54,850 square feet (1.26± acres) more or less.
PARCEL NO. 3 (PROPERTY IN BLOCK "F")
Lots 142, 143, 144, and 145, Block F, Corpus Beach Hotel Addition, a subdivision of
the City of Corpus Christi, Nueces County, Texas, as shown by the map or plat
thereof recorded in Volume 1, Page 51, Map Records of Nueces County, Texas;
Final
3/15/88
Attachment No. 2
3 of 3
ORDINANCE 020257 DATED 19880329
ALSO INCLUDES A LARGE DRAWING
EXHIBIT B ATTACHMENT NO. 2
THAT IS TOO LARGE TO COPY
EXHIBIT B
DESCRIPTION OF NON-EXCLUSIVE EASEMENT GRANTED BY TEXAS STATE AQUARIUM ASSOCIATION TO
THE CITY OF CORPUS CHRISTI (Being that property marked in orange on Exhibit "B"
Attachment No. 1 drawing).
BEGINNING at a point at the intersection of the centerline of a twenty (20') foot
alley and the common boundary lot line extended of Lot 8 and Lot 10 in Block 3,
Brooklyn Addition as shown by map of record of said subdivision in Volume "A", pages
30-32, Map Records of Nueces County, Texas; said point of intersection having
Lambert Grid Coordinates (South Zone) of x = 2,357,971_05, y = 782,104.65,
THENCE N 58° 21' 24" W, a distance of 179.41 feet to a point for corner,
THENCE N 28° 19' 58" E, a distance of 100.17 feet to a point for corner,
THENCE S 58° 21' 24 " E, a distance of 88.04 feet to a point for corner,
THENCE S 28° 21' 24" E, a distance of 148.49 feet to a point for corner,
THENCE S 88° 21' 24" E, a distance of 109.65 feet to a point for corner,
THENCE N 31° 38' 36" E, a distance of 229.42 feet to a- point for corner,
THENCE S 58° 21' 24" E, a distance of 24.59 feet to a point for corner,
THENCE S 31° 38' 36" W, a distance of 22.00 feet to a point for corner, and the
beginning of a curve to the left having a central angle of 73° 05' 24", a radius of
55.00 feet, a tangent length of 40.76 feet and an ARC length of 70.16 feet to the
end of said curve and a point for corner,
THENCE S 31° 38' 36" W, a distance of 252.72 feet to a point for corner,
THENCE N 28° 21' 24" W. a distance of 113.85 feet to a point for corner,
THENCE N 88° 21' 24" W, a distance of 69.23 feet to a point for corner,
THENCE N 67° 20' 27" W, a distance of 31.83 feet to the Point of Beginning forming a
tract embracing 36,486 square feet (0.84± acres) more or less.
Final
3/15/88
Attachment No. 3
EXHIBIT B
TEXAS STATE AQUARIUM EXCHANGE PARCEL (C-1)
A tract of land out of Block E, Brooklyn Addition, a map of which is recorded in
Volume A, Pages 30-32 of the Map Records of Nueces County, Texas and further
described by metes and bounds as follows:
BEGINNING at a 5/8" iron rod set in the Southeast right-of-way line of North
Shoreline Boulevard at its point of intersection with the Northeast right-of-way
line of a portion of Canal Avenue closed by City of Corpus Christi, Texas Ordinance
No. 17139 for the Westernmost corner of said Block "E" and of this tract; said point
of intersection having Lambert Grid Coordinates (South Zone) of x = 2,358,070.45,
y = 781,808.48.
THENCE along said Southeast right-of-way line of North Shoreline Boulevard
N 31° 38' 36" E, a distance of 69.53 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 206.52 feet to a point for corner,
THENCE S 75° 49' 47" W, a distance of 27.24 feet to a point for corner,
THENCE S 42° 57' 12" W, a distance of 50.99 feet to a point for corner,
THENCE N 58° 21' 24" W, a distance of 177.54 feet to the Point of Beginning forming
a tract embracing 12,975 square feet (0.30± Acres) more or less.
Final
3/15/88
Attachment No. 4
ORDINANCE 020257 DATED 19880329
ALSO INCLUDES A LARGE DRAWING
EXHIBIT B ATTACHMENT NO. 3
THAT IS TOO LARGE TO COPY
EXHIBIT C
TEXAS STATE AQUARIUM EXCHANGE PARCEL (C-1)
A tract of land out of Block E, Brooklyn Addition, a map of which is recorded in
Volume A, Pages 30-32 of the Map Records of Nueces County, Texas and further
described by metes and bounds as follows:
BEGINNING at a 5/8" iron rod set in the Southeast right-of-way line of North
Shoreline Boulevard at its point of intersection with the Northeast right-of-way
line of a portion of Canal Avenue closed by City of Corpus Christi, Texas Ordinance
No. 17139 for the Westernmost corner of said Block "E" and of this tract; said point
of intersection having Lambert Grid Coordinates (South Zone) of x = 2,358,070.45,
y = 781,808.48.
THENCE along said Southeast right-of-way line of North Shoreline Boulevard
N 31° 38' 36" E, a distance of 69.53 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 206.52 feet to a point for corner,
THENCE S 75° 49' 47" W, a distance of 27.24 feet to a point for corner,
THENCE S 42° 57' 12" W, a distance of 50.99 feet to a point for corner,
THENCE N 58° 21' 24" W, a distance of 177.54 feet to the Point of Beginning forming
a tract embracing 12,975 square feet (0.30± Acres) more or less.
CITY EXCHANGE PARCEL (C-2)
BEGINNING at a point of intersection of the centerline extended of Surfside
Bouleva-rd a sixty (60') foot road, and the common boundary lot line extended of Lot
8 and of Lot 10, Block 3, Brooklyn Addition, as shown by map of record of said
subdivision in Volume "A"-, pages 30-32, Map Records of Nueces County, Texas; said
point of intersection having Lambert Grid Coordinates (South Zone) of
x = 2,357,826.33 y = 782,193.84,
THENCE N 5.8° 21' 24" W a distance of 9.41 feet to a point for corner,
THENCE N 28' 19' 58" E a distance of 410.69 feet to a point for corner, and the
beginning of a curve to the right,
THENCE along said curve to the right having a central angle of 70° 16' 10", a radius
of 50.00 feet, a tangent length of 35.19 feet and an ACR length of 61.32 feet to a
point for corner,
THENCE S 31° 3-8' 36" W a distance of 457.07 feet to the point of beginning forming a
tract embracing 9,855 square feet (0.23± acres) more or less.
Final
3/15/88
Attachment No. 1
ORDINANCE 020257 DATED 19880329
ALSO INCLUDES A LARGE DRAWING
EXHIBIT C ATTACHMENT NO. 1
THAT IS TOO LARGE TO COPY
Lawyers Title Insurance Corporation
90-00-248556
E t •
wnercy
OF TITLE INSURANCE
cl.;bit- 0
Policy 90 - Texas Form T-1 Rev. 1985 Cover Sheet
035-0-090-4226,4 n.., e, a ,._.._c___ _ r ..
layers Title
Insurance Orporation
POST OFFICE BOX 50159
DALLAS. TEXAS 75250
cl.;bit- 0
Policy 90 - Texas Form T-1 Rev. 1985 Cover Sheet
035-0-090-4226,4 n.., e, a ,._.._c___ _ r ..
D
•
1 POLICY NUMBER
'N ER POLICY: 32
COUNTYTY TYPE
POLICY AMOUNT
'REMIUM
tATE CODE
7 EFFECTIVE DATE
°SURVEY AMENDMENT
5 ADDITICAAL CHAINS
190-00-248556
CI
355
$1825000.00
$8,473.50
1200
1200/0500
$1,271.03
1
2
3
4
5
6
7
8
9
Lawyers Title Insurance Corporation
CASE NUMBER
GF#7457-WM
Name of Insured:
OWNER POLICY OF
TITLE INSURANCE
DATE OF POLICY AMOUNT OF INSURANCETHE POLICY NUMBER SHOWN POLICY NUMBER
ON THIS SCHEDULE MUST
AGREE WITH THE PREPRINTED
4-10-86 $1,825,000.00 NUMBER ON THE COVER 90-00-248556
Schedule A
CORPUS CHRISTI AQUARIUM ASSOCIATION
1. The estate or interest in the land insured by this policy is (fee simple, leasehold, easement, etc., -identify or describe)
FEE SIMPLE
2. The land referred to in this policy is described as follows:
see added page
Countersigned at Corpus Christi, Texas
Policy 90 — Texas Form T - 1 (Rev. 1983)
035-0.090-4220/5 Litho in U.S.A
THIS POLICY IS INVALID
UNLESS THE COVER AND
LAWYERS TITLE SERVICES, INC.
L
WANDA E. MILES
EXECUTIVE1ZPRESDNT Countersignature
Page 1 of Sched. A
•
Owner Policy No. 90-00-24855(
^.F#7457-WM
.Lawyers Title Insurance Corporation
Page: A-2
THE SURFACE ESTATE ONLY in and to Lots One (1), Two (2), Three (3), Four
(5), Six (6), Seven (7), Eight (8), Nine (9), Ten (10), Eleven (11), and
Block E, BROOKLYN ADDITION of the City of Corpus Christi, Nueces County,
shown by the map or plat thereof, recorded at Volume A, Pages 30-32, Map
Nueces County, Texas, and being described by metes and bounds as follows:
A tract of land out of Block E, Brooklyn Addition, a map of which is recorded in
Volume A, Page 32 of the Map Records of Nueces County, Texas and further described by
metes and bounds as follows:
(4) , Five
Twelve (12),
Texas as
Records,
BEGINNING at a 5/8" iron rod set in the southeast right-of-way line of North Shorelin
Boulevard at its point of intersection with the Northeast right-of-way line of a
portion of Canal Avenue closed by City of Corpus Christi, Texas, Ordinance No. 17139
for the Westernmost corner of said Block "E" and of this tract;
THENCE along said Southeast right-of-way line of North Shoreline Boulevard N 32
degrees 00' 00" E 300.00 feet to a 5/8" iron rod set for the Northernmost corner of
this tract and of said Block E and being at the point of intersection of said Southea _
right-of-way line of North Shoreline Boulevard and the Southwest right-of-way line of
a portion of Bennett Street closed by City of Corpus Christi, Texas, Ordinance No.
16703;
THENCE along said Southwest right-of-way line of Bennett Street S 58 degrees 00' 00"
E at 220.47 feet pass a 5/8" iron rod set for a reference point, in all a distance of
250.27 feet to a point in the shoreline of Corpus Christi Bay at the 0.7' MSL contour
line;
THENCE along meanders of. said shoreline of Corpus Christi Bay being the 0.7' MSL
contour line to points as follows:
S 42 degrees
S 33 degrees
S 34 degrees
S 33 degrees
S 76 degrees
S 43 degrees
09' 34" W
29' 22" W
44' 53" W
43' 06" W
11' 11" W
18' 36" W
Southernmost corner of this tract and
right-of-way line of Canal Avenue;
50.80'
50.02'
50.06'
50.02'
69.73' and
50.99' to a point for the
said Block "E" and being in said Northeast
THENCE along said Northeast right-of-way line of Canal Avenue N 58 degrees 00' 00" W
at 20.00 feet pass a 5/8" iron rod set for reference point, in all a distance of
177.51 feet to the POINT OF BEGINNING.
a'
'awyers Tale Insura( e Corportion
CASE NUMBER DATE OF POLICY
GF#7457-WM 4-10-86
OWlth. OLICY O
TITLE INSURANC
THIS POLICY NUMBER SHOWN)POLICY NUMBER
ON THIS SCHEDULE MUST
AGREE WITH THE PREPRINTED • 90-00-248556
NUMBER ON THE COVER SHEET
Schedule B
This policy is subject to the Conditions and Stipulations hereof, the terms and conditions of the leases or easements insured,
if any, shown in Schedule A, and to the following matters which are additional exceptions from the coverage of this Policy:
1. The following restrictive covenants of record itemized below (the Company must either insert specific recording data
or state "None of record"): None of record.
2. Any CiP3tTel5B-TittFF shortages in area o:4ieat3d #iaes aFrre sar, 4s; >:tgsverizpv i rsavP
1,404. s yL e'to u-
3. Taxes for the year 19 86 and subsequent years, and subsequent assessments for prior years due to change in land usage or
ownership.
4. The following lien(s) and all terms, provisions and conditions of the instrument(s) creating or evidencing said lien(s):
Vendor's Lien retained in Deed dated April 9, 1986, from Wayne A. Johnson
and Wayne A. Johnson, II to Corpus Christi Aquarium Association, securing
payment of one certain promissory note of even date therewith in the
principal sum of $2,600,000.00, bearing interest and payable as therein
stipulated to the order of American National Bank - Corpus Christi, and
being further secured by a Deed of Trust of even date therewith to Al Jones,
Trustee. Said Deed and Deed of Trust were filed for record in the office
of the County Clerk of Nueces County, Texas, under Clerk's File Nos. 485512
and 485513, respectively on April 10, 1986.
Title to all oil, gas and minerals and other elements not constituting part of the
Surface Estate in the above described property together with all rights, privileges
and immunities relating thereto. '
Any changes in .the boundary lines of the above property caused by erosion from the
actions of the waters of Corpus Christi Bay.
Oil and Gas Lease dated July 12, 1965 executed by Nueces County Navigation District
No. 1 to Kelly Bell, recorded under Clerk's File No. 695933, and at Volume 222, Page
182, Oil and Gas Records, Nueces County, Texas and all instruments thereunder.
Policy 90 — Texas Form T - 1 (Rev. 1983;
035-0-090-4222/5 Litho in U.S.A.
Page 1 of Sched. B
rn„no. P..i,..., _ r...— ...........tip ti.. e...e n .......... .............e ..I •.... ..
k}uyers Title Insurance Corporation
90-00-248557
wnerP
olicy
OF TITLE INSURANCE
Iau)yers Title
Insurance @rporation
POST OFFICE BOX 50159
DALLAS. TEXAS 75250
Policy 90 - Texas Form T-1 Rev. 1985 Cover Sheet
035-0-090-4226/4 Owner Policy -Form prescribed by State Board of Insurance of Texas
1 POLICY
.! -R POLICY: 2 RR0 EHTY TYPE
COUNTY
90 -00-248557
4 POLICY AMOUNT
REMIUM
ATE CODE
$400,000.00
$
kwyers 2,06100 Title 5 6
InsurnnCe car
CASE NUMBER porc3 tjoj1
DATE OF POLICY
CF# 7457-WM
7 EFFECTIVE DATE
8 SURVEY AMENDMENT
9 ADDITI(?ygl CHAINS
Name of Insured:
4-10-86
1200/0500
AMOUNT OFtNSURANCE
$400,000.00
CORPUS Schedule A
CHRISTI AQUARIUM ASSOCIATION
1• The estate or interest in
the land insured by this policy is (fee simple, leasehold, easement,
to in this polis etc., -identify or describe)
as
THE POLICY NUMBER SHOWN
ON THIS SCHEDULE MUST.
AGREE WITH THE PREPRINTED
NUMBER ON THE COVER
OWNER POLICY
TITLE INSURAN(
POLICY NUMBER
90-00_248557
follows:
FE
2.
Lots One
FourHundred Forty -Two
(144) and One (142), One
ADDITION Hundred Hundred F
shown b ' a Subdivision od Forty -Five (145) °rtY-Three
Nueces Y the all (143), One
County, Texas plat thereof,trec r Corpus Christi, F' CORPUS BEACH
Forty_
recorded in Volume , Nueces co ACH HOTEL
1, Page 51, ap'Record, as
Countersigned at Cor.us Christi,
0— Texas
)90-4220/5 Form (Rev. 1983)
Litho in
U.S.A.us
Texas
THIS POL►ry ._
LAWYERS TITLE SERVICES, INC
WDA E. MILES r.,,,-
J wyers title Insura ;e Corportion
CASE NUMBER DATE OF POLICY
GF#7457-WM 4-10-86
C
THIS POLICY NUMBER SHOWN
ON THIS SCHEDULE MUST
AGREE WITH THE PREPRINTED
NUMBER ON THE COVER SHEET V
OWN POLICY (
TITLE INSURANt
POLICY NUMBER
90-00-248557
Schedule B
This policy is subject to the Conditions and Stipulations hereof, the terms and conditions of the leases or easements insured,
if any, shown in Schedule A, and to the following matters which are additional exceptions from the coverage of this Policy:
1. The following restrictive covenants of record itemized below (the Company must either insert specific recording data
or state "None of record"): None of record.
2. Any diss-a-up,fI t.4 %r shortages in area or #i e s s, amp 9f
3. Taxes for the year 19 86 and subsequent years, and subsequent assessments for prior years due to change in land usage or
ownership.
4. The following lien(s) and all terms, provisions and conditions of the instrument(s) creating or evidencing said tien(s):
Deed of Trust dated April 9, 1986, from Corpus Christi Aquarium Association to
Al Jones, Trustee, securing payment of one note of even date therewith in the
principal sum of $2,600,000.00, bearing interest and payable as therein stipulated
to the order of American National Bank - Corpus Christi, filed for record in the
office of the County Clerk of Nueces County, Texas, under Clerk's File No. 485513.
Title to all oil, gas and minerals and other elements not constituting part of the
Surface Estate in the above described property together with all rights,privileges
and immunities relating thereto.
Any changes in the boundary lines of the above property caused by erosion from the
actions of the waters of Corpus Christi Bay.
Oil and Gas Lease dated July 12, 1965 executed by Nueces County Navigation District
No. 1 to Kelly Bell, recorded under Clerk's File No. 695933, and at Volume 222, Page
182, Oil and Gas Records, Nueces County, Texas, and all instruments thereunder.
Page 1 of Sched. B
Policy 90 — Texas Form T . 1 (Rev. 1983:
035-0-090-4222.'5 Litho in U.S.A_
ORDINANCE 020257 DATED 19880329
ALSO INCLUDES A LARGE DRAWING
EXHIBIT F
THAT IS TOO LARGE TO COPY
MARKED COPY LEGEND
A indicates deletion
indicates addition
[ ] indicates substitution
[ indicates entire section or paragraph added
> indicates entire section or paragraph deleted
JDC/D4
PURCHASE AGREEMENT
Parties
The parties to this Purchase Agreement (herein called this
"Agreement") are the Texas State Aquarium Association, a Texas
nonprofit corporation (herein called the "Association"), and the
City of Corpus Christi, Texas, a Texas home rule city (herein
called the "City").
Definitions
For purposes of this Agreement, the following terms shall
have the indicated meanings:
a. The term "Aquarium" shall mean the public aquarium
which the Association plans to construct in Corpus Christi,
Texas, and operate on a nonprofit basis for multiple public
purposes.
--b. The term "Aquarium Lease" shall mean the agreement
between the City and the Association entitled "Aquarium
Lease" which pertains to the development and: -operation of
the Aquarium by the Association and the lease of the
Aquarium by the City to the Association.
c. The term "Aquarium Parcel One" shall mean the real
property in Nueces County, Texas, which was acquired by the
Association from third parties and which is described on the
attached Exhibit I, which Exhibit I is incorporated herein
by reference for all purposes.
d. The term "Aquarium Parcel Two" shall mean the real
property in Nueces County, Texas, which was or will be
acquired by the Association after the closing of certain
public streets and which is described on the attached
Exhibit II, which Exhibit II is incorporated herein by
reference for all purposes.
e. The term "Association Exchange Tract" shall mean
the real property in Nueces County, Texas, acquired by the
Association from third parties and which is described on the
attached Exhibit III, which Exhibit III is incorporated
herein by reference for all purposes.
f. The term "City Exchange Tract" shall mean the real
property in Nueces County, Texas, which will be acquired by
the City after the closing of certain public streets and
which is described on the attached Exhibit IV, which
ET X t%;(417 6 C24
1,
Exhibit IV is incorporated herein by reference for all pur-
poses.
g. The term "Easement Tract" shall mean the real
property in Nueces County, Texas, described on the attached
Exhibit V, which Exhibit V is incorporated herein by refer-
ence for all purposes.
h. The term "Easement" shall mean a perpetual, non-
exclusive easement for a pedestrian walkway upon and across
the Easement Tract, which easement shall be appurtenant to
and shall run with Aquarium Parcel One and Aquarium Parcel
Two, and which is more fully described hereinbelow.
i. The term "Architect" shall mean the architectural
firm of Phelps Garza Bomberger or its successor.
J.
Lawyers
The term "Title Insurance Company" shall mean
Title Insurance Corporation or its successor.
k. The term "Title Agency" shall mean Lawyers Title.
Services, Inc., in Corpus Christi, Texas, or its successor.
-l. The term "Escrow Agent" shall mean First City Bank
of Corpus Christi, a State Banking Association, or its
successor.
m. The term "Plans" shall mean the final construction
plans and specifications for the Aquarium delivered by the
Association to the City pursuant tonParagraph [373of the
Aquarium Lease as such final construction plans and specifi-
cations may be modified, if applicable, in accordance with
the provisions of this Agreement.
n. The term "Property" shall mean collectively
(i) Aquarium Parcel One, (ii) Aquarium Parcel Two, (iii) the
buildings and improvements to be constructed on Aquarium
Parcel One and Aquarium Parcel Two pursuant to the Plans,
and (iv) the Easement.
o. The terms "Interim Construction Loan" and "City
Purchase Account" shall have the same meaning herein as in
the Aquarium Lease.
p. The term "Interim Construction Lender" shall mean
the provider or providers of the Interim Construction Loan.
q. The term "Permitted Exceptions" shall mean the
matters set forth on the attached Exhibit VI, which
Exhibit VI is incorporated herein by reference for all
purposes.
-2-
r. The term "Independent Architect" shall mean the
architect or architectural firm designated by the Interim
Construction Lender as its independent inspecting architect
in the interim construction loan agreement executed by the
Association at the "Closing" as defined in the Aquarium
Lease, or any substitute approved in writing by the City,
acting through its City Manager, the Association and the
Interim Construction Lender.
s. The term "Certificate of Substantial Completion"
shall mean the current edition of the form of Certificate of
Substantial Completion promulgated by The American Institute
of Architects, executed by the Architect, and certifying the
substantial completion of the construction of the Aquarium
in accordance with the Plans.
t. The term "Concurrence Letter" shall mean a letter
from the Independent Architect to the City stating that
based only upon (i) the Independent Architect's review of
the Certificate of Substantial Completion and (ii) a walk-
through of the Aquarium and visual inspection of exposed
surfaces and finishes, the Independent Architect concurs
with the Architect's certification in the Certificate of
Substantial Completion that the construction of the Aquarium
has been substantially completed.
Premises
Upon completion of the Aquarium as herein provided, the -
Association has agreed to sell and the City has agreed to pur-
chase the Property. In addition, upon completion of the Aquarium
or at such time thereafter as the City acquires fee simple title
to the City Exchange Tract, the City and the Association have
agreed to exchange the City Exchange Tract and the Association
Exchange Tract.
Agreement
In consideration of the premises, the covenants contained in
the Aquarium Lease, and other good and valuable consideration
exchanged between the City and the Association, the receipt and
sufficiency of which are hereby acknowledged, the City and the
Association agree as follows:
1. Purchase and Sale. The Association, for the considera-
tion and upon the terms herein provided, agrees to sell and
convey to the City, and the City agrees to purchase from the
Association, the Property (said sale and purchase is sometimes
referred to herein as the "Purchase").
2. Exchange. Upon the terms herein provided, the
Association agrees to convey the Association Exchange Tract to
the City in exchange for the City's conveyance to the Association
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n
of the City Exchange Tract (said exchange between the Association
and the City is sometimes referred to herein as the "Exchange").
3. Sales Price. The total sales price to be paid by the
City to the Association on the Date of Closing is an amount equal
to $10,000,000.00 plus the Adjustment Amount (the term
"Adjustment Amount" is defined below). The total purchase price
shall be paid to the Association in cash or by cashier's check or
certified check as hereinafter provided.
Simultaneous with the execution of this Agreement, the City
shall deposit in the City Purchase Account with the Escrow Agent
the sum of $10,000,000.00. The Escrow Agent shall hold the
$10,000,000.00 pursuant to the terms of the Escrow Agreement l
and among the Association, the City and the Escrow Agent
pertaining to said $10,000000.00 (hereinafter called the "Escrow
Agreement"). The term "Adjustment Amount" shall mean an amount
of money equal to the monies actually paid by the Association as
interest on the Interim Construction Loan, not to exceed the
total amount of money earned on the $10,000,000.00 while held by
the Escrow Agent pursuant to the Escrow Agreement less any amount
of such total amount earned required to be paid to the United
States by the City pursuant to Section 148 of the Internal
Revenue Code of 1986, as amended, to the date of issuance of the
obligations issued to provide such $10,000,000.00,
4. Title Policy. Upon closing of the Purchase, the
Association shall cause to be delivered to the City an Owner
Policy of Title Insurance issued by the Title Insurance Company
through the Title Agency in the form prescribed by the State
Board of Insurance of the State of Texas, dated as of the Date of
Closing or later, issued to the City in the amount of the total
purchase price paid by the City to the Association for the
Property, guaranteeing the City's title to the Property to be
good and indefeasible subject only to the Permitted Exceptions
and the usual and customary title exceptions printed and other-
wise contained in a standard Owner Policy of Title Insurance.
The Owner Policy of Title Insurance described in this paragraph
is hereinafter sometimes called the "Purchase Title Policy."
Notwithstanding anything herein to the contrary, if on the Date
of Closing (i) all of the portions of the public streets and
alleys which comprise part of the Easement Tract have not been
closed, and (ii) the Association has not acquired title to said*
portions of said public streets, then the Purchase Title Policy
shall only describe and insure the Easement insofar as it
pertains to that portion of the Easement Tract not consisting of
said public streets or alleys.
Upon closing of the Exchange, the Association shall cause to
be delivered to the City an Owner Policy of Title Insurance
issued by the Title Insurance Company through the Title Agency in
the form prescribed by the State Board of Insurance of the State
of Texas, dated as of the Date of Closing or later, issued to the
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City in an amount not less than $89,000.00, guaranteeing the
City's title to the Association Exchange Tract to be good and
indefeasible subject only to the Permitted Exceptions and the
usual and customary title exceptions printed and otherwise con-
tained in a standard Owner Policy of Title Insurance. The Owner
Policy of Title Insurance described in this paragraph is herein-
after sometimes called the "Exchange Title Policy."
The Association shall pay twenty percent (20%) and the City
shall pay eighty percent (80%) of the premiumAfor the Purchase
Title Policy The premiumAfor the Purchase Title Policy shall be
deemed to include any premium paid by the Association for any
other title insurance policy which the Title Agency allows as a
credit for the payment of the premium forAthe Purchase Title
Policy,nor which the Title Agency is permitted to take into
account for purposes of discounting the premium to be paid for
the Purchase Title PolicYkThe premium for the Exchange Title
Policy shall be paid by the Association.
5. Deeds. On the Date of Closing, the Association shall
execute a Deed conveying the Property to the City. The form of
such Deed is attached hereto as Exhibit VII, which Exhibit VII is
incorporated herein by reference for all purposes.
On or after the Date of Closing as hereinafter provided,
(i) the Association shall execute and deliver a Deed conveying
the Association Exchange Tract to the City, and (ii) the City
shall execute and deliver a Deed conveying the City Exchange
Tract to the Association. Such Deeds shall be in the form
attached hereto as Exhibit VIII, which Exhibit VIII is incor-
porated herein by reference for all purposes.
6. Purchase Closing. The closing of the Purchase (herein
sometimes called the "Purchase Closing") shall be onAor before
thirty (30) days after the Association gives written notice to
the Escrow Agent and the City that substantial completion (as
that term is defined in the Certificate of Substantial Comple-
tion) of the construction of the Aquarium in accordance with the
PlansAhas occurred (herein called the "Date of Closing").
At the Purchase Closing, the following shall occur:
a. At least ten (10) days prior to the Date of
Closing, the Escrow Agent shall have been furnished with
(i) a Certificate of Substantial CompletionAexecuted by the
Architect which certifies the substantial completion of the
construction of the Aquarium in accordance with the Plans;
(ii) a Commitment For Title Insurance issued to the City by
the Title Insurance Company through the Title Agency, dated
within eighty (803 days of the Date of Closing, evidencing
the commitment of the Title Insurance Company to issue to
the City the Purchase Title Policy; (iii) a copy of the
executed Deed described herein conveying the Property from
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the Association to the City certified by the Title Agency as
being a true and correct copy of the original, executed copy
held by the Title Agency; (iv) a copy of a letter from the
Interim Construction Lender to the Title Agency stating the
total amount of money paid or to be paid by the Association
through the Date of Closing as interest on the Interim
Construction Loan; (v) a letter from the Title Agency to the
Escrow Agent stating that the Title Agency has made arrange-
ments to satisfy all conditions precedent to the issuance of
the Purchase Title Policy upon the Title Agency's receipt of
the total purchase price and the other sum described below
in subparagraph b; (vi) a Settlement Statement which sets
forth the total purchase price, the description and amount
of any expenses to be paid by the City, the description and
amount of any credits against the total purchase price
permitted under this Agreement, and a schedule of the
disbursements to be made by the Title Agency of the total
amount to be paid by the City pursuant to this Agreement;
(vii) a letter addressed to the Title Agency for execution
by the Escrow Agent on behalf of the City stating that the
form of the above Commitment For Title Insurance is
acceptable to the City;n(viii) tax certificates from all
taxing authorities evidencing that there are no delinquent
taxes and assessments pertaining to the Property; and
(ix) the Concurrence Letter from the Independent Arc itect.
The City shall be furnished with copies of the items
described in this subparagraph at the same time they are
furnished to the Escrow Agent.
b. Upon Escrow Agent's receipt of the items described
in surparagraph a above, Escrow Agent shall within ten (10)
days (i) execute on behalf of the City the Settlement
Statement; (ii) execute on behalf of the City the letter
addressed to the Title Agency pertaining to the Commitment
For Title Insurance; and (iii) deliver to the Title Agency
the executed Settlement Statement, the executed letter, the
total purchase price, and .an amount equal to the total of
the City's expenses shown on the Settlement Statement net of
any allowable credits.
c. Upon the Title Agency's receipt of the executed
Settlement Statement, the executed letter, the total
purchase price and the amount of the City's net expenses,
the Title Agency shall (i) file the original copy of the
Deed conveying the Property to the City with the Nueces
County Clerk for recording in the Deed Records of Nueces
County, Texas; (ii) disburse the total amount received from
the Escrow Agent pursuant to the Settlement Statement; and
(iii) issue the Purchase Title Policy and deliver it to the
City.
7. Exchange Closing. The closing of the Exchange (herein
sometimes called the "Exchange Closing") shall be on the Date of
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Closing or as soon thereafter as the City acquires fee simple
title to the City Exchange Tract. The Exchange Closing shall be
held in the office of the Title Agency or such other location as
may be mutually acceptable to the Association and the City.
