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HomeMy WebLinkAboutAgenda Packet City Council - 03/25/2003CITY COUNCIL AGENDA cCity of or, us Christi March 25, 2003 :45 p.m. Proclamation declaring March 22 - April 6, 2003 as "Corpus Christi Festival of the Arts" Proclamation declaring March 27 - 29, 2003 as "Low Vision Awareness Days" Proclamation declaring April, 2003 as "Sexual Assault Prevention Awareness Month" Proclamation declaring April 7 - 11, 2003 as "Public Health Week" Proclamation declaring"Community Health & Long Term Services for Persons with Disabilities, the Poor, the Elderly and Children Day" Special Recognition Certificates of Commendation - W.B. Ray High School Basketball Team AGENDA CITY OF CORPUS CHRISTI, TEXAS REGULAR COUNCIL MEETING CITY HALL - COUNCIL CHAMBERS 1201 LEOPARD MARCH 25, 2003 2:00 P.M. PUBLIC NOTICE- THE USE OF CELLULAR PHONES AND SOUND ACTIVATED PAGERS ARE PROHIBITED IN THE CITY COUNCIL CHAMBERS DURING MEETINGS OF THE CITY COUNCIL. Members of the audience will be provided an opportunity to address the Council at approximately 5:30 p.m. or at the end of the Council Meeting, whichever is eadier. Please speak into the microphone located at the podium and state your name and address. Your presentation will be limited to three minutes, ff you have a petition or other information pertaining to your subject, please present it to the City Secretary. Si ud. Desea didgirse al Concilio y cree que su ingl&s es limitado, habr~ un int~rprete ingl~s-espaflol en todas las juntas del Concilio para ayudade. Persons with disabilities who plan to attend this meeting and who may need auxiliary aids or services are requested to contact the City Secretary's office (at 361-880-3105) at least 48 hours in advance so that appropriate arrangements can be made. A. Mayor Samuel L. Neal, Jr. to call the meeting to order. B. Invocation to be given by Reverend E. F. Bennett. C. Pledge of Allegiance to the Flag of the United States. D. City Secretary Armando Chapa to call the roll of the required Charter Officers. Mayor Samuel L. Neal, Jr. Mayor Pro Tem John Longoria Council Members: Brent Chesney Javier D. Colmenero Henry Garrett Bill Kelly Rex A. Kinnison Jesse Noyola Mark Scott Acting City Manager George K. Noe __ Acting City Attorney R. Jay Reining City Secretary Armando Chapa __ Agenda Regular Council Meeting March 25, 2003 Page 2 E. MINUTES: Approval of Joint Meeting of March 4, 2003 and Regular Meetings of March 4, 2003 and March 11, 2003. (Attachment # 1) F. BOARDS & COMMITTEE APPOINTMENTS: (NONE) G. EXPLANATION OF COUNCIL ACTION: For administrative convenience, certain of the agenda items are listed as motions, resolutions, or ordinances. If deemed appropdate, the City Council will use a different method of adoption from the one listed; may finally pass an ordinance by adopting it as an emergency measure ratherthan a two reading ordinance; or may modify the action specified. A motion to reconsider may be made at this meeting of a vote at the last regular, or a subsequent special meeting; such agendas are incorporated herein for reconsideration and action on any reconsidered item. H= REGULAR AGENDA CONSIDERATION OF MOTIONS, RESOLUTIONS, AND ORDINANCES: oa. Resolution authorizing the Mayor or the Mayor's designee to execute a Memorandum of Agreement between the Department of the Army and the City of Corpus Christi, Texas for the North Padre Island Storm Damage Reduction and Environmental Restoration Project. (Attachment # 2) (Requires 2/3 Council vote) 2,b. Resolution authorizing the Mayor or the Mayor's designee to execute a Project Cooperation Agreement between the Department of Army and the City of Corpus Chdsti, Texas for construction of the North Padre Island Storm Damage Reduction and Environmental Restoration Project. (Attachment # 2) (Requires 2/3 Council vote) Ordinance approving and authorizing the issuance of commercial paper notes in an aggregate principal amount not to exceed $75,000,000 to provide interim financing to pay Project Costs for Eligible Projects and to refund obligations issued in connection with an Eligible Project; authorizing the execution and delivery of a loan note and prescribing the terms, features and CITY COUNCIL PRIORITY ISSUES (Refer to legend at the end of the agenda summary) Agenda Regular Council Me~ing Mamh 25,2003 Page 3 o characteristics of such instruments; approving and authorizing certain authorized officers and employees to act on behalf of the City in the selling and delivery of such commercial paper notes, within the limitations and procedures specified herein; making certain covenants and agreements in connection therewith; resolving other matters incident and related to issuance, sale, security and delivery of such commercial paper notes, including the approval of an Issuing and Paying Agent Agreement, a Credit Agreement and a Dealer Agreement; approving the use of an Offering Memorandum in connection with the sale from time to time of such commercial paper notes; and providing for an effective date. (Attachment # 3) (Requires 2/3 Council vote) Ordinance authorizing the issuance and sale of City of Corpus Christi, Texas Utility System Revenue Refunding Bonds, Sedes 2003, in an aggregated principal amount not to exceed $35,000,000. (Attachment # 4) (Requires 2/3 Council vote) Motion authorizing the Acting City Manager or his designee to execute a Master Lease Purchase Agreement with Banc of America Leasing and Capital LLC for a one-year term with an option to renew for one year. (Attachment # 5) (Requires 2/3 Council vote) Ordinance amending Fiscal Year 2002-2003 Operating Budget as adopted by Ordinance No. 024974 to add Community Enrichment Fund 4720 and Infrastructure Fund 4730 and to rescind appropriations of $1,479,536.23 in Trust Fund 6010; transferring $13,971.68 from Trust Fund 6010 to and apprcpdating in General Fund 1020; transferring $658,123.90 from Trust Fund No. 6010 to and appropriating in Federal/State Grants Fund 1050; transferring $773,062.31 from Trust Fund 6010 to and appropriating in Community Enrichment Fund 4720; transferring $2,396.34 from Trust Fund 6010 to and appropriating in Infrastructure Fund 4730; transferring $31,982 from Trust Fund 6010 to and appropriating in Fire Station Capital Improvement Program Fund 3190; approving necessary transactions to propedy record activity in the proper funds. (Attachment # 6) (Requires 2/3 Council vote) CITY COUNCIL PRIORITY ISSUES (Refer to legend at the end of the agenda summary) Agenda Regular Council Meeting March 25,2003 Page 4 CONSENT AGENDA NoticetothePublic The following items ara of a routine or administrative nature. The Council has been furnished with background and support matedal on each item, and/or it has been discussed at a previous meeting. All items will be acted upon by one vote without being discussed separately unless requested by a Council Member or a citizen, in which event the item or items will immediately be withdrawn for individual consideration in its normal sequence afterthe items not requiring separate discussion have been acted upon. The remaining items will be adopted by one vote. CONSENT MOTIONS, RESOLUTIONS, ORDINANCES AND ORDINANCE,~ FROM PREVIOUS MEETINGS: (At this point the Council will vote on all motions, resolutions and ordinances not removed for individual consideration) Motion authorizing the Acting City Manager or his designee to execute a construction contract with Jalco, Inc. of Houston, Texas in the amount of $2,045,000 for the Wastewater Treatment Plant's Chlodne Removal and Liquid Disinfection Facilities Project. (Attachment # 7) (Requires 2/3 Council vote) Motion authorizing the Acting City Manager or his designee to execute a construction contract with Jalco, Inc. of Houston, Texas in the amount of $230,450 for the Bayfront Multi-Purpose Arena Off-Site Wastewater Improvements Re-Bid. (Attachment # 8) (Requires 2/3 Council vote) Motion authorizing the Acting City Manager or his designee to execute Change Order No. 2 with Garver Construction, Ltd., of Houston, Texas in the deductive amount of ($121,600) for the Sanitary Sewer Trunk Main Rehabilitation Project. (Attachment # 9) (Requires 2/3 Council vote) 10. Motion authorizing the Acting City Manager or his designee to execute a one-year option to a construction contract with Rabalais I & E Constructors of Corpus Christi, Texas in the amount of $234,092.40 for the O.N. Stevens Water Treatment Plant Ongoing Instrument Maintenance Program FY2002-2003. (Attachment # 10) (Requires 2/3 Council vote) CITY COUNCIL PRIORITY ISSUES (Refer to legend at the end of the agenda summary) Agenda Regular Council Meeting March 25, 2003 Page 5 11. 12. 13.a. 13.b. 14. Motion authorizing the Acting City Manager or his designee to execute Change Order No. 3 to a construction contract with Winship Construction, Inc., of Corpus Christi, Texas in the amount of $72,883 for the Corpus Christi Animal Shelter and Vector Control Facility. (Attachment # 11) (Requires 2/3 Council vote) Motion authorizing the Acting City Manager or his designee to execute a construction contract with Garrett Construction Company of Ingleside, Texas in the amount of $777,878.20 for the Crossgate Channel Water Quality Improvements Project. (BOND ISSUE 2000) (Attachment # 12) (Requires 2/3 Council vote) Motion authorizing the Acting City Manager or his designee to execute a Utility Easement instrument with Rachel Cornelia Frazier, et al, in the amount of $34,242.50 for Parcel 33, comprised of a Utility Easement and Temporary Construction Easement, necessary for the Southside Water Transmission Main, Phase 2a, and for other municipal purposes. (Attachment # 13) (Requires 2/3 Council vote) Motion authorizing the Acting City Manager or his designee to execute an Utility Easement instrument with Thomas D. Richardson, et al, in the amount of $34,207.80 for Parcel 34, comprised of a Utility Easement and Temporary Construction Easement, necessary for the Southside Water Transmission Main, Phase 3, and for other municipal purposes. (Attachment # 13) (Requires 2/3 Council vote) Motion authorizing the Acting City Manager or his designee to execute a Real Estate Sales Contract with Albert Kessler, in the amount of $42,500 plus $850 in closing costs, for the purchase of fee simple property rights for Parcel 1, being all of Lot 26, Block 6, Koolside Addition, with street address of 5709 Gollihar Road, necessary for the Meadowbrook Subdivision Drainage Improvement Project, and for other municipal purposes. (Attachment # 14) CITY COUNCIL PRIORITY ISSUES (Refer to legend at the end of the agenda summary) Agenda Regular Council Meeting Mamh 25,2003 Page 6 15. 16. 17. 18.a. 18.b. 19.a. Motion authorizing the Acting City Manager or his designee to execute a Utility Easement with the owners, D. H. Braman, et al, in the amount of $30,000 for Parcels 19, 24, 28, 29, and 30, all out of Artemus Roberts Subdivision and Rowena Shaeffer Subdivision, north of State Highway 44, between McKenzie Road and County Road 36, in connection with the Southside Gas Transmission Main, Part D, CR36 to McKenzie Road. (Attachment # 15) Resolution authorizing the Acting City Manager or his designee to execute an agreement with the Texas Department of Transportation for the blanket coverage of various projects covering the installation, construction, existence, use, operation and maintenance of certain highway traffic signals/lighting in the City of Corpus Christi. (Attachment # 16) Ordinance authorizing the Acting City Manager or his designee to implement the Participation Agreement between the City of Corpus Christi and Braselton Land Ventures, Inc., in the amount of $12,318.16 for the difference in construction price between a 10" and 16" effluent force main through the Village at Dunbarton Oaks Subdivision Unit 3. (Attachment # 17) (Requires 2/3 Council vote) Motion authorizing the Acting City Manager or his designee to accept a renewal Weed and Seed grant in the amount of $225,000 for Site II West for the continued support of the Weed and Seed Program from the U.S. Department of Justice (DO J). (Attachment # 18) (Requires 2/3 Council vote) Ordinance appropriating $225,000 from the United States Department of Justice Office of Justice Programs in the No. 1050 Federal/State Grants Fund for the continued support of the Weed and Seed Program, Site II West, for FY2002-2003. (Attachment # 18) (Requires 2/3 Council vote) Motion authorizing the Acting City Manager or his designee to execute an agreement with the City of Corpus Christi Housing and Community Development, Code Enforcement and Community Policing Division to provide $12,500 from the FY2002-2003 Weed and Seed Program to implement emergency board up of vacant buildings with illegal activity in Site II West. (Attachment # 19) (Requires 2/3 Council vote) CITY COUNCIL PRIORITY ISSUES (Refer to legend at the end of the agenda summary) Agenda Regular Council Meeting Mamh 25, 2003 Page 7 19.b. 19.c. 19.d. 19.e. 19.f. Motion authorizing the Acting City Manager or his designee to execute an agreement with Planned Parenthood of South Texas, Inc. to provide $4,400 from the FY2002-2003 Weed and Seed Program to implement collaborative partnerships with existing community programs to provide after school, weekend and summer programs in Site II West. The goal is to reduce at-risk behaviors including drug and alcohol use and teen pregnancy among Weed and Seed adolescents. (Attachment # 19) (Requires 2/3 Council vote) Motion authorizing the Acting City Manager or his designee to execute an agreement with The Salvation Army to provide $5,000 from the FY2002-2003 Weed and Seed Program to implement operations and supportive services necessary to administer the transitional housing program, Project Bridge for Families. Project Bridge for Families targets homeless families in Site II West that are ready to leave the emergency shelter and enter a transitional housing program. (Attachment # 19) (Requires 2/3 Council vote) Motion authorizing the Acting City Manager or his designee to execute an agreement with Fighting to Rid Gangs in America Foundation to provide $7,497 from the FY2002-2003 Weed and Seed Program to implement after school and weekend alternative activities at their activity center classrooms, gym and computer center. (Attachment # 19) (Requires 2/3 Council vote) Motion authorizing the Acting City Manager or his designee to execute an agreement with Vision Community Organization to provide $10,000 from the FY2002-2003 Weed and Seed Program to implement the target area with much needed on-site computer education, and all the benefits that will accompany the project. (Attachment # 19) (Requires 2/3 Council vote) Motion authorizing the Acting City Manager or his designee to execute an agreement with Ring of Champions to provide $7,497 from the FY2002-2003 Weed and Seed Program to implement mentoring programs targeted at youth at risk remanded by the local courts, or currently incarcerated and scheduled to return to the local community within nine months. (Attachment # 19) (Requires 2/3 Council vote) CITY COUNCIL PRIORITY ISSUES (Refer to legend at the end of the agenda summary) Agenda Regular Council Meeting Mamh 25, 2003 Page 8 19.g. 20.a. 20.b. 21.a. 21.b. 22. Motion authorizing the Acting City Manager or his designee to execute an agreement with the Boys and Girls Club of Corpus Christi Inc., to provide $7,498 from the FY2002-2003 Weed and Seed Program to promote abstinence from substance abuse and adolescent sexual involvement through the practice of responsible behavior. (Attachment # 19) (Requires 2/3 Council vote) Motion authorizing the Acting City Manager or his designee to accept a grant in the amount of $61,344 and to execute a Gift Agreement with the Fdends of the Corpus Christi Public Libraries. The funds ara to be used to remodel and expand the children's library at the Central Library. (Attachment # 20) Ordinance appropriating $61,344 gift from the Friends of the Corpus Christi Public Libraries into the Library Capital Improvement Program Fund No. 3210 for improvements to the Children's Area of the Corpus Christi Public Libraries; amending Capital Budget adopted by Ordinance No. 025144 by increasing appropriations by $61,344. (Attachment # 20) Motion authorizing the Acting City Manager or his designee to accept a bequest from the Estate of Sarah J. Porter in the amount of $55,438.99. The funds are to be used to purchase books, other printed materials as stipulated in the Last Will and Testament of Miss Porter. (Attachment # 21 ) Ordinance appropriating $55,438.99 gift from the Estate of Sarah J. Porter into the No. 4720 Community Enrichment Special Revenue Fund for the Corpus Christi Public Libraries for printed books, other printed materials and books for the visually impaired; amending the FY2002-2003 Operating Budget adopted by Ordinance No. 024974 to increase appropriations by $55,438.99. (Attachment # 21 ) (Requires 2/3 Council vote) Motion appointing Library Board Member Treva Bedwell to the South Texas Library System Advisory Council for a term expiring August 31, 2005. (Attachment # 22) CITY COUNCIL PRIORITY ISSUES (Refer to legend at the end of the agenda summary) Agenda Regular Council Meeting Mamh 25,2003 Page 9 23. 24.a. 24.b. 25. 26. 27. Motion authorizing the Acting City Manager or his designee to execute a Gift Agreement with the Friends of the Corpus Chdsti Public Libraries, which provides for a gift to the City of Corpus Christi of an 1847 lithograph of the Zachary Taylor encampment in Corpus Christi. The lithograph is to be displayed in the Inez Steding Adams South Texas Historical Gallery at the Central Library. (Attachment # 23) (Requires 2/3 Council vote) Resolution authorizing the Acting City Manager or his designee to accept a grant from the Texas Department of Public Safety Division of Emergency Management in the amount of $22,240 for hazardous materials emergency preparedness planning activities, with a City match of $4,448 in the No. 1050 Federal/State Grants Fund, and a total project costs of $26,688. (Attachment # 24) (Requires 2/3 Council vote) Ordinance appropriating $22,240 from the Texas Department of Public Safety Division of Emergency Management in the No. 1050 Federal/State Grants Fund for hazardous materials emergency preparedness planning activities. (Attachment # 24) (Requires 2/3 Council vote) Ordinance appropriating $34,727.67 from the State of Texas in the No. 1050 Federal/State Grants Fund for training of police personnel and training equipment. (Attachment # 25)(Requires 2/3 Council vote) Ordinance appropriating $995,812 in Passenger Facility Charge Fund 4621; transferring $730,537 in the Airport 2000A Debt Service Fund 4640 and $265,275 in the Airport 2000B Debt Service Fund 4641 for debt service payments on Airport improvements; amending FY2002-2003 Capital Budget adopted by Ordinance No. 025144 to increase appropriations by $995,812. (Attachment # 26) (Requires 2/3 Council vote) Resolution recognizing public necessity of acquiring three tracts of land for the Corpus Christi International Airport Expansion Project, and other municipal purposes; and authorizing acquisition by means of negotiations or eminent domain proceedings by the City of Corpus Christi in acquiring the three tracts of land. (Attachment # 27) CITY COUNCIL PRIORITY ISSUES (Refer to legend at the end of the agenda summary) Agenda Regular Council Meeting March 25, 2003 Page 10 28.a. 28.b. 29. 30. 31. Motion to amend prior to Second Reading by redesignating County Road 52 extended between the County Road 73 and F.M. 624 to a "A-2" Artedal Roadwaywith 100 feet of right-of-way, four lanes and a median; redesignating of County Road 46 between U.S. 77 and F.M. 666 to a "RA-1" Rural Artedal with 125 of right- of-way, two lanes and two shoulders; revision to the collector road system south of F.M. 624 and between U.S. 77 and County Road 73 to achieve a standard spacing of collector streets; and map labeling corrections. (Attachment # 28) Second Reading Ordinance-Amending the Corpus Christi Urban Transportation Plan, an element of the Comprehensive Plan of the City of Corpus Christi, by adopting the revised Corpus Christi Urban Transportation Plan for the City and its extraterritorial jurisdiction; establishing a Unified Transportation Plan for coordination of street improvements consistent with the public interest; rescinding the Corpus Christi Urban Transportation Plan adopted by City Council Ordinance No. 022166, February 22, 1995; amending the Comprehensive Plan of the City. (First Reading - 3/11/03) (Attachment # 28) (Requires 2/3 Council vote) PUBLIC HEARINGS: (NONE) PRESENTATIONS: Public comment will not be solicited on Presentation items. Update on Texas Department of Transportation's Road Projects (Attachment # 29) Proposed Master Plan of Improvements for the Gabe Lozano Golf Center and Oso Beach Municipal Golf Course from the National Golf Foundation (Attachment # 30) Housing Programs - Housing and Community Development (Attachment # 31 ) PUBLIC COMMENT FROM THE AUDIENCE ON MATTERS NOT SCHEDULED ON THE AGENDA WILL BE HEARD AT APPROXIMATELY 5:30 P.M. OR AT THE END OF THF COUNCIL MEETING, WHICHEVER IS EARLIER. PLEASF LIMIT PRESENTATIONS TO THREE MINUTES. IF YOU PLAN CITY COUNCIL PRIORITY ISSUES (Refer to legend at the end of the agenda summary) Agenda Regular Council Me~ing Mamh 25,2003 Page 11 Mw 32. 33. TO ADDRESS THE COUNCIL DURING THIS TIME PERIOD, PLEASE SIGN THE FORM AT THE REAR OF THE COUNCIL CHAMBER, GIVING YOUR NAME, ADDRESS AND TOPIC. (A recording is made of the meeting; therefore, please speak into the microphone located at the podium and state your name and address. If you have a petition or other information pertaining to your subject, please present it to the City Secretary.) Si usted se dirige a la junta y cree que su ingl&s es limitado, habr~ un int~rprete ingl~s-espa[~ol en la reunion de la junta pare ayudarle. PER CITY COUNCIL POLICY, NO COUNCIL MEMBER, STAFF PERSON, OR MEMBERS OF THE AUDIENCE SHALL BERATE, EMBARRASS, ACCUSE, OR SHOW ANY PERSONAL DISRESPECT FOR ANY MEMBER OF THE STAFF, COUNCIL MEMBERS, OR THE PUBLIC AT ANY COUNCIL MEETING. THIS POLICY IS NOT MEANT TO RESTRAIN A CITIZEN'S FIRST AMENDMENT RIGHTS. EXECUTIVE SESSION: PUBLIC NOTICE is given that the City Council may elect to go into executive session at any time dudng the meeting in order to discuss any matters listed on the agenda, when authorized by the provisions of the Open Meeting Act, Chapter 551 of the Texas Government Code, and that the City Council specifically expects to go into executive session on the following matters. In the event the Council elects to go into executive session regarding an agenda item, the section or sections of the Open Meetings Act authorizing the executive session will be publicly announced by the presiding office. Executive session pursuant to Texas Government Code Section 551.071 regarding Pagan Lewis Motor Company d/b/a Budget Rent-A-Car v. City of Corpus Christi, No. 03-116 l-H, 347th District Court, Nueces County, Texas with possible discussion and related action in open session. Executive session pursuant to Texas Government Code Section 551.071 regarding Claim filed by Steve Chiscano on behalf of Pate & Pate Engineering of Houston, Texas and possible discussion and related action in open session. CITY COUNCIL PRIORITY ISSUES (Refer to legend at the end of the agenda summary) Agenda Regular Council Meeting Mamh 25,2003 Page 12 N. REPORTS: The following reports include questions by Council to Staff regarding City policies or activities; request by Council for information or reports from Staff; reports of activities of individual Council members and Staff; constituent concerns; current topics raised by media; fo~Iow-up on Staff assignments; scheduling of future Council meetings and activities; and other brief discussions regarding city-related matters. 34. CITY MANAGER'S REPORT 35. 36. O. NOTE: * Upcoming Items MAYOR'S UPDATE COUNCIL AND OTHER REPORTS ADJOURNMENT: POSTING STATEMENT: This agenda was posted on the Cibj's official bulletin board at the front entrance to City Hall, 1201 Leopard Street, at 3:00 p.m., March 21 ,2003. ~'Ar~nando-~ha~ City Secretary The City Council Agenda can be found on the City's Home Page at www.cctexas.com after 7:00 p.m. on the Friday before regularly scheduled council meetings. If technical problems occur, the agenda will be uploaded on the Internet by Monday morning. Symbols used to highlight action item that implement council priority issues. CITY COUNCIL PRIORITY ISSUES (Refer to legend at the end of the agenda summary) 2001-2002 CiTY COUNCIL GOALS AND PRIORITY ISSUES ] ~CONTINUING PRIORITY ISSUES Airport / Seawall / Convention Center / Arena · Continue quarterly reporting process for these initiatives. '86 Bond Issue hnnrovements Update status on Senior Centers. Provide communication on completion of these projects (e.g. "Rq~ort to the Community'). · Continue ¢ommllnity involvement on issues such as Leopard Street improvements. Prtvatizatioa / Re-Eimtneerin~ Clearly define"privatization" and'~-engineering." · Make decisions regarding privatization and re-engineering in the next 12-24 months, with discussions within 90 days. · Establish process to identify what services can and cannot be privatized. · Continue foous on park maintenance. · Maintain the 5-year forecast model. · Review the August 1 budget adoption deadline. Crime Control and Prevention · Continue implementation of the Cornm~Lity Policillg initiative. Establish date for Crime Control and Prevention District election. Continue City participation in Youth OpporRmtfies Unit~l and other youth crime initiatives. Emniovee Health Care · Address concerns relatexl to employee compensation and benefits, including health insurance. · Work to coordinate Police and Fire health benefits with those of other City employees Economic Develonment Sales Tax · Establish election date. NEW PRIORITY INITIATIVES AND ISSUES City staff wtll develop and present to City Council action/implementation plans for the following priority Desalination Pilot Project *Code Enforcement in Trashy Neighborhoods *Employee Classification Study Ma stet Drainage Plan Garwood Water *New Golf Course *Charter Revision with Specific Charge(s) *More Funding for Economic Development *Fire and Police Contracts New Funding Sources / Plan for Inner City Improvements Improve Permitting Process (online / customer service) Padre Island Development Plan Downtown / South Central Development Plan (marina, t-heads, breakwater) Housing Emphasis / Process (older neighborhoods, working class neighborhoods) **Road Projects Southside Traffic Plan Store Water Reconsider implementation plan for a Storm Water Utility. Packerv Channel · Continue quarterly reports on the progress of the TIF and Beach Restoration Project. L~glfl~l · Continue to evaluate the efficiency and effectiveness of operations. ,~ Examine alternatives for solid waste msnsgement system, including prlvatlzation. Interact · Continue regular updates and expansion of the City's web site, including individual council member web pages. · Establish target date for online permitting process. · Communicate brush pickup via e-mail. COBG · Continue active role. · Lease and complete renovation ~,,nngxation Plan Implement current island annexation plan ADA Transition Plan · Develop and approve ADA Transition Plan within 90 days. R~lhtrieti~f · Develop Council.approved redistricting plan for the City of Corpus Christi Industrial District Contract · Review Industrial District contracts and determine date for approval C0~ei~ Action Items Staff completes action requests in a timely manner. C]W / County Health lssuos · Continue discussions with County to determine structure and process for the most effective and efficient delivery of bealth services Marketin~ of CC Museum and Columbus Shins · Continue to develop marketing plans for the Museum of Science and History and the Columbus Fleet Relationships with Other Governments Development Initiative Packages *Park Rehabilitation *Leopard Street Curbs and Gutters Economic Development Summit and Post-Summit Meetings Agnes-Laredo Corridor Market (studies, plans) *Solid waste / Pickup Base Closures **Northwest Library Northside Development Plan Traffic Controls (channeling, studying ordoffmmps on SPID) *Five Points Ambulance Effluent Plan for Leopard Medians RTA--Publie Improvements Arts and Sciences Park Plan Budget Item ** Capital Improvement Program Item 1 MINUTES JOINT MEETING OF THE CORPUS CHRISTI CITY COUNCIL AND CRIME CONTROL AND PREVENTION DISTRICT BOARD OF DIRECTORS March 4, 2003 - 12:10 p.m. CITY COUNCIL Mayor Samuel L. Neal Jr. Brent Chesney Javier Colmenero Henry Garrett Bill Kelly Rex Kinnison Jesse Noyola Mark Scott CRIME CONTROL DISTRICT BOARD Linda Bridges, President Vicky Alexander Larry Baker John Heldenfels W.L. Hermis Butch Pool City Staff Present Acting City Manager George K. Noe Acting City Attorney R. Jay Reining City Secretary Armando Chapa Assistant City Secretary Mary Juarez Police Commander Bryan Smith Dan Whitworth, Director of Park & Recreation Police Chief Pete Alvarez ABSENT Mayor Pro Tem John Longoria Danny Mora Rose Marie Soto Isaac Valencia The meeting was called to order in the Sixth Floor Conference Room of City Hall. City Secretary Chapa checked the roll and verified that quorums of both the Council and the Crime Control District (CCD) Board were present to conduct the meeting. Ms. Bridges presented preliminary information on the FY 2003/2004 budget. She reported that the board is on course with the budget process. She reminded the Council that as of July 31, 2003, the pawn shop detail program will be phased out and the cost for the legal advisor will be assumed by the city. Ms. Bridges said that the public hearing for the crime control budget is scheduled for April 16. The budget is anticipated to be adopted on May 7, 2003. Ms. Bridges asked if the Council had any questions. Mr. Garrett asked if the seven dispatcher positions that were planned to he eliminated could be restored later as funds became available. Mr. McDaniel said yes, that currently five positions were filled and two were vacant for the crime control district. Mr. Garrett asked if the two positions that were unfilled would be eliminated. Mr. McDaniel said yes, they would be eliminated and that the cost for the other five positions would be absorbed by the city's general fund. Mr. Garrett asked that the seven positions be retained because police officers rely heavily on dispatchers to perform their duties. Commander Smith commented that the police department was usually short on dispatchers at any rate because the job was demanding and stressful. Mr. McDaniel said that he would offer some suggestions on how to retain the positions, possibly through fee adjustments, at a later date. Mr. Garrett emphasized that he thought that support personnel should not be taken lightly in the budget process. Minutes - Joint Meeting August 27, 2002 - Page 2 Deputy City Manager Noe reported on a land acquisition for a new shooting range. Mr. Noe said that the initial plan was to acquire property in the industrial district but this plan was not realized. An alternate site near the airport was found. He anticipated that the acquisition would be complete in late March. Mr. Noyola commented that seven dispatchers, one crime scene investigator, five office assistants and one legal advisor position were all scheduled to be eliminated. He asked if this was because of overtime overages. Mr. McDaniel replied that no, overtime was not the issue. Mr. Kinnison asked why the crime control district was striving for a balanced budget when it was going to realize a $2 million surplus. He said that initial concern about the outcome of the November election seems to have led to a push for a balanced budget. However, the voters overwhelmingly supported the crime control district. He also wanted to know why the cost for certain positions was going to be transferred to the general budget. His concern was that he did not want to see the general fund overtaxed by assuming these costs. Commander Smith replied that concerns about the outcome of the November election were not the sole criteria in evaluating the budget. He said there are still concerns about running into deficits in the long-nm, specifically in Years 3, 4 & 5, due in part to the rising cost of hiring police officers. To plan for this, the crime control district is being conservative with the surplus. Mr. Kinnison noted that once a budget item is absorbed by the general fund, it is highly unlikely that it would ever be returned to the original department. Ms. Bridges asked Commander Smith to provide an update on crime control district projects. Commander Smith said that there were many good things to report. The crime control district had teamed up with the Junior League to clean up Navarro Park and Hudson Park. The North Beach Directed Patrol meeting, held two weeks ago, went well. The officers are working with business owners and 80% of all complaints have been resolved. He also reported the Corpus Christi Police Athletically is working with children in the North and West sides of town to increase the number of activities available to them. Their goal is to bridge the gap by providing sports activities, art classes, and guidance to the children in these areas. Mr. Kelly asked if there was any progress on installing lights at the T.C. Ayers recreation center. Mr. Dan Whitworth, Director of Park and Recreation, replied that this matter has not been resolved at this point because they do not have all the underwriting for the project complete. Mr. Kelly asked what was required. Police ChiefAlvarez responded that initially, drag funds were going to be used to fund the project. Mr. Kelly asked if the drug enforcement funds could be redirected for lighting. ChiefAlvarez said he needed to clarify this with the U.S. Attorney General to ensure that there was no conflict of interest. Mr. Kelly asked when he expected the opinion to be rendered. Chief Alvarez replied that the opinion was in progress. Mr. Kelly said that he had not heard any figures on the cost of setting up lights. Mr. Whitworth responded that the cost was substantial. Mr. Kelly asked if the work could be done in-house. Mr. Whitworth said that the city would have to coordinate with CP&L. There being no other business, Mayor Neal adjourned the joint meeting at 1:00 p.m. on March 4, 2003. MINUTES CITY OF CORPUS CHRISTI, TEXAS Regular Council Meeting March 4, 2003 - 1:17 p.m. PRESENT Mayor Samuel L. Neal Jr. Council Members: Brent Chesney Javier D. Colmenero Henry Garrett Bill Kelly Rex A. Kinnison Jesse Noyola Mark Scott* City Staff.' Acting City Manager George Noe Acting City Attorney R. Jay Reining City Secretary Armando Chapa ABSENT Mayor Pro Tem John Longoria Mayor Neal called the meeting to order in the Council Chambers of City Hall. The invocation was delivered by Father Benjamin Bemier, Providence Reformed Episcopal Church, and the Pledge of Allegiance to the United States flag was led by Council Member Chesney. City Secretary Chapa called the roll and verified that the necessary quorum of the Council and the required charter officers were present to conduct the meeting. *Council Member Scott arrived at the meeting at 1:20 p.m. Mayor Neal called for approval of the minutes of the joint meeting of February 11, 2003 and the regular meeting of February 18, 2003. Council Member Kinnison made a motion to correct page 6 of the February 18th minutes to change "November 2005" to "November 2004." Council Member Kelly seconded the motion and the minutes were passed as amended. The Mayor said he was withdrawing Item 9 fi.om the day's agenda. Mayor Neal called for consideration of the consent agenda (Rems 2-14). City Secretary Chapa said that Items 5.a. and 5.b. were withdrawn by staff. Council members requested that Items 4 and 10 be discussed. There were no comments fi.om the audience. Mr. Chapa polled the Council for their votes and the following passed: 2. M2003 -090 Motion authorizing the Acting City Manager or his designee to execute Change Order No. 5 with King-Isles Inc. of Corpus Christi, Texas in the amount of $40,000 for the wastewater fome main repair/replacement 30" force main line B (Wooldridge Lift Station). The foregoing motion passed by the following vote: Neal, Chesney, Colmenero, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. Minutes - Regular Council Meeting March 4, 2003 - Page 2 3.a. M2003-091 Motion authorizing the Acting City Manager or his designee to execute Amendment No. 11 to the Engineering Services Contract with Shiner, Moseley and Associates, Inc. of Corpus Christi, Texas in the amount of $140,400 for the Seawall Reconstruction Project. The foregoing motion passed by the following vote: Neal, Chesney, Colmenero, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. 