At the Exchange Closing, the following shall occur:
a. The Association shall execute and deliver to the
City the Deed conveying the Association Exchange Tract.
b. The City shall execute and deliver to the
Association the Deed conveying the City Exchange Tract.
c. The Association and the City shall execute and
deliver to the Title Agency any and all documents the Title
Agency may reasonably require to close the Exchange and
cause the Exchange Title Policy to be issued to the City.
The AssociationAshallA paynall expenses associated withAthe
Exchange Closing as herein provided.
8. Escrow Agreement. AThe Escrow AgreementAshall
specifically provide for, authorize and direct the Escrow Agent's
performance of the Escrow Agent's tasks described above in
Paragraph 6 and elsewhere in this Agreement. If the Escrow
Agreement terminates pursuant to its terms prior to the Escrow
Agent's performance of the duties described in Paragraph 6b
above, then this Agreement and the Aquarium Lease shall
automatically terminate and be without further force or effect,
and neither the Association nor the City shall have any further
rights, duties, obligations or liabilities under this Agreement
or the Aquarium Lease.
9. Construction of Aquarium. The Association shall cause
the Aquarium to be constructed in accordance with the Plans. •The
Plans may be modified from time to time by the Association
provided such modifications do not materially alter the design
concepts evidenced by the Plans as originally approved by the
City. Any modifications to the Plans which materially alter such
design concepts must be approved in writing by the City Manager.
10. Authority of City Manager. By its execution of this
Agreement, the City authorizes its City Manager to act in its
behalf and to take such action and do all things which may be
necessary to perform the City's obligations under this Agreement
and to implement the provisions hereof.
11. Default. If the Purchase and the Exchange are not
closed by reason of default of the Association for any reason,
except title defects, the City's default or other conditions
permitting the Association's nonperformance as herein provided,
then the City may seek such relief as may be provided at law or
in equity. Notwithstanding anything in this Agreement to the
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contrary, the Association shall have no obligation to incur any
expense or take any action to cure or remove any title exception
or defect to which the City may object under this Agreement. If
the Association fails to cure or remove any such title exception
or defect prior to the applicable closing, then the City, as the
City's sole and exclusive remedy, may either cancel this
Agreement, thereby relieving both the City and the Association
from any further rights, obligations or privileges under this
Agreement, or waive such objection and accept the deed and title
policy to the property to which such objection applies subject to
such title exception or defect. In no event shall the
Association be liable for damages, specific performance or other
legal or equitable action if any such title exception or defect
is not cured or removed by the Association prior to the appli-
cable closing, or if the Association is unable to deliver to the
City any title insurance policy provided for herein.
If the Purchase and the Exchange are not closed by reason of
default of the City for any reason, except the Association's
default or other conditions permitting the City's nonperformance
as herein provided, then the Association may seek such relief as
may be provided at law or in equity.
12. Representations of the Association. The City acknowl-
edges and agrees that the Property and the Association Exchange
Tract are to be sold, conveyed and delivered by the Association
to the City at closing, and accepted by the City "AS IS", in its
then current condition and appearance, and without any warranties
by the Association, express or implied, with respect to appear-
ance, condition, defects, habitability, fitness for any specific
purpose, the availability of utilities and access, or zoning.
The City agrees that the City is not relying and shall not rely
on any statement, covenant, representation or warranty pertaining
to any of the matters described in this paragraph which is not
expressly set forth in this Agreement. The Association shall
assign to the City in the Deed attached hereto as Exhibit VII all
of the Association's right, title and interest in and to any and
all warranties and causes of action available to the Association
with respect to the construction of the Aquarium.
13... Proration and Costs. The Deeds described in this
Agreement shall be prepared by the Association and recorded at
its expense. The City and the Association shall each pay
one-half (1/2) of the cost of any Title Agency escrow fees. The
costs of the Purchase Title Policy and the Exchange Title Policy
shall be paid by each party as provided above.A
14. Source of City Funds. Notwithstanding anything in this
Agreement to the contrary, the City and the Association agree
that (i) the total sales price (defined in Paragraph 3 above) and
all expenses to be paid by the City as herein provided shall be
paid only from the moniesheld by the Escrow Agent on the Date of
Closing pursuant to the Escrow Agreement; (ii) the City shall not
be obligated to pay the amount of any expenses to be paid by the
City hereunder which are in excess of the total amount of monies
held by the Escrow Agent on the Date of Closing pursuant to the
Escrow Agreement after deducting the total sales price; and
(iii) the Association shall pay the amount of any such excess
expenses on the Date of Closing.
15. Notices. Any notice, demand or other communication
required or permitted to be given to either party hereunder shall
be in writing and shall be deemed to have been delivered when
actually received or, regardless of whether or not received, on
the third business day after having been deposited in the United
States mail, registered or certified mail, return receipt
requested, postage prepaid, addressed to the respective party at
the address indicated below, or to such other address as may
hereafter be indicated by written notice delivered in accordance
with the terms hereof to the other party:
If to the City:
City Manager
City Hall
P. O. Box 9277
Corpus Christi, TX 78469
If to the Association: Texas State ,Aquarium Association
P. O. Box 331307
Corpus Christi, TX 78404
16. Miscellaneous. This Agreement is intended to be
separate and distinct from the Aquarium Lease. To the extent of
any conflict between the provisions of the Aquarium Lease and
this Agreement which address the same subject matter, the terms
of this Agreement shall control. This Agreement shall be binding
upon the Association and the City and their respective successors
and assigns. Time is of the essence under this Agreement for all
purposes. It is agreed (a) this Agreement shall not be modified,
changed, discharged or voluntarily terminated except by an
instrument in writing signed by the party or parties against whom
enforcement of any such modification, change, addition or deter-
mination is sought; (b) this Agreement shall be construed in
accord with the laws of the State of Texas; and (c) this Agree-
ment may be executed in any number of counterparts, each of which
shall constitute one and the same contract.
DATED this
day of , 198
TEXAS STATE AQUARIUM ASSOCIATION
By:
Print
Print
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Name: 9 -
Name:
Title:
ATTEST: CITY OF CORPUS CHRISTI, TEXAS
By:
Print Name: Print Name:
APPROVED:
City Secretary City Manager
day of , 198
HAL GEORGE, CITY ATTORNEY
By:
Print Name:
Print Title:
THE STATE OF TEXAS §
COUNTY OF NUECES §
Before me, the undersigned authority, on this day personally
appeared , President of the Texas
State Aquarium Association, a Texas nonprofit corporation, known
to me to be the person and officer whose name is subscribed to
the foregoing instrument, and acknowledged to me that he executed
the same as the act and deed of said corporation, for the
purposes and consideration therein expressed and in the capacity
therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this the day
of , 198 .
Notary Public, State of Texas
Print Name:
My Commission Expires:
THE STATE OF TEXAS §
COUNTY OF NUECES §
Before me, the undersigned authority, on this day personally
appeared , City Manager of the City
of Corpus Christi, Texas, a municipal corporation, known to me to
be the person and officer whose name is subscribed to the
foregoing instrument, and acknowledged to me that he executed the
same as the act and deed of said City of Corpus Christi, Texas,
for the purposes and consideration therein expressed and in the
capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this the day
of , 198 .
Notary Public, State of Texas
Print Name:
My Commission Expires:
EXHIBIT I
TO THE PURCHASE AGREEMENT BETWEEN THE
TEXAS STATE AQUARIUM ASSOCIATION, A TEXAS
NONPROFIT CORPORATION, AND THE CITY OF
CORPUS CHRISTI, A TEXAS HOME RULE CITY
Aquarium Parcel One:
Tract 1:
BEGINNING at a 5/8" iron rod set in the Southeast right-of-way line of North
Shoreline Boulevard a one hundred (100') foot road at its point in intersection with
the Southwest right-of-way line of Bennett Street a sixty (60') foot road, said
point of intersection also being the Northernmost corner of Block E, Brooklyn
Addition, as shown by map of record of said subdivision in Volume "A", pages 30-32,
Map Records of Nueces County, Texas; and said point of intersection having Lambert
Grid Coordinates (South Zone) of x = 2,358,227.83, y = 782,063.87,
THENCE along said Southwest right-of-way line of Bennett Street S 58" 21' 24" E at
220.47 feet pass a 5/8" iron rod set for a reference point, in all a distance of
250.27 feet to a point in the shoreline of Corpus Christi Bay at the '0,.7' MSL
contour line for corner,
THENCE along the meanders of said shoreline of Corpus Christi Bay being the 0.7' MSL
contour line to points as follows:
S 41° 48' 10" W 50.80'
S 33° 07' 58" W 50.02'
S 34° 23' 29" W 50.06'
S 33° 19' 31" W 50.01'
S 75° 49' 47" W 42.49', to a point for corner,
THENCE N 58° 21' 24" W a distance of 206.52 feet to a point for corner, said point
also being on the said Southeast right-of-way line of North Shoreline Boulevard,
THENCE along said Southeast right-of-way line of North Shoreline Boulevard N 31° 38'
.36" E a distance of 230.47 feet to the Point of Beginning forming a tract embracing
54,850.00 square feet (1.26± acres) more or less.
Tract 2:
Lots 142, 143, 144, and 145, Block F, Corpus Beach Hotel
Addition, a subdivision of.the Cit
County, Texas, as shown by the maoy of Corpus Christi, Nueces
r pl
Volume 1, Page 51, Map Records of Nuecesat Countthey, f T recorded in
County, Texas;
27.14
EXHIBIT II
TO THE PURCHASE AGREEMENT BETWEEN THE
TEXAS STATE AQUARIUM ASSOCIATION, A TEXAS
NONPROFIT CORPORATION, AND THE CITY OF
CORPUS CHRISTI, A TEXAS HOME RULE CITY
Aquarium Parcel Two:
BEGINNING at a point at the intersection of the centerlines extended of North
Shoreline Boulevard a one hundred (100') foot road and Canal Avenue (9th Street) a
sixty (60') foot road as shown by map of record of Brooklyn Addition in Volume "A",
pages 30-32, Map Records of Nueces County, Texas; and said point of intersection
having Lambert Grid Coordinates (South Zone) of x = 2,358,012.14, y = 781,809.17,
THENCE along said centerline extended of North Shoreline Boulevard N 31° 38' 36" E,
a distance of 465.38 feet to a point for corner,
THENCE in a Northwesterly direction along a curve to right having a central angle
of 73° 05' 24", a radius of 55.0 feet, a tangent of 40.76 feet, and an ARC length of
70.16 feet to the end of said curve and a point for corner,
THENCE N 31° 38' 36" E, a distance of 22.00 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 39.00 feet to the said centerline extended of
North Shoreline Boulevard and point for corner,
THENCE along said centerline N 31° 38' 36" E, a distance of 50.00 feet to a .point
for corner,
THENCE S 58° 21' 24" E, a distance of 50.00 feet to the Southeast right-of-way line
of said North Shoreline Boulevard and a point for corner,
THENCE along the said Southeast right-of-way line of North Shoreline Boulevard S 31°
a8' 36" W, a distance of 200.00 feet to the Northeast right-of-way line of Bennett
Street (10th Street) as shown on said Brooklyn Addition, for a point for corner,
THENCE along the said Northeast right-of-way line of Bennett Street S 58° 21' 24" E,
a distance of 126.83 feet to a point in the shoreline of Corpus Christi Bay at the
1.0 foot elevation (February 17, 1986 N.G.V.D.) to a point for corner,
THENCE along the meanders of said shoreline of Corpus Christi Bay as follows:
S 42° 50' 59" E 34.42',
S 44° 25' 14" E 93.87',
S 28° 22' 56" W 14.98', and
S 35° 17' 01" W, a distance of 13.26 feet to the Southwest right-of-way line of said
Bennett Street and a point for corner,
27.14
THENCE along said Southwest right-of-way line of Bennett Street N 58° 21' 24" W, a
distance of 251.11 feet to the said Southeast right-of-way line of North Shoreline
Boulevard and a point for corner,
THENCE along said Southeast right-of-way line of North Shoreline Boulevard
S 31° 38' 36" W, a distance of 300.00 feet to a 5/8" iron rod set in the Northeast
right-of-way line of said Canal Avenue and a point for corner,
THENCE along said Northeast right-of-way line of Canal Avenue S 58° 21' 24" E, a
distance of 178.61 feet to a point in the said shoreline of Corpus Christi Bay,
THENCE along the meanders of said shoreline of Corpus Christi Bay S 60° 52' 41" W, a
distance of 34.38 feet to the centerline of said Canal Avenue to a point for corner,
THENCE along said centerline of Canal Avenue N 58" 21' 24" W, a distance of 211.82'
to the Point of Beginning forming a tract embracing 50,029 square feet (1.15± acres)
more or less.
EXHIBIT II
Page 2 of 2
EXHIBIT III
TO THE PURCHASE AGREEMENT BETWEEN THE
TEXAS STATE AQUARIUM ASSOCIATION, A TEXAS
NONPROFIT CORPORATION, AND THE CITY OF
CORPUS CHRISTI, A TEXAS HOME RULE CITY
Aquarium Exchange Tract:
BEGINNING at a 5/8" iron rod set in the Southeast right-of-way line of North
Shoreline Boulevard at its point of intersection with the Northeast right-of-way
line of a portion of Canal Avenue closed by City of Corpus Christi, Texas Ordinance
No. 17139 for the Westernmost corner of said Block "E" and of this tract; said point
of intersection having Lambert Grid Coordinates (South Zone) of x = 2,358,070.45,
y = 781,808.48.
THENCE along said Southeast right-of-way line of North Shoreline Boulevard
N 31° 38' 36" E, a distance of 69.53 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 206.52 feet to a point for corner,
THENCE S 75° 49' 47" W, a distance of 27.24 feet to a point for corner,
THENCE S 42° 57' 12" W, a distance of 50.99 feet to a point for corner,
THENCE N 58° 21' 24" W, a distance of 177.54 feet to the Point of Beginning forming
a tract embracing 12,975 square feet (0.30± Acres) more or less.
27.14
EXHIBIT IV
TO THE PURCHASE AGREEMENT BETWEEN THE
TEXAS STATE AQUARIUM ASSOCIATION, A TEXAS
NONPROFIT CORPORATION, AND THE CITY OF
CORPUS CHRISTI, A TEXAS HOME RULE CITY
City Exchange Tract:
BEGINNING at a point of intersection of the centerline extended of Surfside
Boulevard a sixty (60') foot road, and the common boundary lot line extended of Lot
8 and of Lot 10, Block 3, Brooklyn Addition, as shown by map of record of said
subdivision in Volume "A", pages 30-32, Map Records of Nueces County, Texas; said
point of intersection having Lambert Grid Coordinates (South Zone) of
x = 2,357,826.33 y = 782,193.84,
THENCE N 58° 21',24" W a distance of 9.41 feet to a point for corner,
THENCE N 28° 19' 58" E a distance of 410.69 feet to a point for corner, and the
beginning of a curve to the right,
THENCE along said curve to the right having a central angle of 70° 16' 10", a radius
of 50.0 feet, a tangent length of 35.19 feet and an ACR length of 61.32 feet to a
point for corner,
THENCE S 31° 38' 36" W a distance of 457.07 feet to the point of beginning forming a
tract embracing 9,855 square feet (0.23± acres) more or less.
27.14
EXHIBIT V
TO THE PURCHASE AGREEMENT BETWEEN THE
TEXAS STATE AQUARIUM ASSOCIATION, A TEXAS
NONPROFIT CORPORATION, AND THE CITY OF
CORPUS CHRISTI, A TEXAS HOME RULE CITY
Easement Tract:
BEGINNING at a point at the intersection of the centerline of a twenty (20') foot
alley and the common boundary lot line extended of Lot 8 and Lot 10 in Block 3,
Brooklyn Addition as shown by map of record of said subdivision in Volume "A", pages
30-32, Map Records of Nueces County, Texas; said point of intersection having
Lambert Grid Coordinates (South Zone) of x = 2,357,971.05, y = 782,104.65,
THENCE N 58° 21' 24" W, a distance of 179.41 feet to a point for corner,
THENCE N 28° 19' 58" E, a distance of 100.17 feet to a point for corner,
THENCE S 58° 21' 24 " E, a distance of 88.04 feet to a point for corner,
THENCE S 28" 21' 24" E, a distance of 148.49 feet to a point for corner,
THENCE S. 88° 21' 24" E, a distance of 109.65 feet to a point for corner,
THENCE N 31° 38' 36" E, a distance of 229.42 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 24.59 feet to a point for corner,
THENCE S 31° 38' 36" W, a distance of -22.00 feet to a point for corner, and the
beginning of a curve to the left having a central angle of 73° 05' 24", a radius of
55.0 feet, a tangent length of 40.76 feet and an ARC length of 70.16 feet to the end
of said curve and a point for corner,
THENCE S 31° 38' 36" W, a distance of 252.72 feet to a point for corner,
THENCE N 28° 21' 24" W, a distance of 113.85 feet to a point for corner,
THENCE N 88° 21' 24" W, a distance of 69.23 feet to a point for corner,
THENCE N 67° 20' 27" W, a distance of 31.83 feet to the Point of Beginning forming a
tract embracing 36,486 square feet (0.84± acres) more or less.
27.14
EXHIBIT VI
TO THE PURCHASE AGREEMENT BETWEEN THE
TEXAS STATE AQUARIUM ASSOCIATION, A TEXAS
NONPROFIT CORPORATION, AND THE CITY OF
CORPUS CHRISTI, A TEXAS HOME RULE CITY
Permitted Exceptions:
1. Any and all existing leases covering oil, gas or
other minerals and all outstanding royalty and mineral
interests in and to the oil, gas and other minerals situated
in, on or under the real property herein described. All
assignments of said leases and said royalty and mineral
interests.
2. Any changes in the boundary lines of the real
property herein described caused by erosion from the actions
of the waters of Corpus Christi Bay.
3. Rights of parties in possession, if any, and any
visible and apparent easements or rights-of-way upon or
affecting the real property herein described.
4. All matters shown on any map or plat of all or any
portion of the real property herein described filed of
record in the office of the Nueces County Clerk.
5. Any public streets or alleys upon or across the
real property herein described.
6. Notice to purchasers that no flood disaster
assistance will be provided by the U.S. Small Business
Administration as long as the property described in said
Notice remains flood prone, executed by Ruby B. Rowden on
April 12, 1982, recorded in Volume 1819, Page 668, Deed
Records of Nueces County, Texas.
7. The terms and conditions of the Aquarium Lease.
8. Any other matter approved in writing by the City
acting through its City Manager.
27.14
EXHIBIT VII
TO THE PURCHASE AGREEMENT BETWEEN
TEXAS STATE AQUARIUM ASSOCIATION,
A TEXAS NONPROFIT CORPORATION, AND
THE CITY OF CORPUS CHRISTI,
A TEXAS HOME RULE CITY
THE STATE OF TEXAS §
COUNTY OF NUECES §
DEED
KNOW ALL MEN BY THESE PRESENTS:
THAT Texas State Aquarium Association, a Texas nonprofit
corporation ("Grantor"), for and in consideration of the sum of
Ten Dollars ($10.00) and other good and valuable consideration
paid to Grantor by the City of Corpus Christi, a Texas home rule
city ("Grantee"), the receipt and sufficiency of which are hereby
acknowledged, has GRANTED, SOLD AND CONVEYED, and by these
presents does GRANT, SELL AND CONVEY, subject to the matters
herein set forth, unto Grantee, the following:
(i) The property in Nueces County, Texas, described on the
attached Exhibit A, which Exhibit A is incorporated
herein by reference for descriptive purposes (herein
called "Parcel One");
(ii) All of Grantor's rights, titles and interests in and to
the property in Nueces County, Texas, described on the
attached Exhibit B, which Exhibit B is incorporated
herein by reference for descriptive purposes (herein
called "Parcel Two"); and
(iii) All of Grantor's rights, titles and interests in and to
a perpetual, non-exclusive easement for a pedestrian
walkway (herein called the "Easement") upon and across
the property in Nueces County, Texas, described on the
attached Exhibit C, which Exhibit C is incorporated
herein for descriptive purposes (herein called the
"Easement Tract");
TO HAVE AND TO HOLD Parcel One and all of Grantor's rights,
titles and interests in and to the Easement and Parcel Two,
subject to the matters herein set forth, together with all and
singular the rights and appurtenances thereto in anywise
belonging, unto Grantee and Grantee's successors and assigns
forever; and Grantor does hereby bind Grantor and Grantor's
successors to (i) WARRANT AND FOREVER DEFEND all and singular
Parcel One, subject to the matters herein set forth, unto Grantee
27.54
and Grantee's successors and assigns, against every person
whomsoever lawfully claiming or to claim the same or any part
thereof; and (ii) WARRANT AND FOREVER DEFEND all and singular all
of Grantor's rights, titles and interests in and to Parcel Two
and the Easement, subject to the matters herein set forth, unto
Grantee and Grantee's successors and assigns, against every
person whomsoever lawfully claiming or to claim the same or any
part thereof, by, through or under Grantor, but not otherwise.
The Easement is for a pedestrian walkway for ingress and
egress to and from Parcel One and Parcel Two and shall be
appurtenant to and shall run with Parcel One and Parcel Two.
Grantee and its successors and assigns shall not construct or
alter any improvements on the Easement Tract without the written
consent of Grantor or its successors and assigns as owners of the
Easement Tract. Grantor reserves unto Grantor and its successors
and assigns the right to alter or construct improvements on the
Easement Tract provided any such alteration or construction does
not prevent use of the Easement as a pedestrian walkway for
ingress and egress to and from Parcel One and Parcel Two.
This conveyance, Parcel One, Parcel Two, the Easement, the
Easement Tract and all of Grantor's warranties are subject to the
matters set forth on the attached Exhibit D, which Exhibit D is
incorporated herein by reference for all purposes.
Grantee, by accepting delivery of this Deed, confirms that
Grantee has been afforded full opportunity and complete access to
inspect the above-described property to determine its condition,
appearance, repair and operation, and Grantee has done so. The
above-described property is sold, conveyed and delivered by
Grantor to Grantee, and accepted by Grantee, AS IS, in its
current condition, repair, operation and appearance, and without
any warranties by Grantor, express or implied, with respect to
condition, defects, habitability or fitness for any specific
purpose. Grantee, by accepting delivery of this Deed, agrees
that Grantee is not relying on any statement, covenant,
representation or warranty which is not expressly contained
herein. For the consideration set forth above, Grantor assigns
and transfers to Grantee and Grantee's successors and assigns all
of Grantor's right, title and interest, if any, in and to any and
all causes of action and third -party warranties available to
Grantor with respect to any improvements located on Parcel One
and Parcel Two.
DATED: , 19 .
TEXAS STATE AQUARIUM ASSOCIATION
By:
Print Name:
Print Title:
-2-
Grantee's Address:
P. O. Box 9277
Corpus Christi, Texas 78469
THE STATE OF.TEXAS §
COUNTY OF NUECES §
This instrument was acknowledged before me on
19 , by
of the Texas State Aquarium Association, a Texas nonprofit
corporation, on behalf of said corporation.
Notary Public, State of Texas
Print Name:
My Commission Expires:
UPON DELIVERY OF THIS DEED, THE EXHIBITS DESCRIBED
HEREIN SHALL BE ATTACHED CONTAINING THE FOLLOWING ITEMS
DESCRIBED IN THIS AGREEMENT: EXHIBIT A SHALL CONTAIN
THE DESCRIPTION OF AQUARIUM PARCEL ONE, EXHIBIT B SHALL
CONTAIN THE DESCRIPTION OF AQUARIUM PARCEL TWO, EXHIBIT
C SHALL CONTAIN THE DESCRIPTION OF THE EASEMENT TRACT
AND EXHIBIT D SHALL CONTAIN A DESCRIPTION OF THE
PERMITTED EXCEPTIONS.
EXHIBIT VIII
TO THE PURCHASE AGREEMENT BETWEEN
TEXAS STATE AQUARIUM ASSOCIATION,
A TEXAS NONPROFIT CORPORATION, AND
THE CITY OF CORPUS CHRISTI,
A TEXAS HOME RULE CITY
THE STATE OF TEXAS §
COUNTY OF NUECES §
DEED
KNOW ALL MEN BY THESE PRESENTS:
THAT the City of Corpus Christi, a Texas home rule city
("Grantor"), for and in consideration of the sum of Ten Dollars
($10.00) and other good and valuable consideration paid to
Grantor by Texas State Aquarium Association, a Texas nonprofit
corporation ("Grantee"), the receipt and sufficiency of which are
hereby acknowledged, has GRANTED, SOLD AND CONVEYED, and by these
presents does GRANT, SELL AND CONVEY unto Grantee, all of
Grantor's" rights, titles and interests in and to the property
located in Nueces County, Texas, described on the attached
Exhibit A, which Exhibit A is incorporated herein -.by reference
for descriptive purposes (the "Property"):
TO HAVE AND TO HOLD all of Grantor's rights, titles and"
interests in and to the Property, together with all and singular
the rights and appurtenances thereto in anywise belonging, unto
Grantee and Grantee's successors and assigns forever; and Grantor
does hereby bind Grantor and Grantor's successors to WARRANT AND
FOREVER DEFEND all and singular all of Grantor's rights, titles
and interests in and to the Property unto Grantee and Grantee's
successors and assigns, against every person whomsoever lawfully
claiming or to claim the same or any part thereof, by, through or
under Grantor, but not otherwise.
Grantor waives any and all implied liens which Grantor may
now or hereafter have against the Property as a result of or in
any way pertaining to any exchange of real property between
Grantor and Grantee.
DATED: , 19 .
CITY OF CORPUS CHRISTI,
ATTEST: A Texas Home Rule City
By:
Print Name: Print Name:
City Secretary
City Manager
27.54
Grantee's Address:
Texas State Aquarium Association
P. 0. Box 31207
Corpus Christi, Texas 78404
THE STATE OF TEXAS §
COUNTY OF NUECES §
BEFORE ME, the undersigned authority, on this day personally
appeared , City Manager of the City
of Corpus Christi, a municipal corporation, known to me to be the
person and officer whose name is subscribed to the foregoing
instrument, and acknowledged to me that he executed the same as
the act and deed of said City of Corpus Christi for the purposes
and consideration therein expressed and in the capacity therein
stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this the day
of , 19
Notary Public, State of Texas
UPON DELIVERY OF THIS DEED EXHIBIT A SHALL BE ATTACHED
CONTAINING THE DESCRPTION OF THE CITY EXCHANGE TRACT AS
DEFINED IN THIS TITLE AGREEMENT
EXHIBIT VIII (CONTINUED)
THE STATE OF TEXAS §
COUNTY OF NUECES §
DEED
KNOW ALL MEN BY THESE PRESENTS:
THAT Texas State Aquarium Association, a Texas nonprofit
corporation ("Grantor"), for and in consideration of the sum of
Ten Dollars ($10.00) and other good and valuable consideration
paid to Grantor by the City of Corpus Christi, a Texas home rule
city ("Grantee"), the receipt and sufficiency of which are hereby
acknowledged, has GRANTED, SOLD AND CONVEYED, and by these
presents does GRANT, SELL AND CONVEY, subject to the matters
herein set forth, unto Grantee, all of the property located in
Nueces County, Texas, described on the attached Exhibit A, which
Exhibit A is incorporated herein by reference for descriptive
purposes (herein called the "Property");
TO HAVE AND TO HOLD the Property, subject to the matters
herein set forth, together with all and singular the rights and
appurtenances thereto in anywise belonging, unto Grantee and
Grantee's successors and assigns forever; and Grantor does hereby
hind Grantor and Grantor's successors to WARRANT AND FOREVER
DEFEND all and singular the Property, subject to the matters
herein set forth, unto Grantee and Grantee's successors and
assigns, against every person whomsoever lawfully claiming or to
claim the same or any part thereof.
Grantor waives any and all implied liens which Grantor May
now or hereafter have against the Property as a result of or in
any way pertaining to any exchange of real property between
Grantor and Grantee.
This conveyance, the Property and all of Grantor's
warranties are subject to the matters set forth on the attached
Exhibit B, which Exhibit B is incorporated herein by reference
for all purposes.
DATED: 1988.
TEXAS STATE AQUARIUM ASSOCIATION
By:
Print Name:
Print Title:
27.54
Grantee's Address:
P. O. Box 9277
Corpus Christi, Texas 78469
THE STATE OF TEXAS
§
COUNTY OF NUECES §
This instrument was acknowledged before me on
19 , by of
the Texas State Aquarium Association, a Texas nonprofit
corporation, on behalf of said corporation.
Notary Public, State of Texas
Print Name:
My Commission Expires:
UPON DELIVERY OF THIS DEED THE EXHIBITS DESCRIBED
HEREIN SHALL BE ATTACHED CONTAINING THE FOLLOWING ITEMS
DESCRIBED IN THIS AGREEMENT: EXHIBIT A SHALL CONTAIN
THE DESCRIPTION OF AQUARIUM EXCHANGE TRACT AND
EXHIBIT B SHALL CONTAIN A DESCRIPTION OF THE PERMITTED
EXCEPTIONS.
ORDINANCE 020257 DATED 19880329
ALSO INCLUDES A LARGE DRAWING
EXHIBIT H
THAT IS TOO LARGE TO COPY
qp
MOTION TO AMEND
ON SECOND READING
It is hereby moved that the ordinance approving the Aquarium Lease, as
passed on First Reading on February 16, 1988, and the Exhibit thereto, be
amended on Second Reading to hereafter provide as follows:
AN ORDINANCE
AUTHORIZING THE EXECUTION OF A LEASE AGREEMENT WITH THE
TEXAS STATE AQUARIUM ASSOCIATION FOR THE AQUARIUM PROJECT;
AND PROVIDING FOR PUBLICATION.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI,
TEXAS:
SECTION 1. That the City Manager is hereby authorized to execute an
agreement with the Texas State Aquarium Association for lease of City property
for the Aquarium Project and undertakings of the parties in connection
therewith, all as more fully set forth in the agreement, a substantial copy of
which is attached hereto and made a part hereof, marked Exhibit A.
SECTION 2. Publication shall be made in the official publication of
the City of Corpus Christi as required by the City Charter of the City of Corpus
Christi.
202JB015.Ltr
AN ORDINANCE
AUTHORIZING THE EXECUTION OF A LEASE AGREEMENT WITH THE
TEXAS STATE AQUARIUM ASSOCIATION FOR THE AQUARIUM PROJECT;
AND PROVIDING FOR PUBLICATION.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI,
TEXAS:
SECTION 1. That the City Manager is hereby authorized to execute an
agreement with the Texas State Aquarium Association for lease of City property
for the Aquarium Project and undertakings of the parties in connection
therewith, all as more fully set forth in the agreement, a substantial copy of
which is attached hereto and made a part hereof, marked Exhibit A.
SECTION 2. Publication shall be made in the official publication of
the City of Corpus Christi as required by the City Charter of the City of Corpus
Christi.