3.b. M2003-092 Motion authorizing the Acting City Manager or his designee to execute Change Order No. 6 with Laughlin Environmental, Inc. of Houston, Texas in the amount of $167,785 for the Seawall Reconstruction Project. The foregoing motion passed by the following vote: Neal, Chesney, Colmenero, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. 5.b. WITHDRAWN M2003-094 Motion authorizing the Acting City Manager or his designee to execute a Right-of-Way Easement Agreement with The Nature Conservancy of Texas, Inc., for the right of ingress and egress in connection with the Rincon Diversion Project. The foregoing motion passed by the following vote: Neal, Chesney, Colmenero, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. M2003-095 Motion authorizing the Acting City Manager or his designee to execute a Right-of-Way Easement Agreement with The Nature Conservancy of Texas, Inc., for the right of ingress and egress in connection with the Allison Wastewater Diversion Project. Minutes - Regular Council Meeting March 4, 2003 - Page 3 The foregoing motion passed by the following vote: Neal, Chesney, Colmenero, Garrett, Kelly, Kirmison, Noyola, and Scott voting "Aye"; Longoria absent. 7. M2003-096 Motion authorizing the Acting City Manager or his designee to execute a Software Maintenance and Support agreement with PeopleSof~ USA, Inc. of Pleasanton, California in the amount of $38,740 for twelve (12) months of PeopleSofi software maintenance support based on sole source. The foregoing motion passed by the following vote: Neal, Chesney, Colmenem, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. M2003-097 Motion authorizing the Acting City Manager or his designee to execute a Software Maintenance and Support agreement with PeopleSofi USA, Inc. of Pleasanton, California in the amount of $201,625.73 for twelve (12) months of PeopleSofi software maintenance support based on sole source. The foregoing motion passed by the following vote: Neal, Chesney, Colmenero, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. WITHDRAWN 11. ORDINANCE NO. 025221 Ordinance authorizing the Acting City Manager or his designee to execute a Use Privilege Agreement with Nueces County Appraisal District, for the right to construct, operate, maintain and remove a raised concrete front entry approximately 5'0" in width by 25'0" in length by 4'7" in height, within a city public right-of-way (sidewalk area) adjacent to the building located at 201 N. Chaparral Street; and waiving the fee of $1,250 in consideration for the assistance that the Appraisal District provides at no cost to the City of Corpus Christi; and requiring the Nueces County Appraisal District to comply with the specified conditions. An emergency was declared and the foregoing ordinance passed: Neal, Chesney, Colmenero, Garrett, Kelly, Kiunison, Noyola, and Scott voting "Aye"; Longoria absent. Minutes - Regular Council Meeting March 4, 2003 - Page 4 12.a. ORDINANCE NO. 025222 Ordinance appropriating $2,473.10 from the Unappropriated Interest Earnings from the 2001 Museum Capital Improvement Bond Fund No. 3261 into Fund No. 3261 for project enhancements for Bond Issue 2000 Projects; amending Capital Budget adopted by Ordinance No. 025144 by increasing appropriations by $2,473.10. An emergency was declared and the foregoing ordinance passed: Neal, Chesney, Colmenero, Garrett, Kelly, Kinuison, Noyola, and Scott voting "Aye"; Longoria absent. 12.b. ORDINANCE NO. 025223 Ordinance appropriating $160,664.48 from the Unappropriated Interest Earnings from the 2001 Park and Recreation Capital Improvement Bond Fund No. 3288 into Fund No. 3288 for project enhancements for Bond Issue 2000 Projects; amending Capital Budget adopted by Ordinance No. 025144 by increasing appropriations by $160,664.48. An emergency was declared and the foregoing ord'mance passed: Neal, Chesney, Colmenero, Garrett, Kelly, Kimson, Noyola, and Scott voting "Aye"; Longoria absent. 12.c. ORDINANCE NO. 025224 Ordinance appropriating $244,844.93 from the Unappropriated Interest Earnings from the 2001 Public Health and Safety Capital Improvement Bond Fund No. 3358 into Fund No. 3358 for project completion of Bond Issue 2000 Projects; amending Capital Budget adopted by Ordinance No. 025144 by increasing appropriations by $244,844.93. An emergency was declared and the foregoing ordinance passed: Neal, Chesney, Colmenero, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. 12.d. ORDINANCE NO. 025225 13. Ordinance appropriating $362,320.02 from the Unappropriated Interest Earnings from the 2001 Street Capital Improvement Bond Fund No. 3540 into Fund No. 3540 for the project completion of Bond Issue 2000 Projects; amending Capital Budget adopted by ordinance No. 025144 by increasing appropriations by $362,320.02. An emergency was declared and the foregoing ordinance passed: Neal, Chesney, Colmenero, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. FIRST READING ORDINANCE ordinance amending the Code of Ordinances Chapter 53 - Traffic, Section 53-84, Project Eligibility Requirements and Design Standards, by adding discretionary language to the Guidelines for Location of Traffic Calming Devices. Minutes - Regular Council Meeting March 4, 2003 - Page 5 The foregoing ordinance passed on first reading by the following vote: Neal, Chesney, Colmenem, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. 14.a. M2003-098 Motion to amend prior to second reading to reflect the speed limit change. The foregoing motion passed by the following vote: Neal, Chesney, Colmenero, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. 14.b. ORDINANCE NO. 025226 Ordinance amending Code of Ordinances Section 53-254, Schedule V, Increase of State Speed Limit in Certain Zones, by revising the speed limits on the following street sections: on Saratoga Boulevard, (S.H. 357); revising the existing speed limits to the following: 55 mph fi:om Old Brownsville Road (F.M. 665) to the southbound fi'ontage road of the Crosstown Expressway (S.H. 286); 50 mph to 45 mph fi:om the southbound fi:ontage road of the Crosstown Expressway (S.H. 286) to Rodd Field Road (S.H. 357) except a portion where school zone flashes are displayed indication 30 mph; on Rodd Field Road, (S.H. 357); revising the existing speed limits to the following: 55 mph to 45 mph from Holly Road to the centerline of Saratoga Boulevard (S.H. 357); providing for penalties. The foregoing ordinance passed on second reading, as amended, as follows: Neal, Chesney, Colmenero, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. Mayor Neal opened discussion on Item 4, Padre Island pump station valve automation. Council Member Scott asked how this project benefits homeowners on the island. Mr. Angel Escobar, Director of Engineering Services, said the main benefit is higher, more constant water pressures. Council Member Garrett asked if there are any concerns regarding the water pressure to fight fires on the island. Mr. Escobar said that even during peak periods there is sufficient pressure. Assistant City Manager Ron Massey said this action will ensure that the tanks are filled automatically rather than manually fi:om the O.N. Stevens Water Treatment Plant. City Secretary Chapa polled the Council for their votes as follows: 4. M2003-093 Motion authorizing the Acting City Manager or his designee to execute Ratification of Aanendment No. 2 to the Consultant Contract with Bath Engineering Group of Corpus Christi, Texas in the amount of $7,890 for a total re-stated contract amount of $32,710 for the Padre Island Pump Station Valve Automation and Instrumentation Project. The foregoing motion passed by the following vote: Neal, Chesney, Colmenero, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. Minutes - Regular Council Meeting March 4, 2003 - Page 6 Mayor Neal opened discussion on Item 10, resale of foreclosed properties. He noted that the tax liens on many of the properties are much higher than the appraised values. Mr. Man, in Leary, Area Manager with the Linebarger law firm, said that prior to the formation of the consolidated tax office, the city operated a joint tax office and collected taxes for the city, CCISD and Del Mar College and Linebarger represented all the taxing entities by separate contract. With regard to the first property on the list, one of the reasons it became so delinquent is because one of the stipulations in the old joint tax office collection contract was that Linebarger was absolutely forbidden from foreclosing on a homestead. The owner eventually moved into a nursing home but by then the taxes had grown significantly and the house later was demolished. He said other cases have involved legal issues such as bankruptcy. The Mayor said his office consistently receives complaints about properties with high weeds and dilapidated structures. Mr. Leary said the property tax code has a very specific process that has to be follOwed, which can be very time-consuming. Acting City Manager Noe pointed out that not only is the city not receiving taxes on those properties, it also has to pay to maintain many of the properties at some level. Responding to Council Member Scott, Mr. Leafy further described the foreclosure process. He said that approximately 40 to 60 properties a month are posted for tax sale. City Secretary Chapa polled the Council for their votes: 10. RESOLUTION NO. 025220 Resolution authorizing the resale of fifteen (15) properties, listed on the attached Exhibit A, which were foreclosed by Nueces County for failure to pay ad valorem taxes and miscellaneous liens. Resale of these properties will be at a minimum bid equal to prices listed on the attached Exhibit A. The foregoing resolution passed by the following vote: Neal, Chesney, Colmenero, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. Mayor Neal referred to Item 15, a presentation regarding the Comprehensive Annual Financial Report (CAFR) for the fiscal year ended July 31, 2002. Ms. Constance Sanchez, Assistant Director of Finance, said this is the first financial statement the city has issued with the new reporting format required by the Government Accounting Standards Board (GASB) Statement No. 34. She said this is also the first year that a compact disc of the CAFR will be available. Mr. John Shepherd, of Collier, Johnson & Woods, acknowledged the efforts of Finance Director Lee Ann Dumbauld and her staff, particularly Ms. Janie Baysinger. He also said that his from researched many accounting issues relating to the implementation of GASB 34. They were also involved in consultation relating to the financial presentation and disclosures in the CAFR. Mr. Shepherd said that Collier's report is an unqualified opinion on the city's financial statement that says they are fairly presented in all material respects in conformity with the accounting principles generally accepted in the United States. He then explained how the GASB 34 requirements changed the city's financial statement. He also discussed several specific aspects of Minutes - Regular Council Meeting March 4, 2003 - Page 7 the CAFR and responded to Council questions. He summarized by saying that all of the city's fund balances are positive and they all improved over last year except for the debt service fund. Mayor Neal pointed out that the city does not have $57.1 million in property tax for the General Fund because a substantial portion of that goes to debt service. He said the city also does not have $45.3 million in sales tax revenue for the General Fund because it is inclusive of all sales tax collected. Mr. Shepherd said that any business, including cities, has to have net revenues in order to operate. Council Member Scott requested information about what portion of the interest on the debt is spent on public safety. Council Member Garrett asked about figures regarding public safety. Acting City Manager Noe said that some of the numbers are net expenditures of the revenues those programs generate. He said people have to be careful about comparing some of those numbers to past figures because the basis is now totally different. Mayor Neal recessed the meeting to read the day's proclamations. Upon reconvening, Mayor Neal recessed the regular Council meeting for the meeting of the Corpus Christi Community Improvement Corporation. Mayor Neal announced the executive sessions, which were listed on the agenda as: 17. Executive session under Texas Government Code Section 551.071 regarding Second Baptist Church of Corpus Christi, Texas v. City of Corpus Christi, No. 00-6895-A, 28th District Court, Nueces County, Texas, with possible discussion and action related thereto in open session. 18. Executive session under Texas Government Code Sections 551.071,551.072 and 551.087 regarding the South Wharf Project in the Corpus Christi Marina, with possible discussion and action related thereto in open session. 19. Executive session under Texas Government Code Sections 551.071, 551.072, and 551.087 regarding acquisition and development of a site for a minor league baseball stadium in the Arena/Convention Center/Port of Corpus Christi area, location of a professional baseball franchise in the facility, and possible real estate agreements with the Port of Corpus Christi Authority and RSR Sports implementing the stadium, with possible discussion and action related thereto in open session. 20. Executive session under Texas Government Code Section 551.071 for legal advice regarding potential litigation relating to a discrimination complaint filed by a City employee with the Texas Commission of Human Rights, Susan Cable v. City of Corpus Christi, TCHR Complaint No. 1A30036-S/EEOC Complaint No. 31CA300081, with possible discussion and action related thereto in open session. 21. Executive session under Texas Government Code Sections 551.071 regarding police contract negotiations, with possible discussion and action thereto in open session. 22. Executive session under Texas Government Code Sections 551.071 regarding Larry Young et al v. City of Corpus Christi, No. 01-647-C, 94th District Court, Nueces County, Texas, and Mary Collins et al v. City of Corpus Christi, No. 01-646-C, 94th District Court, Nueces County, Texas, with possible discussion and action in open session. Minutes - Regular Council Meeting March 4, 2003 - Page 8 City Secretary Chapa stated that Council Member Kelly would be abstaining fi.om participating on Item 19. The Council went into executive session. The Council returned fi.om executive session. Mayor Neal referred to Item 18, saying that while the Council feels it has a strong position to take regarding the issues brought by the proponents of the South Wharf Project, they believe it is in the best interest of all future development on the bayfront to take the following action. He then made the motion, which was seconded by Council Member Kelly: 18. M2003-099 Motion directing the City Manager to request assistance from the State Legislature to clarify legislation governing use of the bayfi.ont area patented to the City by the State of Texas. The foregoing motion passed by the following vote: Neal, Chesney, Gan:eR, Kelly, Noyola, and Scott voting "Aye"; Colmenero, Kinnison and Longoria absent. Mayor Neal called for the City Manager's report. Acting City Manager Noe said that the Evening Rotary Club of Corpus Christi will honor Chris Grote as Firefighter of the Year. He said the city began operations out of the One-Stop Development Center this week. Mayor Neal suggested that staff designate a parking area at the center for use by the Council when the Emergency Operations Center is in operation. He said that on March 6, 2003 there will be a meeting of the Mustang/Padre Island Area Development Plan stakeholders' group and on March 10th there will be a workshop on the part of the 4A Board of the Corpus Christi Business and Job Development Corporation. Mr. Noe also described efforts of city staff in preparation for spring break visitors. Mayor Neal asked staff to plan a joint meeting with the Regional Transportation Authority board. City Secretary Chapa suggested they plan to hold it on May 13, 2003. He said Mr. Jack Sligar sent a complimentary letter regarding assistance staff gave him. The Mayor also asked staff to schedule an executive session regarding the Hector Villarreal lawsuit. He then called for Council concerns and reports. Mr. Chesney announced a town hall meeting on March 10th at Island Presbyterian Church and he said the next Friends of the Park meeting will be March 5th at 5:30 p.m. at City Hall. He also asked about the status of the Laguna Shores project. Mr. Escobar said the project starts at Mediterranean and goes to Caribbean. He said the bridge will be replaced with another bridge of the same length and height clearance. Mr. Garrett asked about the timelines of the SPlD-Crosstown Expressway interchange and JFK Causeway projects. Mr. Escobar said that Mr. David Casteel will provide that information to staff and they will forward it to the Council. Mr. Garrett said there are many inquiries about the diagram of the causeway project and he reported high weeds on the median near Oso Hills. Minutes - Regular Council Meeting March 4, 2003 - Page 9 Mr. Noyola asked if there is an ordinance regarding door-to-door solicitation after 9 p.m. Mr. Reining said that according to the Code of Ordinances, it is unlawful to solicit for charitable purposes between the hours of 9 p.m. and 9 a.m. Mr. Noyola said there is a problem with a portion of the street near the Gabe Lozano Golf Course and he requested information regarding a business near Port and Ayers. Mayor Neal asked about the city's ordinance regarding people soliciting near intersections. Mr. Reining said people are not allowed to go into the street and they generally have to have a permit. Mr. Kelly announced that during the recent Destination Imagination competition in the 5th grade division, Calallen East came in first, Calallen Wood River (including his daughter) came in fourth, and Calallen Magee came in fifth place. He also congratulated the students from Miller High School for their slide show. He announced that Tuloso-Midway ISD opened its third school this year. Mayor Neal said he visited Annaville Elementary yesterday and he complimented the students and staffthere. Mr. Scott asked if Nueces County will be supporting the city's child crossing guard legislation and Mr. Noe said it is on the Commissioners Court agenda next week. Mr. Colmenero also commented on groups that are soliciting for donations in Corpus Christi and he requested information on how staff is dealing with potholes. Mr. Chesney congratulated his alma mater, Ray High School, for progressing to the finals of the 5A state basketball championships. Mayor Neal called for petitions fi.om the audience. Mr. Jack Gordy, 4118 Bray, said there is a city ordinance prohibiting political signs in the street right-of-way and he said that some Council members' signs are located in the right-of-way. Mr. Bill Blackburn, 4513 Greensboro, said he was speaking on behalf of the South Texas Alliance for Peace, which is offering a resolution for passage by the Council declaring Corpus Christi a city for peace. He read fi.om the proposed resolution, which stated in part that war should not be undertaken unilaterally or preemptively by the United States or by any other country. There being no further business to come before the Council, Mayor Neal adjourned the Council meeting at 4:15 p.m. on March 4, 2003. MINUTES CITY OF CORPUS CHRISTI, TEXAS Regular Council Meeting March 11, 2003 - 2:05 p.m. PRESENT Mayor Samuel L. Neal Jr. Council Members: Brent Chesney Javier D. Colmenero Henry Garrett Bill Kelly Rex A. Kinnison Jesse Noyola Mark Scott City Staff.' Acting City Manager George Noe Acting City Attorney R. Jay Reining City Secretary Annando Chapa ABSENT Mayor Pro Tem John Longoria Mayor Neal called the meeting to order in the Council Chambers of City Hall. The invocation was delivered by Pastor Alston Kirk, Trinity Lutheran Church, and the Pledge of Allegiance to the United States flag was led by Council Member Kelly. City Secretary Chapa called the roll and verified that the necessary quorum of the Council and the required charter officers were present to conduct the meeting. Mayor Neal called for approval of the minutes of the regular Council meeting of February 25, 2003. A motion was made and passed to approve the minutes as presented. The Mayor called for consideration of the consent agenda (Items 2-11). He requested that Items 3, 4, 5 and 7 be discussed. There were no comments from the audience. City Secretary Chapa polled the Council for their votes and the following passed: 2. M2003-100 Motion approving a supply agreement with OneSource Facility Services, Inc., Corpus Christi, Texas for custodial services for the Frost Building in accordance with Bid Invitation No. BI-0055-03, based on low bid for an estimated annual expenditure of $46,602.96. The term of the contract is for twelve months with an option to extend for up to two additional twelve-month periods, subject to the approval of the supplier and the Acting City Manager or his designee. Funds have been budgeted by Building Maintenance in FY 2002-2003. The foregoing motion passed by the following vote: Neal, Chesney, Colmenero, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. 6. M2003-105 Motion authorizing the Acting City Manager or his designee to execute Change Order No. 1 with Garver Construction, LTD., of Houston, Texas in the amount of $354,287.50 for the Sanitary Sewer Trunk Main Rehabilitation Project. Minutes - Regular Council Meeting March 11, 2003 - Page 2 The foregoing motion passed by the following vote: Neal, Chesney, Colmenero, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. ORDINANCE NO. 025228 Ordinance authorizing the Acting City Manager or his designee to implement the Participation Agreement between the City of Corpus Christi and Braselton Land Ventures Inc. in the amount of $90,517.10 for construction of an 18-inch Sanitary Sewer Force Main (Buckingham Estates Lift Station). An emergency was declared and the foregoing ordinance passed: Neal, Chesney, Colmenero, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. M2003-106 Motion authorizing the Acting City Manager or his designee to execute a contract with Inwood Contractors, Inc., dba Trailer Trash of Corpus Christi, Texas guaranteeing the annual delivery of specific tonnage of acceptable waste to the J.C. Elliott Landfill for a specific fee, for a period not to exceed the life of the J.C. Elliot Landfill. The foregoing motion passed by the following vote: Neal, Chesney, Colmenero, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. 10.a. M2003-107 Motion authorizing the City Manager or his designee to accept a contract with the Coastal Bend Council of Governments-Area Agency on Aging/Direct Purchase Vendor Agreement with the Senior Companion Program for FY 2003 in the amount $50,000. The foregoing motion passed by the following vote: Neal, Chesney, Colmenem, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. 10.b. ORDINANCE NO. 025229 11. Ordinance appropriating $50,000 in anticipated funds from the Coastal Bend Council of Governments-Area Agency on Aging/Direct Purchase Vendor Agreement in the No. 1050 Federal/State Grants Fund for the Senior Companion Program. An emergency was declared and the foregoing ordinance passed: Neal, Chesney, Colmenero, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. ORDINANCE NO. 025230 Ordinance amending the Code of Ordinances Chapter 53 - Traffic, Section 53-84, Project Eligibility Requirements and Design Standards, by adding discretionary language to the Guidelines for Location of Traffic Calming Devices. Minutes - Regular Council Meeting March 11, 2003 - Page 3 The foregoing ordinance passed on second reading by the following vote: Neal, Chesney, Colmenero, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. Mayor Neal opened discussion on Item 3, fome main repairs and replacement project. Responding to a question from the Mayor, Mr. Angel Escobar, Director of Engineering Services, explained that in October 2002, the force main under South Staples Street at the Saratoga Boulevard intersection collapsed. He said the old cast iron 24-inch fome main line "C" needs to be replaced. He explained the proposed new ronte of the fome main, which will include the golf course of the Corpus Christi Country Club. He said the project has not yet been bid. He also noted that force main "B" is in the process of being replaced. In reply to Council Member Garrett, Mr. Escobar said the PFC pipes are color-coded and staff will be installing a blue pressure pipe inside a steel casing. He added that the landscaping will be completed at the intersection of Saratoga and South Staples. City Secretary Chapa polled the Council for their votes as follows: 3. M2003-101 Motion authorizing the Acting City Manager or his designee to execute Amendment No. 8 to the consultant contract with Goldston Engineering, Inc. of Corpus Christi, Texas for a total fee not to exceed $359,130 for the Force Main Repairs and Replacement Project - Force Main Line "C." The foregoing motion passed by the following vote: Neal, Chesney, Colmenero, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. Mayor Neal opened discussion on Item 4, Phase 1 of the sanitary sewer master plan. Mr. Escobar said the last master plan was completed in 1972 and Phase 1 of this plan will involve the Allison Wastewater Plant service area, which is a large geographic area. Mr. Foster Cmwell, Wastewater Superintendent, added that this plan will review previous master plan studies and changed conditions of all six wastewater service areas to determine the location of major trunk lines for future development and the most feasible construction alternatives. He said Phase 1 goes all the way to Wood River and also covers south of FM 624. Responding to another question from the Mayor, Mr. Crowell said the Broadway Plant area is already very developed. In reply to Council Member Kelly, Mr. Escobar said the city is responsible for all of the costs of the treatment plants. However, he said the collection system is usually paid for by developers and the city participates in enlarging systems when needed. He added that the Wastewater Department follows zoning and planning activities as well as the existing master plan to anticipate where development will occur and prioritizes accordingly. Mr. Kelly asked if adoption of this plan will impede development of the land along Hwy. 77. Acting City Manager Noe said it should not. Minutes - Regular Council Meeting March 11, 2003 - Page 4 Council Member Garrett said there are several businesses on Leopard Street between Rand Morgan and Clarkwood roads that do not have city wastewater service. Mr. Escobar said this plan will give them the fi'amework with which they can connect to the city's system. He said there is a capital improvement program called the extension of sanitary sewer lines to developed areas. Mr. Crowell said there is a new lift station proposed on Rand Morgan where a temporary station exists to serve the new school and subdivision. Mr. Garrett asked when those businesses will receive wastewater service and Mr. Crowell said staffwili provide that information. Council Member Colmenero asked if the master plan analysis will be based on population density or existing infrastructure. Mr. Escobar said several components will be examined in order to project future wastewater flows. He said this will be a 30- to 50-year plan. Responding to Council Member Noyola, Mr. Escobar said the Clarkwood plan encompasses the area inside the city limits, which he described. City Secretary Chapa polled the Council: 4. M2003-102 Motion authorizing the Acting City Manager or his designee to execute a consultant contract with HDR Engineering, Inc. of Corpus Christi, Texas for a total fee not to exceed $285,406 for the Sanitary Sewer Master Plan, Phase 1. The foregoing motion passed by the following vote: Neal, Chesney, Colmenero, Garrett, Kelly, Kinnisun, Noyola, and Scott voting "Aye"; Longoria absent. Mayor Neal opened discussion on Item 5, realignment of water and wastewater utilities as part of the Spur 3, Phase 2 Ennis Joslin Road construction contract. Mr. Escobar said the cost takes into account the sequencing change, cost increases for PFC pipe for both wastewater and water lines, and certain sensitive areas where the lines will be located. The Mayor said this project has been under construction approximately 11 years. Mr. Escobar said the portion from Nile to SPID will probably be completed by this sununer while the Nile to Ocean Drive portion will take another 14 months. City Secretary Chapa polled the Council as follows: 5.a. M2003-103 Motion authorizing the Acting City Manager or his designee to execute Change Order No. 43 with the Texas Department of Transportation in the amount of $1,114,384.29 for the realignment of water and wastewater utilities as part of the Spur 3, Phase 2 Ennis Joslin Road construction contract in accordance with the Advance Funding Agreement. The foregoing motion passed by the following vote: Neal, Chesney, Colmenero, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. 5.b. M2003-104 Motion authorizing the Acting City Manager or his designee to execute a consultant contract with ECMS Inc. of Corpus Christi, Texas in the amount of $60,500 for Minutes - Regular Council Meeting March 11, 2003 - Page 5 management of contractor claim and utility construction inspection for the Spur 3, Phase 2 project. The foregoing motion passed by the following vote: Neal, Chesney, Colmenero, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. Mayor Neal opened discussion on Item 7, Bay Trail Phase 3 project, and he asked staff to describe it. Mr. Kevin Stowers, Assistant Director of Engineering Services, said this action will extend the hike and bike trail along the Cayo del Oso fi.om South Padre Island Drive to Holly Road and fi.om the end of Holly Road to the railroad trestle. He said that as a result of cooperative agreements and changes in regulations, TXDOT will pay 80% of the local cost of the engineering and environmental mitigation. Mr. Ray Allen, Director of the Coastal Bend Bays and Estuaries Program (CBBEP), said his organization is pleased to work with the city on this project. He said the CBBEP and the Coastal Bend Land Trust have acquired 55 acres along the Oso and they will be making that property available to the city as well as providing monies for the acquisition of the right-of-way for the trail itself. Mayor Neal said the city invests $75,000 a year into the CBBEP and the return on that investment has been worth millions of dollars. Council Member Scott commented on the positive quality of life that this project provides. City Secretary Chapa polled the Council: 7. RESOLUTION NO. 025227 Resolution authorizing the Acting City Manager or his designee to execute a Local Transportation Project Advance Funding Agreement using an in-kind contribution (real property valued at $400,000) as a local match for the Bay Trail, Phase 3 Project. The foregoing resolution passed by the following vote: Neal, Chesney, Colmenero, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. Mayor Neal referred to Item 12, and a motion was made, seconded and passed to open the public hearing on the following zoning case: 12. Case No. 0103-02, Morteza Shafinurg: A change of zoning fi.om an "R-lB" One-family Dwelling District and "AB" Professional Office District to a "B-I" Neighborhood Business District on Airline Subdivision, Block B, Lots 1, 4 and 5, located on the east side of Airline Road and on the north side of Lyons Street. City Secretary Chapa said the Planning Commission and staff recommended approval of the "B-l" District on Lot 1 and denial of the "B-I" District on Lots 4 and 5. Mr. Michael Gunning, Director of Planning, explained that the applicant has requested a change of zoning on three of five lots that front on Airline Road and Lyons Street. He said both the Planning Commission and staff felt the commercial district should be limited to those lots which fi.ont on Minutes - Regular Council Meeting March 11, 2003 - Page 6 Airline Road in order to avoid any further intrusion into the neighborhood on Lyons Street. Mr. Gunning said that while some people called to oppose this case, there were no letters of opposition sent to the city. Mr. Shafinury's attorney requested a reconsideration of the Planning Commission's denial, which was also denied. Mr. Gunning then described the subject and adjacent properties. He said Mr. Shafinury is proposing that the Council approve "B-I" on Lots 1 and 4 and a special permit on Lot 5 for parking only with landscaping and no access to Lyons Street from Lots 4 and 5. Mr. Shafinury and his representative then addressed the Council. Responding to Council Member Kinnison, Mr. Shafmury said he would like to open a retail shopping center on the subject property as allowed with "B-I" zoning. Mr. Kinnison asked about staff's opinion on the applicant's request for a special permit on Lot 5. Mr. Gunning said staff thinks the special permit is reasonable in light of the condition that all five lots be replatted as a single premise, which prevents the resale of any lots. In addition, staff can prohibit driveway access to Lyons Street and landscaping would be required. Mr. Kinnison said he supported the applicant's new proposal. Mr. Doyle Curtis, Assistant City Attorney, said the proposed ordinance in the Council's packet (titled "Alternate 2") was revised to reflect Mr. Shafinury's request for operating hours of 9 a.m. to 11 p.m. Mr. Gunning said there is no limit to the operating hours for the other shopping centers in the area. Responding to Council Member Kelly, Mr. Gunning said the size and location of the proposed building will be govemed by the setbacks and parking requirements in the zoning ordinance. He said the building will be located on Lots 1, 2 and 4 and no structures will be allowed on Lot 5. Mr. Kelly asked if any other businesses have driveway access to Lyons Street and Mr. Gunning said some were allowed prior to more restrictive regulations being put in place. Mr. Kinnison made a motion to amend Item 12 to adopt alternate ordinances 1 and 2; the motion was seconded and it passed. Mr. Garrett made a motion to close the public hearing, seconded by Mr. Colmenero and passed. Mr. Chapa then polled the Council for their votes: 12.a. ORDINANCE NO. 025231 Amending the Zoning Ordinance, upon application by Morteza Shafmury, by changing the zoning map in reference to Lots 1 and 4, Block B, Airline Subdivision Unit 3, from "AB" Professional Office District and "R-lB" One-Family Dwelling District to "B-I" Neighborhood Business District; amending the Comprehensive Plan to account for any deviations from the existing Comprehensive Plan. An emergency was declared and the foregoing ordinance passed as amended: Neal, Chesney, Colmenero, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. 