205JB088.ord
AQUARIUM LEASE
THE STATE OF TEXAS }
COUNTY OF NUECES }
1
REVISED
3/2/88
WHEREAS, the texas State Aquarium Association, a Texas
nonprofit corporation (the "Association") plans to construct and
operate a public aquarium (the "Aquarium") in Corpus Christi,
Texas, with such Aquarium to be operated on a nonprofit basis for
multiple public purposes including the education and enjoyment of
Corpus Christi citizens and visitors from inside and outside of
Texas, promotion and growth of scientific knowledge, advancement
of interest in marine life and mariculture and the study thereof;
and
WHEREAS, the State Legislature of the State of Texas has
designated such Aquarium facility to be operated by Association
as the official Aquarium of the State of Texas; and
WHEREAS, Association has purchased, utilizing its own funds,
for a purchase price in excess of Two Million Eight Hundred
Thousand Dollars ($2,800,000), a partial site location on the
south end of Corpus Christi Beach, for the purpose of causing to
be built thereon a public Aquarium building; and
WHEREAS, the citizens of Corpus Christi approved the sale of
general obligation bonds by the City of Corpus Christi in the
amount of Four Million Dollars ($4,000,000) for the purpose of
enhancing full and complete enjoyment of the Aquarium by
Ex4;101`i-
01H11041.agm 1
expending said funds on improvements to public property in the
vicinity of the Aquarium; and
WHEREAS, by Agreement of February 2, 1987, authorized by
City Ordinance No. 19619, City agreed with Association to utilize
a portion of said bond funds for improvements to public property
in the vicinity of the Aquarium, in accordance with certain terms
and conditions in said Agreement; and
WHEREAS, by Agreement of June 3, 1987, authorized by City
Ordinance No. 19764, City agreed with Association to expend up to
a maximum amount of Five Hundred Thousand Dollars ($500,000) of
City funds to reimburse Association for costs incurred by Associ-
ation in retaining an architectural firm to prepare schematic
design plans and design development documents and construction
plans and specifications for the Texas State Aquarium facilities,
in accordance with certain terms and conditions in said Agree-
ment; and
WHEREAS, City and Association desire to further expedite the
Aquarium project to obtain the above-recited public benefits at
the earliest feasible time while assuring appropriate account-
ability for public monies contributed thereto:
NOW, THEREFORE, for and in consideration of the mutual
agreements and promises herein contained, City and Association do
mutually agree and covenant as follows:
1. Demised premises; conditions. City does hereby lease,
let and demise to Association all of the property described in
the attached Exhibit "A" and all improvements located thereon
01H11041.agm 2
(the "Property") conditioned upon all of the following events
first occurring:
(A) Association has actually expended for Aquarium
purposes not less than Two Million Dollars
($2,000,000) of its own monies which it has
raised, excluding any monies provided by City and
excluding any monies Association is obligated to
pay to any person in satisfaction of indebtedness.
It is the intention of the parties that
after expenditure of said Two Million
Dollars ($2,000,000) Association will still have
net assets over liabilities.
(B) It is acknowledged that Association has submit-
ted to City an acceptable schematic design study
of the Aquarium improvements consisting of
drawings and other documents illustrating the
scale and relationship of the Aquarium compo-
nents and the building design concept ("the
Aquarium Improvements").
(C) Within six months from the date of this Agree-
ment, and prior to Closing, Association shall
submit to City, for City's approval, reasonably
satisfactory, complete, detailed construction
plans and specifications for the Aquarium
Improvements, and which shall include reasonably
complete systems for water and wastewater service
to the Aquarium.
01H11041.agm
(D) Prior to Closing, City Manager shall approve the
construction plans and specifications submitted
pursuant to (C).
(E) Within six months from the date of this Agree-
ment, Association shall obtain binding bids and
execute full and complete written contracts for
the construction of all of the Aquarium Im-
provements, as shown in the approved plans and
specifications, from competent and fully bonded
contractors for a guaranteed maximum price not to
exceed Ten Million Dollars ($10,000,000) plus
such additional funds as Association has avail-
able and commits to the construction contract.
(F) Within six months from the date of this Agreement,
and simultaneous with the execution of the con-
tract in (E) above, at a mutually agreeable
closing date and time ("the Closing"), the Associ-
ation and the City shall enter into the Purchase
Agreement ("the Purchase Agreement") substanially
in the form attached hereto as Exhibit "G" which
provides for the purchase by and conveyance to the
City, by general warranty deed, in fee simple, of
the property described on the attached Exhibit B
and all Aquarium improvements located thereon,
("the Association Property") according to and
subject to the terms and procedures provided in
such Purchase Agreement. Provided, however, the
01H11041.agm 4
property indicated in orange on the drawing
(attached hereto as part of Exhibit B) shall be
conveyed to City as part of such purchase only as
a perpetual, nonexclusive easement (the "Easement
Property"), and the conveyance of the previous
public right of way shall be by special warranty
deed of all right, title, and interest of the
Association as to such property. Association
Property to be conveyed by the Association to the
City shall also include property to be conveyed
pursuant to the separate exchange described in
subparagraph 1(F) (10)(2) and Exhibit C hereof.
In addition to the execution and delivery of the
Purchase Agreement, an additional condition of
Closing shall be the receipt by the Association at
Closing of a legal opinion addressed to the
Association of Fulbright and Jaworski, in form
reasonably acceptable to the Association and its
counsel, that the certificates of obligation have
been issued for a lawful purpose and the
$10,000,000 of proceeds may be lawfully utilized
for the purchase of the Aquarium Facility by the
City from the Association pursuant to the Purchase
Agreement, and the written opinion addressed to
the Association of the City Attorney of City that
City has all necessary legal authority and has
obtained all necessary legal authorization to
01H11041.agm 5
enter into the Purchase Agreement and to perform
the City's obligation to purchase thereunder.
(1) Title Commitment or Title Binder. Association
shall, at least 25 days prior to Closing, furnish
to City a commitment for an Owner's Policy of
Title. Insurance (hereinafter referred to as the
"Title Binder" or "Title Commitment"), issued by
Lawyers Title Insurance Company, in the amount
specified in the Purchase Agreement together with
legible copies of all instruments referred to
therein as conditions, exceptions and liens, and
under the terms of which the Title Company
shall agree to issue an Owner's Policy of Title
Insurance to City insuring the title of City
to the Association Property (other than the
Easement Property and any portion of such Associa-
tion Property obtained from the abandonment and
closing prior to Closing of various streets) in
the agreed amount upon the closing under the
Purchase Agreement, free and clear of any and all
liens or encumbrances except the exceptions set
forth in Owner Policies of Title Insurance,
Numbers 90-00-248556 and 90-00-248557, by Lawyers
Title Insurance Corporation, Post Office Box
50159, Dallas, Texas 75250, attached hereto as
Exhibit D and E. ("the Permitted Exceptions").
Provided, however, prior to or simultaneously with
01H11041.agm 6
Closing as provided herein, Association shall
procure release of the Deed of Trust and lien
securing the $2,600,000 loan of April 9, 1986,
referenced in the first paragraph of Schedule B of
said policies (Exhibits D and E), from the Associ-
ation. Property described on Exhibit B except for
the Easement Property. As to the Easement Proper-
ty, such Deed of Trust and Lien shall be subordi-
nated by the lienholder to the City's perpetual
nonexclusive easement. Cost of the Title Policy
shall be borne as specified in the Purchase
Agreement.
(2) Review of Title Binder by City. City shall
have a period of fifteen (15) days after receipt
of the last of the Title Binder to review such
item and to deliver in writing such objections
as City may have to anything contained or set
forth or in the Title Binder. Any such items to
which City does not object within such fifteen
(15) day period, together with the exceptions
set forth elsewhere herein, shall be deemed to be
permitted exceptions.
(3) Association's Obligation to Cure City's
Objections to Title. If exceptions to the
title to the Association Property have been
raised in the Title Binder other than the Permit-
ted Exceptions or the standard printed
01H11041.agm 7
exceptions and if City delivers written objections
thereto to Association in accordance with the
foregoing, then Association may, but shall not
be obligated to, cure and satisfy such objec-
tions prior to Closing. If Association is unable
to cure such objections before the Closing or
elects not to cure the same by notice to the
City, City through its City Manager may either
(i) waive such objections and proceed to close,
or (ii) terminate this Contract by written
notice to Association either within five (5)
days of Association's giving notice of its
election not to cure or at Closing, whichever
shall first occur. If such termination notice
is not timely given by the City, City shall have
elected to close and waive the right to terminate.
(4) Certain Covenants of Association. Association
covenants and agrees with City that, between
the date hereof and the date of Closing:
(a) Immediately upon obtaining knowledge
of the institution of any proceeding for the
condemnation of the Association Property, or any
portion thereof, of any other proceeding arising
out of an injury or damage to the Association
Property, or any portion thereof, Association
will notify City of the pendency of such proceed-
ings;
01H11041.agm 8
(b) Association will not, without the
prior written consent of City, create, place or
permit to be created or placed, or through any
act or failure to act, acquiesce in the placing
of any deed of trust, mortgage, voluntary or
involuntary lien, whether statutory, constitu-
tional or contractual, (except for the lien for
ad valorem taxes on the Association Property
which are not delinquent and the Interim Con-
struction Loan described in subparagraph
1(F)(10)(4) hereof), security interest, encum-
brance or charge, in any manner
to any part of the Association Property;
(c) Prior to expiration of this Agreement
or the Closing hereof, Association will not
enter into any agreement that would defeat the
rights of City hereunder.
(5) Inspection. Prior to Closing, City, its agents,
contractors, and representatives shall have the
right of access upon or to the Association
Property for the purpose of performing, at
City's sole expense, engineering surveys, air,
water or soil tests (including borings) and
other studies of the Association Property. In
the event this Contract does not close, City
shall repair any damage to the Association
01H11041.agm 9
Property sustained through the use of the Associa-
tion Property for this purpose.
(6) City's Acknowledgments. City acknowledges that
Association has made no warranties or represen-
tations to City as to the Association Property or
existing improvements as of the Closing date,
zoning status of the Association Property, the
number of gross or net acreage contained in the
Association Property, or any other matter.
(7) Purchase Agreement Closing. At Purchase Agreement
Closing, the Association, shall deliver such
documents as specified in the Purchase Agreement.
(8) Deposit; Accounts. Simultaneous with the execu-
tion and delivery of the contracts described in
subparagraphs (E)and (F) hereof, City shall
deposit in an account (hereinafter the "City
Purchase Account") the amount of Ten Million
Dollars ($10,000,000) in funds obtained through
the sale of securities issued by City on its
behalf or on behalf of Tax Reinvestment Zone No. 1
or both, which securities will be repayable with
funds from said Reinvestment Zone. Provided, it
is expressly acknowledged that the obligation to
deposit said monies shall be contingent upon the
availability of such monies pursuant to a financ-
ing plan satisfactory to the City. Neither
Association nor City shall be required to close
01H11041.agm 10
this transaction in the absence of such funds.
Association shall simultaneously (1) deposit in
an account (hereinafter the "Association Con-
struction Account") the balance of monies required
to be paid under the construction contracts,
said accounts to be administered as provided
elsewhere in this Agreement, and (2) Provide
certification and reasonably satisfactory evidence
that it has immediately available for Aquarium
purposes not less than $3,764,734 including the
amount deposited in the Association Construction
Account less (a) a sum not to exceed $1,100,000
previously spent by the Association for design
fees (b) and less a sum not to exceed $79,000 per
month spent for administrative, construction and
design management, fund raising, interest, taxes
and capital expenditures since January 1, 1988.
It is understood that a portion of such $3,764,734
shall be in the form of a bank line of credit
which shall be secured by pledges committed to
Association from benefactors and secured by the
Association's remaining real estate not to be
conveyed to the City.
(9) Prior to or simultaneous with Closing, City shall
have the following streets closed and part con-
veyed to Association as follows:
01H11041.agm 11
(1) Canal Street east of the existing Surfside
Blvd., with Association acquiring from City the
northern one-half between the midpoint of North
Shoreline Drive and the middle of the alley.
Association will attempt to acquire the other
one-half from the Port of Corpus Christi.
(2) All of Bennett Street with Association
acquiring both halves.
(3) North Shoreline Boulevard south of Pearl
Street with Association acquiring most of the west
one-half from the south line of Pearl to the north
line of Canal Avenue as shown on the Plat attached
as Exhibit B.
(4) Surfside Boulevard
Association acquiring the
contiguous to the eight
Association.
(5) The alleys in blocks (3) and (4) with the
City and the Association acquiring the applicable
halves of such alleys contiguous to each's respec-
tive parcels of property.
In the event of any delays in completion of any
of the condemnation proceedings described in
subparagraph 1(F)(10)(3) below, the Association
and the City Manager may agree to modify such
condition of Closing to provide for delays in
regard to any of the following partial street
south of Pearl with
one-half of the street
(8) lots owned by the
01H11041.agm 12
closings until completion by the City of any
contiguous and applicable property condemnation:
(a) North Shoreline between Pearl Street and the
"Interim Closing Line" marked on the drawing
attached as Exhibit B.
(b) Surfside Boulevard south of Pearl.
(c) The alley in Block 4.
(d) Canal Avenue west of the Block 3 alley and
the Block 3 alley.
(e) Bennett Street west of the alley.
(10) The following shall also be conditions precedent
to Closing:
(1) Approval by all required parties and the
execution by the City, the Association and the
Port of Corpus Christi of the Plat substantially
in the form attached as Exhibit F. In the event,
because of any delays in completion of any condem-
nation proceedings described herein, it is not
possible, prior to Closing, to initially complete
the filing of the master plat shown on the at-
tached F, this closing requirement may also be
satisfied by the execution, approval and filing of
a plat for a lesser portion of the property
described on the attached Exhibit F (such interim
plat being substantially in the form attached as
Exhibit H) and a written agreement among the City,
the Association and the Port of Corpus Christi to
01H11041.agm 13
execute, approve and file the Plat substantially
in the form attached as Exhibit F as soon as the
City acquires all of the property subject to the
proceedings described in subparagraph 1(F)(10)(3)
hereof.
In regard to property covered by such plat, the
acreage platting fee normally paid to the City
shall not be required to be paid by the Associa-
tion to the City. (The acreage platting fee for
the property owned by the Port of Corpus Christi
which is not leased to the Association or dedicat-
ed for public streets shall be due from the Port
of Corpus Christi.)
(2) City acknowledges receipt of an acceptable
appraisal in regard to the proposed exchange of
properties described on the attached Exhibit C.
The Association as a separate provision of the
Purchase Agreement shall convey to the City Parcel
C-1 (as shown on Exhibit C), simultaneous with the
conveyance of the property being purchased by the
City from the Association pursuant to the Purchase
Agreement. The conveyance by the City to the
Association of Parcel C-2 (as shown on Exhibit C)
shall be at the same time.
(3) The completion by the City of the acquisition
by condemnation described in paragraph 2C of the
February 2, 1987, agreement between the City and
01H11041.agm 14
the Association (except for deleted Parcel 8, 50'
of N90' of Lot 117, Block 43), unless both the
Association and City Manager agree to any specific
or partial deferral of such completion require-
ment.
(4) The closing of an Interim Construction Loan
("Interim Construction Loan") in favor of the
Association providing funds for construction of
the Aquarium Improvements in the amount of
$11,000,000 pursuant to terms and conditions
acceptable to the Association and the City
Manager.
(5) Approval by City Council of the final form of
the Purchase Agreement.
2. Purchase Proceeds and Contribution Funds. Upon closing
of.the purchase of the Association Property and Aquarium Improve-
ments, pursuant to the Purchase Agreement, funds in the City
Purchase Account shall be utilized for the purchase price for
such purchase. Any portion of the interest earned on the City
Purchase Account not utilized for the purchase price under the
Purchase Agreement and any other agreed expenses shall be re-
turned to the City. The Association Construction Account shall
be maintained in a trust fund for payment of all construction
costs (other than interest on the Interim Construction Loan) in
excess of $10,000,000 and shall be payable by the trustee
upon presentation of invoices from the Contractors which
only
have
been certified as correct by the Association. Subject to use for
the agreed purpose, the Association Construction Account may be
01H11041.agm 15
pledged by the Association to the lender under the Interim
Construction Loan to satisfy such lender of the availability of
such funds to complete the Aquarium Improvements. The Associa-
tion may require that the funds deposited in the Association
Construction Account be invested in United States Treasury
securities or the equivalent. Upon completion of the purchase
contemplated by the Purchase Agreement (and payment in full of
the Interim Construction Loan), interest earned on the Associa-
tion Construction Fund shall be payable to the Association for
its use for any purpose related to the Aquarium.
3. Construction supervision and acceptance.
shall be exclusively responsible for supervision of
Association
construction
of the Aquarium Improvements, and assuring that construction is
timely and satisfactorily completed in accordance with the terms
of the construction contracts, and Association is authorized,
upon advice of its architectural/engineering consultants, to
determine when and if the Aquarium Improvements should be accept-
ed.
4. Term. The term of this Lease shall be for a period of
twenty (20) years, commencing with the closing of the purchase
and conveyance under the Purchase Agreement, and ending twenty
(20) years thereafter on the anniversary of said date. Provided,
however, the term of the lease shall be five (5) years from the
same date for all parts of the leased premises which are sub-
merged lands patented to City by the State of Texas (such proper-
ty being described on the attached Exhibit A). Expiration of
said five (5) year portion of the Lease shall in no way affect
01H11041.agm 16
the obligations of City and Aquarium under the remainder of this
Lease.
5. Permitted use. The demised premises shall be used
solely as an aquarium and sea life park, referred to hereafter as
the "Aquarium or Aquarium Facility"; provided, however, that
Association may operate food, drink, souvenir, museum gift shop
and other concessions in conjunction and consistent with, but
secondary to, operation of the Aquarium Facility.
6. Aquarium operation; admission. The operation of the
Aquarium Facility shall be carried out by Association in a
businesslike manner at all times and Association shall be solely
responsible for the operation, planning and management of the
Aquarium Facility. Association shall furnish and stock the
Aquarium Facility with all marine life, equipment and facilities
consistent with a first-class aquarium operation. The Aquarium
Facility shall be operated by Association for the use and benefit
of the public and shall be open during a reasonable portion of
the daytime hours of most days of the year; provided, however,
that Association may charge an admission fee to said Aquarium
Facility on a nondiscriminatory basis and Association shall be
entitled to fence the Property and control and restrict access in
such regard. Association may adopt admission fee rate structures
of the type normally adopted by public aquariums and zoos.
7. Safety. Association shall create, inspect and maintain
adequate firefighting and safety systems.
8. Maintenance. Association shall at all times during the
continuance of this lease keep and maintain in good repair and
01H11041.agm 17
clean and attractive condition all buildings, improvements,
grounds, and personal property on the Property and in the event
any improvement erected on the Property for Aquarium purposes, or
any structures erected in place thereof, are damaged or de-
stroyed, Association, as soon as the same may be done, will
repair or restore the injured property in as good condition and
value as before such damage or destruction. Upon termination or
expiration of this Agreement, Association shall return the
buildings, improvements, grounds, and personal property to City
in the condition required in the preceding sentence.
9. Pollution of Bay. Association shall make reasonable
efforts to ensure that no pollutant, effluent, liquid or solid
waste material, fresh or salt water discharge (except salt water
discharges approved by the City and authorized by all applicable
and required state and federal government permits), litter,
trash, or garbage issues from the Property or is allowed to
collect in Corpus Christi Bay.
10. Revenues generated. All funds generated by the opera-
tion of the Texas State Aquarium and/or the private fund raising
efforts of Association shall be used exclusively by Association
for the benefit of the Texas State Aquarium facilities and
programs operated by Association for educational and scientific
purposes or as otherwise allowed under Section 501(c)(3) of the
Internal Revenue Code.
11. Association responsibility. Except as otherwise ex-
pressly provided in this Agreement, Association shall be exclu-
sively responsible for all planning, design, financing,
01H11041.agm 18
advertising for bids, choice of contractor, supervision of
construction, construction, equipping, stocking, establishment,
operation, maintenance, and all other activities related to the
Aquarium. Association shall not be relieved of such respon-
sibility by any inspection or approval by City or its agents of
the Aquarium or any part thereof or any activity connected
therewith, nor by any right of City, under this Agreement or
otherwise, whether exercised or not, to make any such inspection
or approval.
12. Financial statements. Association shall keep strict
and accurate books of account and shall deliver to the City's
Director of Finance an annual financial statement prepared by an
independent certified public accounting firm reflecting separate-
ly financial operations of the Aquarium Facility and the Associa-
tion for such calendar year. These statements shall be delivered
to the Director of Finance by the 15th day of April in the year
following the year to which they relate. The books of account
and all Association records shall be available to City upon
request during normal business hours.
13. Assignment or sublease. Association may not assign this
lease nor sublease the premises nor any part thereof without the
prior written consent of City. Provided, however, Association
may contract for and/or sublease a food and/or drink concession
or concessions for the Aquarium facilities and space rent any
auditorium or any other portion of the facilities for special
events, so long as Association maintains control over such areas
and assures that their operation is consistent with this
01H11041.agm 19
Agreement. Provided, further, Aquarium may sublease dock space
to allow tourist boat, water taxi, research, and university boat
access.
14. Sanitation. Garbage and trash shall be stored on the
Property in normal containers or dumpster type containers. Such
containers shall be stored inside a small building, screened or
appropriately landscaped area. Garbage pickup service will be
obtained by Association on a schedule sufficient to maintain the
Property in a clean and sanitary condition.
15. Parking. Parking for Aquarium employees and patrons
will be on the public parking lots to be built by City on land in
the general vicinity of the Property; provided, however, that
such areas need not be for the exclusive use of Association, its
employees and customers. City may establish reasonable rates for
such parking.
16. Nondiscrimination. Association warrants that it is and
will continue to be an equal opportunity employer and hereby
covenants that no employee or customer shall be discriminated
against because of race, creed, color, sex, handicap, or national
origin.
17. Inspection. City personnel shall have the right to
enter upon the Property, including buildings thereon, at all
times, for purposes of any inspection, repair, fire or police
action, and the enforcement of this lease.
18. Contractor's insurance. Association shall require the
contractor employed for construction of the Aquarium improvements
to carry insurance coverages throughout the construction period
01H11041.agm 20
in at least the following amounts: (a) workers' compensation:
state law limits; (b) automobile liability: statutory minimum;
(c) builder's risk: full replacement value of improvements; (d)
general liability (including contractual liability): One Million
Dollars ($1,000,000) per person and per occurrence for bodily
injury and One Hundred Thousand Dollars ($100,000) for property
damage; (e) performance and payment bond: full value of contract.
City shall be furnished with a certified copy of such effective
policy of insurance prior to commencement of construction. Said
policy shall name Association and City as additional insureds,
and shall provide that the policy may not be cancelled nor expire
until Association and City have each been given thirty (30) days
prior written notice of such event. If required by law the
Association shall provide any of such insurance in lieu of such
insurance being provided by the contractor.
19. Liability insurance. Association shall obtain and carry
a policy of general liability insurance covering all Aquarium
related activities, including coverage for poisoning or illness
from food or drink, by terms of which City shall be named an
additional insured, which shall provide combined single limit
coverage in the amount of Five Hundred Thousand Dollars
($500,000). City shall be furnished a certified copy of such
effective policy of insurance prior to the commencement of the
lease term. Said policy shall include a provision that the policy
may not be cancelled nor expire until City has been given thirty
(30) days prior written notice of such event. City may require
reasonable increases in said coverage based upon annual reviews
01H11041.agm 21
so that the present real value of said coverage is not diminished
over the course of this lease.
20. Workers' compensation insurance. Association shall
maintain workers' compensation insurance covering all of its
employees.
21. Property insurance. Association shall, throughout the
term of the Lease, carry property insurance in the amount of the
full replacement value (less 1% deductible) of all improvements
and personal property connected with the Aquarium operation,
which shall insure against loss or damage by any means, includ-
ing fire, windstorm, vandalism, flood or otherwise; provided,
however, the flood insurance requirement may be limited to the
maximum federally subsidized flood insurance limit, so long as
those limits exceed or remain at their present levels. Associa-
tion shall furnish City a copy of all such insurance, and
such insurance shall contain a provision that it may not be
cancelled or permitted to expire without thirty days prior
written notice to City. If Association shall fail to maintain
such insurance, City may terminate this Agreement, or, at its
option procure such insurance, in which case any monies paid by
City shall be repayable by Association to City upon demand, with
interest at the lesser of ten percent per year or the highest
permissible legal rate. Any insurance proceeds hereunder shall
be paid jointly to City and Association. Association shall
decide whether to repair, rebuild, or replace the damaged proper-
ty. If Association decides to repair, restore, or rebuild, it
shall develop plans and specifications as appropriate, and
01H11041.agm 22
shall submit them to City for approval. Upon approval City shall
cooperate with Association in release of monies as reasonably,
periodically required as construction progresses under contract.
If Association determines not to repair, rebuild, or replace the
property, the insurance proceeds shall be paid first to City up
to but not in excess of its contributions under this Agreement,
and any excess shall be paid to Association.
22. Indemnity. Association shall fully indemnify, save and
hold harmless City, its officers, employees, and agents against
any and all liability, damage, loss, claims, demands and actions
of any nature whatsoever on account of personal injuries (includ-
ing, without limitation on the foregoing, workers' compensation
and death claims), or property loss or damage of any kind whatso-
ever, which arise out of or are in any manner connected with, or
are claimed to arise out of or be in any way connected with, the
performance of this Agreement or Association's use, operation or
occupancy of the Property or the Aquarium. Association shall at
its own expense investigate all such claims and demands, attend
to their settlement or other disposition, defend all actions
based thereon and pay all charges of attorneys and all other
costs and expenses of any kind arising from any such liability,
damage, loss, claims, demands, and actions.
23. Access for handicapped. The Aquarium Improvements shall
be so constructed as to be readily accessible to the handicapped
and in compliance with all applicable state and federal laws in
regard thereto.
01H11041.agm 23
24. Utilities. City shall make sewer, water, and natural
gas service available to the Aquarium property, to be paid for by
Association at standard City rates. Association shall be
responsible for procuring and paying for all utility services
whether provided by City or another supplier.
25. Compliance with laws; permits. In the planning, design,
construction, and operation of the Aquarium, Association shall
comply with all applicable federal, state, and local laws,
ordinances, rules and regulations. All applicable permits and
licenses shall be obtained by the Association. City shall
cooperate in obtaining permits and licenses from other agencies
by applying or joining Association in applying for such where
City is a necessary party to the application. Association shall,
however, prepare all documents, information, and materials
necessary to support any such application. Association recog-
nizes that as to City licenses or permits, City must apply its
rules in an objective, uniform manner.
26. City financial contribution. It is understood and
agreed that City's sole financial obligation in connection with
the Aquarium project is payment of the purchase price for the
Association Property and Aquarium Improvements referred to above
in accordance with the provisions of this Agreement and the
Purchase Agreement, and payment of monies in accordance with the
agreements, of February 2, 1987 and June 3, 1987 as modified
hereby. City does not assume, and shall have no other
responsibility whatever for, any financial obligations incurred
or created by Association or its officers, employees or agents,
01H11041.agm 24
in connection with the planning, design, financing, construction,
equipping, stocking, establishment, operation, or other activity
relating to the Aquarium project, and Association shall not
represent or infer otherwise to any third party.
27. Prior Agreements. The agreements of February 2, 1987
(two agreements authorized by Ordinance
(one agreement authorized by Ordinance
19619) and June
3, 1987
19764) shall remain in
full force and effect, except as inconsistent herewith. All
other prior agreements between City and Association are of no
force and effect. In addition to any inconsistency herewith, the
agreement of February 2, 1987 authorizing expenditure of $1.3
million is amended as follows:
(a) The financial obligation of the City under Article
IV shall be increased from $1.3 million to $4
million, the full amount of the Bond Funds, and
City's obligation under said agreement is limited
(b)
to said $4 million unless
priates additional monies.
Payment of design fees
the City Council appro-
is authorized to any
engineering firm and architectural firm acceptable
to the City Manager.
(c) While Association will operate and maintain the
Aquarium during the lease term, City will own that
portion of the Aquarium site provided in this
Agreement. The lease described in paragraph IID
of the February 2, 1987 agreement shall not be
utilized; however, the Association shall pay for
01H11041.agm 25
all expense of constructing parking on the Associ-
ation's remaining property marked in blue on the
attached Exhibit B and any future parking built on
the Association's remaining property.
(d) Priorities for expending the balance of the $4
million bond funds shall be as follows:
(1) Land acquisition.
(2) Bulkheading, breakwater and boat dock.
(3) New street construction, storm drainage,
utilities installation and relocation.
(4) Parking area construction and refinishing of
existing street.
28. Lease relationship. It is specifically agreed and
understood that the parties intend and do hereby create a land-
lord/tenant relationship, and this agreement shall be construed
conclusively in favor of that relationship. Nothing herein
contained shall be deemed or construed by the parties hereto, nor
by any third party, as creating the relationship of principal and
agent or of partnership or of joint venture between the parties
hereto, it being understood and agreed that no provision con-
tained herein, nor any of the acts of the parties hereto, shall
be deemed to create any relationship between the parties herein
other than that of Landlord and Tenant.
29. Modifications. No changes or modifications to the lease
shall be made, nor any provision waived, unless in writing signed
by a person authorized to sign agreements on behalf of each
party.
01H11041.agm 26
30. Termination of lease. Upon occurrence of any Event of
Default, City may, at its option, in addition to any other remedy
or right hereunder or by law,
(a) give notice to Association that this lease
shall terminate upon the date specified in the
notice, which date shall not be earlier than
fifteen (15) days after the giving of such
notice, or
(b) immediately or at any time after the occurrence
of of such Event of Default, and without notice
or demand, enter upon the demised premises,
and upon the date specified in such notice, or
upon any other notice pursuant to law, or upon
such entry, this lease and the term thereof shall
terminate.
Each of the following shall be deemed an Event of Default:
(a) failure to have in effect at all times policies
of contractor's insurance, liability insurance,
workers'compensation insurance and property
insurance as required elsewhere herein.
(b) intentional, knowing or fraudulent failure to
maintain strict and accurate books of account, or
to furnish said books of account to City for
inspection, as provided elsewhere herein.
(c) intentional misappropriation of project funds.
(d) abandonment of the premises;
01H11041.agm 27
(e) failure of Association for a period exceeding 180
days to regularly operate the Aquarium open to the
public at least five days per week during reason-
able business hours; provided, however, that there
shall be subtracted from
any period during which
attributable to acts of
elements, fire, flood,
such calculation of days
Association's failure is
God or public enemy, the
labor dispute, civil
disturbance, or other similar cause beyond Associ-
ation's control.
(f) failure of Association, within forty-five days
after written notice from City,
to correct any
default in the performance or observance of any
other covenant or condition of this Lease.