12.b. ORDINANCE NO. 025232 Amending the Zoning Ordinance, upon application by Morteza Shafmury, by changing the zoning map in reference to Lot 5, Block B, Airline Subdivision Unit 3, (currently Minutes - Regular Council Meeting March 11, 2003 - Page 7 zoned "R-lB" One-Family Dwelling District) by granting a special permit for a shopping center parking area subject to a site plan and ten (10) conditions; amending the Comprehensive Plan to account for any deviations from the existing Comprehensive Plan. An emergency was declared and the foregoing ordinance passed as amended: Neal, Chesney, Colmenero, Garrett, Kelly, Kiunison, Noyola, and Scott voting "Aye"; Longoria absent. Mayor Neal referred to Item 13, and a motion was made, seconded and passed to open the public hearing on the following zoning case: 13. Case No. 0103-04, Hogan Development Company, L.P.: A change of zoning from a "B- 4" General Business District to a "R-lC" One-family Dwelling District on Flour Bluff and Encinal Farm and Garden Tracts, Section 21, being 23.064 acres out of Lots 17, 18, 31, and 32, located on the east side of Cimarron Boulevard and approximately 300 feet south of Yorktown Boulevard. City Secretary Chapa said the Planning Commission and staff recommended approval of the "R-lC" One-family Dwelling District. No one appeared in opposition to the zoning change. Mr. Scott made a motion to close the public hearing, seconded by Mr. Kelly and passed. Mr. Chapa polled the Council for their votes as follows: ORDINANCE NO. 025233 Amending the Zoning Ordinance upon application by Hogan Development Company, L.P. by changing the zoning map in reference to 23.064 acres out of Lots 17, 18, 31, and 32, Section 21, Flour Bluff and Encinal Farm and Garden Tracts, from "B-4" General Business District to "R-1C" One-family Dwelling District; amending the Comprehensive Plan to account for any deviations from the existing Comprehensive Plan. An emergency was declared and the foregoing ordinance passed: Neal, Chesney, Colmenero, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. Mayor Neal referred to Item 14, and a motion was made, seconded and passed to open the public hearing on the following zoning case: 14. Case No. 0103-05, Carmen Fader: A change of zoning from a "R-lB" One-family Dwelling District to a "B-1" Neighborhood Business District on Flour Bluff and Encinal Farm and Garden Tracts, Section 5, being a 0.590 acre out of Lot 25, located west of South Staples Street and approximately 349 feet north of Lipes Boulevard. Minutes - Regular Council Meeting March 11, 2003 -Page 8 City Secretary Chapa said the Planning Commission and staff recommended approval of the "B-I" Neighborhood Business District. No one appeared in opposition to the zoning change. Mr. Scott made a motion to close the public hearing, seconded by Mr. Colmenero and passed. Mr. Chapa polled the Council for their votes as follows: 14. ORDINANCE NO. 025234 Amending the Zoning Ordinance upon application by Carmen Fader by changing the zoning map in reference to 0.590 acre out of Lot 25, Section 5, Flour Bluff and Encinal Farm and Garden Tracts, from "R-lB" One-family Dwelling District to "B-I" Neighborhood Business District; amending the Comprehensive Plan to account for any deviations from the existing Comprehensive Plan. An emergency was declared and the foregoing ordinance passed: Neal, Chesney, Colmenero, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. Mayor Neal referred to Item 15 and a motion was made, seconded and passed to open the public hearing to consider amending the Corpus Christi Urban Transportation Plan, an element of the Comprehensive Plan of the City of Corpus Christi. Mr. Gunning said the city currently has 11 area development plans, nine of which have been adopted. He said this proposal is intended to consolidate all those plan documents into a single plan, which will facilitate staffs ability to review transportation plans or street extension improvements with developers. He said the plan has been coordinated with the city's Engineering Services and Traffic Engineering departments as well as several outside entities. Mr. Bob Payne, Senior City Planner, reviewed the computer presentation he gave at the February 25th Council meeting. He noted that issues in the transportation plan include a future street network to minimize traffic congestion; consolidation of transportation plans; sidewalks which meet ADA standards; bikeways which meet the American Association of State Highway and Transportation Officials standards; and street alignment and network changes. He said the plan will minimize the future purchase of rights-of-way and address collector and arterial streets. Responding to Mayor Neal, Mr. Gunning said this plan is not a comprehensive bikeway plan but staff is beginning to address the bikeway issues. Mr. Payne continued his presentation, saying that the Planning Commission suggested a northwest collector grid pattern, which would help solve the east-west traffic issues in that area. He added that this plan is not a panacea to planning challenges and he referred to a table that compared right-of-way requirements. Mr. Muhammad Amin Ulkadm, of the Metropolitan Planning Organization, said the MPO will use this plan in their planning efforts. He said the MPO is preparing additional information about other planning issues that will be used to validate the city's plan. Mr. Greg Brubeck, of the Port of Corpus Christi Authority, said they are pleased to see the addition of the Fulton Corridor and the proposed improvements to Up River Road, which are Minutes -Regular Council Meeting March 11, 2003 - Page 9 important not only to the port's current operations but also to its future growth. He said the port supports the adoption of the revised urban transportation plan. Mr. David Seiler, of the Regional Transportation Authority, said the RTA supports the proposed increases in travel lane widths as well as the identification of the RTA as a planning parmer with the city in terms of capital improvements and design elements. Council Member Colmenero made a motion to close the public hearing, which was seconded and passed. Council Member Kelly asked why the plan reduces the size of County Road 52 at County Road 73A from an arterial to a collector street. Mr. Kelly said he thought the plan was to make County Road 52 a parallel arterial from Orange Grove to Hwy. 77. Mr. Payne said in the denser areas that road is shown as an arterial and as it moves west it becomes a lesser street section. Acting City Manager Noe said staff can review that issue prior to second reading. City Secretary Chapa polled the Council for their votes as follows: 15.b. FIRST READING ORDINANCE Ordinance amending the Corpus Christi Urban Transportation Plan, an element of the Comprehensive Plan of the City of Corpus Christi, by adopting the revised Corpus Christi Urban Transportation Plan for the City and its extraterritorial jurisdiction; establishing a Unified Transportation Plan for coordination of street improvements consistent with the public interest; rescinding the Corpus Christi Urban Transportation Plan adopted by City Council Ordinance No. 022166, February 22, 1995; amending the Comprehensive Plan o f the City. The foregoing ordinance passed on first reading by the following vote: Neal, Chesney, Colmenero, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. Mayor Neal asked staff to prepare a report summarizing all of the planning documents that have been presented to the Council over the last two years and related Council actions. Mayor Neal opened discussion on Item 16, general obligation refunding bonds. Acting City Manager Noe said that staff and the city's financial advisors regularly monitor the market to determine if there are opportunities to save money by refunding various types of debt. He said that occurs when the city is able to realize a 3% present value savings. Ms. Lee Ann Dumbauld, Director of Finance, passed out information that had been gathered the day before. She said the current savings are 6.09% or $!.4 million on the bonds proposed for refunding. She said it is a delegated sale that will allow the City Manager to pull the trigger on a date that is most advantageous on the market. She said the city's underwriter is J.P. Morgan. Responding to Mayor Neal, Ms. Dumbauld said they are not extending the term of the debt and they are also taking the majority of the savings in the early years. The Mayor asked staffto also prepare a report recapping savings that have been realized in the last two years. Minutes - Regular Council Meeting March 11, 2003 - Page 10 In reply to Council Member Scott, Mr. Noe said the last time a request for proposals was done, there were no local underwriters that responded. Council Member Chesney echoed Mr. Scott's concern about using a local company. There were no comments from the audience. City Secretary Chapa polled the Council for their votes as follows: 16. ORDINANCE NO. 025235 Ordinance providing for the issuance of the General Improvement Refunding Bonds, Series 2003, of the City of Corpus Christi, Texas, in an amount not to exceed $25,000,000; establishing parameters regarding the sale of the bonds; approving the execution of a bond purchase contract and an escrow agreement; and all other matters related thereto; and providing that this ordinance shall be in force and effect from and after the date of its passage. An emergency was declared and the foregoing ordinance passed: Neal, Chesney, Colmenero, Garrett, Kelly, Kinnison, Noyola, and Scott voting "Aye"; Longoria absent. 17. Mayor Neal announced the executive session, which was listed on the agenda as: Executive session under Texas Government Code Section 551.071 regarding Hector Villarreal, Corpus Christi Association of City Employees, and Stan Wilt, Cause No. 02- 868-E, 214th District Court, Nueces County, Texas, with possible discussion and action in open session. The Council went into executive session. The Council returned from executive session. Mayor Neal called for the City Manager's report. Acting City Manager Noe said the Council will receive information in the Friday packet about the skate operation and on March 12th the Nueces County Commissioners Court will consider a resolution to endorse the child safety fee bill. He said there is no Council meeting on March 18th and there are several items scheduled for the March 25th meeting. Mayor Neal called for Council concerns and reports. Mr. Chesney said that on March l0th there was a successful town hall meeting on the island and another town hall meeting is scheduled for March 31st. He thanked Mr. Noe and Mr. Crowell for their assistance with a constituent's problem and he asked if the new animal control facility had a cracked foundation. Mr. Escobar said the slab on the kennel area will be replaced. Mr. Chesney congratulated the Tarpon Foundation for a successful fundraiser. Mr. Garrett asked if the parking meters can be replaced on the south curb of the 600 block of Leopard Street. He also asked if there is a space problem at the Police Department or Municipal Court. Mr. Noe said there has been an ongoing effort to find a new location for the court. He said staff can provide a written report. Mr. Garrett said he also wants to ensure that the city inspects roadways that have been repaired following the inclusion of utility lines through them. Minutes - Regular Council Meeting March 11, 2003 - Page 11 Responding to Mr. Kinnison, Mr. Massey said that in addition to the traffic signal at Weber and Saratoga, the intersection of Staples and Saratoga also has a protected left turn light. Mr. Kinnison said a similar light is needed at Saratoga and Everhart. Mr. Noyola said he reported a large concrete block on Navigation Road at Agnes Street. He also asked when the One-Stop Center will be fully operational. Mr. Art Sosa said almost all the boxes have been unpacked. Mr. Noyola said he has received numerous complaints about an uneven section of Ayers Street between Home, Gollihar and Port. Mr. Scott complimented staff for the opening of the One-Stop Center and he said a constituent commented during the town hall meeting last night that he had not received responses to his concerns. Mr. Scott also spoke positively about the refunding bond sale. Mr. Kelly commended the Junior League and the directed patrol officers at Hudson Park off of Main Drive for the recent tree planting there. In addition, the Police Athletic League baseball season is now underway at T.C. Ayers and team sponsorships are available. He thanked Mr. Dan Whitworth, Director of Park and Recreation, for his efforts. He said there will be a presentation at the next Council meeting about the housing initiatives and he said the issue of the shopping center on Old Robstown Road should be resolved soon. Mr. Kelly thanked Police Chief Alvarez for his responses to his questions. Mr. Colmenero thanked Mr. Noe and Mr. Escobar for their responses to several concerns and he requested an update on legislative issues. He also asked how the available space in City Hall will be utilized. Mr. Noe said staff will bring back a recommendation. Mr. Colmenero also requested information about regulations regarding building inhabitants and signage. Mr. Chesney said he wants to ensure that constituents' questions are responded to by staff. Mayor Neal called for petitions from the audience. Mr. Figeroa said he was speaking on behalf of the Labor Council for Latin American Advancement, which presented Council Member Colmenero with a token of their appreciation. Ms. Judy Loverde said she represents the South Texas Alliance for Peace, which feels the resolution presented to the Council at their March 4th meeting was dismissed. She read a letter from Ms. Susan J. Peoples, a member of the organization's steering committee, who said the minimum projected cost of a war with Iraq is $80 billion to $100 billion. She said they represent people who have serious questions about this issue. Mr. Daniel Green commended the Council for their care for the city of Corpus Christi and its citizens. He said he is also a member of the South Texas Alliance for Peace and he commented on the devastation that occurred during World War II. There being no further business to come before the Council, Mayor Neal adjourned the Council meeting at 4:35 p.m. on March 11, 2003. 2 CITY COUNCIL AGENDA MEMORANDUM City Council Action Date: March 25, 2003 AGENDA ITEM: Resolution authorizing the Mayor, or his designee, to execute a Memorandum of Agreement between the Department of the Army and the City of Corpus Christi, Texas, for the North Padre Island Storm Damage Reduction and Environmental Restoration Project. Resolution authorizing the Mayor, his designee, to execute a Project Cooperation Agreement between the Department of the Army and the City of Corpus Christi, Texas, for the construction of the North Padre Island Storm Damage Reduction and Environmental Restoration Project. ISSUE: In the continuing schedule of the North Padre Island Storm Damage Reduction and Environmental Restoration Project, City staff and the U.S. Corps of Engineers have developed a Project Cooperation Agreement (PCA). That agreement is now ready for acceptance by both the City and the Corps through a Memorandum of Agreement (MOA) that allows the PCA to be executed upon compliance with federal regulations. FUNDING: Funding for the local share is available from bonds backed by tax-increment financing, a Texas General Land Office grant, and credit for the City's acquisition of the project's rights-of-way. REQUIRED CITY COUNCIL ACTION: A Memorandum of Agreement and a Project Cooperation Agreement can only be approved by the City Council through resolution. PREVIOUS CITY COUNCIL ACTION: City Council actions have been numerous concerning this project; however, several of the major actions are as follows: a. March 2000: The City becomes local sponsor b. City Council places tax-incremental financing issue on the ballot and the voters approve creation of a tax-incremental financing district (April 7, 2001). c. February 14, 2003: City Council and the Texas General Land Office approve a Project Cooperation Agreement that provides a grant of $1,275,000 to the City for the project. FUTURE ACTIONS REQUIRED: a. March 25, 2003: The first issue in a series of bonds for the project is issued. b. The finalenvironmentalimpact statement completes publication on Apri114, 2003. c. Formal execution of the PCA with the Corps of Engineers in late April 2003. d. Formal advertisement of the project for bid in early June 2003. e. Award of bid and construction start in mid to late July 2003. CONCLUSION AND RECOMMENDATION: It is with extreme pleasure that staff recommends City Council approval of the MOA and the PCA as one of the final steps in the long process that will begin construction on the voter-approved and long-awaited Packery Channel project. W. Thomas Utter Special Assistant to the City Manager Attachment: Background Information MOA PCA BACKGROUND INFORMATION This MOA and attached PCA form one of the last steps in the very long process to begin construction of the North Padre Island Storm Damage Reduction and Environmental Restoration Project (Packery Channel). This latest iteration of the Packery Channel project was begun by Nueces County in the 1996-97 timeframe. In the March 2000 timeframe, the City Council became the local sponsor in order to use tax-incremental financing. With approval of the tax-incremental financing district by the voters of Corpus Christi, the local share of the project was provided. The U.S. Corps of Engineers, working with City staff and all of the resource agencies, conducted a number of studies both of the engineering and technical feasibility as well as the environmental aspects of the project. The Corps of Engineers has now completed their construction drawings of the project as well as publishing a final