Upon termination of this lease as hereinabove provided, or
pursuant to statute, or by summary proceedings or otherwise, City
may enter forthwith and resume possession either by summary
proceedings, or by action at law or in equity
or by force or
otherwise, as City may determine, without being liable in tres-
pass or for any damages. The foregoing rights and remedies given
to City are, and shall be deemed to be, cumulative of any other
rights of City under law, and the exercise of one
shall not be
deemed to be an election, and the failure of City at any time to
exercise any right or remedy shall not be deemed to operate as a
waiver of its right to exercise such right or remedy at any other
or future time.
01H11041.agm 28
31. Effect of termination or expiration. Upon termination
or expiration of this Agreement, all buildings and fixtures on
the Property shall become property of City. All personal prop-
erty, in such event, shall become property of City at City's
option. Should City decide to decline all or part of the per-
sonal property, it shall so notify Association within thirty days
of termination or expiration, and Association shall remove said
property within thirty days of its receipt of such notice. If
Association shall fail to remove such property within that time
period, City may remove and dispose of such property, and Associ-
ation shall be liable to City for all expenses incurred thereby.
Any City monies payable under this Agreement which, at the time
of termination or expiration, remain unspent, shall be returned
to or retained by City and spent by City as it sees fit.
32. Fund raising. Association will use its best efforts
during the term of this Agreement to raise sufficient funds to
fully support the Aquarium, including but not limited to, annual
fund-raising drives.
33. Publication cost. Aquarium shall pay the cost of
publishing in the legal section of the local newspaper the lease
description required by the City Charter.
34. Taxes. Association shall timely pay all ad valorem and
other taxes, if any, which shall be levied, assessed or otherwise
imposed on the demised premises during the lease term.
35. Notices. Any notices provided for under this lease
shall be given, in writing, to the City, by delivering or mailing
the notice to City Manager, City Hall, P.O. Box 9277, Corpus
01H11041.agm 29
Christi, Texas 78469, and to the Association by delivering or
mailing the notice to Texas State Aquarium Association,
P.O. Box 31207, Corpus Christi, Texas 78404, or any other address
as the parties may from time to time designate in writing.
36. Captions. The captions employed in this lease are for
convenience only and, are not intended to and shall not in any way
limit or amplify the terms or provisions herein.
37. Delivery of Final Plans. By October 31, 1988, final
construction plans and specifications for the Aquarium Improve-
ments shall be delivered by Association to the City Manager.
Such final plans and specifications shall substantially and
materially conform to the plans and specifications previously
approved by City pursuant to Paragraph 1(c) of this Lease Agree-
ment and shall, in detail, quality, requirements and assurances,
be at least equivalent to City construction projects of similar
magnitude.
EXECUTED in duplicate originals this the day of
, 1988, by the authorized representatives of the
parties.
ATTEST: TEXAS STATE AQUARIUM ASSOCIATION
Secretary
ATTEST:
By
President
CITY OF CORPUS CHRISTI, TEXAS
Armando Chapa Craig A. McDowell
City Secretary City Manager
01H11041.agm 30
APPROVED:
day of , 1988
Hal George, City Attorney
By
Assistant City Attorney
THE STATE OF TEXAS }
COUNTY OF NUECES }
BEFORE ME, the undersigned authority, on this day personally
appeared Craig A. McDowell, City Manager of the City of Corpus
Christi, Texas, a municipal corporation, known to me to be the
person and officer whose name is subscribed to the foregoing
instrument, and acknowledged to me that he executed the same as
the act and deed of said City of Corpus Christi for the purposes
and consideration therein expressed and in the capacity therein
stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this the day
of , 1988.
Notary Public, State of Texas
THE STATE OF TEXAS }
COUNTY OF NUECES }
BEFORE ME, the undersigned authority, on this day personally
appeared President of the
Texas State Aquarium Association, a Texas corporation, known to
me to be the person and officer whose name is subscribed to the
foregoing instrument, and acknowledged to me that he executed the
same as the act and deed of said Corpus Christi Aquarium Associa-
tion for the purposes and consideration therein expressed and in
the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this the day
of , 1988.
Notary Public, State of Texas
01H11041.agm 31
EXHIBIT A
EXHIBIT LIST
- Description of Property to be
Leased
Five (5) Year Lease Agreement Property Description:
Attachment (1): Tracts No. 1, 2, and 3: Description of
submerged parcel located behind bulkhead on
the landside.
Attachment (2): Tract No. 4: Description of submerged parcel
located on the waterside of bulkhead.
Twenty (20) Year Lease Agreement Property Description:
Attachment (3): Tract No. 5: Description of parcel behind
bulkhead on the landside.
EXHIBIT B - Attachment (1): Drawing ofAquarium.Site by SMITH and RUSSO, INC.,
dated February 10, 1988.
EXHIBIT C
Attachment (2): Descriptions of property to be conveyed by TSAA to
City. (Being that property outlined in pink on
Exhibit B, attachment (1) drawing.)
Attachment (3): Description of non-exclusive easement granted by
TSAA to City. (Being that property marked in
orange on Exhibit B, attachment (1) drawing.)
Attachment (4): Description of property to be conveyed by the TSAA
to the City in exchange for other City property.
(Being that property marked in yellow and
identified as C-1 on Exhibit B, attachment (1)
drawing.)
- Attachment (1): Description of two properties to be exchanged:
Texas State Aquarium Exchange Parcel (C-1)
City of Corpus Christi Exchange Parcel (C-2)
EXHIBITS D & E - Prior Title Policies (in possession of City).
EXHIBIT F - Texas State Aquarium Subdivision Final Plat (Pre -Submittal
corrected per City Staff Comments February 24, 1988).
EXHIBIT G - Purchase Agreement.
EXHIBIT H - Texas State Aquarium Subdivision Interim Plat Unit 1.
EXHIBIT - "A"
FIVE (5) YEAR LEASE AGREEMENT: DESCRIPTION OF SUBMERGED PARCELS
LOCATED BEHIND THE BULKHEAD ON THE
LAND SIDE.
TRACT 1:
Being a parcel of land located in Nueces County ,Texas at the
Texas State Aquarium site and being more particularly described
by metes and bounds as follows:
Beginning at a point located at the intersection of the
centerline of Canal Avenue and the East R.O.W. of North Shoreline
Boulevard;
Thence South 58° 21' 24" East, 160.51 feet to the beginning point
of Tract 1, located in the most Southerly corner of said tract
and being the most Southerly corner of the bulkhead face.
Thence North 61° 38' 37" East , 149.10 feet along the face of the
bulkhead;
Thence South 75° 49'47" West, 67.48 feet to a corner;
Thence South 42° 57' 12" West, 50.99 feet to a corner;
Thence South 60° 54' 27" West, 34.42 feet to the point of
beginning of Tract 1 and the Southwest corner of Tract 1,
containing 0.023 acres more or less.
TRACT 2:
Beginning at a point located at the intersection of the
centerline of Canal Avenue and the East R.O.W. of North Shoreline
Boulevard;
Thence South 58° 21' 24" East, 235.96 feet to a corner;
Thence North 31° 38' 36" East, 130.68 feet to the point of
beginning of said Tract 2 and the Southwest corner of this
section;
Thence North 61° 38' 37" East, 28.09 feet to a corner on the
bulkhead face;
Thence North 31° 38' 36" East, 174.66 feet along the Easterly
face of the bulkhead;
Page 1 of 2
Final
3/01/88
ATTACHMENT (1)
Thence South 41° 48' 10" West 50.43 feet to a corner;
Thence South 33° 07' 58" West, 50.02 feet to a corner;
Thence South 34° 23' 29" West, 50.06 feet to a corner;
Thence South 33° 19' 31" West, 49.36 feet to the Southwest corner
and the point of beginning of Tract 2 containing 0.04 acres more
or less.
TRACT 3:
Beginning at a point located at the intersection of the
centerline of Canal Avenue and the East R.O.W. of North Shoreline
Boulevard;
Thence North 31° 38' 36" East, 358.75 feet along the East R.O.W.
of North Shoreline Boulevard;
Thence South 58° 21' 24" East, 250.00 feet to the beginning point
of Tract 3 and the most Southerly corner of said section;
Thence North 31° 38'36" East, 51.25 feet along the face of the
bulkhead to a corner;
Thence North 58° 21'24" West, 120.36 feet to a bulkhead corner;
Thence North 28° 21' 21" West, 25.74 feet along the face of the
bulkhead to a point on Block F property line;
Thence South 18° 55' 11" West, 29.72 feet to a corner;
Thence South 42° 50' 59" East, 47.83 feet to a corner;
Thence South 44° 25' 14" East, 92.75 feet to the point of
beginning of Tract 3 and the most Southerly corner of said
section containing 0.11 acres more or less.
Page 2 of 2
Final
3/01/88
ATTACHMENT (1)
ORDINANCE 020257 DATED 19880329
ALSO INCLUDES A LARGE DRAWING
EXHIBIT A ATTACHMENT NO. 1
THAT IS TOO LARGE TO COPY
EXHIBIT - "A"
FIVE (5) YEAR LEASE AGREEMENT: DESCRIPTION OF SUBMERGED PARCEL
LOCATED ON THE WATERSIDE OF THE
BULKHEAD.
TRACT 4:
Being a parcel of land comprising 3.87 acres more or less,
located in Nueces County, Texas at the Texas State Aquarium site
and being more particularly described as follows:
Beginning at a point located at the intersection of centerline of
Canal Avenue and the East R.O.W. of North Shoreline Boulevard;
Thence South 58° 21' 24" East, 160.51 feet to the point of
beginning of Tract 4 and the most Southerly corner of the
bulkhead;
Thence South 31° 38' 36" West, 30.00 feet to the Southwest limits
of the breakwater;
Thence South 58° 21'24" East, 32.10 feet to a corner;
Thence South 80° 51' 24" East, 123.83 feet for the point of
curvature of a circular curve to the left whose radius bears
North 09° 08' 36" East , 175.00 feet and which has a central
angle of 67° 28' 54.12" , a radius of 175.00 feet, a tangent
distance of 116.89 feet and an arc length of 206.11 feet;
Thence, with said curve to the left, 206.11 feet for the point of
tangency;
Thence continuing North 31° 38' 36" East, 216.96 feet to a
corner;
Thence North 51° 38' 36" East, 92.95 feet to a corner;
Thence North 31° 38' 36" East, 206.07 feet to the Northeast
corner of this tract;
Thence North 58° 21' 24" West, to a point located on the existing
shoreline of Corpus Christi Bay.
Thence meandering Southerly along said shoreline of Corpus
Christi Bay to the Southeast corner of Brooklyn Addition, Block
F, Lot 10;
Final
3/01/88
Page 1 of 2
Attachment (2)
Thence South 37°21' 21" West
Thence South 12° 15' 50"'East, :"4.72 feet to a corner;
Thence South 580 21' 24" East, 15.00 feet to a corner;
Thence South 310 38'36" West, 108.0 feet to a corner on the
bulkhead face.
Thence South 28° 21' 21" East, 40.00 feet to a bulkhead corner
Thence South 58° 21' 24" East, 120.36 feet along the face of the
bulkhead;
Thence South 31° 38' 36" West, 255.00 feet along the East
bulkhead line.
Thence South 61° 38' 37" West, 178.98 feet to the point of
beginning of Tract 4 and the most Southerly point of the bulkhead
face.
Final
3/01/88
ATTACHMENT (2)
•
ORDINANCE 020257 DATED 19880329
ALSO INCLUDES A LARGE DRAWING
EXHIBIT A ATTACHMENT NO. 2
THAT IS TOO LARGE TO COPY
EXHIBIT A
TWENTY (20) YEAR LEASE AGREEMENT: Description of parcel behind bulkhead on the
landside.
TRACT NO.
BEGINNING at a point at the intersection of the centerline extended of North
Shoreline Boulevard a one hundred (100') foot road, and the Southwest boundary of
Canal Street (9th Street) a sixty (60') foot road as shown by map of record of
Brooklyn Addition in Volume "A", page 30-32, Map Records of Nueces County, Texas;
said point of intersection having Lambert Grid Coordinates (South Zone) of
x = 2,357,996.40, y = 781,783.63,
THENCE N 31° 38' 36" E, a distance of 495.38 feet to a point for corner,
THENCE in a Southeasterly direction along a curve to the left having a central angle
of 106° 54' 36", a radius of 55.0 feet, a tangent length of 74.21 feet and an ARC
length of 102.63 feet to the endof said curve and a point for corner, _
THENCE N 31° 38' 36" E, a distance of 8.0 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 25.0 feet to a point for corner,
THENCE N 31° 38' 36" E, a distance of 64.00 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 35.84 feet to a point for corner,
THENCE S 43° 48' 46" W, a distance of 2.24 feet to a point for corner,
THENCE S 37° 21' 21" W, a distance of 46.64 feet to a point for corner,
THENCE S 10° 31' 28" E, a distance of 4.61 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 15.00 feet to a point for corner,
THENCE S 31" 38' 36" W, a distance of 108.00 feet to a point for corner,
THENCE S 28° 21' 22" E, a distance of 40.00 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 120.36 feet to a point for corner,
THENCE S 31° 38' 36" W, a distance of 255.00 feet to a point for corner,
THENCE S 61° 38' 37" W, a distance of 178.98 feet to a point for corner,
THENCE S 63° 03' 36" W, a distance of 35.14 feet to a point for corner,
THENCE N 58° 21' 24" W, a distance of 192.02 feet to the Point of Beginning forming
a tract embracing 137,670 square feet (3.16± acres) more or less, SAVE and EXCEPT
Tracts No. 1, 2, and 3 as described on Exhibit "A", Attachment No. 1.
Final
3/01/88
Attachment No. 3
ORDINANCE 020257 DATED 19880329
ALSO INCLUDES A LARGE DRAWING
EXHIBIT A ATTACHMENT NO. 3
THAT IS TOO LARGE TO COPY
ORDINANCE 020257 DATED 19880329
ALSO INCLUDES A LARGE DRAWING
EXHIBIT B ATTACHMENT NO. 1
THAT IS TOO LARGE TO COPY
EXHIBIT B
DESCRIPTION OF PROPERTY TO BE CONVEYED BY TEXAS STATE AQUARIUM ASSOCIATION TO THE
CITY OF CORPUS CHRISTI (Being that property outlined in pink on Exhibit "B"
Attachment No. 1).
PARCEL NO. 1 (PREVIOUSLY RIGHT-OF-WAYS)
BEGINNING at a point at the intersection of the centerlines extended of North
Shoreline Boulevard a one hundred (100') foot road and Canal Avenue (9th Street) a
sixty (60') foot road as shown by map of record of Brooklyn Addition in Volume "A",
pages 30-32, Map Records of Nueces County, Texas; and said point of intersection
having Lambert Grid Coordinates (South Zone) of x = 2,538,012.14, y = 781,809.17,
THENCE along said centerline extended of North Shoreline Boulevard N 31° 38' 36" E,
a distance of 465.38 feet to a point for corner,
THENCE in a Northwesterly direction along a curve to right having a central angle
of 73° 05' 24", a radius of 55.0 feet, a tangent of 40.76 feet, and an ARC length of
70.16 feet to the end of said curve and a point for corner,
THENCE N 31° 38' 36" E, a distance of 22.00 feet to a point for corner,
THENCE S 58' 21' 24" E, a distance of 39.0 feet to the said centerline extended of
North Shoreline Boulevard and point for corner,
THENCE along said centerline N 31° 38' 36" E, a distance of 50.0 feet to a point for
corner,
THENCE S 58° 21' 24" E, a distance of 50.0 feet to the Southeast right-of-way line
of said North Shoreline Boulevard and a point for corner,
THENCE along the said Southeast right-of-way line of North Shoreline Boulevard S 31°
38' 36" W, a distance of 200.00 feet to the Northeast right-of-way line of Bennett
Street (10th Street) as shown on said Brooklyn Addition, for a point for corner,
THENCE along the said Northeast right-of-way line of Bennett Street S 58° 21' 24" E,
a distance of 126.83 feet to a point in the shoreline of Corpus Christi Bay at the
1.0 foot (February 17, 1986 N.G.V.D.) to a point for corner,
THENCE along the meanders of said shoreline of Corpus Christi Bay as follows:
S 42° 50' 59" E 34.42',
S 44° 25' 14" E 93.87',
S 28° 22' 56" W 14.98', and
S 35° 17' 01" W, a distance of 13.26 feet to the Southwest right-of-way line of said
Bennett Street and a point for corner,
Final
3/01/88
Attachment No. 2
1 of 3
THENCE along said Southwest right-of-way line of Bennett Street N 58° 21' 24" W, a
distance of 251.11 feet to the said Southeast right-of-way line of North Shoreline
Boulevard and a point for corner,
THENCE along said Southeast right-of-way line of North Shoreline Boulevard
S 31° 38' 36" W, a distance of 300.00 feet to a 5/8" iron rod set in the Northeast
right-of-way line of said Canal Avenue and a point for corner,
THENCE along said Northeast right-of-way line of Canal Avenue S 58° 21' 24" E, a
distance of 160.34 feet to a point in the said shoreline of Corpus Christi Bay,
THENCE along the meanders of said shoreline of Corpus Christi Bay S 60° 52' 41" W, a
distance of 34.38 feet to the centerline of said Canal Avenue to a point for corner,
THENCE S 63° 03' 36" W, a distance of 35.14 feet to the Southwest right-of-way line
of said Canal Avenue to a point for corner,
THENCE along said southwest right-of-way line of Canal Avenue N 58° 21' 24" W, a
distance of 192.02 feet to a point of intersection of said North Shoreline Boulevard
centerline extended, for corner,
THENCE along said centerline extended of North Shoreline Boulevard N 31° 23' 05" E,
a distance of 30.0 to the Point of Beginning forming a tract embracing 5-6,064 square
feet (1.29± acres) more or less.
PARCEL NO. 2: (PROPERTY IN BLOCK "E")
BEGINNING at a 5/8" iron rod set in the Southeast right-of-way line of North
Shoreline Boulevard a one hundred (100') foot road at its point in intersection with
the Southwest right-of-way line of Bennett Street a sixty (60') foot road, said
point of intersection also being the Northernmost corner of Block E, Brooklyn
Addition, as shown by map of record of said subdivision in Volume "A", page 34, Map
Records of Nueces County, Texas; and said point of intersection having Lambert Grid
Coordinates (South Zone) of x = 2,358,227.83, y = 782,063.87,
THENCE along said Southwest right-of-way line of Bennett Street S 58° 21' 24" E at
220.47 feet pass a 5/8" iron rod set for a reference point, in all a distance of
250.27 feet to a point in the shoreline of Corpus Christi Bay at the 0.7' MSL
contour line for corner,
THENCE along the meanders of said shoreline of Corpus Christi Bay being the 0.7' MSL
contour line to points as follows:
Final
3/01/88
Attachment No. 2
2 of 3
S 41° 48' 10" W
S 33° 07' 58" W
S 34° 23' 29" W
S 33° 19' 31" W
S 75° 49' 47" W
50.80'
50.02'
50.06'
50.01'
42.49', to a point for corner,
THENCE N 58° 21' 24" W a distance of 206.52 feet to a point for corner, said point
also being on the said Southeast right-of-way line of North Shoreline Boulevard,
THENCE along said Southeast right-of-way line of North Shoreline Boulevard N 31° 38'
36" E a distance of 230.47 feet to the Point of Beginning forming a tract embracing
54,850.00 square feet (1.26± acres) more or less.
PARCEL NO. 3 (PROPERTY IN BLOCK "F")
BEGINNING at a point in the Southeast right-of-way line of North Shoreline Boulevard
a one hundred (100') foot road at its point of intersection with the Northeast
right-of-way line of Bennett Street a sixty (60') foot road, said point of
intersection also being the Westernmost corner of Block F, Corpus Beach Hotel
Addition, as shown by map of record in Volume 1, page 51, Map Records of Nueces
County, Texas (formally known as Block F, Brooklyn Addition, as shown by map or
record of said subdivision in Volume "A", pages 30-32, Map Records of Nueces County,
Texas); and said point of intersection having Lambert Grid Coordinates (South Zone)
of x = 2,358,259.31, y = 782,114.95,
THENCE N 31° 38' 36" E, a distance of 200.00 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 81.84 feet to a point for corner,
THENCE S 430 48' 46" W, a distance of 2.24 feet to a point for corner,
THENCE S 37° 21' 21" W, a distance of 46.64 feet to a point for corner,
THENCE S 52° 46' 59" E, a distance of 17.15 feet to a point for corner,
THENCE S 31° 40' 21" W, a distance of 56.72 feet to a point for corner,
THENCE S 18° 55' 11" W, a distance of 91.38 feet to a point for corner,
THENCE S 41° 40' 04" E, a distance of 13.51 feet to a point for corner,
THENCE N 58° 21' 24" W, a distance of 126.83 feet to the Point of Beginning forming
a tract embracing 19,030 square feet (0.44± acres) more or less.
Final
3/01/88
Attachment No. 2
3 of 3
ORDINANCE 020257 DATED 19880329
ALSO INCLUDES A LARGE DRAWING
EXHIBIT B ATTACHMENT NO. 2
THAT IS TOO LARGE TO COPY
EXHIBIT B
DESCRIPTION OF NON-EXCLUSIVE EASEMENT GRANTED BY TEXAS STATE AQUARIUM ASSOCIATION TO
THE CITY OF CORPUS CHRISTI (Being that property marked in orange on Exhibit "B"
Attachment No. 1 drawing).
BEGINNING at a point at the intersection of the centerline of a twenty (20') foot
alley and the common boundary lot line extended of Lot 8 and Lot 10 in Block 3,
Brooklyn Addition as shown by map of record of said subdivision in Volume "A", pages
30-32, Map Records of Nueces County, Texas; said point of intersection having
Lambert Grid Coordinates (South Zone) of x = 2,357,971.05, y = 782,104.65,
THENCE N 58° 21' 24" W, a distance of 179.41 feet to a point for corner,
THENCE N 28° 19' 58" E, a distance of 100.17 feet to a point for corner,
THENCE S 58° 21' 24 " E, a distance of 88.04 feet to apoint for corner,
THENCE S 28° 21' 24" E, a distance of 148.49 feet to a point for corner,
THENCE S 88" 21' 24" E, a distance of 109.65 feet to 6 -point for corner,
THENCE N 31° 38' 36" E, a distance of 229.42 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 24.59 feet to a point for corner,
THENCE S 31° 38' 36" W, a distance of 22.00 feet to a point for corner, and the
beginning of a curve to the left having a central angle of 73° 05' 24", a radius of
55.0 feet, a tangent length of 40.76 feet and an ARC length of 70.16 feet to the end
of said curve and a point for corner,
THENCE S 31° 38' 36" W, a distance of 252.72 feet to a point for corner,
THENCE N 28° 21' 24" W, a distance of 113.85 feet to a point for corner,
THENCE N 88" 21' 24" W, a distance of 69.23 feet to a point for corner,
THENCE N 67° 20' 27" W, a distance of 31.83 feet to the Point of Beginning forming a
tract embracing 36,486 square feet (0.84± acres) more or less.
Final
3/01/88
Attachment No. 3
ORDINANCE 020257 DATED 19880329
ALSO INCLUDES A LARGE DRAWING
EXHIBIT B ATTACHMENT NO. 3
THAT IS TOO LARGE TO COPY
EXHIBIT B
TEXAS STATE AQUARIUM EXCHANGE PARCEL (C-1)
A tract of land out of Block E, Brooklyn Addition, a map of which is recorded in
Volume A, Pages 30-32 of the Map Records of Nueces County, Texas and further
described by metes and bounds as follows:
BEGINNING at a 5/8" iron rod set in the Southeast right-of-way line of North
Shoreline Boulevard at its point of intersection with the Northeast right-of-way
line of a portion of Canal Avenue closed by City of Corpus Christi, Texas Ordinance
No. 17139 for the Westernmost corner of said Block "E" and of this tract; said point
of intersection having Lambert Grid Coordinates (South Zone) of x = 2,538,070.045,
y = 781,808.48.
THENCE along said Southeast right-of-way line of North Shoreline Boulevard
N 31° 38' 36" E, a distance of 69.53 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 206.52 feet to a point for corner,
THENCE S 75° 49' 47" W, a distance of 27.24 feet to a point for corner,
THENCE S 42° 57' 12" W, a distance of 50.99 feet to a point for corner,
THENCE N 58° 21' 24" W, a distance of 177.54 feet to the Point of Beginning forming
a tract embracing 12,975 square feet (0.30± Acres) more or less.
Final
3/01/88
Attachment No. 4
EXHIBIT C
TEXAS STATE AQUARIUM EXCHANGE PARCEL (C-1)
A tract of land out of Block E, Brooklyn Addition, a map of which is recorded in
Volume A, Pages 30-32 of the Map Records of Nueces County, Texas and further
described by metes and bounds as follows:
BEGINNING at a 5/8" iron rod set in the Southeast right-of-way line of North
Shoreline Boulevard at its point of intersection with the Northeast right-of-way
line of a portion of Canal Avenue closed by City of Corpus Christi, Texas.Ordinance
No. 17139 for the Westernmost corner of said Block "E" and of this tract; said point
of intersection having Lambert Grid Coordinates (South Zone) of x = 2,538,070.045,
y = 781,808.48.
THENCE along said Southeast right-of-way line of: North Shoreline Boulevard
N 31° 38' 36" E, a distance of 69.53 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 206.52 feet to a point for corner,
THENCE S 75" 49' 47" W, a distance of 27.24 feet to a; point for corner,
THENCE S 42° 57' 12" W, a distance of 50.99 feet to a point for corner,
THENCE N 58° 21' 24" W, a distance of 177.54 feet to the Point of Beginning forming
a tract embracing 12,975 square feet (0.30± Acres) more or less.
CITY EXCHANGE PARCEL (C-2)
BEGINNING at a point of intersection of the centerline extended of Surfside
Boulevard a sixty (60') foot road, and the common boundary lot line extended of Lot
8 and of Lot 10, Block 3, Brooklyn Addition, as shown by map of record of said
subdivision in Volume "A", pages 30-32, Map Records of Nueces County, Texas; said
point of intersection having Lambert Grid Coordinates (South Zone) of
x = 2,357,826.33 y = 782,193.84,
THENCE N 58° 21' 24" W a distance of 9.41 feet to a point for corner,
THENCE N 28° 19' 58" E a distance of 410.69 feet to a point for corner, and the
beginning of a curve to the right,
THENCE along said curve to the right having a central angle of 70° 16' 10", a radius
of 50.0 feet, a tangent length of 35.19 feet and an ACR length of 61.32 feet to a
point for corner,
THENCE S 31° 38' 36" W a distance of 457.07 feet to the point of beginning forming a
tract embracing 9,855 square feet (0.23± acres) more or less.
Final
3/01/88
Attachment No. 1
ORDINANCE 020257 DATED 19880329
ALSO INCLUDES A LARGE DRAWING
EXHIBIT C ATTACHMENT NO. 1
THAT IS TOO LARGE TO COPY
t
t
Lwyers Title jnsurance Orporation
90-00-248556
= z •
wnerty
OF TITLE INSURANCE
Policy 90 - Texas Form T-1 Rev. 1985 Cover Sheet
035-0-090-4226'4 Owner
ai yers Title
Insurance @rporation
POST OFFICE BOX 50159
DALLAS, TEXAS 75250
Policy 90 - Texas Form T-1 Rev. 1985 Cover Sheet
035-0-090-4226'4 Owner
• 1 POLICY NUMBER
,NER POLICY: 3C UNTYTY TYPE
POLICY AMOUNT
'REMIUM
(ATE CODE
7 EFFECTIVE DATE
c' SURVEY AMENDMENT
d ADDITIC?JAL CHAINS
90-00-248556
CI
355
$1825000.00
$8,473.50
1200
1200/0500
$1,271.03
1
2
3
4
5
6
7
8
9
.Lawyers Title Insurance Corporation
CASE NUMBER DATE OF POLICY AMOUNT OF INSURANCE
GF##7457—WM
Name of Insured:
4-10-86 $1,825,000.00
Schedule A
CORPUS CHRISTI AQUARIUM ASSOCIATION
THE POLICY NUMBER SHOWN
ON THIS SCHEDULE MUST:
AGREE WITH THE PREPRINTED
NUMBER ON THE COVER
OWNER POLICY OF
TITLE INSURANCE
POLICY NUMBER
90-00-248556
1. The estate or interest in the land insured by this policy is (fee simple, leasehold, easement, etc., -identify or describe)
FEE SIMPLE
2. The land referred to in this policy is described as follows:
see added page
Countersigned at Corpus Christi, Texas
Policy 90 — Texas Form T - 1 (Rev. 1983)
035-0-090-4220/5 Litho in U.S.A.
THIS POLICY IS INVALID
UNLESS THE COVER AND
LAWYERS TITLE SERVICES, INC.
Y9 V
WANDA E. MILES
RESIDENT
"EC'
u homed Countersignature
Page 1 of Sched. A
Owner Policy No. 90-00-24855(
CIF117457-WM �,
JLau vers Title Insurance Corporation
Page: A-2
THE SURFACE ESTATE ONLY in and to Lots One (1), Two (2), Three (3), Four
(5), Six (6), Seven (7), Eight (8), Nine (9), Ten (10), Eleven (11), and
Block E, BROOKLYN ADDITION of the City of Corpus Christi, Nueces County,
shown by the map or plat thereof, recorded at Volume A, Pages 30-32, Map
Nueces County, Texas, and being described by metes and bounds as follows:
A tract of land out of Block E, Brooklyn Addition, a map of which is recorded in
Volume A, Page 32 of the Map Records of Nueces County, Texas and further described by
metes and bounds as "follows:
(4) , Five
Twelve (12),
Texas as
Records,
BEGINNING at a 5/8" iron rod set in the southeast right-of-way line of North Shorelin
Boulevard at its point of intersection with the Northeast right-of-way line of a
portion of Canal Avenue closed by City of Corpus Christi, Texas, Ordinance No. 17139
for the Westernmost corner of said Block "E" and of this tract;
THENCE along said Southeast right-of-way line of North Shoreline Boulevard N 32
degrees 00' 00" E 300.00 feet to a 5/8" iron rod set for the Northernmost corner of
this tract and of said Block•E and being at the point of intersection of said Southea
right-of-way line of North Shoreline Boulevard and the Southwest right-of-way line of
a portion of Bennett Street closed by City of Corpus Christi, Texas, Ordinance No.
16703;
THENCE along said Southwest right-of-way line of Bennett Street S 58 degrees 00' 00"
E at 220.47 feet pass a 5/8" iron rod set for a reference point, in all a distance of
250.27 feet to a point in the shoreline of Corpus Christi Bay at the 0.7' MSL contour
line;
.THENCE along meanders of said shoreline of Corpus Christi Bay being the 0.7' MSL
contour line to points as follows:
S 42 degrees 09' 34" W
S 33 degrees 29' 22" W
S 34 degrees 44' 53" W
S 33 degrees 43' 06" W
S 76 degrees 11' 11" W
S 43 degrees 18' 36" W
Southernmost corner of this tract
right-of-way line of Canal Avenue;
50.80'
50.02'
50.06'
50.02'
69.73' and
50.99' to a point for the
and said Block "E" and being in said Northeast
THENCE along said Northeast right-of-way line of Canal Avenue N 58 degrees 00' 00" W
at 20.00 feet pass a 5/8" iron rod set for reference point, in all a distance of
177.51 feet to the POINT OF BEGINNING.
iau3yers Title Insura(e Corportion
CASE NUMBER DATE OF POLICY
GF#7457-WM 4-10-86
OWNS .'OLICY O
TITLE INSURANC(
THIS POLICY NUMBER SHOWN POLICY NUMBER
ON THIS SCHEDULE MUST
AGREE WITH THE PREPRINTED H 90-00-248556
NUMBER ON THE COVER SHEET
Schedule B
This policy is subject to the Conditions and Stipulations hereof, the terms and conditions of the leases or easements insured,
if any, shown in Schedule A, and to the following matters which are additional exceptions from the coverage of this Policy:
1. The following' restrictive covenants of record itemized below (the Company must either insert specific recording data
or state "None of record"): None of record.
2. Any dlase-TerFERIVeliuntlit.E.RifF shortages in area o:4ieaa3
9 dam#iaeraFFge:mtreac;*tis�eR�#s,wat:►FtneerrkarpplcaR3;7**Risfrstaksp•
rrierFmLiu
3. Taxes for the year 19 86 and subsequent years, and subsequent assessments for prior years due to change in land usage or
ownership.
4. The following lien(s) and all terms, provisions and conditions of the instrument(s) creating or evidencing said lien(s):
Vendor's Lien retained in Deed dated April 9, 1986, from Wayne A. Johnson
and Wayne A. Johnson, II to Corpus Christi Aquarium Association, securing
payment of one certain promissory note of even date therewith in the
principal sum of $2,600,000.00, bearing interest and payable as therein
stipulated to the order of American National Bank - Corpus Christi, and
being further secured by a Deed of Trust of even date therewith to Al Jones,
Trustee. Said Deed and Deed of Trust were filed for record in the office
of the County Clerk of Nueces County, Texas, under Clerk's File Nos. 485512
and 485513, respectively on April 10, 1986.
Title to all oil, gas and minerals and other elements not constituting part of the
Surface Estate in the above described property together with all rights, privileges
and immunities relating thereto.
Any changes in the boundary lines of the above property caused by erosion from the
actions of the waters of Corpus Christi Bay.
Oil and Gas Lease dated July 12, 1965 executed by Nueces County Navigation District
No. 1 to Kelly Bell, recorded under Clerk's File No. 695933, and at Volume 222, Page
182, Oil and Gas Records, Nueces County, Texas and all instruments thereunder.
Page 1 of Sched. B
Policy 90 — Texas Form T - 1 (Rev. 1983:
035-0-090-4222/5 Litho in U.S.A.
Lawyers Title Insurance Corporation
90-00-248557
f •
wnercy
OF TITLE INSURANCE -
Lawyers Title
Insurance (grporation
POST OFFICE BOX 50159
DALLAS. TEXAS 75250
Policy 90 - Texas Form T-1 Rev. 1985
035-0-090-4226!4
Cover Sheet
Owner POlicy•Form prescribed by State Board of Insurance of Texas
_ 1 POLICY NUMBER
'N ER POLICY. 32 PROPER
COUNTYTY TYPE
4 POLICY AMOUNT
'REMIUM
ATE CODE
7 EFFECTIVE DATE
8 SURVEY AMENDMENT
9 ADDITIQ1AL CHAINS
1-90-00-248557 CI
1 ,z
3
355
$400,000.00
$2,061.00
1200/0500
6
I u3yers Title Insurance corporation
CASE NUMBER
DATE OF POLICY AMOUNT OF INSURANCE
GF#7457-WM 4-10-86 $400,000.00
Schedule A
Name of Insured: CORPUS CHRISTI AQUARIUM ASSOCIATION
4-10-86 309.15
8 9
OWNER POLICY OF
TITLE INSURANCE
THE POLICY NUMBER SHOWN POLICY NUMBER
ON THIS SCHEDULE MUST,.
AGREE WITH THE PREPRINTED'
NUMBER ON THE COVER 90-00-248557
1. The estate or interest in the land insured by this policy is (fee simple, leasehold, easement, etc., -identify or describe)
FEE SIMPLE
2. The land referred to in this policy is described as follows:
Lots One Hundred Forty -Two (142), One Hundred Forty -Three (143), One Hundred Forty -
Four (144) and One Hundred Forty -Five (145), all in Block F, CORPUS BEACH HOTEL
ADDITION, a Subdivision of the City of Corpus Christi, Nueces County, Texas, as
shown by the map or plat thereof, recorded in Volume 1, Page 51, Map Records,
Nueces County, Texas.
LAWYERS TITLE SERVICES, INC.
Countersigned at Corpus Christi, Texas WANDA E. MILES, EXEC. VICE PRESIDE
Authorized Countersignature
Page 1 of Sched. A
Policy 90 — Texas Form T - 1 (Rev. 1983)
035-0-090.4220/5 Litho in U.S.A.
THIS POLICY IS INVALID
UNLESS THE COVER AND
Title Juyers Title Insura;e Corporticn
CASE NUMBER DATE OF POLICY
GF#7457-WM 4-10-86
C
THIS POLICY NUMBER SHOWN
ON THIS SCHEDULE MUST
AGREE WITH THE PREPRINTED
NUMBER ON THE COVER SHEET
OWN POLICY (
TITLE INSURANC
POLICY NUMBER
90-00-248557
Schedule B
This policy is subject to the Conditions and Stipulations hereof, the terms and conditions of the leases or easements insured,
if any, shown in Schedule A, and to the following matters which are additional exceptions from the coverage of this Policy:
1. The following restrictive covenants of record itemized below (the Company must either insert specific recording data
or state "None of record"): None of record.
2. Any i;eivsj.-em1l;t,-1-,7qar shortages in area mag 4i141M g
etyc
3. Taxes for the year 19 86 and subsequent years, and subsequent assessments for prior years due to change in land usage or
ownership.
4. The following lien(s) and all terms, provisions and conditions of the instrument(s) creating or evidencing said lien(s):
Deed of Trust dated April 9, 1986, from Corpus Christi Aquarium Association to
Al Jones, Trustee, securing payment of one note of even date therewith in the
principal sum of $2,600,000.00, bearing interest and payable as therein stipulated
to the order of American National Bank - Corpus Christi, filed for record in the
office of the County Clerk of Nueces County, Texas, under Clerk's File No. 485513.
Title to all oil, gas and minerals and other elements not constituting part of the
Surface Estate in the above described property together with all rights,privileges
and immunities relating thereto.
Any changes in the boundary lines of the above property caused by erosion from the
actions of the waters of Corpus Christi Bay.
Oil and Gas Lease dated July 12, 1965 executed by Nueces County Navigation District
No. 1 to Kelly Bell, recorded under Clerk's File No. 695933, and at Volume 222, Page
182, Oil and Gas Records, Nueces County, Texas, and all instruments thereunder.
Policy 90 — Texas Form T - 1 (Rev. 1983;
035-0.090-4222%5 Litho in U.S.A.
(l...no, o..�..... e_
Page 1 of Sched. B
ORDINANCE 020257 DATED 19880329
ALSO INCLUDES A LARGE DRAWING
EXHIBIT F
THAT IS TOO LARGE TO COPY
D
PURCHASE AGREEMENT
Parties
The parties to this Purchase Agreement (herein called this
"Agreement") are the Texas State Aquarium Association, a Texas
nonprofit corporation (herein called the "Association"), and the
City of Corpus Christi, Texas, a Texas home rule city (herein
called the "City").
Definitions
For purposes of this Agreement, the following terms shall
have the indicated meanings:
a. The term "Aquarium" shall mean the public aquarium
which the Association plans to construct in Corpus Christi,
Texas, and operate on a nonprofit basis for multiple public
purposes.
b. The term "Aquarium Lease" shall mean the agreement
between the City and the Association entitled "Aquarium
Lease" which pertains to the development and operation of
the Aquarium by the Association and the lease of the
Aquarium by the City to the Association.
c. The term "Aquarium Parcel One" shall mean the real
property in Nueces County, Texas, which was acquired by the
Association from third parties and which is described on the
attached Exhibit I, which Exhibit I is incorporated herein
by reference for all purposes.
d. The term "Aquarium Parcel Two" shall mean the real
property in Nueces County, Texas, which was or will be
acquired by the Association after the closing of certain
public streets and which is described on the attached
Exhibit II, which Exhibit II is incorporated herein by
reference for all purposes.
e. The term "Association Exchange Tract" shall mean
the real property in Nueces County, Texas, acquired by the
Association from third parties and which is described on the
attached Exhibit III, which Exhibit III is incorporated
herein by reference for all purposes.
f. The term "City Exchange Tract" shall mean the real
property in Nueces County, Texas, which will be acquired by
the City after the closing of certain public streets and
which is described on the attached Exhibit IV, which
C24
Mia iT G
Exhibit IV is incorporated herein by reference for all pur-
poses.
g. The term "Easement Tract" shall mean the real
property in Nueces County, Texas, described on the attached
Exhibit V, which Exhibit V is incorporated herein by refer-
ence for all purposes.
h. The term "Easement" shall mean a perpetual, non-
exclusive easement for a pedestrian walkway upon and across
the Easement Tract, which easement shall be appurtenant to
and shall run with Aquarium Parcel One and Aquarium Parcel
Two, and which is more fully described hereinbelow.
i. The term "Architect" shall mean the architectural
firm of Phelps Garza Bomberger or its successor.
J.
Lawyers
The term "Title Insurance Company" shall mean
Title Insurance Corporation or its successor.
k. The term
Services, Inc., in
1. The term
of Corpus Christi,
successor.
"Title Agency" shall mean Lawyers Title
Corpus Christi, Texas, or its successor.
"Escrow Agent" shall mean First City Bank
a State Banking Association, or its
m. The term "Plans" shall mean the plans and specifi-
cations approved by the City Manager under Paragraph 1(d) of
the Aquarium Lease as modified, if applicable, in accordance
with the provisions of this Agreement.
n. The term "Property" shall mean collectively
(i) Aquarium Parcel One, (ii) Aquarium Parcel Two, (iii) the
buildings and improvements to be constructed on Aquarium
Parcel One and Aquarium Parcel Two pursuant to the Plans,
and (iv) the Easement.
o. The terms "Interim Construction Loan" and "City
Purchase Account" shall have the same meaning herein as in
the Aquarium Lease.
p. The term "Interim Construction Lender" shall mean
the provider or providers of the Interim Construction Loan.
q. The term "Permitted Exceptions" shall mean the
matters set forth on the attached Exhibit Vi, which
Exhibit VI is incorporated herein by reference for all
purposes.
Premises
- Upon completion of the Aquarium as herein provided, the
Association has agreed to sell and the City has agreed to pur-
chase the Property. In addition, upon completion of the Aquarium
or at such time thereafter as the City acquires fee simple title
to the City Exchange Tract, the City and the Association have
agreed to exchange the City Exchange Tract and the Association
Exchange Tract.
Agreement
In consideration of the premises, the covenants contained in
the Aquarium Lease, and other good and valuable consideration
exchanged between the City and the Association, the receipt and
sufficiency of which are hereby acknowledged, the City and the
Association agree as follows:
1. Purchase and Sale. The Association, for the considera-
tion and upon the terms herein provided, agrees to sell and
convey to the City, and the City agrees to purchase from the
Association, the Property (said sale and purchase is sometimes
referred to herein as the "Purchase").
2. Exchange. Upon the terms herein provided, the
Association agrees to convey the Association Exchange Tract to
the City in exchange for the City's conveyance to the Association
of the City Exchange Tract (said exchange between the Association
and the City is sometimes referred to herein as the "Exchange").
3. Sales Price. The total sales price to be paid by the
City to the Association on the Date of Closing is an amount equal
to $10,000,000.00 plus the Adjustment Amount (the term
"Adjustment Amount" is defined below). The total purchase price
shall be paid to the Association in cash or by cashier's check or
certified check as hereinafter provided.
Simultaneous with the execution of this Agreement, the City
shall deposit in the City Purchase Account with the Escrow Agent
the sum of $10,000,000.00. The Escrow Agent shall hold the
$10,000,000.00 pursuant to the terms of the Escrow Agreement
between the City and the Escrow Agent pertaining to said
$10,000,000.00 (hereinafter called the "Escrow Agreement"). The
term "Adjustment Amount" shall mean an amount of money equal to
the monies actually paid by the Association as interest on the
Interim Construction Loan, not to exceed the total amount of
money earned on the $10,000,000.00 while held by the Escrow Agent
pursuant to the Escrow Agreement.
4. Title Policy. Upon closing of the Purchase, the
Association shall cause to be delivered to the City an Owner
-3-
Policy of Title Insurance issued by the Title Insurance Company
through the Title Agency in the form prescribed by the State
Board of Insurance of the State of Texas, dated as of the Date of
Closing or later, issued to the City in the amount of the total
purchase price paid by the City to the Association for the
Property, guaranteeing the City's title to the Property to be
good and indefeasible subject only to the Permitted Exceptions
and the usual and customary title exceptions printed and other-
wise contained in a standard Owner Policy of Title Insurance.
The Owner Policy of Title Insurance described in this paragraph
is hereinafter sometimes called the "Purchase Title Policy."
Notwithstanding anything herein to the contrary, if on the Date
of Closing (i) all of the portions of the public streets and
alleys which comprise part of the Easement Tract have not been
closed, and (ii) the Association has not acquired title to said
portions of said public streets, then the Purchase Title Policy
shall only describe and insure the Easement insofar as it
pertains to that portion of the Easement Tract not consisting of
said public streets or alleys.
Upon closing of the Exchange, the Association shall cause to
be delivered to the City an Owner Policy of Title Insurance
issued by the Title Insurance Company through the Title Agency in
the form prescribed by the State Board of Insurance of the State
of Texas, dated as of the Date of Closing or later, issued to the
City in an amount not Less than $89,000.00, guaranteeing the
City's title to the Association Exchange Tract to be good and
indefeasible subject only to the Permitted Exceptions and the
usual and customary title exceptions printed and otherwise
contained in a standard Owner Policy of Title Insurance. The
Owner Policy of Title Insurance described in this paragraph is
hereinafter sometimes called the "Exchange Title Policy."
The Association shall pay twenty percent (20%) and the City
shall pay eighty percent (80%) of the premiums for the Purchase
Title Policy and the Exchange Title Policy. The premiums for the
Purchase Title Policy and the Exchange Title Policy shall be
deemed to include any premium paid by the Association for any
other title insurance policy which the Title Agency allows as a
credit for the payment of the premium for either the Purchase
Title Policy or the Exchange Title Policy, or which the Title
Agency is permitted to take into account for purposes of dis-
counting the premium to be paid for either the Purchase Title
Policy or the Exchange Title Policy.
5. Deeds. On the Date of Closing, the Association shall
execute a Deed conveying the Property to the City. The form of
such Deed is attached hereto as Exhibit VII, which Exhibit VII is
incorporated herein by reference for all purposes.
On or after the Date of Closing as hereinafter provided,
(i) the Association shall execute and deliver a_ Deed conveying
-4-
the Association Exchange Tract to the City, and (ii) the City
shall execute and deliver a Deed conveying the City Exchange
Tract to the Association. Such Deeds shall be in the form
attached hereto as Exhibit VIII, which Exhibit VIII is incor-
porated herein by reference for all purposes.
6. Purchase Closing. The closing of the Purchase (herein
sometimes called the "Purchase Closing") shall be on a mutually
acceptable date and time within thirty (30) days after the
Association gives written notice to the Escrow Agent and the
City that construction of the Aquarium in accordance with the
Plans is substantially complete (herein called the "Date of
Closing").
At the Purchase Closing, the following shall occur:
a. The Escrow Agent shall be furnished with (i) a
Certificate of Substantial Completion from the Architect
which certifies the substantial completion of the Aquarium
in accordance with the Plans; (ii) a Commitment For Title
Insurance issued to the City by the Title Insurance Company
through the Title Agency, dated within ninety (90) days of
the Date of Closing, evidencing the commitment of the Title
Insurance Company to issue to the City the Purchase Title
Policy; (iii) a copy of the executed Deed described herein
conveying the Property from the Association to the City
certified by the Title Agency as being a true and correct
copy of the original, executed copy held by the Title
Agency; (iv) a copy of a letter from the Interim
Construction Lender to the Title Agency stating the total
amount of money paid or to be paid by the Association
through the Date of Closing as interest on the Interim
Construction Loan; (v) a letter from the Title Agency to the
Escrow Agent stating that the Title Agency has made arrange-
ments to satisfy all conditions precedent to the issuance of
the Purchase Title Policy upon the Title Agency's receipt of
the total purchase price and the other sum described below
in subparagraph b; (vi) a Settlement Statement which sets
forth the total purchase price, the description and amount
of any expenses to be paid by the City, the description and
amount of any credits against the total purchase price
permitted under this Agreement, and a schedule of the
disbursements to be made by the Title Agency of the total
amount to be paid by the City; (vii) a letter addressed to
the Title Agency for execution by the Escrow Agent on behalf
of the City stating that the form of the above Commitment
For Title Insurance is acceptable to the City; and
(viii) tax certificates from all taxing authorities
evidencing that there are no delinquent taxes and assess-
ments pertaining to the Property. The City shall be
furnished with copies of the items described in this
-5-
subparagraph at the same time they are furnished to the
Escrow Agent.
b. Upon Escrow Agent's receipt of the items described
in subparagraph a above, Escrow Agent shall (i) execute on
behalf of the City the Settlement Statement; (ii) execute on
behalf of the City the letter addressed to the Title Agency
pertaining to the Commitment For Title Insurance; and
(iii) deliver to the Title Agency the executed Settlement
Statement, the executed letter, the total purchase price,
and an amount equal to the total of the City's expenses
shown on the Settlement Statement net of any allowable
credits.
c. Upon the Title Agency's receipt of the executed
Settlement Statement, the executed letter, the total
purchase price and the amount of the City's net expenses,
the Title Agency shall (i) file the original copy of the
Deed conveying the Property to the City with the Nueces
County Clerk for recording in the Deed Records of Nueces
County, Texas; (ii) disburse the total amount received from
the Escrow Agent pursuant to the Settlement Statement; and
(iii) issue the Purchase Title Policy and deliver it to the
City.
7. Exchange Closing. The closing of the Exchange (herein
sometimes called the "Exchange Closing") shall be on the Date of
Closing or as soon thereafter as the City acquires fee simple
title to the City Exchange Tract. The Exchange Closing shall be
held in the office of the Title Agency or such other location as
may be mutually acceptable to the Association and the City.
At the Exchange Closing, the following shall occur:
a. The Association shall execute and deliver to the
City the Deed conveying the Association Exchange Tract.
b. The City shall execute and deliver to the
Association the Deed conveying the City Exchange Tract.
c. The Association and the City shall execute and
deliver to the Title Agency any and all documents the Title
Agency may reasonably require to close the Exchange and
cause the Exchange Title Policy to be issued to the City.
The Association and the City shall each pay to the Title
Agency their share of expenses associated with the Exchange
and the Exchange Closing as herein provided.
8. Escrow Agreement. The City shall cause the Escrow
Agreement to specifically provide for, authorize and direct the
Escrow Agent's performance of the Escrow Agent's tasks described
above in Paragraph 6 and elsewhere in this Agreement.
-6-
9. Construction of Aquarium. The Association shall cause
the Aquarium to be constructed in accordance with the Plans. The
Plans may be modified from time to time by the Association
provided such modifications do not materially alter the design
concepts evidenced by the Plans as originally approved by the
City. Any modifications to the Plans which materially alter such
design concepts must be approved by the City Manager.
10. Authority of City Manager. By its execution
Agreement, the City authorizes its City Manager to act
behalf and to take such action and do all things which
necessary to perform the City's obligations under this
and to implement the provisions hereof.
of this
in its
may be
Agreement
11. Default. If the Purchase and the Exchange are not
closed by reason of default of the Association for any reason,
except title defects, the City's default or other conditions
permitting the Association's nonperformance as herein provided,
then the City may seek such relief as may be provided at law or
in equity. Notwithstanding anything in this Agreement to the
contrary, the Association shall have no obligation to incur any
expense or take any action to cure or remove any title exception
or defect to which the City may object under this Agreement. If
the Association fails to cure or remove any such title exception
or defect prior to the applicable closing, then the City, as the
City's sole and exclusive remedy, may either cancel this
Agreement, thereby relieving both the City and the Association
from any further rights, obligations or privileges under this
Agreement, or waive such objection and accept the deed and title
policy to the property to which such objection applies subject to
such title exception or defect. In no event shall the
Association be liable for damages, specific performance or other
legal or equitable action if any such title exception or defect
is not cured or removed by the Association prior to the appli-
cable closing, or if the Association is unable to deliver to the
City any title insurance policy provided for herein.
If the Purchase and the Exchange are not closed by reason of
default of the City for any reason, except the Association's
default or other conditions permitting the City's nonperformance
as herein provided, then the Association may seek such relief as
may be provided at law or in equity.
12. Representations of the Association. The City acknowl-
edges and agrees that the Property and the Association Exchange
Tract are to be sold, conveyed and delivered by the Association
to the City at closing, and accepted by the City "AS IS", in its
then current condition and appearance, and without any warranties
by the Association, express or implied, with respect to appear-
ance, condition, defects, habitability, fitness for any specific
purpose, the availability of utilities and access, or zoning.
•The City agrees that the City is not relying and shall not rely
on any statement, covenant, representation or warranty pertaining
to any of the matters described in this paragraph which is not
expressly set forth in this Agreement.
13. Proration and Costs. The Deeds described in this
Agreement shall be prepared by the Association and recorded at
its expense. The City and the Association shall each pay
one-half (1/2) of the cost of any Title Agency escrow fees. The
costs of the Purchase Title Policy and the Exchange Title Policy
shall be paid by each party as provided above. Ad valorem taxes
for the tax year in which closing occurs shall be prorated to the
date of each closing between the Association and the City. If
the amount of ad valorem taxes for the year in which each closing
occurs is not known as of the date of closing, then such taxes
shall be estimated based on the amount of taxes for the immediate
preceding year, and such proration of taxes shall not be sub-
sequently adjusted.
14. Notices. Any notice, demand or other communication
required or permitted to be given to either party hereunder shall
be in writing and shall be deemed to have been delivered when
actually received or, regardless of whether or not received, on
the third business day after having been deposited in the United
States mail, registered or certified mail, return receipt
requested, postage prepaid, addressed to the respective party at
the address indicated below, or to such other address as may
hereafter be indicated by written notice delivered in accordance
with the terms hereof to the other party:
If to the City:
City Manager
City Hall
P. 0. Box 9277
Corpus Christi, TX 78469
If to the Association: Texas State Aquarium Association
P. 0. Box 331307
Corpus Christi, TX 78404
15. Miscellaneous. This Agreement is intended to be
separate and distinct from the Aquarium Lease. To the extent of
any conflict between the provisions of the Aquarium Lease and
this Agreement which address the same subject matter, the terms
of this Agreement shall control. This Agreement shall be binding
upon the Association and the City and their respective successors
and assigns. Time is of the essence under this Agreement for all
purposes. It is agreed (a) this Agreement shall not be modified,
changed, discharged or voluntarily terminated except by an
instrument in writing signed by the party or parties against whom
enforcement of any such modification, change, addition or deter-
mination is sought; (b) this Agreement shall be construed in
accord with the laws of the State of Texas; and (c) this Agree-
ment may be executed in any number of counterparts, each of which
shall constitute one and the same contract.
DATED this
day of , 198 .
TEXAS STATE AQUARIUM ASSOCIATION
By:
Print Name:
Print Title:
ATTEST: CITY OF CORPUS CHRISTI, TEXAS
By:
Print Name: Print Name:
APPROVED:
City Secretary City Manager
day of , 198
HAL GEORGE, CITY ATTORNEY
By:
Print Name:
Print Title:
THE STATE OF TEXAS
§
COUNTY OF NUECES §
Before me, the undersigned authority, on this day personally
appeared , President of the Texas
State Aquarium Association, a Texas nonprofit corporation, known
to me to be the person and officer whose name is subscribed to
the foregoing instrument, and acknowledged to me that he executed
the same as the act and deed of said corporation, for the
purposes and consideration therein expressed and in the capacity
therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this the day
of , 198 .
THE STATE OF TEXAS §
COUNTY OF NUECES §
Notary Public, State of Texas
Print Name:
My Commission Expires:
Before me, the undersigned authority, on this day personally
appeared , City Manager of the City
of Corpus Christi, Texas, a municipal corporation, known to me to
be the person and officer whose name is subscribed to the
foregoing instrument, and acknowledged to me that he executed the
same as the act and deed of said City of Corpus Christi, Texas,
for the purposes and consideration therein expressed and in the
capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this the day
of , 198
Notary Public, State of Texas
Print Name:
My Commission Expires:
EXHIBIT I
TO THE PURCHASE AGREEMENT BETWEEN THE
TEXAS STATE AQUARIUM ASSOCIATION, A TEXAS
NONPROFIT CORPORATION, AND THE CITY OF
CORPUS CHRISTI, A TEXAS HOME RULE CITY
Aquarium Parcel One:
Tract 1:
BEGINNING at a 5/8" iron rod set in the Southeast right-of-way line of North
Shoreline Boulevard a one hundred (100') foot road at its point in intersection with
the Southwest right-of-way line of Bennett Street a sixty (60') foot road, said
point of intersection also being the Northernmost corner of Block E, Brooklyn
Addition, as shown by map of record of said subdivision in Volume "A", page 34, Map
Records of Nueces County, Texas; and said point of intersection having Lambert Grid
Coordinates (South Zone) of x = 2,358,227.83, y = 782,063.87,
THENCE along said Southwest right-of-way line of Bennett Street S 58° 21' 24" E at
220.47 feet pass a 5/8" iron rod set for a reference point, in all a distance of
250.27 feet to a point in the shoreline of Corpus Christi Bay at the 0.7' MSL
contour line for corner,
THENCE along the meanders of said shoreline of Corpus Christi Bay being the 0.7' MSL
contour line to points as follows:
S 41° 48' 10" W
S 33° 07' 58" W
S 34° 23' 29" W
S 33° 19' 31" W
S 75° 49' 47" W
50.80'
50.02'
50.06'
50.01'
42.49', to a point for corner,
THENCE N 58° 21' 24" W a distance of 206.52 feet to a point for corner, said point
also being on the said Southeast right-of-way line of North Shoreline Boulevard,
THENCE along said Southeast right-of-way line of North Shoreline Boulevard N 31' 38'
36" E a distance of 230.47 feet to the Point of Beginning forming a tract embracing
54,850.00 square feet (1.264 acres) more or less.
Tract 2:
Lots 142, 143, 144, and 145, Block F, Corpus Beach Hotel
Addition, a subdivision of the City of Corpus Christi, Nueces
County, Texas, as shown by the map or plat thereof recorded in
Volume 1, Page 51, Map Records of Nueces County, Texas;
27.14
EXHIBIT II
TO THE PURCHASE AGREEMENT BETWEEN THE
TEXAS STATE AQUARIUM ASSOCIATION, A TEXAS
NONPROFIT CORPORATION, AND THE CITY OF
CORPUS CHRISTI, A TEXAS HOME RULE CITY
Aquarium Parcel Two:
BEGINNING at a point at the intersection of the centerlines extended of North
Shoreline Boulevard a one hundred (100') foot road and Canal Avenue (9th Street) a
sixty (60') foot road as shown by map of record of Brooklyn Addition in Volume "A",
pages 30-32, Map Records of Nueces County, Texas; and said point of intersection
having Lambert Grid Coordinates (South Zone) of x = 2,538,012.14, y = 781,809.17,
THENCE along said centerline extended of North Shoreline Boulevard N 31° 38' 36" E,
a distance of 465.38 feet to a point for corner,
THENCE in a Northwesterly direction along a curve to right having a central angle
of 73° 05' 24", a radius of 55.0 feet, a tangent of 40.76 feet, and an ARC length of
70.16 feet to the end of said curve and a point for corner,
THENCE N 31° 38' 36"
distance of 22.00 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 39.0 feet to the said centerline extended of
North Shoreline Boulevard and point for corner,
THENCE along said centerline N 31° 38' 36" E, a distance of 50.0 feet to a point for
corner,
THENCE S 58° 21' 24" E, a distance of 50.0 feet to the Southeast right-of-way line
of said North Shoreline Boulevard and a point for corner,
THENCE along the said Southeast right-of-way line of North Shoreline Boulevard S 31°
38' 36" W, a distance of 200.00 feet to the Northeast right-of-way line of Bennett
Street (10th Street) as shown on said Brooklyn Addition, for a point for corner,
THENCE along the said Northeast right-of-way line of Bennett Street S 58° 21' 24" E,
a distance of 126.83 feet to a point in the shoreline of Corpus Christi Bay at the
1.0 foot (February 17, 1986 N.G.V.D.) to a point for corner,
THENCE along the meanders of said shoreline of Corpus Christi Bay as follows:
S 42° 50' 59" E 34.42',
S 44° 25' 14" E 93.87',
S 28° 22' 56" W 14.98', and
S 35° 17' 01" W, a distance of 13.26 feet to the Southwest right-of-way line of said
Bennett Street and a point for corner,
27.14
THENCE along said Southwest right-of-way line of Bennett Street N 58° 21' 24" W, a
distance of 251.11 feet to the said Southeast right-of-way line of North Shoreline
Boulevard and a point for corner,
THENCE along said Southeast right-of-way line of North Shoreline Boulevard
S 31° 38' 36" W, a distance of 300.00 feet to a 5/8" iron rod set in the Northeast
right-of-way line of said Canal Avenue and a point for corner,
THENCE along said Northeast right-of-way line of Canal Avenue S 58° 21' 24" E, a
distance of 160.34 feet to a point in the said shoreline of Corpus Christi Bay,
THENCE along the meanders of said shoreline of Corpus Christi Bay S 60° 52' 41" W, a
distance of 34.38 feet to the centerline of said Canal Avenue to a point for corner,
THENCE S 63° 03' 36" W, a distance of 35.14 feet to the Southwest right-of-way line
of said Canal Avenue to a point for corner,
THENCE along said southwest right-of-way line of Canal Avenue N 58° 21' 24" W, a
distance -of 192.02 feet to a point of intersection of said North Shoreline Boulevard
centerline extended, for corner,
THENCE along said -centerline extended of North Shoreline Boulevard N 31" 23' 05" E,
a distance of 30.0 to the Point of Beginning forming a tract embracing 56,064 square
feet (1.29± acres) more or less.