environmental impact statement (FEIS) (March 14, 2003). The FEIS publication runs through April 14, 2003, at which time the Corps will consider any comments received and finalize the FEIS. We anticipate the execution of the PCA shortly thereafter and after meeting appropriate advertising time periods, the project should be awarded and under construction in mid to late July 2003. The MOA itself states that the signing of the PCA is subject to the final determination that the project is technically sound and environmentally acceptable and compliance with the requirements of the National Environmental Policy Act (completion of the FEIS). The PCA describes the cost sharing arrangements and points out that, to date, $6,869,000 of federal funds have been appropriated for the project. (This includes $4,000,000 that was recently appropriated in the 2003 federal budget.) The City's contribution to the project is set at 35% of total project cost. The City shall receive credit for the rights-of-way, leased lands, and dredge disposal areas acquired by the City and virtually all City costs incurred for the benefit of the project. The project itself will be carried out by the U.S. Corps of Engineers and will be undertaken with the assistance of a project coordination team that will be co-chaired by Corps and City representatives and shall be made up of appointees by both the Corps and the City. While the Corps estimates that the total project cost for the project are at $29,407,492, these are subject to bid and possible construction changes. Attached are both the MOA and the PCA. RESOLUTION AUTHORIZING THE MAYOR, OR THE MAYOR'S DESIGNEE, TO EXECUTE A MEMORANDUM OF AGREEMENT BET~NEEN THE DEPARTMENT OF THE ARMY AND THE CITY OF CORPUS CHRISTI, TEXAS FOR THE NORTH PADRE ISLAND STORM DAMAGE REDUCTION AND ENVIRONMENTAL RESTORATION PROJECT NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The Mayor, or the Mayor's Designee, is authorized to execute a Memorandum of Agreement between the Department of the Army and the City of Corpus Christi, Texas for the North Padre Island Storm Damage Reduction and Environmental Restoration Project. ATTEST: THE CITY OF CORPUS CHRISTI Armando Chapa City Secretary APPROVED: 20th day of March, 2003. Actin0 City Attorney Samuel L. Neal, Jr. Mayor R30902E3.doc RESOLUTION AUTHORIZING THE MAYOR, OR THE MAYOR'S DESIGNEE, TO EXECUTE A PROJECT COOPERATION AGREEMENT BE'I~NEEN THE DEPARTMENT OF THE ARMY AND THE CITY OF CORPUS CHRISTI, TEXAS, FOR CONSTRUCTION OF THE NORTH PADRE ISLAND STORM DAMAGE REDUCTION AND ENVIRONMENTAL RESTORATION PROJECT NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The Mayor, or the Mayor's Designee, is authorized to execute a Project Cooperation Agreement between the Department of the Army and the City of Corpus Christi, Texas, for construction of the North Padre Island Storm Damage Reduction and Environmental Restoration Project. ATTEST: THE CITY OF CORPUS CHRISTI Armando Chapa City Secretary APPROVED: 20th day of March, 2003. By: A~ityRJ ~einin~~Attorney Samuel L. Neal, Jr. Mayor R30902F3.doc 3 II I CITY COUNCIL AGENDA MEMORANDUM March 25, 2003 AGENDA ITEM: An Ordinance approving and authorizing the issuance of commercial paper notes in an aggregate principal amount not to exceed $75,000,000 to provide interim financing to pay Project Costs for Eligible Projects and to refund obligations issued in connection with au Eligible Project; authorizing the execution and delivery of a loan note and prescribing the terms, features and characteristics of such instruments; approving and authorizing certain authorized officers and employees to act on behalf of the City in the selling and delivery of such commercial paper notes, within the limitations and procedures specified herein; making certain covenants and agreements in connection therewith; resolving other matters incident and related to issuance, sale, security and delivery of such commercial paper notes, including the approval of an Issuing and Paying A~ent Agreement, a Credit Agreement and a Dealer Agreement; approving the use of an Offering Memorandum in connection with the sale from time to time of such commercial paper notes; and providing an effective date. ISSUE: To fund utility capital projects adopted by the City Council, the commercial paper notes financing program is recommended. The program will have a term of seven years expiring in March 2010. The City expects to issue commercial paper notes in an aggregate principal amount not to ultimately exceed $75,000,000. A line of credit of $50,000,000 is recommended as required collateral for the notes. It will be provided by West LB AG. West LB competitively bid the credit facility at an annual fee of 22 basis points (or $177,205) plus a one-time up front fee of $5,000. West LB was selected through competitive bids received through the City's underwriter and financial advisor. The commercial paper rate changes daily; it is now estimated at less than 2%. The original $50,000,000 commercial paper program was initiated in December 1997 and was refunded in its entirety with the September 2002 Utility Revenue Bonds. REQUIRED COUNCIL ACTION: Approval of the issuance of Utility System commercial paper notes. PREVIOUS COUNCIL ACTION: · The City Council appointed Morgan Stanley as the underwriter on December l0, 2002. CONCLUSION AND RECOMMENDATION: It is recommended that the City Council approve the issuance of the Utility System commercial paper notes and underlying credit facility. Lee0~ Dumbauld Director of Financial Services ORDINANCE NO. Draft 2/26/03 AN ORDINANCE approving and authorizing the issuance of commercial paper notes in an aggregate principal amount not to exceed $75,000,000 to provide interim financing to pay Project Costs for Eligible Projects and to refund obligations issued in connection with an Eligible Project; authorizing the execution and delivery of a loan note, and prescribing the terms, features and characteristics of such instruments; approving and authorizing certain authorized officers and employees to act on behalf of the City in the selling and delivery of such commercial paper notes, within the limitations and procedures specified herein; making certain covenants and agreements in connection therewith; resolving other matters incident and related to the issuance, sale, security and delivery of such commercial paper notes, including the approval of an Issuing and Paying Agent Agreement, a Credit Agieement and a Dealer Agreement; approving the use of an Offering Memomdum in connection with the sale from time to time of such commercial paper notes; and providing an effective date. THE STATE OF TEXAS COUNTIES OF NUECES AND SAN PATRICIO CITY OF CORPUS CHRISTI WHEREAS, the City of Corpus Christi, Texas (the "City" or the "Issuer") is a "Home-Rule City", acting as such under the Constitution and laws of the State of Texas, and has a population in excess of 50,000; and WHEREAS, on November 11, 1997, the City Council of the City adopted an ordinance (the "1997 Ordinance") which authorized the issuance of its short term obligations pursuant to the provisions of Article 717q, V.A.T.C.S. (subsequently codified as Chapter 1371, Texas Government Code), to provide interim financing for additions, improvements and extensions to the City's waterworks system, wastewater disposal system and gas system (the "System"); and WHEREAS, the City currently has outstanding revenue bonds (hereinafter defined as the "Outstanding Priority Bonds") payable from and secured by a first lien on and pledge of "Pledged Revenues", which include the net revenues of the System; and WHEREAS, in addition to the Outstanding Priority Bonds, the City has heretofore entered into a contract (hereinafter defined as the "Federal Contract") by and among the United States of America, the City and the Nueces River Authority, with respect to the Nueces River Reclamation Project, more commonly referred to as the Choke Canyon Reservoir Project, pursuant to which the City has pledged the revenues of its waterwoflzs system in support of the payment obligations of the City under the Federal Contract, subordinate to the operating and maintenance expenses of the System and the debt service, reserve, and other requirements in respect to the Outstanding Priority Bonds and revenue bonds issued on a parity therewith; and WHEREAS, by a letter agreement executed by the City, the United States of America and the Nueces River Authority, the parties to the Federal Contract have agreed that a hen on and pledge of the revenues of the System in respect to the issuance of commercial paper notes will be deemed under the terms of the Federal Contract to be the equivalent of a pledge in support of revenue bonds, and thus superior to the lien granted to the United States of America under the Federal Contract; and WHEREAS, the ordinances authorizing the issuance of the Outstanding Priority Bonds reserve to the City the right to issue bonds, notes, or other obligations (such bends, notes, or other obligations are hereinafter defined as "Subordinated Obligations"), with such bonds, notes, or other obligations payable from and secured by a lien on and pledge of the Pledged Revenues, which include the net revenues of the System, subordinate to the lien on and pledge of the Pledged Revenues securing the Outstanding Priority Bonds; and WHEREAS, the City currently does not have outstanding any obligations under the 1997 Ordinance; and WHEREAS, the City Council hereby finds that the adoption of this Ordinance is necessary to enable the .City to (i) to establish a new commercial paper program for the System, (ii) name a new dealer, a new issuing and paying agent and a new credit and/or liquidity provider in connection with the new commercial paper program, and (iii) make such changes as to permit the program authorized hereby to be consistent with the changes in Texas and federal law and the commercial paper public debt market that have occuned since the adoption of the 1997 Ordinance; and WHEREAS, the commercial paper notes authorized to be issued pursuant to this Ordinance constitute bond anticipation notes which the City intends to retire through the issuance of its revenue bonds; and WHEREAS, the City Council hereby finds and determines that the issuance of commercial paper notes and a bank note, subject to the terms, conditions and limitations hereinaRer prescribed, should be approved and authorized at this time; NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: ARTICLE I DEFINITIONS Section 1.01. Definitions. Unless the context shall indicate a contrary meaning or intent, theterms below defined, for all purposes of this ordinance or any ordinance amendatory or supplemental hereto, shall be construed, are used and are intended to have the following meanings, to-wit: "Act" shall mean Chapter 1371 and Chapter 1502. "Authorized Representative" shall mean one or more of the following officers or employees of the City, acting in conceit or individually, to-wit: the Mayor, the City Manager, the Deputy City Manager, the Director of Finance, or such other officer or employee of the City designated in writing by the City Manager, and approved by the City Council, to act as an Authorized Representative. "Bank" shall mean WESTLB AG, acting through its New York Branch, any other Lender (as defined in the Credit Agreement) or any subsequent or succeeding party to the Credit Agreement. "Bank Payment Account" shall mean the account so designated in Section 2.13 hereof. "Bond Counsel" shall mean McCall, Parkhurst & Horton L.L.P., or any other firm of nationally recognized bond counsel selected by the City. "Bonds" shall mean Priority Bonds and Subordinated Obhgations. "Business Day" shall mean any day (a) when banks are not authorized to be closed in the City and 0o) when banks orthe New York Stock Exchange are not authorized to be closed in New York, New York. "Chapter 551" shall mean Chapter 551, Texas Government Code. "Chapter 1206" shall mean Chapter 1206, Texas Government Code. "Chapter 1208" shall mean Chapter 1208, Texas Government Code. "Chapter 1371" shall mean Chapter 1371, Texas Government Code. "Chapter 1502" shall mean Chapter 1502, Texas Government Code. "City" or "Issuer" shall mean the City of Corpus Christi, Texas. 3 "City Council" shall mean the governing body of the City. "Code" shall mean the Internal Revenue Code of 1986, as mended. "Commercial Paper Note" shall mean a note issued pursuant to the provisions of this Ordinance, having the terms and characteristics specified in Section 2.03 hereof and in the form described in Section 2.05 hemo£ "Commitment" shall have the same meaning given said term in the Credit Agreement "Credit Agreement" shall mean the agreement approved and authorized to be entered into by Section 2.16 hereof, as from time to time amended or supplemented, or other credit facility provided in lieu thereof in accordance with the provisions of Section 4.05 hereof. "Credit Facility" shall mean a policy of municipal bond insurance, a surety bond or a letter or line o f credit issued in support of any Bonds (including specifically, but not by way of limitation, the Commercial Paper Notes), including, without limitation, the Credit Agreement, all in accordance with the terms of the Priority Bond Ordinance or any ordinance authorizing the issuance of Subordinated Obligations, including this Ordinance. "Dealer" shah mean the entity or entities so designated in Section 3.04 hereof. "Dealer Agreement" shall mean the Dealer Agreement approved and authorized to be entered into by Section 3.04 hereof, as fi'om time to time amended or supplemented. "Defeasance Securities" shall mean (i) direct, noncallable obligations of the United States of America, including obligations/hat are unconditionally guaranteed by the United States of America, (ii) noncallable obligations of an agency or insmunentality of the United States of America, including obligations that are unconditionally guatanteed or insured by the agency or instrumentality and that, on the date of the purchase thercofare rated as to investment quality by a nationally recognized inveshnent rating finn not less than AAA or its equivalent, and (iii) noncallable obligations of a state or an agency or a county, municipality, or other political subdivision of a state that have been refunded and that, on the date the governing body of the City adopts or approves the proceedings authorizing the financial ammgements are rated as to investment quality by a nationally recognized investment rating finn not less than AAA or its equivalent. "Designated Office" shall mean the corporate trust office of the Issuing and Paying Agent where Commercial Paper Notes must be presented and delivered for receipt of payment of the principal amount thereof. "DTC" shall mean The Depository Trust Company or any substitute securities depository appointed pursuant to this Ordinance, or any nominee thereof. "DTC Participant" shall mean a member of, or the participant in, DTC that will act on behalf of a Holder. "Eligible Inveslments" shall mean any or all of the authorized investments described in the Public Funds Investment Act of 1987, Chapter 2256, Texas Government Code, in which the City may purchase, sell and invest its funds and funds under its control. '~ligfole Project" shall mean the acquisition or construction of improvements, additions or extensions to the System, including capital assets and facilities incident and related to the operation, maintenance and administration thereof, all as provided in the Act or Chapter 1502, Texas Government Code. "Federal Contract" shall mean Contract No. 6-0%01-X0675, by and among the United States of America, the City and the Nueces River Authority, dated June 30, 1976, together with any amendments thereto including, without limitation, the Letter Agreement. "Fiscal Year" shall mean the fiscal year used by the City in connection with the operation of the System. "Gross Revenues" and "Gross Revenues of the System" shall mean all revenues, income, and receipts derived or received by the City fi'om the operation and ownership of the System, including the interest income fi~m the investment or deposit of money in any Fund maintained pursuant to the Priority Bond Ordinance or maintained by the City in enunection with the System, other than those amounts subject to payment to the United States of America as rebate pursuant to section 148 of the Code. "Holder" or 'qqoteholder" shall mean any person, firm, association, or corporation who is in possession of any Note drown, issued or endorsed to such person, finn, association or corporation or to the order of such person, finn, association or corporation orto bearer or in blank. "lsstfing and Paying Agem", "Paying Agent/Registrar" or "Registrar" shall mean the agent appointed pursuant to Section 2.02 hereof, or any successor to such agent. "Issuing and Paying Agent Agreement" shall mean the agreement approved and authorized to be entered into by Section 3.03 hereof, as from time to time amended or supplemented. "Loan" shall mean a loan made under and subject to the conditions set forth in the Credit Agreement. "Loan Note" shall mean a promissory note or notes issued pursuant to the provisions of this Ordinance and the Credit Agreement m evidence of Loans or Term Loans made by the Bank under the Credit Agreement, having the terms and characteristics contained thereto and issued in accordance with the terms thereof. "Letter Agreement" shall mean the letter agreement among the Un/ted States of America, the City and the Nueces River Authority, dated April 12, 2002. "Master Note" shall have the meaning given said term in Section 2.02 hereof. "Maximum Interest Rate" shall mean 10% per annum. '2Vlaximum Maturity Date" shall mean seven years following the date of passage of this Ordinance. ''Net Revenues of the System" and "Net Revenues" shall mean all Gross Revenues less Operating Expenses. ''Note" or "Notes" shall mean the evidences of indebtedness authorized to be issued and at any time Outstanding pursuant to this Ordinance and shall include Commercial Paper Notes (including the Master Note), notes in such form or forms as shall be approved by the City Council in an ordinance amending this Ordinance, and the Loan Note, as appropriate. "Operating Expenses" shall mean the expenses of operation and maintenance of the System, including all salaries, labor, materials, repaim, and extensions necessary to render efficient service, provided, however, that only such repairs and extensions, as in the judgment of the City, reasonably and fairly exercised by the passage of appropriate ordinances, are necessary to render adequate service, or such as might be necessary to meet some physical accident or condition which would otherwise impair the Bonds. Operating Expenses shall include the purchase of water, sewer and gas services as received from other entities and the expenses related thereto, and, to the extent permitted by law, Operating Expenses may include payments made on or in respect of a Credit Facility. Depreciation and payments fi'om the System Fund to other funds established in this Ordinance shall never be considered as expenses of operation and maintenance. "Outstanding Priority Bonds" shall mean the outstanding and unpaid bonds of the City issued pursuant to the terms of the Priority Bond Ordinance, currently being the Series 1994 Bends, the Series 1994-A Bonds, the Series 1995 Bonds, the Series 1995-A Bonds, the Series 1999 Bonds, the Series 1999-A Bonds, the Series 2000 Bonds, the Series 2000-A Bonds and the Series 2002 Bonds. "Pledged Revenues" shall mean (1) the Net Revenues, plus (2) any additional revenues, income, receipts, or other resources, including, without limitation, any grants, donations, or income received or to 6 be received from the United States Government, or any other public or private source, whethe~ pttrsuant to an agreement or othenvise, which hereafter are pledged to the payment of the Bonds. "Priority Bond Ordinance" shall mean collectively the ordinances authofivJng the Outstanding Priority Bonds. "Priority Bonds" shall mean collectively the Outstanding Priority Bonds and any bonds, notes, or similar obligations (other than the Notes or the Credit Agreement (including any Loan Note), but including a Credit Facility the payment of which is secured by Pledged Revenues) issued on a parity therewith in accordance with the terms of the Priority Bond Ordinance. "Project Costs" shall mean all costs and expenses incurred in relation to Eligible Projects, including, without limitation, design, planning, engineering and legal costs, acquisition costs of land, interests in land, fights-of-way and easements, construction costs, costs of machinery, equipment, and other capital assets incident and related to the operation, maintenance, and administration of an Eligible Project, financing costs, including interest during construction and thereafter, underwriters discount and/or fees for legal, financial, .and other professional services, and reimbursement for such Project Costs attributable to Eligible Projects recurred prior to the issuance of any Commercial Paper Notes. "Seres B Note Construction Account" shall mean the account so designated in Section 2.12 hereo£ "Series B Note Payment Fund" shall mean the fund so designated in Section 2.09 hereofi "Series 1994 Bonds" shall mean the City of Corpus Christi, Texas Utility System Revenue Bonds, Series 1994, or any bonds issued to refund the same. "Series 1994-A Bonds" shall mean the City of Corpus Christi, Texas Utility System Revenue Bonds, Series 1994-A, or any bonds issued to refund the same. "Series 1995 Bonds" shall mean the City of Corpus Christi, Texas Utility System Revenue Bonds, Series 1995, or any bonds issued to refund the same. "Series 1995-A Bonds" shall mean the City of Corpus Christi, Texas Utility System Revenue Bonds, Series 1995-A, or any bonds issued to refund the same. "Series 1999 Bonds" shall mean the City of Corpus Christi, Texas Utility System Revenue Refunding and Improvement Bonds, Series 1999, or any bonds issued to refund the same. "Series 1999-A Bonds" shall mean the City of Corpus Christi, Texas Utility System Revenue Refunding and Improvement Bonds, Series 1999-A, or any bonds issued to refund the same. 7 "Series 2000 Bonds" shall mean the City of Corpus Christi, Texas Utility System Revenue Refunding Bonds, Series 2000, or any bonds issued to refund same. "Series 2000-A Bonds" shall mean the City of Corpus Christi, Texas Utility System Revenue Refunding Bonds, Series 2000-A, or any bonds issued to refund same. "Series 2002 Bonds" shall mean the City of Corpus Christi, Texas Utility System Revenue Refunding and Improvement Bonds, Seres 2002, or any bonds issued to refund same. "Stated Termination Date" shall have the meaning given said term in the Credit Agreement. "Subordinated Obligations" shall mean any bonds, notes, or other obligations issued or contractual obligations incurred pursuant to law payable in whole or in part from the Pledged Revenues and subordinate to the Prior Lien Bonds, including, without liraitation, Commemial Paper Notes and the Loan Note, and the payment obligations of the City under the terms of the Federal Contract. "System" shall mean and include the City's existing combined waterworks system, wastewater disposal system and gas system, together with all future extensions, improvements, enlargements, and additions thereto, including, to the extent permitted by law, storm sewer and drainage, and all replacements thereof; provided that, notwithstanding the foregoing, and to the extent now or hereafter authorized or permitted by law, the term System shall not include any waterworks, wastewater or gas facilities which are declared by the City not to be a part of the System and which are hereaRer acquired or constxucted by the City with the proceeds from the issuance of "Special Facilities Bonds", which ate hereby defined as being special revenue obligations of the City which are not secured by or payable from the Pledged Revenues, but which are secured by and payable solely from special contract revenues or payments received from the System, any other legal entity, or any combination thereof, in connection with such facilities; and such revenues or payments shall not be considered as or constitute Gross Revenues of the System, unless and to the extent otherwise provided in the ordinance of ordinances authorizing the issuance of such "Special Facilities Bonds". '~Term Loan" shall having the meaning given said term in the Credit Agreement. Section 1.02. Construction of Terms U 'tllized in this Ordinancx;. If appropriate in the context of this Ordinance, words of the singular number shall be considered to include the plural, words of the plural number shall be considered to include the singular, and words of the masculine, feminine or neuter gender shall be considered to include the other genders. For all purposes of this Ordinance, unless the context requires otherwise, all references to designated Sections and other subdivisions are to the Sections and other subdivisions of this Ordinance. The words "herein", "hereof' and "hereunder" and other words of similar impmt refer to this Ordinance as a whole and not to any particular Section or other subdivision. References to any named person means that paay and its successors and assigns. References to any constitutional, statutory or regulatory provision means such provision as it exists on the date this Ordinance 8 is adopted by the City and any future amendments thereto or successor provisions thereof. All references to time shall refer to New York City time. All references to FORM OF NOTE shall refer to the form of the Commercial Paper Notes attached hereto as Exhibit A. Certain terms not defined herein shall have the meaning given said terms in the Credit Agreement. ARTICLE II AUTHORIZATION OF NOTES Section 2.01. General Authorization. Pursuant to authority conferred by and in accordance with the provisions of the Constitution and laws of the State of Texas, particularly the Act, Commercial Paper Notes shah be and are hereby authorized to be issued in an aggregate principal amount not to exceed SEVENTY-FIVE MILLION DOLLARS ($75,000,000) at any one time outstanding for the purpose of financing Project Costs of Eligible Projects and to refinance, renew or refund Prior Lien Bonds, Notes, and other Subordinated Obligations, including interest thereon, all in accordance with and subject to the terms, conditions, and limitations contained herein; and a Loan Note shall be and is hereby authorized to be issued in the initial aggregate principal amount of EIGItTY MILLION IqVE HUNDRED FORTY- SEVEN THOUSAND N1NE HUNDRED FORTY-FIVE DOLLARS AND TWENTY-ONE CENTS ($80,547,945.21) at any one time outstanding for the purpose of evidencing Loans to retire Commercial Paper Notes; all in accordance with and subject to the terms, conditions and limitations contained herein and, with respect to the Loan Note, the Credit Agreement. For purposes of this Section 2.01, any portion of outstanding Notes to be paid from money on deposit m the Series B Note Payment Fund and from the available proceeds of Notes or Bonds on the day of calculation shall not be considered outstanding. The authority to issue Commercial Paper Notes from time to time under the provisions ofthis Ordinance shall exist until the Maximum Maturity Date, regardless of whether prior to the Maximum Maturity Date there are at any time no Commercial Paper Notes outstanding. Until such time as the Commitment under the Credit Agreement is increased as provided in Section 2.16 hereof, Commercial Paper Notes shall not be issued to exceed at any one time outstanding $75,000,000 in principal amount. Anything to the contrmy herein notwithstanding, Commercial Paper Notes may not be issued to refinance or refund Prior Lien Bonds or finance payments due and owing by the City under the Federal Contract without the prior approval of the City Council. In connection with the refinancing or refunding of Notes, Prior Lien Bonds, Subordinated Obligations and any other authorized obligations of the System, including interest thereon, such Notes, Prior Lien Bonds, Subordinated Obligations and any other authorized obligations of the System shall qualify as "obligations", as such term is defined in Chapter 1371 at the time any such refinancing or refunding occurs. Further, any such refunding or refinancing, other than a simultaneous refunding, of Notes, Prior Lien Bonds, Subordinated Obligations and other obligations of the System, to the extent then required by applicable law, shall be by means of a gross defeasance established at the time of the issuance of the refunding Commercial Paper Notes, and the selection of Notes, Prior Lien Bonds, Subordinated Obligations and any other authorized obligations of the System to be so refunded or refinanced shall be made in the manner as detennined by the City Council. The foregoing notwithstanding, the City may refinance or refund the payment obligations of the City under the Federal Contract with the proceeds of Commercial Paper Notes should the City receive the approving opinion of the Office of the Attorney General ofthe State of Texas with respect to such transaction, if such approving opinion is then required by Texas law. Section 2.02. Terms Anplicable to Notes - General Subject to the limitations contained herein, Commercial Paper Notes herein authorized shall be dated as of their date of issuance or prior thereto, but within 30 days of the date of issuance (the "Note Date"), as determined by an Authorized Representative; shall bear no interest or bear interest at such rote or rotes (either fixed, variable or floating) per annum computed on the basis of either actual days elapsed or twelve 30-day months whichever is applicable, and on a 365-day or 366-day year (but in no event in any case to exceed the Maximum Interest Rate) as may be determined by an Authorized Representative and all Commercial Paper Notes authorized herein shall mature on or prior to the Maximum Maturity Date. Commercial Paper Notes issued hereunder may contain terms and provisions for the redemption or prepayment thereof prior to maturity, subject to any applicable limitations contained herein, as shall be determined by an Authorized Representative. Subject to applicable terms, limitations and procedures contained herein, Commercial Paper Notes may be sold in such manner at public or private sale and at par or at such discount (within the interest rote and yield restrictions provided herein) as an Authorized Representative shall approve at the time of the sale The Commercial Paper Notes shall be issued in registered form, without coupons; provided, however, Commercial Paper Notes maturing not more than one year from the Note Date may be registered to bearer. The principal of, premimn, if any, and interest on the Commercial Paper Notes shall be payable in lawful money of the United States of America, without exchange or collection charges to the Holder of the Commercial Paper Note; the principal thereof to be payable upon presentation and surrender of the Commercial Paper Note at the Designated Office of the Issuing and Paying Agent and interest thereon to be payable to the registered owner thereof(when registered other than to beater) either (i) by check sent by Umted States mail, first class postage prepaid, to the address of the registered owner appearing on the Registration Books of the City maintained by the Registrar or (ii) by such other method, acceptable to the Issuing and Paying Agent, requested by the Holder, but interest on a Commercial Paper Note registered to beater shall be payable only upon presentation of the Commercial Paper Note at the Designated Office of the Issuing and Paying Agent. The selection and appointment of ~ to serve as Issuing and Paying Agent, Paying Agent/Registrar and Registrar for the Commercial Paper Notes is hereby confumed and the City covenants and agrees to keep and maintain with the Registrar at its Designated Office books and records (the "Registration Books") for the registration, payment, transfer and exchange of the Commercial Paper Notes, all as provided herein and such reasonable roles and regulations as the Registrar may prescribe. The City covenants to maintain and provide a Registrar at all times while the Commercial Paper Notes are I0 outstanding, which shall be a national or state banking association or corporation or trust company organized and doing business under the laws of the United States of America or of any state and authorized under such laws to exercise trust powers. Should a change in the Paying Agent/Registrar for the Commercial Paper Notes occur, the City agrees to promptly cause a written notice thereof to be (i) sent to each registered owner of the Commercial PaperNotes then outstanding by United States mail, fn'st class postage prepaid and (ii) published in a financial newspaper or journal of general eimulation in The City of New York, New York, once during each calendar week for at least two calendar weeks; provided, however, the publication of such notice shall not be required if notice is sent to each Holder of the Commercial Paper Notes. Such notice shall give the address of the successor Paying Agent/Registrar. A successor Paying Agent/Registrar may be appointed by the City without the consent of the Holders. The City and the Paying Agent/Registrar may Weat the bearer (in the case of Commercial Paper Notes so registered) or the registered payee thereof as the absolute owner of any Commercial Paper Note for the purpose of receiving payment thereof and for all purposes, and the City and the Paying Agent/Registrar shall not be affected by any notice or knowledge to the contrary. If an Authotized Representative determines that it is possible and desirable to provide for a book- entry only system of registration with DTC for the Commercial Paper Notes, such Authorized Representative, acting for and on behalf of the City, is hereby authorized to approve, execute, and deliver a Letter of Representations to DTC and to enter into such other agreements and execute such instruments as are necessary to implement such book-entry only system, such approval to be conclusively evidenced by the execution thereof by said Authorized Representative. Under the initial book-entry only system with DTC, (i) no physical Commercial Paper Note certificates will be delivered to DTC and (ii) the City will execute and deliver to the Issuing and Paying Agent, as custodian for DTC, a master note relating to the Commercial Paper Notes (the "Master Note") in substantially the form set forth in Exlfibit B. Except as provided herein, the ownership of the Commercial Paper Notes shall be registered in the name of Cede & Co., as nominee of DTC, which will serve as the initial securities depository for the Commercial Paper Notes. Ownership of beneficial interests in the Commercial Paper Notes shall be shown by book-entry on the system maintained and operated by DTC and DTC Participants, and transfers of ownership of beneficial interests shall be made only by DTC and the DTC Participants by book-entry, and the City and the Issuing and Paying Agent shall have no responsibility therefor DTC will be required to maintain records of the positions of the DTC Participants in the Commercial Paper Notes, and the DTC Participants and persons acting through the DTC Participants will be required to maintain records of the purchasers of beneficial interests in the Commercial Paper Notes. Except as provided in clause (i) of this paragraph, the Commercial Paper Notes shall not be transferable or exchangeable, except for transfer to another securities depository or to another nominee of a securities depository. With respect to Commercial Paper Notes registered in the name of DTC or its nominee, neither the City nor the Issuing and Paying Agent