EXHIBIT II
Page 2 of 2
EXHIBIT III
TO THE PURCHASE AGREEMENT BETWEEN THE
TEXAS STATE AQUARIUM ASSOCIATION, A TEXAS
NONPROFIT CORPORATION, AND THE CITY OF
CORPUS CHRISTI, A TEXAS HOME RULE CITY
Aquarium Exchange Tract:
BEGINNING at a 5/8" iron rod set in the Southeast right-of-way line of North
Shoreline Boulevard at its point of intersection with the Northeast right-of-way
line of a portion of Canal Avenue closed by City of Corpus Christi, Texas Ordinance
No. 17139 for the Westernmost corner of said Block "E" and of this tract; said point
of intersection having Lambert Grid Coordinates (South Zone) of x = 2,538,345.045,
y = 781,639.205,
THENCE along said Southeast right-of-way line of North Shoreline Boulevard
N 31" 38' 36" W, a distance of 69.48 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 207.58 feet to a point for corner,
THENCE S 76° 49' 47" W, a distance of 44.19 feet to a point for corner,
THENCE S 42° 57' 12" W, a distance of 50.99 feet to a point for corner,
THENCE N 58° 21' 24" W, a distance of 177.54 feet to the Point of Beginning forming
a tract embracing 12,975 square feet (0.30± Acres) more or less.
27.14
EXHIBIT IV
TO THE PURCHASE AGREEMENT BETWEEN THE
TEXAS STATE AQUARIUM ASSOCIATION, A TEXAS
NONPROFIT CORPORATION, AND THE CITY OF
CORPUS CHRISTI, A TEXAS HOME RULE CITY
City Exchange Tract:
BEGINNING at a point of intersection of the centerline extended of Surfside
Boulevard a sixty (60') foot road, and the common boundary lot line extended of Lot
8 and of Lot 10, Block 3, Brooklyn Addition, as shown by map of record of said
subdivision in Volume "A", pages 30-32, Map Records of Nueces County, Texas; said
point of intersection having Lambert Grid Coordinates (South Zone) of
x = 2,358,101.086, y = 782,024.489,
THENCE N 58° 21' 24" W a distance of 9.41 feet to a point for corner,
THENCE N 28° 19' 58" E a distance of 410.69 feet to a point for corner, and the
beginning of a curve to the right,
THENCE along said curve to the right having a central angle of 70° 16' 10", a radius
of 50.0 feet, a tangent length of 35.19 feet and an ACR length of 61.32 feet to a
point for corner,
THENCE S 31° 38' 36" W a distance of 457.07 feet to the point of beginning forming a
tract embracing 9,855 square feet (0.23± acres) more or less.
27.14
EXHIBIT V
TO THE PURCHASE AGREEMENT BETWEEN THE
TEXAS STATE AQUARIUM ASSOCIATION, A TEXAS
NONPROFIT CORPORATION, AND THE CITY OF
CORPUS CHRISTI, A TEXAS HOME RULE CITY
Easement Tract:
BEGINNING at a point at the intersection of the centerline of a twenty (20') foot
alley and the common boundary lot line extended of Lot 8 and Lot 10 in Block 3,
Brooklyn Addition as shown by map of record of said subdivision in Volume "A", pages
30-32, Map Records of Nueces County, Texas; said point of intersection having Lambert
Grid Coordinates (South Zone) of x = 2,358,245.812, y = 781,935.302,
THENCE N 58° 21' 24" W, a distance of 179.41 feet to a point for corner,
THENCE N 28° 19' 58" E, a distance of 100.17 feet to a point for corner,
THENCE S 58° 21' 24 " E, a distance of 88.04 feet to a point for corner,
THENCE S 28° 21' 24" E, a distance of 148.49 feet to a point for corner,
THENCE S 88° 21' 24" E, a distance of 109.65 feet to a point for corner,
THENCE N 31° 38' 36" E, a distance of 229.42 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 24.59 feet to a point for corner,
THENCE S 31' 38' 36" W, a distance of 22.00 feet to a point for corner, and the
beginning of a curve to the left having a central angle of 73° 05' 24", a radius of
55.0 feet, a tangent length of 40.76 feet and an ARC length of 70.16 feet to the end
of said curve and a point for corner,
THENCE S 31° 38' 36" W, a distance of 252.72 feet to a point for corner,
THENCE N 28° 21' 24" W, a distance of 113.85 feet to a point for corner,
THENCE N 88° 21' 24" W, a distance of 69.23 feet to a point for corner,
THENCE N 62° 20' 27" W, a distance of 31.83 feet to the Point of Beginning forming a
tract embracing 36,486 square feet (0.84± acres) more or less.
EXHIBIT VI
TO THE PURCHASE AGREEMENT BETWEEN THE
TEXAS STATE AQUARIUM ASSOCIATION, A TEXAS
NONPROFIT CORPORATION, AND THE CITY OF
CORPUS CHRISTI, A TEXAS HOME RULE CITY
Permitted Exceptions:
1. Any and all existing leases covering oil, gas or
other minerals and all outstanding royalty and mineral
interests in and to the oil, gas and other minerals situated
in, on or under the real property herein described. All
assignments of said leases and said royalty and mineral
interests.
2. Any changes in the boundary lines of the real
property herein described caused by erosion from the actions
of the waters of Corpus Christi Bay.
3. Rights of parties in possession, if any, and any
visible and apparent easements or rights-of-way upon or
affecting the real property herein described.
4. All matters shown on any map or plat of all or any
portion of the real property herein described filed of
record in the office of the Nueces County Clerk.
5. Any public streets upon or across the real
property herein described.
6. Notice to purchasers that no flood disaster
assistance will be provided by the U.S. Small Business
Administration as long as the property described in said
Notice remains flood prone, executed by Ruby B. Rowden on
April 12, 1982, recorded in Volume 1819, Page 668, Deed
Records of Nueces County, Texas.
27.14
EXHIBIT VII
TO THE PURCHASE AGREEMENT BETWEEN
TEXAS STATE AQUARIUM ASSOCIATION,
A TEXAS NONPROFIT CORPORATION, AND
THE CITY OF CORPUS CHRISTI,
A TEXAS HOME RULE CITY
THE STATE OF TEXAS §
COUNTY OF NUECES §
DEED
KNOW ALL MEN BY THESE PRESENTS:
THAT Texas State Aquarium Association, a Texas nonprofit
corporation ("Grantor"), for and in consideration of the sum of
Ten Dollars ($10.00) and other good and valuable consideration
paid to Grantor by the City of Corpus Christi, a Texas home rule
city ("Grantee"), the receipt and sufficiency of which are hereby
acknowledged, has GRANTED, SOLD AND CONVEYED, and by these
presents does GRANT, SELL AND CONVEY, subject to the matters
herein set forth, unto Grantee, the following:
(i) The property in Nueces County, Texas described on the
attached Exhibit A, which Exhibit A is incorporated
herein by reference for descriptive purposes (herein
called "Parcel One");
(ii) All of Grantor's rights, titles and interests in and to
the property in Nueces County, Texas described on the
attached Exhibit B, which Exhibit B is incorporated
herein by reference for descriptive purposes (herein
called "Parcel Two"); and
(iii) All of Grantor's rights, titles and interests in and to
a perpetual, non-exclusive easement for a pedestrian
walkway (herein called the "Easement") upon and across
the property in Nueces County, Texas described on the
attached Exhibit C, which Exhibit C is incorporated
herein for descriptive purposes (herein called the
"Easement Tract");
TO HAVE AND TO HOLD Parcel One and all of Grantor's rights,
titles and interests in and to the Easement and Parcel Two,
subject to the matters herein set forth, together with all and
singular the rights and appurtenances thereto in anywise
27.54
belonging, unto Grantee and Grantee's successors and assigns
forever; and Grantor does hereby bind Grantor and Grantor's
successors to (i) WARRANT AND FOREVER DEFEND all and singular
Parcel One, subject to the matters herein set forth, unto Grantee
and Grantee's successors and assigns, against every person
whomsoever lawfully claiming or to claim the same or any part
thereof; and (ii) WARRANT AND FOREVER DEFEND all and singular all
of Grantor's rights, titles and interests in and to Parcel Two
and the Easement, subject to the matters herein set forth, unto
Grantee and Grantee's successors and assigns, against every
person whomsoever lawfully claiming or to claim the same or any
part thereof, by, through or under Grantor, but not otherwise.
The Easement is for a pedestrian walkway for ingress and
egress to and from Parcel One and Parcel Two and shall be
appurtenant to and shall run with Parcel One and Parcel Two.
Grantee and its successors and assigns shall not construct or
alter any improvements on the Easement Tract without the written
consent of Grantor or its successors and assigns as owners of the
Easement Tract. Grantor reserves unto Grantor and its successors
and assigns the right to alter or construct improvements on the
Easement Tract provided any such alteration or construction does
not prevent use of the Easement as a pedestrian walkway for
ingress and egress to and from Parcel One and Parcel Two.
This conveyance, Parcel One, Parcel Two, the Easement, the
Easement Tract and all of Grantor's warranties are subject to the
matters set forth on the attached Exhibit D, which Exhibit D is
incorporated herein by reference for all purposes.
DATED:
Grantee's Address:
P. O. Box 9277
Corpus Christi, Texas 78469
, 1988.
TEXAS STATE AQUARIUM ASSOCIATION
By:
Print Name:
Print Title:
THE STATE OF TEXAS
COUNTY OF NUECES §
This instrument was acknowledged before me on
19 , by
the Texas State Aquarium Association, a Texas nonprofit
corporation, on behalf of said corporation.
Notary Public, State of Texas
Print Name:
My Commission Expires:
UPON DELIVERY OF THIS DEED THE EXHIBITS DESCRIBED
HEREIN SHALL BE ATTACHED CONTAINING THE FOLLOWING ITEMS
DESCRIBED IN THIS AGREEMENT: EXHIBIT A SHALL CONTAIN
THE DESCRIPTION OF AQUARIUM PARCEL ONE, EXHIBIT B SHALL
CONTAIN THE DESCRIPTION OF AQUARIUM PARCEL TWO, EXHIBIT
C SHALL CONTAIN THE DESCRIPTION OF THE EASEMENT TRACT
AND EXHIBIT D SHALL CONTAIN A DESCRIPTION OF THE
PERMITTED EXCEPTIONS.
EXHIBIT VIII
TO THE PURCHASE AGREEMENT BETWEEN
TEXAS STATE AQUARIUM ASSOCIATION,
A TEXAS NONPROFIT CORPORATION, AND
THE CITY OF CORPUS CHRISTI,
A TEXAS HOME RULE CITY
THE STATE OF TEXAS §
COUNTY OF NUECES §
DEED
KNOW ALL MEN BY THESE PRESENTS:
THAT the City of Corpus Christi, a Texas home rule city
("Grantor"), for and in consideration of the sum of Ten Dollars
($10.00) and other good and valuable consideration paid to
Grantor by Texas State Aquarium Association, a Texas nonprofit
corporation ("Grantee"), the receipt and sufficiency of which are
hereby acknowledged, has GRANTED, SOLD AND CONVEYED, and by these
presents does GRANT, SELL AND CONVEY unto Grantee, all of
Grantor's rights, titles and interests in and to the property
located in Nueces County, Texas, described on the attached
Exhibit A, which Exhibit A is incorporated herein by reference
for descriptive purposes (the "Property"):
TO HAVE AND TO HOLD all of Grantor's rights, titles and
interests in and to the Property, together with all and singular
the rights and appurtenances thereto in anywise belonging, unto
Grantee and Grantee's successors and assigns forever; and Grantor
does hereby bind Grantor and Grantor's successors to WARRANT AND
FOREVER DEFEND all and singular all of Grantor's rights, titles
and interests in and to the Property unto Grantee and Grantee's
successors and assigns, against every person whomsoever lawfully
claiming or to claim the same or any part thereof.
DATED: , 19 .
CITY OF CORPUS CHRISTI,
ATTEST: A Texas Home Rule City
By:
Print Name: Print Name:
City Secretary City Manager
27 .54
Grantee's Address:
Texas State Aquarium Association
P. O. Box 31207
Corpus Christi, Texas 78404
THE STATE OF TEXAS
COUNTY OF NUECES §
BEFORE ME, the undersigned authority, on this day personally
appeared , City Manager of the City
of Corpus Christi, a municipal corporation, known to me to be the
person and officer whose name is subscribed to the foregoing
instrument, and acknowledged to me that he executed the same as
the act and deed of said City of Corpus Christi for the purposes
and consideration therein expressed and in the capacity therein
stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this the day
of , 19
Notary Public, State of Texas
UPON DELIVERY OF THIS DEED EXHIBIT A SHALL BE ATTACHED
CONTAINING THE DESCRPTION OF THE CITY EXCHANGE TRACT AS
DEFINED IN THIS TITLE AGREEMENT.
EXHIBIT VIII (CONTINUED)
THE STATE OF TEXAS §
§
COUNTY OF NUECES §
DEED
KNOW ALL MEN BY THESE PRESENTS:
THAT Texas State Aquarium Association, a Texas nonprofit
corporation ("Grantor"), for and in consideration of the sum of
Ten Dollars ($10.00) and other good and valuable consideration
paid to Grantor by the City of Corpus Christi, a Texas home rule
city ("Grantee"), the receipt and sufficiency of which are hereby
acknowledged, has GRANTED, SOLD AND CONVEYED, and by these
presents does GRANT, SELL AND CONVEY, subject to the matters
herein set forth, unto Grantee, all of the property located in
Nueces County, Texas, described on the attached Exhibit A, which
Exhibit A is incorporated herein by reference for descriptive
purposes (herein called the "Property");
TO HAVE AND TO HOLD the Property, subject to the matters
herein set forth, together with all and singular the rights and
appurtenances thereto in anywise belonging, unto Grantee and
Grantee's successors and assigns forever; and Grantor does hereby
bind Grantor and Grantor's successors to WARRANT AND FOREVER
DEFEND all and singular the Property, subject to the matters
herein set forth, unto Grantee and Grantee's successors and
assigns, against every person whomsoever lawfully claiming or to
claim the same or any part thereof.
Grantor waives any and all implied liens which Grantor may
now or hereafter have against the Property as a result of or in
any way pertaining to any exchange of real property between
Grantor and Grantee.
This conveyance, the Property and all of Grantor's
warranties are subject to the matters set forth on the attached
Exhibit B, which Exhibit B is incorporated herein by reference
for all purposes.
DATED: , 1988.
TEXAS STATE AQUARIUM ASSOCIATION
By:
Print Name:
Print Title:
27.54
Grantee's Address:
P. O. Box 9277
Corpus Christi, Texas 78469
THE STATE OF TEXAS §
COUNTY OF NUECES §
This instrument was acknowledged before me on
19 , by of
the Texas State Aquarium Association, a Texas nonprofit
corporation, on behalf of said corporation.
Notary Public, State of Texas
Print Name:
My Commission Expires:
UPON DELIVERY OF THIS DEED THE EXHIBITS DESCRIBED
HEREIN SHALL BE ATTACHED CONTAINING THE FOLLOWING ITEMS
DESCRIBED IN THIS AGREEMENT: EXHIBIT A SHALL CONTAIN
THE DESCRIPTION OF AQUARIUM EXCHANGE TRACT AND
EXHIBIT B SHALL CONTAIN A DESCRIPTION OF THE PERMITTED
EXCEPTIONS.
ORDINANCE 020257 DATED 19880329
ALSO INCLUDES A LARGE DRAWING
EXHIBIT H
THAT IS TOO LARGE TO COPY
114
THE STATE OF TEXAS
COUNTY OF NUECES
}
}
AQUARIUM LEASE
REVISED
2/10/88
WHEREAS, the Texas State Aquarium Association, a Texas
nonprofit corporation (the "Association") plans to construct and
operate a public aquarium (the "Aquarium") in Corpus Christi,
Texas, with such Aquarium to be operated on a nonprofit basis for
multiple public purposes including the education and enjoyment
Corpus Christi citizens and visitors from inside and outside
Texas, promotion and growth of scientific knowledge, advancement
of interest in marine life and the study thereof, attraction of
tourism, and promotion of economic prosperity through tourism and
mariculture; and
WHEREAS, the State Legislature
designated such Aquarium facility to be
the official Aquarium of the State of
WHEREAS, Association has purchased,
of
of
of the State of
as
Texas has
operated by Association
Texas; and
utilizing
its own funds,
for a purchase price in excess of Two Million Eight Hundred
Thousand Dollars ($2,800,000), a partial site location on the
south end of Corpus Christi Beach, for the purpose of causing to
be built thereon a public Aquarium building; and
WHEREAS, the citizens of Corpus Christi approved the sale of
general obligation bonds by the City of Corpus Christi in the
amount of Four Million Dollars ($4,000,000) for the purpose of
enhancing full and complete enjoyment of the Aquarium by
01H11041.agm 1
,,� ni/ice` (` 4
expending said funds on improvements to public property in the
vicinity of the Aquarium; and
WHEREAS, by Agreement of February 2, 1987, authorized by
City Ordinance No. 19619, City agreed with Association to utilize
a portion of said bond funds for improvements to public property
in the vicinity of the Aquarium, in accordance with certain terms
and conditions in said Agreement; and
WHEREAS, by Agreement of June 3, 1987, authorized by City
Ordinance No. 19764, City agreed with Association to expend up to
a maximum amount of Five Hundred Thousand Dollars ($500,000) of
City funds to reimburse Association for costs incurred by Associ-
ation in retaining an architectural firm to prepare schematic
design plans and design development documents and construction
plans and specifications for the Texas State Aquarium facilities,
in accordance with certain terms and conditions in said Agree-
ment; and
WHEREAS, City and Association desire to further expedite the
Aquarium project to obtain the above-recited public benefits at
the earliest feasible time while assuring appropriate account-
ability for public monies contributed thereto:
NOW, THEREFORE, for and in consideration of the mutual
agreements and promises herein contained, City and Association do
mutually agree and covenant as follows:
1. Demised premises; conditions. City does hereby lease,
let and demise to Association all of the property described in
the attached Exhibit "A" and all improvements located thereon
01H11041.agm 2
(the "Property") conditioned upon all of the following events
first occurring:
(A) Association has actually expended for Aquarium
purposes not less than Two Million Dollars
($2,000,000) of its own monies which it has
raised, excluding any monies provided by City and
excluding any monies Association is obligated to
pay to any person in satisfaction of indebtedness.
It is the intention of the parties that
after expenditure of said Two Million
Dollars ($2,000,000) Association will still have
net assets over liabilities.
(B) It is acknowledged that Association has
submitted to City an acceptable schematic design
study of the Aquarium improvements consisting
of drawings and other documents illustrating
the scale and relationship of the Aquarium
components and the building design concept ("the
Aquarium Improvements").
(C) Within six months from the date of this
Agreement, Association shall submit to City, for
City's approval, reasonably satisfactory,
complete, detailed construction plans and
specifications for the Aquarium Improvements,
which shall, in detail, quality, requirements and
assurances, be at least equivalent to City con-
struction projects of similar magnitude, and
01H11041.agm 3
which shall include complete systems for water
and wastewater service to the Aquarium.
(D) City Manager approval of the construction plans
and specifications submitted pursuant to (C).
(E) Within six months from the date of this
Agreement, Association shall obtain binding
bids and execute full and complete written
contracts for the construction of all of the
Aquarium Improvements, as shown in the approved
plans and specifications, from competent and fully
bonded contractors for a sum not to exceed Ten
Million Dollars ($10,000,000) plus such addi-
tional funds as Association has available and
commits to the construction contract.
(F) Within six months from the date of this Agreement,
and simultaneous with the execution of the
contract in (E), at a mutually agreeable closing
date and time ("the Closing"), Association shall
convey to City, by general warranty deed, in fee
simple, the property described in the drawing
and documents attached as Exhibit
„B11
and all
improvements (the "Association Property")
located thereon, according to and subject to the
procedures provided in this subparagraph "(F)".
Provided, however, the property indicated in
Exhibit "B" in orange shall be conveyed to City
01H11041.agm 4
only as a perpetual, nonexclusive easement (the
"Easement Property").
A portion of such property to be conveyed shall be
an exchange as described on Exhibit C, with the
remainder being a conveyance by gift.
(1) Title Commitment or Title Binder. Association
shall, at least 25 days prior to closing, at
Association's sole cost and expense, furnish
to City a commitment for an Owner's Policy of
Title Insurance (hereinafter referred to as the
"Title Binder" or "Title Commitment"), issued by
Lawyers Title Insurance Company, in the amount of
the previously issued title policies described
below together with legible copies of all
instruments referred to therein as conditions,
exceptions and liens, and under the terms of
which the Title Company shall agree to issue an
Owner's Policy of Title Insurance to City
insuring the title of City to the Association
Property (other than the Easement Property and any
portion of such Association Property obtained from
the abandonment and closing prior to Closing of
various streets) in the full amount of the
previously issued title policies described below
upon the Closing hereof, free and clear of any
and all liens or encumbrances except the excep-
tions set forth in Owner Policies of Title
01H11041.agm 5
Insurance, Numbers 90-00-248556 and 90-00-248557,
by Lawyers Title Insurance Corporation, Post
Office Box 50159, Dallas, Texas 75250, attached
hereto as Exhibit D and E. ("the Permitted
Exceptions"). Provided, however, prior to or
simultaneously with Closing as provided herein,
Association shall procure release of the Deed of
Trust and lien securing the $2,600,000 loan of
April 9, 1986, referenced in the first paragraph
of Schedule B of said policies (Exhibits D and E),
from the Association Property described on Exhibit
B except for the Easement Property. As to the
Easement Property, such Deed of Trust and Lien
shall be subordinated by the lienholder to the
City's perpetual nonexclusive easement.
(2) Review of Title Binder by City. City shall
have a period of fifteen (15) days after receipt
of the last of the Title Binder to review such
item and to deliver in writing such objections
as City may have to anything contained or set
forth or in the Title Binder. Any such items to
which City does not object within such fifteen
(15) day period, together with the exceptions
set forth elsewhere herein, shall be deemed to be
permitted exceptions.
(3) Association's Obligation to Cure City's
Objections to Title. If exceptions to the
01H11041.agm 6
title to the Association Property have been
raised in the Title Binder other than the
Permitted Exceptions or the standard printed
exceptions and if City delivers written objections
thereto to Association in accordance with the
foregoing, then Association may, but shall not
be obligated to, cure and satisfy such objec-
tions prior to Closing. If Association is unable
to cure such objections before the Closing or
elects not to cure the same by notice to the
City, City through its City Manager may either
(i) waive such objections and proceed to close,
or (ii) terminate this Contract by written
notice to Association either within five (5)
days of Association's giving notice of its
election not to cure or at Closing, whichever
shall first occur. If such termination notice
is not timely given by the City, City shall have
elected to close and waive the right to terminate.
(4) Certain Covenants of Association. Association
covenants and agrees with City that, between
the date hereof and the date of Closing:
(a) Immediately upon obtaining knowledge
of the institution of any proceeding for the
condemnation of the Association Property, or any
portion thereof, or any other proceeding arising
out of an injury or damage to the Association
01H11041.agm 7
Property, or any portion thereof, Association
will notify City of the pendency of such
proceedings;
(b) Association will not, without the
prior written consent of City, create, place or
permit to be created or placed, or through any
act or failure to act, acquiesce in the placing
of any deed of trust, mortgage, voluntary or
involuntary lien, whether statutory, constitu-
tional or contractual, (except for the lien for
ad valorem taxes on the Association Property
which are not delinquent), security interest,
encumbrance or charge, in any manner
to any part of the Association Property;
(c) Prior to expiration of this Agreement
or the Closing hereof, Association will not
enter into any agreement that would defeat the
rights of City hereunder.
(5) Inspection. Prior to Closing, City, its agents,
contractors, and representatives shall have the
right of access upon or to the Association
Property for the purpose of performing,
City's sole expense, engineering
water or soil tests (including
other studies of the Association
the event this Contract does not
surveys,
borings)
at
air,
and
Property. In
close, City
shall repair any damage to the Association
01H11041.agm 8
Property sustained through the use of the Associa-
tion Property for this purpose.
(6) City's Acknowledgments. City acknowledges that
at Closing it shall have fully inspected the
Association Property including, but not limited
to, all improvements located thereon, and that at
Closing it accepts the Association Property "as
is, where is" in its then present condition.
City acknowledges that Association has made no
warranties or representations to City as to the
Association Property or improvements, zoning
status of the Association Property, the number
of gross or net acreage contained in the Associa-
tion Property, or any other matter.
(7) Closing. At Closing, the Association, at its
sole cost and expense, shall deliver to City
the following:
(a) General Warranty Deed conveying good
and indefeasible title in fee simple to the
Association Property, free and clear of any and
all liens, encumbrances, conditions, assess-
ments, restrictions and other conditions except
for title exceptions and conditions accepted
by City pursuant to Parts (1), (2), and (3) of
this subparagraph. Provided, however, the area
shown as easement in Exhibit B (the Easement
Property) shall be conveyed only as a perpetual,
01H11041.agm 9
(8)
nonexclusive easement and the conveyance of the
previous public right-of-way shall be by Special
Warranty Deed of all right, title and interest of
the Association as to such property.
(b) Owner's Policy of Title Insurance
issued by the Title Company in the full amount
described above insuring good and indefeasible
title to the applicable portion of the Associa-
tion Property described in Part (1) of this
subparagraph in City free and clear of all
restrictions, easements, encumbrances, and liens
except for those exceptions expressly authorized
in Parts (1), (2), and (3) of this subparagraph.
(c) Tax statements from all taxing
authorities showing no delinquent taxes.
Deposit;
Construction Accounts.
with the conveyance described in
(7), City shall deposit in
after
amount
an
the "City Construction
of Ten Million
Simultaneous
subparagraph (F)
account (herein -
Account") the
($10,000,000)
Provided, it
obligation to
Dollars
from Tax Reinvestment Zone No. 1.
is expressly acknowledged that the
deposit said monies shall be contingent upon the
availability of such monies from the Reinvestment
Zone pursuant to a satisfactory financing plan,
and neither Association nor City shall be required
to close this transaction in the absence of such
01H11041.agm 10
funds. Association shall simultaneously (1)
deposit in an account (hereinafter the
"Association Construction Account") the balance
of monies required to be paid under the
construction contracts, said accounts to be
administered as provided elsewhere in this
Agreement, and (2) Provide certification and
reasonably satisfactory evidence that it has
immediately available for Aquarium purposes not
less than $3,762,234 including the amount
deposited in the Association Construction Account
less (a) a sum not to exceed $1,100,000 previously
spent by the Association for design fees (b) and
less a sum not to exceed $79,000 per month spent
for administrative, construction and design
management, fund raising, interest, taxes and
capital expenditures since January 1, 1988. It is
understood that a portion of such $3,764,734 shall
be in the form of a bank line of credit which
shall be secured by pledges committed to Associa-
tion from benefactors and secured by the Associa-
tion's remaining real estate not to be conveyed to
the City.
(9) Prior to or simultaneous with Closing, City shall
have the following streets closed and part
conveyed to Association as follows:
01H11041.agm 11
(1) Canal Street east of the existing Surfside
Blvd., with Association acquiring from City the
northern one-half between the midpoint of North
Shoreline Drive and the middle of the alley.
Association will attempt to acquire the other
one-half from the Port of Corpus Christi.
(2) All of Bennett Street with Association
acquiring both halves.
(3) North Shoreline Boulevard south of Pearl
Street with Association acquiring most of the west
one-half from the south line of Pearl to the north
line of Canal Avenue as shown on the Plat attached
as Exhibit B.
(4) Surfside Boulevard south of Pearl with
Association acquiring the one-half of the street
contiguous to the eight (8) lots owned by the
Association.
(5) The alleys in blocks (3) and (4) with the
City and the Association acquiring the applicable
halves of such alleys contiguous to each's
respective parcels of property.
(10) The following shall also be conditions precedent
to Closing:
(1) Approval by all required parties and the
execution by the City, the Association and the
Port of Corpus Christi of the Plat substantially
in the form attached as Exhibit F. In regard to
01H11041.agm 12
property covered by such plat, the acreage
platting fee normally paid to the City shall not
be required to be paid by the Association to the
City. (The acreage platting fee for the property
owned by the Port of Corpus Christi which is not
leased to the Association or dedicated for public
streets shall be due from the Port of Corpus
Christi.)
(2) Execution of an agreement by the City and the
Association in which each party agrees to the
exchange of properties described on the attached
Exhibit C to be implemented simultaneously with
the filing of the Plat substantially in the form
attached as Exhibit F.
(3) The completion by the City of the acquisition
by condemnation described in paragraph 2C of the
February 2, 1987, agreement between the City and
the Association (except for deleted Parcel 8, 50'
of N90' of Lot 117, Block 43), unless both the
Association and City Manager agree to any specific
or partial deferral of such completion
requirement.
2. Administration of construction accounts. The City
Construction Account shall be maintained by City for payment of
construction costs in accordance with the construction contracts,
and shall be utilized for satisfaction of the first Ten Million
Dollars ($10,000,000) of payments owing under the construction
01H11041.agm 13
contracts. City shall initially pay Six Hundred Fifty Thousand
Dollars ($650,000) to Association upon which Association can draw
to pay periodic contractor invoices. Upon receipt of evidence of
the purpose and validity of payments and proof of payment by the
Association, the City Manager will cause City to reimburse
Association for the amount of such payments from the City Con-
struction Account so that the Six Hundred Fifty Thousand Dollar
($650,000) draw level is maintained. Interest on the City
Construction Account shall be retained by City. The Association
Construction Account shall be maintained in a trust fund for
payment of construction costs after the Ten Million Dollars
($10,000,000) City contribution has been exhausted and payments
therefrom shall be payable by the trustee only upon presentation
of invoices from the contractors certified as correct by Associ-
ation. Interest earned on the Association Construction Fund
principal amount shall be payable to Association for its use for
any purpose related to the Aquarium.
3. Construction supervision and acceptance. Association
shall be exclusively responsible for supervision of construction
of the Aquarium Improvements, and assuring that construction is
timely and satisfactorily completed in accordance with the terms
of the construction contracts, and Association is authorized,
upon advice of its architectural/engineering consultants, to
determine when and if the Aquarium Improvements should be
accepted.
4. Term. The term of this Lease shall be for a period of
twenty (20) years, commencing with deposit of funds in construc-
01H11041.agm 14
tion accounts as provided in paragraph 1(F)(8), and ending twenty
(20) years thereafter on the anniversary of said date. Provided,
however, the term of the lease shall be five (5) years for all
parts of the leased premises which are submerged lands patented
to City by the State of Texas (such property being described on
the attached Exhibit A). Expiration of said five (5) year
portion of the Lease shall in no way affect the obligations of
City and Aquarium under the remainder of this Lease.
5. Permitted use. The demised premises shall be used
solely as an aquarium and sea life park, referred to hereafter as
the "Aquarium"; provided, however, that Association may operate
food, drink, souvenir, museum gift shop and other concessions in
conjunction and consistent with, but secondary to, operation of
the Aquarium Facility.
6. Aquarium operation; admission. The operation of the
Aquarium Facility shall be carried out by Association in a
businesslike manner at all times and Association shall be solely
responsible for the operation, planning and management of the
Aquarium Facility. Association shall furnish and stock the
Aquarium Facility with all marine life, equipment and facilities
consistent with a first-class aquarium operation. The Aquarium
Facility shall be operated by Association for the use and benefit
of the public and shall be open during a reasonable portion of
the daytime hours of most days of the year; provided, however,
that Association may charge an admission fee to said Aquarium
Facility on a nondiscriminatory basis and Association shall be
entitled to fence the Property and control and restrict access in
01H11041.agm 15
such regard. Association may adopt admission fee rate structures
of the type normally adopted by public aquariums and zoos.
7. Safety. Association shall create, inspect and maintain
adequate firefighting and safety systems.
8. Maintenance. Association shall at all times during the
continuance of this lease keep and maintain in good repair and
clean and attractive condition all buildings, improvements,
grounds, and personal property on the Property and in the event
any improvement erected on the Property for Aquarium purposes, or
any structures erected in place thereof, are damaged or de-
stroyed, Association, as soon as the same may be done, will
repair or restore the injured property in as good condition and
value as before such damage or destruction. Upon termination or
expiration of this Agreement, Association shall return the
buildings, improvements, grounds, and personal property to City
in the condition required in the preceding sentence.
9. Pollution of Bay. Association shall make reasonable
efforts to ensure that no pollutant, effluent, liquid or solid
waste material, fresh or salt water discharge (except salt water
discharges approved by the City and authorized by all applicable
and required state and federal government permits), litter,
trash, or garbage issues from the Property or is allowed to
collect in Corpus Christi Bay.
10. Revenues generated. All funds generated by the opera-
tion of the Texas State Aquarium and/or the private fund raising
efforts of Association shall be used exclusively by Association
01H11041.agm 16
for the benefit of the Texas State Aquarium facilities and
programs operated by Association.
11. Association responsibility. Except as otherwise
expressly provided in this Agreement, Association shall be
exclusively responsible for all planning, design, financing,
advertising for bids, choice of contractor, supervision of
construction, construction, equipping, stocking, establishment,
operation, maintenance, and all other activities related to the
Aquarium. Association shall not be relieved of such respon-
sibility by any inspection or approval by City or its agents of
the Aquarium or any part thereof or any activity connected
therewith, nor by any right of City, under this Agreement or
otherwise, whether exercised or not, to make any such inspection
or approval.
12. Financial statements. Association shall keep strict
and accurate books of account and shall deliver to the City's
Director of Finance an annual financial statement prepared by an
independent certified public accounting firm reflecting its
financial operations for such calendar year. These statements
shall be delivered to the Director of
April in the year following the year
books of account and all Association
Finance by the 15th day of
to which they relate. The
records shall be available
to City upon request during normal business hours.
13. Assignment or sublease. Association may not
lease nor sublease the premises nor any part thereof
prior written consent of City. Provided, however,
may contract for and/or sublease a food and/or drink
01H11041.agm 17
assign this
without the
Association
concession
or concessions for the Aquarium facilities and space rent any
auditorium or any other portion of the facilities for special
events, so long as Association maintains control over such areas
and assures that their operation is consistent with this
Agreement. Provided, further, Aquarium may sublease dock space
to allow tourist boat, water taxi, research, and university boat
access.
14. Sanitation. Garbage and trash shall be stored on the
Property in normal containers or dumpster type containers. Such
containers shall be stored inside a small building, screened or
appropriately landscaped area. Garbage pickup service will be
obtained by Association on a schedule sufficient to maintain the
Property in a clean and sanitary condition.
15. Parking. Parking for Aquarium employees and patrons
will be on the public parking lots to be built by City on land in
the general vicinity of the Property; provided, however, that
such areas need not be for the exclusive use of Association, its
employees and customers.
16. Nondiscrimination. Association warrants that it is and
will continue to be an equal opportunity employer and hereby
covenants that no employee or customer shall be discriminated
against because of race, creed, color, sex, handicap, or national
origin.
17. Inspection. City personnel shall have the right to
enter upon the Property, including buildings thereon, at all
times, for purposes of any inspection, repair, fire or police
action, and the enforcement of this lease.
01H11041.agm 18
18. Contractor's insurance. Association shall require the
contractor employed for construction of the Aquarium improvements
to carry insurance coverages throughout the construction period
in at least the following amounts: (a) workers' compensation:
state law limits; (b) automobile liability: statutory minimum;
(c) builder's risk: full replacement value of improvements; (d)
general liability (including contractual liability): One Million
Dollars ($1,000,000) per person and per occurrence for bodily
injury and One Hundred Thousand Dollars ($100,000) for property
damage; (e) performance bond: full value of contract. City shall
be furnished with a certified copy of such effective policy of
insurance prior to commencement of construction. Said policy
shall name Association and City as additional insureds, and shall
provide that the policy may not be cancelled nor expire until
Association and City have each been given thirty (30) days prior
written notice of such event. If required by law the Association
shall provide any of such insurance in lieu of such insurance
being provided by the contractor.
19. Liability insurance. Association shall obtain and carry
a policy of general liability insurance covering all Aquarium
related activities, including coverage for poisoning or illness
from food or drink, by terms of which City shall be named an
additional insured, which shall provide combined single limit
coverage in the amount of Five Hundred Thousand Dollars
($500,000). City shall be furnished a certified copy of such
effective policy of insurance prior to the commencement of the
lease term. Said policy shall include a provision that the policy
01H11041.agm 19
may not be cancelled nor expire until City has been given thirty
(30) days prior written notice of such event. City may require
reasonable increases in said coverage based upon annual reviews
so that the present real value of said coverage is not diminished
over the course of this lease.
20. Workers' compensation insurance. Association shall
maintain workers' compensation insurance covering all of its
employees.
21. Property insurance. Association shall, throughout the
term of the Lease, carry property insurance in the amount of the
full replacement value (less 1% deductible) of all improvements
and personal property connected with the Aquarium operation,
which shall insure against loss or damage by any means,
including fire, windstorm, vandalism, flood or otherwise;
provided, however, the flood insurance requirement may be limited
to the maximum federally subsidized flood insurance limit, so
long as those limits exceed or remain at their present levels.
Association shall furnish City a copy of all such insurance,
and such insurance shall contain a provision that it may not
be cancelled or permitted to expire without thirty days prior
written notice to City. If Association shall fail to maintain
such insurance, City may terminate this Agreement, or, at its
option procure such insurance, in which case any monies paid by
City shall be repayable by Association to City upon demand, with
interest at the lesser of ten percent per year or the highest
permissible legal rate. Any insurance proceeds hereunder shall
be paid jointly to City and Association. Association shall
01H11041.agm 20
decide whether to repair, rebuild, or replace the damaged
property. If Association decides to repair, restore, or rebuild,
it shall develop plans and specifications as appropriate,
and shall submit them to City for approval. Upon approval City
shall cooperate with Association in release of monies as
reasonably, periodically required as construction progresses
under contract. If Association determines not to repair, re-
build, or replace the property, the insurance proceeds shall be
paid first to City up to but not in excess of its contributions
under this Agreement, and any excess shall be paid to
Association.
22. Indemnity. Association shall fully indemnify, save and
hold harmless City,
its officers, employees, and agents against
any and all liability, damage, loss, claims, demands and actions
of any nature whatsoever on account of personal injuries (includ-
ing, without limitation on the foregoing, workers' compensation
and death claims), or property loss or damage of any kind whatso-
ever, which
are claimed to arise out of
performance
arise out of or are in any manner connected with, or
or be in any way connected with, the
of this Agreement or Association
occupancy of the Property or the Aquarium.
its own expense investigate all such claims
to their settlement or other disposition,
based
costs
's use, operation or
Association shall at
and demands, attend
defend all actions
thereon and pay all charges of attorneys and
and expenses of any kind arising from any such
damage, loss, claims, demands, and actions.
01H11041.agm 21
all other
liability,
23. Access for handicapped. The Aquarium Improvements shall
be so constructed as to be readily accessible to the handicapped
and in compliance with all applicable state and federal laws in
regard thereto.
24. Utilities. City shall make sewer, water, and natural
gas service available to the Aquarium property, to be paid for by
Association at standard City rates. Association shall be
responsible for procuring and paying for all utility services
whether provided by City or another supplier.
25. Compliance with laws; permits. In the planning, design,
construction, and operation of the Aquarium, Association shall
comply with all applicable federal, state, and local laws,
ordinances, rules and regulations. All applicable permits and
licenses shall be obtained by the Association. City shall
cooperate in obtaining permits and licenses from other agencies
by applying or joining Association in applying for such where
City is a necessary party to the application. Association shall,
however, prepare all documents, information, and materials
necessary to support any such application. Association recog-
nizes that as to City licenses or permits, City must apply its
rules in an objective, uniform manner.
26. City financial contribution. It is understood and
agreed that City's sole financial obligation in connection with
the Aquarium project is payment of the Ten Million Dollars
($10,000,000) for construction referred to above in accordance
with the provisions of this Agreement, and payment of monies in
accordance with the agreements, of February 2, 1987 and June 3,
01H11041.agm 22
1987 as modified hereby. City does not assume, and shall have no
other responsibility whatever for, any financial obligations
incurred or created by Association or its officers, employees or
agents, in connection with the planning, design, financing,
construction, equipping, stocking, establishment, operation, or
other activity relating to the Aquarium project, and Association
shall not represent or infer otherwise to any third party.
27. Prior Agreements. The agreements of February 2, 1987
(two agreements authorized by Ordinance 19619) and June 3, 1987
(one agreement authorized by Ordinance 19764) shall remain in
full force and effect, except as inconsistent herewith. All
other prior agreements between City and Association are of no
force and effect. In addition to any inconsistency herewith, the
agreement of February 2, 1987 authorizing expenditure of $1.3
million is amended as follows:
(a) The financial obligation of the City under Article
IV shall be increased from $1.3 million to $4
million, the full amount of the Bond Funds, and
City's obligation under said agreement is limited
to said $4 million, unless the City Council
appropriates additional monies.
(b) Payment of design fees is authorized to any
engineering firm and architectural firm acceptable
to the City Manager.
(c) While Association will operate and maintain the
Aquarium during the lease term, City will own that
portion of the Aquarium site provided in this
01H11041.agm 23
Agreement. The lease described in paragraph IID
of the February 2, 1987 agreement shall not be
utilized; however, the Association shall pay for
all expense of constructing parking on the Associ-
ation's remaining property marked in blue on the
attached Exhibit B and any future parking built on
the Association's remaining property.
(d) Priorities for expending the balance of the $4
million bond funds shall be as follows:
(1) Land acquisition.
(2) Bulkheading, breakwater and boat dock.
(3) New street construction, storm drainage,
utilities installation and relocation.
(4) Parking area construction and refinishing of
existing street.
28. Lease relationship. It is specifically agreed and
understood that the parties intend and do hereby create a land-
lord/tenant relationship, and this agreement shall be construed
conclusively in favor of that relationship. Nothing herein
contained shall be deemed or construed by the parties hereto, nor
by any third party, as creating the relationship of principal and
agent or of partnership or of joint venture between the parties
hereto, it being understood and agreed that no provision con-
tained herein, nor any of the acts of the parties hereto, shall
be deemed to create any relationship between the parties herein
other than that of Landlord and Tenant.
01H11041.agm 24
29. Modifications. No changes or modifications to the lease
shall be made, nor any provision waived, unless in writing signed
by a person authorized to sign agreements on behalf of each
party.
30. Termination of lease. Upon occurrence of any Event of
Default, City may, at its option, in addition to any other remedy
or right hereunder or by law,
(a) give notice to Association that this lease
shall terminate upon the date specified in the
notice, which date shall not be earlier than
fifteen (15) days after the giving of such
notice, or
(b) immediately or at any time after the occurrence
of such Event of Default, and without notice or
demand, enter upon the demised premises,
and upon the date specified in such notice, or upon any other
notice pursuant to law, or upon such entry, this lease and the
term thereof shall terminate. Each of the following shall be
deemed as Event of Default:
(a) failure to have in effect at all times policies
of contractor's insurance, liability insurance,
workers'compensation insurance and property
insurance as required elsewhere herein.
(b) intentional, knowing or fraudulent failure to
maintain strict and accurate books of account, or
to furnish said books of account to City for
inspection, as provided elsewhere herein.
01H11041.agm 25
(c) intentional misappropriation of public funds.
(d) abandonment of the premises;
(e) failure of Association, within forty-five days
after written notice from City, to correct any
default in the performance or observance of any
other covenant or condition of this Lease.
Upon termination of this lease as hereinabove provided, or
pursuant to statute, or by summary proceedings or otherwise, City
may enter forthwith and resume possession either by summary
proceedings, or by action at law or in equity or by force or
otherwise, as City may determine, without being liable in tres-
pass or for any damages. The foregoing rights and remedies given
to City are, and shall be deemed to be, cumulative of any other
rights of City under law, and the exercise of one shall not be
deemed to be an election, and the failure of City at any time to
exercise any right or remedy shall not be deemed to operate as a
waiver of its right to exercise such right or remedy at any other
or future time.
31. Effect of termination or expiration. Upon termination
or expiration of this Agreement, all buildings and fixtures on
the Property shall become property of City. All personal prop-
erty, in such event, shall become property of City at City's
option. Should City decide to decline all or part of the per-
sonal property, it shall so notify Association within thirty days
of termination or expiration, and Association shall remove said
property within thirty days of its receipt of such notice. If
Association shall fail to remove such property within that time
01H11041.agm 26
period, City may remove and dispose of such property, and Associ-
ation shall be liable to City for all expenses incurred thereby.
Any City monies payable under this Agreement which, at the time
of termination or expiration, remain unspent, shall be returned
to or retained by City and spent by City as it sees fit.
32. Fund raising. Association will use its best efforts
during the term of this Agreement to raise sufficient funds to
fully support the Aquarium, including but not limited to, annual
fund-raising drives.
33. Publication cost. Aquarium shall pay the cost of
publishing in the legal section of the local newspaper the lease
description required by the City Charter.
34. Taxes. Association shall timely pay all ad valorem and
other taxes, if any, which shall be levied, assessed or otherwise
imposed on the demised premises during the lease term.
35. Notices. Any notices provided for under this lease
shall be given, in writing, to the City, by delivering or mailing
the notice to City Manager, City Hall, P.O. Box 9277, Corpus
Christi, Texas 78469, and to the Association by delivering or
mailing the notice to Texas State Aquarium Association,
P.O. Box 31207, Corpus Christi, Texas 78404, or any other address
as the parties may from time to time designate in writing.
36. Captions. The captions employed in this lease are for
convenience only and are not intended to and shall not in any way
limit or amplify the terms or provisions herein.
01H11041.agm 27
EXECUTED in duplicate originals this the day of
, 1987, by the authorized representatives of the
parties.
ATTEST: TEXAS STATE AQUARIUM ASSOCIATION
Secretary
ATTEST:
Armando Chapa
City Secretary City Manager
By
President
CITY OF CORPUS CHRISTI, TEXAS
By
Craig A. McDowell
APPROVED: �"
t o day of gCkpNvloe✓l , 1987
Hal George, City Attorney
By
As tant City Attor
THE STATE OF TEXAS }
COUNTY OF NUECES }
BEFORE ME, the undersigned authority, on this day personally
appeared Craig A. McDowell, City Manager of the City of Corpus
Christi, Texas, a municipal corporation, known to me to be the
person and officer whose name is subscribed to the foregoing
instrument, and acknowledged to me that he executed the same as
the act and deed of said City of Corpus Christi for the purposes
and consideration therein expressed and in the capacity therein
stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this the day
of , 1987.
Notary Public, State of Texas
01H11041.agm 28
THE STATE OF TEXAS }
COUNTY OF NUECES }
BEFORE ME, the undersigned authority, on this day personally
appeared , President of the
Texas State Aquarium Association, a Texas corporation, known to
me to be the person and officer whose name is subscribed to the
foregoing instrument, and acknowledged to me that he executed the
same as the act and deed of said Corpus Christi Aquarium Associa-
tion for the purposes and consideration therein expressed and in
the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this the day
of , 1987.
Notary Public, State of Texas
01H11041.agm 29
EXHIBIT LIST
EXHIBIT A - Description of Property to be Leased
Five (5) Year Lease Agreement Property Description:
Attachment (1): Tracts No. 1, 2, and 3:
Description of submerged parcel
located behind bulkhead on the
landside.
Attachment (2): Tract No. 4: Description of
submerged parcel located on the
waterside of bulkhead.
Twenty (20) Year Lease Agreement Property Description:
Attachment (3): Tract No. 5: Description of
parcel behind bulkhead on the
landside.
EXHIBIT B - Attachment (1): Drawing of Aquarium Site by SMITH and
RUSSO, INC., dated February 10, 1988
Attachment (2): Descriptions of property to be
conveyed by TSAA to City by gift.
(Being that property outlined in pink
on Exhibit B, attachment (1) drawing)
Attachment (3): Description of non-exclusive easement
granted by TSAA to City. (Being that
property marked in orange on Exhibit
B, attachment (1) drawing)
Attachment (4): Description of property to be conveyed
by the TSAA to the City in exchange
for other City property. (Being that
property marked in yellow and
identified as C-1 on Exhibit B,
attachment (1) drawing)
EXHIBIT C - Attachment (1): Description of two properties to be
exchanged:
Texas State Aquarium Exchange Parcel
(C-1)
City of Corpus Christi Exchange Parcel
(C-2)
EXHIBITS D & E - Prior Title Policies (in possession of City) 1
EXHIBIT F - Plat - Draft1110
2/12/88
EXHIBIT A
I. Five (5) Year Lease Agreement Property Description:
Attachment No. 1: Tracts No. 1, 2, 3, and 4: Description of submerged
parcels located, behind bulkhead on the landside.
Attachment No. 2: Tract No. 5: Description of submerged parcel located
seaward of bulkhead.
II. Twenty (20) Year Lease Agreement Property Description:
Attachment No. 3: Tract No. 6: Description of parcel behind bulkhead on
the landside.
FEB 10 1988
EXHIBIT - "A"
FIVE (5) YEAR LEASE AGREEMENT: DESCRIPTION OF SUBMERGED PARCELS
LOCATED BEHIND THE BULKHEAD ON THE
LAND SIDE.
TRACT 1:
Being a parcel of land located in Nueces County ,Texas at the
Texas State Aquarium site and being more particularly described
by metes and bounds as follows:
Beginning at a point located at the intersection of the
centerline of Canal Avenue and the East R.O.W. of North Shoreline
Boulevard;
Thence South 58° 21' 24" East, 160.51 feet to the beginning point
of Tract 1, located in the most Southerly corner of said tract
and being the most Southerly corner of the bulkhead face.
Thence North 61° 38' 37" East , 149.10 feet along the face of the
bulkhead;
Thence South 75° 49'47" West, 67.48 feet to a corner;
Thence South 42° 57' 12" West, 50.99 feet to a corner;
Thence South 60° 54' 27" West, 34.42 feet to the point of
beginning of Tract 1 and the Southwest corner of Tract 1,
containing 0.023 acres more or less.
TRACT 2:
Beginning at a point located at the intersection of the
centerline of Canal Avenue and the East R.O.W. of North Shoreline
Boulevard;
Thence South 58° 21' 24" East, 235.96 feet to a corner;
Thence North 31° 38' 36" East, 130.68 feet to the point of
beginning of said Tract 2 and the Southwest corner of,this
section;
Thence North 61° 38' 37" East, 28.09 feet to a corner on the
bulkhead face
Thence North 31° 38' 36" East, 174.66 feet along the Easterly
face of the bulkhead;
Page 1 of 2
2/11/88
ATTACHMENT (1)
Thence South 41° 48' 10" West 50.43 feet to a corner;
Thence South 33° 07' 58" West, 50.02 feet to a corner;
Thence South 34° 23' 29" West, 50.06 feet to a corner;
Thence South 33° 19' 31" West, 49.36 feet to the Southwest corner
and the point of beginning of Tract 2 containing 0.04 acres more
or less.
TRACT 3:
Beginning at a point located at the intersection of the
centerline of Canal Avenue and the East R.O.W. of North Shoreline
Boulevard;
Thence North 31° 38' 36" East, 358.75 feet along the East R.O.W.
of North Shoreline Boulevard;
Thence South 58° 21' 24" East, 250.00 feet to the beginning point
of Tract 3 and the most Southerly corner of said section;
Thence North 31° 38'36" East, 51.25 feet along the face of the
bulkhead to a corner;
Thence North 58° 21'24" West, 120.36 feet to a bulkhead corner;
Thence North 28° 21' 21" West, 25.74 feet along the face of the
bulkhead to a point on Block F property line;
Thence South 18° 55' 11" West, 29.72 feet to a corner;
Thence South 42° 50' 59" East, 47.83 feet to a corner;
Thence South 44° 25' 14" East, 92.75 feet to the point of
beginning of Tract 3 and the most Southerly corner of said
section containing 0.11 acres more or less.
Page 2 of 2
2/11/88
ATTACHMENT (1)
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TEXAS STATE AQUARIUM LEASE
TRACTS 12 & 3
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EXHIBIT - "A"
FIVE (5) YEAR LEASE AGREEMENT: DESCRIPTION OF SUBMERGED PARCEL
LOCATED ON THE WATERSIDE OF THE
BULKHEAD.
TRACT 4:
Being a parcel of land comprising 3.87 acres more or less,
located in Nueces County, Texas at the Texas State Aquarium site
and being more particularly described as follows:
Beginning at a point located at the intersection of centerline of
Canal Avenue and the East R.O.W. of North Shoreline Boulevard;
Thence South 58° 21' 24" East, 160.51 feet to the point of
beginning of Tract 4 and the most Southerly corner of the
bulkhead;
Thence South 31° 38' 36" West, 30.00 feet to the Southwest limits
of the breakwater;
Thence South 58° 21'24" East, 32.10 feet to a corner;
Thence South 80° 51' 24" East, 123.83 feet for the point of
curvature of a circular curve to the left whose radius bears
North 09° 08' 36" East , 175.00 feet and which has a central
angle of 67° 28' 54.12" , a radius of 175.00 feet, a tangent
distance of 116.89 feet and an arc length of 206.11 feet;
Thence, with said curve to the left, 206.11 feet for the point of
tangency;
Thence continuing North 31° 38' 36" East, 216.96 feet to a
corner
•
Thence North 51° 38' 36" East, 92.95 feet to a corner;
Thence North 31° 38' 36" East, 206.07 feet to the Northeast
corner of this tract;
Thence North 58° 21' 24" West, to a point located on the existing
shoreline of Corpus Christi Bay.
Thence meandering Southerly along said shoreline of Corpus
Christi Bay to the Southeast corner of Brooklyn Addition, Block
F, Lot 10;
Page 1 of 2
2/11/88
Attachment (2)
Thence South 37° 21' 21" West, 46.64 feet to a corner;
Thence South 12° 15' 50" East, 4.72 feet to a corner;
Thence South 58° 21' 24" East, 15.00 feet to a corner;
Thence South 31° 38'36" West, 108.0 feet to a corner on the
bulkhead face.
Thence South 28° 21' 21" East, 40.00 feet to a bulkhead corner;
Thence South 58° 21' 24" East, 120.36 feet along the face of the
bulkhead;
Thence South 31° 38' 36" West, 255.00 feet along the East
bulkhead line.
Thence South 61° 38' 37" West, 178.98 feet to the point of.
beginning of Tract 4 and the most Southerly point of the bulkhead
face.
Page 2 of 2
2/11/88
ATTACHMENT (2)
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POINT OF BEGINNING
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TEXAS STATE AQUARIUM LEASE
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EXHIBIT A
TWENTY (20) YEAR LEASE AGREEMENT: Description of parcel behind bulkhead on the
landside.
TRACT NO. 5
BEGINNING at a point at the intersection of the centerline extended of North
Shoreline Boulevard a one hundred (100') foot road, and the Southwest boundary of
Canal Street (9th Street) a sixty (60') foot road as shown by map of record of
Brooklyn Addition in Volume "A", page 34, Map Records of Nueces County, Texas; said
point of intersection having Lambert Grid Coordinates (South Zone) of x =
2,358,271.161, y = 781,614.277,
THENCE N 31° 38' 36" E, a distance of 495.38 feet to a point for corner,
THENCE in a Southeasterly direction along a curve to the left having a central angle
of 106° 54' 36", a radius of 55.0 feet, a tangent length of 74.21 feet and an ARC
length of 102.63 feet to the end of said curve and a point for corner,
THENCE N 31° 38' 36", a distance of 8.0 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 25.0 feet to a point for corner,
THENCE N 31° 38' 36" E, a distance of 62.24 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 36.84 feet to a point for corner,
THENCE S 43° 47' 01" W, a distance of 2.24 feet to a point for corner,
THENCE S 37° 19' 36" W, a distance of 46.64 feet to a point for corner,
THENCE S 52° 48' 44" E, a distance of 17.15 feet to a point for corner,
THENCE S 31° 38' 36" W, a distance of 108.00 feet to a point for corner,
THENCE S 28° 21' 22" E, a distance of 40.00 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 120.36 feet to a point for cor
THENCE S 31° 38' 36" W, a distance of 255.00 feet to a point f
THENCE S 61° 38' 37" W, a distance of 178.98 feet to a point for er,
THENCE S 63° 03' 36" W, a distance of 35.14 feet to a point for corner,
THENCE N 58" 21' 24" W, a distance of 192.02 feet to the Point of Beginning forming
a tract embracing 137,673 square feet (3.16± acres) more or less, SAVE and EXCEPT
Tracts No. 1, 2, and 3 as described on Exhibit "A", Attachment No. 1.
2/12/88
Attachment No. 3
ORDINANCE 020257 DATED 19880329
ALSO INCLUDES A LARGE DRAWING
EXHIBIT A ATTACHMENT NO. 3
THAT IS TOO LARGE TO COPY
ORDINANCE 020257 DATED 19880329
ALSO INCLUDES A LARGE DRAWING
EXHIBIT 'B'
THAT IS TOO LARGE TO COPY
EXHIBIT "B"
Attachment (1): Drawing
Attachment (2): Descriptions of property to be conveyed by
TSAA to City by gift. (Being that property
outlined in pink on Exhibit attachment (1)
drawing)
Attachment (3): Description of non-exclusive easement
granted by TSAA to City. (Being that
property marked in orange on Exhibit
attachment (1) drawing)
Attachment (4) Description of property to be conveyed
by the TSAA to the City in exchange
for other City property. (Being that
property marked in yellow and identified
as C-1 on Exhibit B, attachment (1) drawing)
EXHIBIT "B"
DESCRIPTION OF PROPERTY TO BE CONVEYED BY TEXAS STATE AQUARIUM ASSOCIATION TO THE
CITY OF CORPUS CHRISTI BY GIFT (Being that property outlined in pink on Exhibit "B"
Attachment No. 1).
PARCEL NO. 1 (PREVIOUSLY RIGHT-OF-WAYS)
BEGINNING at a point at the intersection of the centerlines extended of North
Shoreline Boulevard a one hundred (100') foot road and Canal Avenue (9th Street) a
sixty (60') foot road as shown by map of record of Brooklyn Addition in Volume "A",
pages 30-32, Map Records of Nueces County, Texas; and said point of intersection
having Lambert Grid Coordinates (South Zone) of x = 2,538,286.900, y = 781,639.817,
THENCE along said centerline extended of North Shoreline Boulevard N 31° 38' 36" E,
a distance of 465.38 feet to a point for corner,
THENCE in a Northwesterly direction along a curve to right having a central angle
of 730 05' 24", a radius of 55.0 feet, a tangent of 40.76 feet, and an ARC length of
70.16 feet to the end of said curve and a point for corner,
THENCE N 31° 38' 36" E, a distance of 22.00 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 39.0 feet to the said centerline extended of
North Shoreline Boulevard and point for corner,
THENCE along said centerline N 31° 38' 36" E, a distance of 50.0 feet to a point for
corner,
THENCE S 58° 21' 24" E, a distance of 50.0 feet to the Southeast right-of-way line
of said North Shoreline Boulevard and a point for corner,
THENCE along the said Southeast right-of-way line of North Shoreline Boulevard S 31°
38' 36" W, a distance of 200.00 feet to the Northeast right-of-way line of Bennett
Street (10th Street) as shown on said Brooklyn Addition, for a point for corner,
THENCE along the said Northeast right-of-way line of Bennett Street S 58° 21' 24" E,
a distance of 126.83 feet to a point in the shoreline of Corpus Christi Bay at the
1.0 foot (February 17, 1986 N.G.V.D.) to a point for corner,
THENCE along the meanders of said shoreline of Corpus Christi Bay as follows:
S 42° 50' 59" E 34.42',
S 44° 25' 14" E 93.87',
S 28° 22' 56" W 14.98', and
S 35° 17' 01" W, a distance of 13.26 feet to the Southwest right-ofie of said
Bennett Street and a pointfor corner,
2/12/88
Attachment No. 2
1 of 3
THENCE along said Southwest right-of-way line of Bennett Street N 58° 21' 24" W, a
distance of 251.11 feet to the said Southeast right-of-way line of North Shoreline
Boulevard and a point for corner,
THENCE along said Southwest right-of-way line of North Shoreline Boulevard
S 310 38' 36" W, a distance of 300.00 feet to a 5/8" iron rod set in the Northeast
right-of-way line of said Canal Avenue and a point for corner,
THENCE along said Northeast right-of-way line of Canal Avenue S 58° 21' 24" E, a
distance of 178.61 feet to a point in the said shoreline of Corpus Christi Bay,
THENCE along the meanders of said shoreline of Corpus Christi Bay S 60° 52' 41" W, a
distance of 34.38 feet to the centerline of said Canal Avenue to a point for corner,
THENCE along said centerline of Canal Avenue N 58° 21' 24" W, a distance of 211.84
feet to the Point of Beginning forming a tract embracing 50,029 square feet (1.15±
acres) more or less.
PARCEL NO. 2: (GIFT PROPERTY IN BLOCK "E")
BEGINNING at a 5/8" iron rod set in the Southeast right-of-way line of North
Shoreline Boulevard a one hundred (100') foot road at its point of intersection with
the Southeast right-of-way line of Bennett Street a sixty (60') foot road, said
point of intersection also being the Northernmost corner of Block E, Brooklyn
Addition, as shown by map of record of said subdivision in Volume "A", pages 30-32,
Map Records of Nueces County, Texas; and said point of intersection having Lambert
Grid Coordinates (South Zone) of x = 2,358,502.434, y = 781,894.604,
THENCE along said Southwest right-of-way line of Bennett Street S 58° 21' 24" E at
220.47 feet pass a 5/8" iron rod set for a reference point, in all a distance of
250.27 feet to a point in the shoreline of Corpus Christi Bay at the 0.7' MSL
contour line for corner,
THENCE along the meanders of said shoreline of Corpus Christi Bay being the 0.7' MSL
contour line to points as follows:
S 41° 48' 10" W 50.80'
S 33° 07' 58" W 50.02'
S 34° 23' 29" W 50.06'
S 32° 19' 21" W 50.85'
S 76° 49' 47" W 25.54', to a point for corner,
THENCE N 58° 21' 24" W, a distance of 207.58 feet to a point for corner, sa'• point
also being on the said Southeast right-of-way line of North Shoreline Bou d,
THENCE along said Southeast right-of-way line of North Shore ,_ levard
N 31° 38' 36" E, a distance of 230.52 feet to the Point of Begin ,:xt a" , tract
embracing 54,915 square feet (1.26± acres) more or less.
2/12/88
Attachment No. 2
2 of 3
PARCEL NO. 3 (GIFT PROPERTY IN BLOCK "F")
BEGINNING at a point in the Southeast right-of-way line of North Shoreline Boulevard
a one hundred (100') foot road at its point of intersection with the Northeast
right-of-way line of Bennett Street a sixty (60') foot road, said point of
intersection also being the Westernmost corner of Block F, Brooklyn Addition, as
shown by map or record of said subdivision in Volume "A", pages 30-32, Map Records
of Nueces County, Texas; and said point of intersection having Lambert Grid
Coordinates (South Zone) of x = 2,358,534.072, y = 781,945.604,
THENCE N 31° 38' 36" E, a distance of 200.00 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 81.84 feet to a point for corner,
THENCE S 43° 48' 46" W, a distance of 2.24 feet to a point for corner,
THENCE S 37° 21' 21" W, a distance of 46.64 feet to a point for corner,
THENCE S 52° 46' 59" E, a distance of 17.15 feet to a point for corner,
THENCE S 31° 40' 21" W, a distance of 56.72 feet to a point for corner,
THENCE S 18° 55' 11" W, a distance of 91.38 feet to a point for corner,
THENCE S 41° 40' 04" E, a distance of 13.51 feet to a point for corner,
THENCE N 58° 21' 24" W, a distance of 126.83 feet to the Point of Beginning forming
a tract embracing 19,030 square feet (0.44± acres) more or less.
2/12/88
Attachment No. 2
3 of 3
ORDINANCE 020257 DATED 19880329
ALSO INCLUDES A LARGE DRAWING
EXHIBIT 'B' ATTACHMENT NO. 2
THAT IS TOO LARGE TO COPY
EXHIBIT B
DESCRIPTION OF NON-EXCLUSIVE EASEMENT GRANTED BY TEXAS STATE AQUARIUM ASSOCIATION TO
THE CITY OF CORPUS CHRISTI (Being that property marked in orange on Exhibit "B"
Attachment No. 1 drawing).
BEGINNING at a point at the intersection of the centerline of a twenty (20') foot
alley and the common boundary lot line extended of Lot 8 and Lot 10 in Block 3,
Brooklyn Addition as shown by map of record of said subdivision in Volume "A", pages
30-32, Map Records of Nueces County, Texas; said point of intersection having Lambert
Grid Coordinates (South Zone) of x = 2,358,245.812, y = 781,935.302,
THENCE N 58° 21' 24" W, a distance of 179.41 feet to a point for corner,
THENCE N 28° 19' 58" E, a distance of 100.17 feet to a point for corner,
THENCE S 58° 21' 24 " E, a distance of 88.04 feet to a point for corner,
THENCE S 28° 21' 24" E, a distance of 148.49 feet to a point for corner,
THENCE S 88° 21' 24" E, a distance of 109.65 feet to a point for corner,
THENCE N 31° 38' 36" E, a distance of 229.42 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 24.59 feet to a point for corner,
THENCE S 31° 38' 36" W, a distance of 22.00 feet to a point for corner, and the
beginning of a curve to the left having a central angle of 73° 05' 24", a radius of
55.0 feet, a tangent length of 40.76 feet and an ARC length of 70.16 feet to the end
of said curve and a point for corner,
THENCE S 31° 38' 36" W, a distance of 252.72 feet to a point for corner,
THENCE N 28° 21' 24" W, a distance of 113.85 feet to a point for corner,
THENCE N 88° 21' 24" W, a distance of 69.23 feet to a point for corner,
THENCE N 62° 20' 27" W, a distance of 31.83 feet to the Point of Beginning forming a
tract embracing 36,486 square feet (0.84± acres) more or less.
2/12/88
Attachment No. 3
ORDINANCE 020257 DATED 19880329
ALSO INCLUDES A LARGE DRAWING
EXHIBIT 'B' ATTACHMENT NO. 3
THAT IS TOO LARGE TO COPY
EXHIBIT B
TEXAS STATE AQUARIUM EXCHANGE PARCEL (C-1)
A tract of land out of Block E, Brooklyn Addition, a map of which is recorded in
Volume A, Pages 30-32 of the Map Records of Nueces County, Texas and further
described by metes and bounds as follows:
BEGINNING at a 5/8" iron rod set in the Southeast right-of-way line of North
Shoreline Boulevard at its point of intersection with the Northeast right-of-way
line of a portion of Canal Avenue closed by City of Corpus Christi, Texas Ordinance
No. 17139 for the Westernmost corner of said Block "E" and of this tract; said point
of intersection having Lambert Grid Coordinates (South Zone) of x = 2,538,345.045,
y = 781,639.205,
THENCE along said Southeast right-of-way line of North Shoreline Boulevard
N 31° 38' 36" W, a distance of 69.48 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 207.58 feet to a point for corner,
THENCE S 76° 49' 47" W, a distance of 44.19 feet to a point for corner,
THENCE S 42° 57' 12" W, a distance of 50.99 feet to a point for corner,
THENCE N 58° 21' 24" W, a distance of 177.54 feet to the Point of Beginning forming
a tract embracing 12,975 square feet (0.30± Acres) more or less.
2/12/88
Attachment No. 4
EXHIBIT C
TEXAS STATE AQUARIUM EXCHANGE PARCEL (C-1)
A tract of land out of Block E, Brooklyn Addition, a map of which is recorded in
Volume A, Pages 30-32 of the Map Records of Nueces County, Texas and further
described by metes and bounds as follows:
BEGINNING at a 5/8" iron rod set in the Southeast right-of-way line of North
Shoreline Boulevard at its point of intersection with the Northeast right-of-way
line of a portion of Canal Avenue closed by City of Corpus Christi, Texas Ordinance
No. 17139 for the Westernmost corner of said Block "E" and of this tract; said point
of intersection having Lambert Grid Coordinates (South Zone) of x = 2,538,345.045,
y = 781,639.205,
THENCE along said Southeast right-of-way line of North Shoreline Boulevard
N 31° 38' 36" W, a distance of 69.48 feet to a point for corner,
THENCE S 58° 21' 24" E, a distance of 207.58 feet to a point for corner,
THENCE S 76° 49' 47" W, a distance of 44.19 feet to a point for corner,
THENCE S 42° 57' 12" W, a distance of 50.99 feet to a point for corner,
THENCE N 58° 21' 24" W, a distance of 177.54 feet to the Point of Beginning forming
a tract embracing 12,975 square feet (0.30± Acres) more or less.
CITY EXCHANGE PARCEL (C-2)
BEGINNING at a point of intersection of the centerline extended of Surfside
Boulevard a sixty (60') foot road, and the common boundary lot line extended of Lot
8 and of Lot 10, Block 3, Brooklyn Addition, as shown by map of record of said
subdivision in Volume "A", pages 30-32, Map Records of Nueces County, Texas; said
point of intersection having Lambert Grid Coordinates (South Zone) of
x = 2,358,101.086, y = 782,024.489,
THENCE N 58° 21' 24" W a distance of 9.41 feet to a point for corner,
THENCE N 28° 19' 58" E a distance of 410.69 feet to a point for corner, and the
beginning of a curve to the right,
THENCE along said curve to the right having a central angle of 70°
of 50.0 feet, a tangent length of 35.19 feet and an ACR length
point for corner,
THENCE S 31° 38' 36" W a distance of 457.07 feet to the
tract embracing 9,855 square feet (0.23± acres) more or
2/12/88
16' 10", a radius
61.32 feet to a
inning forming a
Attachment No. 1
ORDINANCE 020257 DATED 19880329
ALSO INCLUDES A LARGE DRAWING
EXHIBIT C ATTACHMENT NO. 1
THAT IS TOO LARGE TO COPY
Lawyers Title jnsurance Corporation
90-00-248556
Owner Polic
OF TITLE INSURANCE,
Ex ;Iv i-0
Policy 90 - Texas Form T-1 Rev. 1985
035-0-090-4226/4
Cover Sheet
Owner Pnlfry-Fnrm nraerriharl by-cLma Cinarti of Inc„ranra of Tavae
apJyers Title
Insurance @rp oration
POST OFFICE BOX 50159
DALLAS, TEXAS 75250
Ex ;Iv i-0
Policy 90 - Texas Form T-1 Rev. 1985
035-0-090-4226/4
Cover Sheet
Owner Pnlfry-Fnrm nraerriharl by-cLma Cinarti of Inc„ranra of Tavae
C' IER POLICY:
1 POLICY NUMBER
2 PROPERTY TYPE
3 COUNTY
POLICY AMOUNT
'REMIUM
TATE CODE
7 EFFECTIVE DATE
SURVEY AMENDMENT
J ADDITICAAL CHAINS
90-00-248556
CI
2
3
355
$1825000.00
4
$8,473.50
5
6
1200
1200/0500
7
$1,271.03
8
9
Lawyers Title Insurance Corporation
CASE NUMBER
GF#7457—WM
Name of Insured:
DATE OF POLICY AMOUNT OF INSURANCE
4-10-86 $1,825,000.00
Schedule A
CORPUS CHRISTI AQUARIUM ASSOCIATION
THE POLICY NUMBER SHOWN
ON THIS SCHEDULE MUST's
AGREE WITH THE PREPRINTED
NUMBER ON THE COVER
OWNER POLICY OF
TITLE INSURANCE
POLICY NUMBER
90-00-248556
1. The estate or interest in the land insured by this policy is (fee simple, leasehold, easement etc., -identify or describe)
FEE SIMPLE
2. The land referred to in this policy is described as follows:
see added page
Countersigned at Corpus Christi,
Policy 90 — Texas Form T - 1 (Rev. 1983)
035-0-090-4220/5 Litho in LI SA_
Texas
THIS POLICY IS INVALID
UNLESS THE COVER AND
LAWYERS TITLE SERVICES, INC.
WANDA E. MILES
EXECUTIVE VICE PRESIDENT
u horized Countersignature
Page 1 of Schad. A
rl........ o,.c.... t.......sow.:hnd f... Ctato Retard of Insurance: of Tex
Owner Policy No. 90-00-24855(
F#7457-WM
C
Lawyers Title Insurance Corporation
Page: A-2
THE SURFACE ESTATE ONLY in and to Lots One (1), Two (2), Three (3), Four (4), Five
(5), Six (6), Seven (7), Eight (8), Nine (9), Ten (10), Eleven (11), and Twelve (12),
Block E, BROOKLYN ADDITION of the City of Corpus Christi, Nueces County, Texas as
shown by the map or plat thereof, recorded at Volume A, Pages 30-32, Map Records,
Nueces County, Texas, and being described by metes and bounds as follows:
A tract of land out of Block E, Brooklyn Addition, a map of which is recorded in
Volume A, Page 32 of the Map Records of Nueces County, Texas and further described by
metes and bounds as follows:
BEGINNING at a 5/8" iron rod set in the southeast right-of-way line of North Shoreline
Boulevard at its point of intersection with the Northeast right-of-way line of a
portion of Canal Avenue closed by City of Corpus Christi, Texas, Ordinance No. 17139
for the Westernmost corner of said Block "E" and of this tract;
THENCE along said Southeast right-of-way line of North Shoreline Boulevard N 32
degrees 00' 00" E 300.00 feet to a 5/8" iron rod set for the Northernmost corner of
this tract and of said Block'E and being at the point of intersection of said Southeast
right-of-way line of North Shoreline Boulevard and the Southwest right-of-way line of
a portion of Bennett Street closed, by City of Corpus Christi, Texas, Ordinance No.
16703;
THENCE along said Southwest right-of-way line of Bennett Street S 58 degrees 00' 00"
E at 220.47 feet pass a 5/8" iron rod set for a reference point, in all a distance of
250.27 feet to a point in the shoreline of Corpus Christi Bay at the 0.7' MSL contour
line;
THENCE along meanders of said shoreline of Corpus Christi Bay being the 0.7' MSL
contour line to points as follows:
S 42 degrees 09' 34" W
S 33 degrees 29' 22" W
S 34 degrees 44' 53" W
S 33 degrees 43' 06" W
S 76 degrees 11' 11" W
S 43 degrees 18' 36" W
50.80'
50.02'
50.06'
50.02'
69.73' and
50.99' to a point for the
Southernmost corner of this tract and said Block "E" and being in said Northeast
right-of-way line of Canal Avenue;
THENCE along said Northeast right-of-way line of Canal Avenue N 58 degrees 00' 00" W
at 20.00 feet pass a 5/8" iron rod set for reference point, in all a distance of
177.51 feet to the POINT OF BEGINNING.
r+,Ill 1s 1 A,1.+1
T uyers Title Insura(e Corporation
CASE NUMBER DATE OF POLICY
GF#7457-WM 4-10-86
THIS POLICY NUMBER SHOWN
ON THIS SCHEDULE MUST
AGREE WITH THE PREPRINTED
NUMBER ON THE COVER SHEET
OWNE )L'ICY OF
TITLE INSURANCE
POLICY NUMBER
90-00-248556
Schedule B
This policy is subject to the Conditions and Stipulations hereof, the terms and conditions of the leases or easements insured,
if any, shown in Schedule A, and to the following matters which are additional exceptions from the coverage of this Policy:
1. The following restrictive covenants of record itemized below (the Company must either insert specific recording data
or state "None of record"): None of record.
2. Any cf123tre/50-1,e- shortages in area #i as a s a r Pi g •
r> Z4'z1.y
3. Taxes for the year 19 86 and subsequent years, and subsequent assessments for prior years due to change in land usage or
ownership.
4. The following lien(s) and all terms, provisions and conditions of the instrument(s) creating or evidencing said lien(s):
Vendor's Lien retained in Deed dated April 9, 1986, from Wayne A. Johnson
and Wayne A. Johnson, II to Corpus Christi Aquarium Association, securing
payment of one certain promissory note of even date therewith in the
principal sum of $2,600,000.00, bearing interest and payable as therein
stipulated to the order of American National Bank - Corpus Christi, and
being further secured by a Deed of Trust of even date therewith to Al Jones,
Trustee. Said Deed and Deed of Trust were filed for record in the office
of the County Clerk of Nueces County, Texas, under Clerk's File Nos. 485512
and 485513, respectively on April 10, 1986.
Title to all oil, gas and minerals and other elements not constituting part of the
Surface Estate in the above described property together with all rights, privileges
and immunities relating thereto.
Any changes in the boundary lines of the above property caused by erosion from the
actions of the waters of Corpus Christi Bay.
Oil and Gas Lease dated July 12, 1965 executed by Nueces County Navigation District
No. 1 to Kelly Bell, recorded under Clerk's File No. 695933, and at Volume 222, Page
182, Oil and Gas Records, Nueces County, Texas and all instruments thereunder.
Policy 90 — Texas Form T - 1 (Rev. 1983;
035-0-090-4222/5 Litho in U.S.A.
Page 1 of Sched. B
Owner Policy - Form orescribed by State Board of Insurance of Texas
�a users Title Insurance Corporation
90-00-248557
Owner Polic
OF TITLE INSURANCE
Policy 90 - Texas Form T-1 Rev. 1985
035-0-090-4226/4
Cover Sheet
Ovvner Policy -Form prescribed by State Board of Insurance of Texas
I vers Title
Insurance (grporation
POST OFFICE BOX 50159
DALLAS, TEXAS 75250
Policy 90 - Texas Form T-1 Rev. 1985
035-0-090-4226/4
Cover Sheet
Ovvner Policy -Form prescribed by State Board of Insurance of Texas
1 POLICY NUMBER
C ' ER POLICY. 32 COUNTYTV TYPE
[60 —00-248557
4 POLICY AMOUNT
SREMIUM
ATE CODE
7 EFFECTIVE DATE
8 SURVEY AMENDMENT
9 ADDITIO AL CHAINS
CI
2
3
355
$400,000.00
$2,061.00
1200/0500
6
4-10-86
309.15
9
Lawyers Title Insurance Corporation
CASE NUMBER
DATE OF POLICY AMOUNT OF INSURANCE
GF#7457—WM 4-10-86 $400,000.00
Schedule A
Name of Insured: CORPUS CHRISTI AQUARIUM ASSOCIATION
THE POLICY NUMBER SHOWN
ON THIS SCHEDULE MUST
AGREE WITH THE PREPRINTED
NUMBER ON THE COVER f 90-00-248557
OWNER POLICY OF
TITLE INSURANCE
POLICY NUMBER
1. The estate or interest in the land insured by this policy is (fee simple, leasehold, easement, etc., -identify or describe)
FEE SIMPLE
2. The land referred to in this policy is described as follows:
Lots One Hundred Forty—Two (142), One Hundred Forty—Three (143), One Hundred Forty—
Four (144) and One Hundred Forty—Five (145), all in Block F, CORPUS BEACH HOTEL
ADDITION, a Subdivision of the City of Corpus Christi, Nueces County, Texas, as
shown by the map or plat thereof, recorded in Volume 1, Page 51, Map Records,
Nueces County, Texas.
Countersigned at Corpus Christi,
Policy 90 — Texas Form T - 1 (Rev. 1983)
035-0-090-4220/5 Litho in U.S.A.
Texas
LAWYERS TITLE SERVICES, INC.
WANDA E. MILES, EXEC. VICE PRESIDEN
Authorized Countersignature
THIS POLICY IS INVALID Page 1 of Sched. A
UNLESS THE COVER AND
_ _..__... .. . -._ .._. _..__ nwnor Pnlir.. - E.r.....rncrriwuA w., Cram rinn.rl .d Inenranra of TeYa
3wyers. Title Insura ';e Corpor&icn
CASE NUMBER
DATE OF POLICY
GF#7457-WM 4-10-86
Schedule B
C
THIS POLICY NUMBER SHOWN
ON THIS SCHEDULE MUST
AGREE WITH THE PREPRINTED <<
NUMBER ON THE COVER SHEET 9
OWNE )LICY OF
TITLE INSURANCE
POLICY NUMBER
90-00-248557
This policy is subject to the Conditions and Stipulations hereof, the terms and conditions of the leases or easements insured,
if any, shown in Schedule A, and to the following matters which are additional exceptions from the coverage of this Policy:
1. The following restrictive covenants of record itemized below (the Company must either insert specific recording data
or state "None of record"): None of record.
2. Any cks ep its-etmfl;ai-bR9r shortages in area #i s a g vicm
3. Taxes for the year 19 86 and subsequent years, and subsequent assessments for prior years due to change in land usage or
ownership.
4. The following lien(s) and all terms, provisions and conditions of the instrument(s) creating or evidencing said lien(s):
Deed of Trust dated April 9, 1986, from Corpus Christi Aquarium Association to
Al Jones, Trustee, securing payment of one note of even date therewith in the
principal sum of $2,600,000.00, bearing interest and payable as therein stipulated
to the order of American National Bank - Corpus Christi, filed for record in the
office of the County Clerk of Nueces County, Texas, under Clerk's File No. 485513.
Title to all oil, gas and minerals and other elements not constituting part of the
Surface Estate in the above described property together with all rights,privileges
and immunities relating thereto.
Any changes in the boundary lines of the above property caused by erosion from the
actions of the waters of Corpus Christi Bay.
Oil and Gas Lease dated July 12, 1965 executed by Nueces County Navigation District
No. 1 to Kelly Bell, recorded under Clerk's File No. 695933, and at Volume 222, Page
182, Oil and Gas Records, Nueces County, Texas, and all instruments thereunder.
Page 1 of Sched. B
Policy 90 — Texas Form T - 1 (Rev. 1983;
035-0-090-4222/5 Litho in U.S.A. Owner Policy - Form prescribed by State Board of Insurance of Texas
ORDINANCE 020257 DATED 19880329
ALSO INCLUDES A LARGE DRAWING
EXHIBIT F
THAT IS TOO LARGE TO COPY
That the foregoing ordinance was
second reading on this the /(o day of
�r'-c
following vote:
read forthI_ first
.�J
Betty N. Turner
David Berlanga, Sr.
Leo Guerrero
Clif Moss
time
Bill Pruet
Mary Rhodes
Frank Schwing, Jr.
Mary Pat Slavik
Linda Strong
and passed to its
, 19 gg , by the
Ity
That the foregoing ordinance as read for - 1-e se and time and passed to its
third reading on this the day of %QA6A) , 19 y s , by the
following vote:
Betty N. Turner
David Berlanga, Sr.
Leo Guerrero
Clif Moss
akaent
Bill Pruet
Mary Rhodes
Frank Schwing, Jr.
Mary Pat Slavik
Linda Strong
atif
cm-)
That the foregoing ordinance was read for th_third time and passed finally on
this the fl day of fAljt0 /l , 19 , by the following vote:
Betty N. Turner Bill Pruet
David Berlanga, Sr. Mary Rhodes
Leo Guerrero Frank Schwing, Jr.
Clif Moss Mary Pat Slavik
Linda Strong
PASSED AND APPROVED, this the 0 day of k(027/76
ATT
City Secretary MAY R
THE CI OF CORPUS CHRISTI, TEXAS
APP OVED:
DAY OF , 19
HAL GEORGE, CITY ATTORNEY
By . R• ar -,
As tant City Atto
99.044.01
20257
of Texas,
.
Coun
..._.,r Gia ..
Before tic, the undersigned, ned, i'To :at' -r Publio, this day personalne
Deanne D. PiAmC , who being
first duly sworn, according to
law, says
thatvhe is a Senior AcC__rtilg Clerk 7f the Corpus Christi Caller -
Times,
ride1imes,
a daily newspaper published
sublihd at Corpus
orpus Christi
iiis i insaid
cid Count°
and State, generally circulated in Aransas, Bee, Brooks, Cameron,
Duval, Hidalgo, Jim Hogg, Jim Wells, Karnes, 1'ryt jt 11fi'ri, Live
Oak, Refugio, San Patricio, and Victoria Counties, and that the
publication of "NOTICE nF PASSAGE OF ORDINANCE ON SECOND READING"
which the arLrii✓xed is .t true copy, was published in t.cie Corpus Christi
Caller -Times on the 13 day of March 1988 , and €: _:}.L foci'? there-
-
.
NOTICE OF PASSAGE OF
ORDINANCE ON
SLCOND READING
AUTHORIZING THE EXECU-
TION OF -A LEASE
AGREEMENT WITH THE
_
LeiLitc TEXAS STATE AQUARIUM
nior € t u`'nti-- Clerk ASSOCIATION, ATexas Non-
profit Corporation. The lease
provides that City will lease to
Association 3.16 acres o1
land and 4.043 acres of sub-
merged lands; more or less,
and improvements thereon,
near the south end of Corpus
Christi Beach abutting Corpus
Christi Bay. The lease shall be
for twenty years from date of
closing of a Purchase Agree-
ment described in the lease
after, completion of the
Aqua.'ium building, except
that the submerged lands
shall be leased for five years.
The purpose of the lease is to
provide a site for the Texas
State Aquarium. In consider-
ation of the lease, Aquarium
will convey to City 3.29 acres
of land, more or less, .at the
south end of Corpus Christi
Beach abutting Corpus Christi
Bay (0.30 acres thereof being • _
in exchange for 0.23 acres of
City land); will convey to Cit
a non-exclusive easement o
0.84 acres, more or less; wi
design and construct a Texa
State Aquarium facility on th
leased premises according t
plans approved by City; w
convey said Aquarium facilit
teaCity ,yLntg.p, eratte the prem
after for one consecutive, day(el)
one Times
31,65
L}ed and sw r n .'f,'.. before me this 17th th day of Marc
.. C.
Eugeitic3 t2S. Cortez
Notary Public, Nueces Coun ', Texas
My commission expires on 6.30 89
4(100,
uses as the Texas Sete
Aquarium for the public bene-
fit; wi I provide funding of
building construction costs in
excess of $10,000,000; will
provide insurance coverages;
and will perform incidental
covenants as specified in the
lease. City will pay a purchase
price for the land (exclusive of
the exchange property) and
the Aquarium building of
$10,000,000 in public funds.
Copies of the full text of the
ordinance approving the
lease, with specific descrip-
tions of the property involved
and all provisions thereof,
may be obtained at no charge
from the City Secretary.
Was passed and approved
on seLond reading by the City
Council of the City of Corpus
Christi, Texas on the 8th day
of March, 1988.
/s/ Armando Chapa
PUBLISHER'S AFFIDAVIT
State of Texas. I CITY OF C C
County of Nueces l se: Ad # 71848
Before me. the undersigned, a Notary Public, this day personally came
Iris Yap, who being first duly sworn, according to law, says
that she is a Senior Accounting Clerk of the Corpus Christi Caller -
Times, a daily newspaper published at Corpus Christi in said County
and State, generally circulated in Aransas, Bee, Brooks, Cameron,
Duval, Hidalgo, Jim Hogg, Jim Wells, Karnes, Kenedy, Kleberg, Live
Oak, Refugio, San Patricio, and Victoria Counties, and that the
publication of NOTICE OF PASSAGE OF ORDINANCE ON of
which the annexed is a true copy, was published in the Corpus Christi
Caller -Times on the 21ST day of FEB. ,1988 and each day there-
after for consecutive day(s)
1 Times
$74.75 Senior Accounting Clerk
Subscribed and sworn to before me this 26th day of FEBRUARY ,1988
E`3GEN I A V CORTEZ
Notary Public, Nueces County, Texas
My commission expires on 6.80.89
NOTICE OF PASSAGE OF
ORDINANCE ON
FIRST READING
AUTHORIZING -THE EXECU-
' TION OF A LEASE
AGREEMENT WITH THE
TEXAS STATE AQUARIUM
ASSOCIATION, A Texas Non-
profit Corporation. The lease
provides that City will lease to;
Associpt en 3.16 acres of
land and •4..043 acres of sub-
merged lands, more or less,
and improvements thereon,
near the south end of Corpus
Christi Beach abutting Corpus
Christi Bay. The lease shall be
for twenty years from date of
closing as specified in the
Agreement, except that the
submerged lands shall be
leased for five years. the pur-
pose of the lease is to provide
a site for the Texas State
Aquarium. In consideration of
the lease, Aquarium will con-
vey to City 3.15 acres of
land, more or less, at the
south end of Corpus Christi
Beach abutting Corpus Christi
Bay f0.30 acres thereof being
in exchange for 0.23 acres of
City land); will convey to City
a nen-exclusive easement cf
0.84 acres, more or less; will
design and construct a Texa
State Aquarium facility on the
leased premises according to
plans approved by City; will
operate .the premises as the
Texas State Aquarium for the
public benefit; will provide
funding of building construc-
tion costs in excess of
$10,000,000; will provide in- '
surance coverages; and will ,'
perform incidental covenants
as specified in the lease. City
will prov:de $10,000,000 in
public funds for the project.
Copies of the full text of the
ordinance approving. the
lease, with specific descrip-
tions of the property involved
and all provisions thereof,
may be obtained at no charge
from the City Secretary.
Was passed and approved
on first reading by the City
Council of the City of Corpus
Christi, Texas on the 16th day
of February, 1988.
/s/ Armando Chapa
City Secretary
Corpus Christi, Texas
UBLISHFR`S AFFIDAVIT
State of Texas, ] City of C C
County of Nueces ] ss: Ad # 10845
Before me, the undersigned, a Notary Public, this day personally came
Deanne D. Palmer, who being first duly sworn, according to law, says
that she is a Senior Accounting Clerk of the Corpus Christi Caller -
Times, a daily newspaper published at Corpus Christi in said County
and State, generally circulated in Aransas, Bee, Brooks, Cameron,
Duval, Hidalgo, Jim Hogg, Jim Wells, Karnes, Kenedy, Kleberg, Live
Oak, Nueces, Refuio, San Patricia and Victoria Counties, and that
the publication of "NOTICE OF PASSAGE OF ORDINANCE NO. 20257"
of which the annexed is a true copy, was published in the Corpus
Christi Caller -Times on the 3 day o+ April 1988 , and each
day thereafter for one consecutive day(s).
one Times
S-nior Accounting Clerk
ore me this 5 day of April,
Edna Koster
Notary Public, s County, Texas
My commission expires on11.30.88
1988.
NOTICE OF PASSAGE OF
ORDINANCE NO. 20257
AUTHORIVNG THE EXECU-
TION OF A LEASE
AGREEMENT WITH THE
TEXAS STATE AQUARIUM
ASSOCIATION, A Texas Non-
profit Corporation. The lease
provides that the City will
lease to Association 3.02
acres of land and 4.043 acres
of submerged lands, more or
less, and improvements
thereon, near_the south end of
Corpus Christi Bea& abutting
Corp. i,Christi Bay. the.lease
she!: be for twenty years 'morn
date of closing cit a Purchase
Agreement described in the
lease after completion of the
Aquarium building, except
that the submerged lands
shall be leased for five years.
The purpose of the lease is to
provide a site for the Texas
State Aquarium. In consider-
ation of the lease, Aquarium
will convey to City 3.15 acres
of land, more or less, at the
south end of Corpus Christi
Beach abutting Corpus Christi
Bay (0.30 acres thereof being
in exchange for 0.23 acres of
City land); will convey to City
a non-exclusive easement of
0.84 acres; more or less; will
design and construct a Texas
State Aquarium facility on the
leased premises according to
plans approved by City; will
convey said Aquarium facility -
to City; will operate the prem-
ises as the Texas State
Aquarium for the public bene-
fit; will provide funding of
building construction costs in
excess of $10,000,000; will
provide insurance coverages;
and will perform incidental
covenants as specified in the
lease: City will pay a purchase
price for the land (exclusive of
the exchange property) and
the Aquarium building of
$10,000,000 in public funds.
C.wies of the full text of the
ordinance approving the
lease, with specific descrip-
tions of the property involved
and all provisions thereof,
may be obtained at no charge
from the City Secretary.
Was passed and approved
on third reading by the City
Council of the City of Corpus
Christi, Texas on the 29th day
/s/ Armando Chapa
City Secretary