shall have any responsibility or obligation to any DTC Participant or to may person on whose behalf a DTC Participant holds an interest in the Commercial Paper Notes. Without limiting the mediately preceding sentence, neither the City nor the Issuing and Paying Agent shall have any rcsponsibility or obligation with respect to (i) the accuracy of the records of DTC or any DTC I1 Participant with respect to any ownership interest in the Commercial Paper Notes, (ii) the delivery to any DTC Participant or any other person, other than a registered owner of the Commercial Paper Notes, as shown on the Registration Books, of any notice with respect to the Commercial Paper Notes, including any notice of redemption, and (iii) the payment to any DTC Participant or any other person, other than a registered owner of the Commercial Paper Notes, as shown in the Regislration Books, of any amount with respect to principal of and premium~ if any, or interest on the Commercial Paper Notes. Whenever, during the term of the Commercial Paper Notes, the beneficial ownership thereof is determined by a book entry at DTC, the requirements in this Ordinance of holding, registering, delivering, exchanging, or transferring the Commercial Paper Notes shall be deemed modified to require the appropriate person or entity to meet the requirements of DTC as to holding, registering, delivering, exchanging, or tmnsfewing the book-entry to produce the same effect. Either the City or DTC may determine to discontinuing the book-entry only system and in such case, unless a new book-entry only system is put in place, physical certificates in the form set forth in Section 2.05 shall be provided to the Beneficial Holders. If at any time, DTC ceases to hold the Commercial Paper Notes, all references herein to DTC shall be of no further force or effect. Whenever the beneficial ownership of the Commercial Paper Notes is determined by a book- entW at DTC, delivery of Commercial Paper Notes for payment at maturity shall be made pursuant to DTC's payment procedures as are in effect from time to time and the DTC Participants shall transmit payment to beneficial owners whose Commercial Paper Notes have matured. The City and each of the Issuing and Paying Agent, the Bank, and the Dealer are not responsible for transfer of payment to the DTC Participants or beneficial owners. Section 2.03. Commercial Paper Notes. Under and pursuant to the authority granted hereby and subject to the limitations contained herein, Commercial Paper Notes to be designated "City of Corpus Christi, Texas Utility System Commercial Paper Notes, Series B" are hereby authorized to be issued and sold and delivered from time to time in such principal amounts as determined by an Authorized Representative in denominations of $100,000 or in integral multiples of $1,000 in ex cess thereof, numbered in ascending consecutive numerical order in the order of their issuance and to mature and become due and payable on such dates as an Authorized Representative shall determine at the time of sale; provided, however, that no Commercial Paper Note shall (i) mature after the Maximum Maturity Date, (ii) have a term in excess of two hundred seventy (270) calendar days or (iii) mature no later than fifteen (15) calendar days prior to the Stated Termination Date. Anything to the conlrary herein notwithstanding, the Master Note shall not mature later than the Maxhnum Maturity Date. Interest, if any, on Commercial Paper Notes shall be payable at maturity with principal. 12 Section 2.04. Loan Note. Under and pursuant to authority granted hereby and subject to the limitations contained herein and in the Credit Agreement, a Loan Note to be designated "City of Corpus Christi, Texas Utility System Credit Agreement Loan Note" (with such other designation as may be determined by the Bank and approved by an Authorized Representative, so as to distinguish among Term Notes, if any) is hereby authorized and approved in accordance with the terms of this ordinance, the Credit Agreement and the form thereof set forth in the Credit Agreement. Section 2.05. Form of Commercial Paper Notes. The Commercial Paper Notes and the Certificate of Authentication to appear on each of the Commercial Paper Notes shall be substantially in the form set forth in Exhibit A, with such appropriate insertions, omissions, substitutions and other variations as are permitted or required by this ordinance and may have such letters, numbers or other marks of identification (including identifying numbers and letters of the Committee on Uniform Securities Identification Procedures of the American Banks Association) and such legends and endorsements thereon as may, consistently herewith, be approved by an Authorized Representative. Any portion of the text of any Commercial Paper Notes may be set forth on the reverse thereofi with an appropriate reference thereto on the face of the Commercial Paper Notes. The Notes shall be printed, lithographed, or engraved or produced in any other similar manner, or typewritten, all as determined and approved by an Authorized Representative. If Commercial Paper Notes are issued in book-entry only form pursuant to Section 2.02, they shall be issued in the form of a Master Note in substantially the form attached hereto as Exhibit B, to which there shall be attached the form of Commercial Paper Note as prescribed above, and it is hereby declared that the provisions of the Commercial Paper Note as prescribed above are incorporated into and shall be a part of the Master Note. It is further provided that this Ordinance and the form of Commemial Paper Note prescribed above shall constitute the "underlining records" referred to in the Master Note. Notwithstanding the provisions of Section 2.06, the Master Note shall be executed on behalf of the City by the manual signature of the City Manager orthe Deputy City Manager. Section 2.06. Execution - Authentication. In the exercise of authority granted to the City Council by Section 1371.055, Texas Govemmem Code, the Notes (other than the Master Note) shall be executed on behalf of the City by the City Manager and attested bythe City Secretary under its seal reproduced or impressed thereon, all as provided in Section 2.05 hereof. The signature of said officers on the Notes may be manual or facsimile. Commercial Paper Notes bearing the manual or facsimile signatures of individuals who are or were the proper officers of the City on the date of passage of this Ordinance shall be deemed to be duly executed on behalf of the City, notwithsmding that such individuals or either of them shall cease to hold such offices at the time of the initial sale and dehvery of Commercial Paper Notes authorized to be issued hereunder or at the time Commercial Paper Notes are delivered in subsequent sales, exchanges and transfers, all as authorized and provided in Chapter 1206. No Commercial Paper Note shall be entitled to any fight or benefit under this Ordinance, or be valid or obligatory for any purpose, unless there appears on such Commercial Paper Note a certificate of 13 authentication executed by the Paying AgenffRegistrar by manual signature, or, in the case of the Master Note, the Paying Agent/Registrar has executed the Master Note, and the execution of any Commercial Paper Note by the Paying Agent/Registrar shall be conclusive evidence, and the only evidence, that such Commercial Paper Note has been duly certified or registered and delivered. Section 2.07. Notes Mutilated. Lost. Destroyed or Stolen. If any Note shall become mutilated, the City, at the expense of the Holder of said Note, shall execute and deliver a new Note of like tenor and number in exchange and substitution for the Note so mutilated, but only upon surrender to the City of the Note so mutilated. If any Note shall be lost, destroyed or stolen, evidence of such loss, destruction or thelt may be submitted to the City and, ff such evidence be satisfactory to it and indemnity satisfactory to it shall be given, the City, at the expense of the owner, shall execute and deliver a new Note of like tenor in lieu of and in substitution for the Note so lost, destroyed or stolen. Neither the City nor the Paying Agent/Registrar shall be required to treat both the original Note and any duplicate Note as being outstanding for the purpose ofdetennining the principal amount of Notes which may be issued hereunder, but both the original and the duplicate Note shall be treated as one and the same. Section 2.08. Negotiability. Registration and Exchaneeability. The obligations issued hereunder shall be, and shall have all of the qualities and incidents of, a negotiable instrument under the laws of the State of Texas, and each successive holder, in accepting any of the obligations, shall be conclusively deemed to have agreed that such obligations shall be and have all of the qualities and incidents of a negotiable instrument under the laws of the State of Texas. The Registration Books relating to the registration, payment and transfer or exchange of the Commercial Paper Notes shall at all times be kept and maintained by the City at the Designated Office of the Registrar, and the Registrar shall obtain, record and maintain in the Registration Books the name and address of each registered owner of the Commercial Paper Notes, except for Commercial Paper Notes registered to bearer, issued under and pursuant to the pro visions of this Ordinance, and the Registrar further shall provide such information to the City as described in Section 2.02 hereof. Any Commercial Paper Note may, in accordance with its terms and the terms hereof, be transferred or exchanged for Commercial Paper Notes of like tenor and character and of other author/zed denominations upon the Registration Books by the Holder in person or by his duly authorized agent, upon surrender of such Commercial Paper Note to the Registrar for cancellation, accompanied by a written instrument of transfer or request for exchange duly executed by the Holder or by his duly authorized agent, in form satisfactory to the Registrar. Upon surrender for transfer of any Commercial Paper Note at the Designated Office of the Regislrar, the Registrar shall register and deliver, in the name of the designated transferee or transferees (or to bea~r, as appropriate), one or more new Commercial Paper Notes executed on behalf of, and furnished by, the City of like tenor and character and of authorized denominations and having the same maturity, beating interest at the same rote and of a like aggregate principal amount as the Commercial Paper Note or Commercial Paper Notes surrendered for transfer. 14 Furthermore, Commercial Paper Notes may be exchanged for other Commercial Paper Notes of like tenor and character and of authorized denominations and having the same maturity, bearing the same rate of interest and of like aggregate principal amount as the Commercial Paper Notes surrendered for exchange, upon surrender of the Commercial Paper Notes to be exchanged at the Designated Office of the Registrar. Whenever any Commercial Paper Notes are so surrendered for ex change, the Registrar shall register and deliver new Commercial Paper Notes of like tenor and character as the Commercial Paper Notes exchanged, executed on behalf of, and furnished by, the City to the Holder requesting the exchange. The City and the Registrar may charge the Noteholder a sum sufficient to reimburse them for any expenses incurred in making any exchange or transfer after the first such exchange or transfer. The Registrar or the City may also require payment from the Holder of a sum sufficient to cover any tax, fee or other governmental charge that may be imposed in relation thereto. Such charges and expenses shall be paid before any such new Commercial Paper Note shall be delivered. New Commercial Paper Notes delivered upon any transfer or exchange shall be valid special obligations of the City, evidencing the same debt as the Commercial Paper Notes surrendered, shall be secured by this ordinance and shall be entitled to all of the security and benefits hereof to the same extent as the Commercial Paper Notes surrendered. The City reserves the right to change the above registration and transferability provisions of the Commercial Paper Notes at any time on or prior to the delivery thereof in order to comply with applicable laws and regulations of the United States in effect at the time of issuance thereof. Section 2.09. Series B Note Payment Fund. There is created and established with the Issuing and Paying Agent a separate and special fund to be designated as the "City of Corpus Christi, Texas Utility System Series B Note Payment Fund" (the "Series B Note Payment Fund"). Moneys on deposit in the Series B Note Payment Fund shall be used to pay principal of and interest on Commercial Paper Notes at the respective interest payment and maturity dates of each issue thereof as provided herein and the repayment of any Loans and Term Loans made pursuant to the Agreement (evidenced by the Loan Note). Amounts remairfing in the Series B Note Payment Fund not then necessary for the purposes thereof may be transferred to the Series B Note Construction Account (created pursuant to Section 2.12 hereof) upon request of an Authorized Representative. Additionally all proceeds of Loans shall be deposited into the Series B Note Payment Fund and used to pay the principal of and interest on the Conunercial Paper Notes. Moneys held in the Series B Note Payment Fund shall remain uninvested pending their expenditure. Section 2.10. Pledee: Payments. The Notes are special obligations of the City payable from and secured solely by the fimds pledged therefor pursuant to this Ordinance. The City agrees to cause payments to be made into the Series B Note Payment Fund at such times and in such amounts as are necessary to provide for the full payment of the principal of and the interest on the Notes when due. 15 To provide security for the payment of the principal of and interest on the Notes and any other amounts due under the Credit Agreement as the same shall become due and payable, there is hereby granted a lien on and pledge of, subject only to the provisions of this Ordinance permitting the application thereof for purposes and on the terms and conditions set forth herein, (i) the proceeds from (a) the sale of the Bonds issued for such purpose and (b) the sale of Commercial Paper Notes issued pursuant to this Ordinance for such purpose, (ii) Loans, (iii) the amounts held in the Series B Note Payment Fund until the amounts deposited therein are used for authorized purposes, provided, however, amounts in the Series B Note Payment Fund attributable to and derived from Loans shall be used only to pay, prior to any application to the payment of the Loan Note, the principal of and interest on the Commercial Paper Notes in full, and (iv) the amounts remaining on deposit in the Series B Note Construction Account after the payment of all Project Costs, and it is hereby resolved and declared the principal of and interest on the Notes and any other amounts due under the Credit Agreement shall be and are hereby equally and ratably secured by and payable 15om a lien on and pledge of the sources hereinabove identified in clauses (i), (ii), (fii) and (iv) subject and subordinate only to the exceptions noted therein. Additionally, to provide security for the payment of the principal of and interest on the Loan Note and other amounts due under the Credit Agreement as the same shall become due and payable, there is hereby granted a lien on and pledge of, subject only to the provisions of this Ordinance permitting the application thereof for purposes and on the terms and conditions set forth herein, suchlien on and pledge of Pledged Revenues to the Loan Notes and other amounts due under the Credit Agreement, however, being subordinate only to the lien and pledge of the Pledged Revenues securing the payment of the Priority Bonds and the debt service and reserve funds relating thereto. Unless a Loan Note is paid from the proceeds of Commercial Paper Notes or Bonds issued for such purposes, or amounts available in the Series B Note Payment Fund orthe Series B Note Construction Account, all as described above, such payments are to be made from Pledged Revenues on deposit in the Bank Payment Account hereto established within the Series B Note Payment Fund. The pledge and lien of Pledged Revenues in favor of the Bank created by this Ordinance shall be valid and bm(ting without any physical delivery thereof or fmther act by the City. Chapter 1208 applies to the issuance of the Commercial Paper Notes, the execution of the Credit Agreement and the pledge hereinabove described, and such pledge is therefore valid, effective, and perfected. If Texas law is amended at any time while the Commercial Paper Notes are outstanding and unpaid such that the pledge granted to the Bank is to be subject to the filing requirements of Chapter 9, Texas Business & Commerce Code, then in order to preserve to the Bank the perfection of the security interest in said pledge, the City agrees to take such measures as it determines are reasonable and necessary under Texas law to comply with the applicable provisions of Chapter 9, Texas Business & Commerce Code and enable a filing to perfect the security interest in said pledge to occur. Section 2.11. Application of Prior Covermts. The covenants and agreements (to the extent the same are not inconsistent herewith) contained in the Priority Bond Ordinance are hereby incorporated herein and shall be deemed to be for the benefit and protection of the Loan Notes and the Holder thereof in like manner as applicable to the Priority Bonds; provided, however, in the event of any conflict between the terms, covenants and agreements contained herein and the tenns, covenants and agreements contained in the Priority Bond Ordinance, the provisions of the Priority Bond Ordinance shall control over the provisions hereo£ Specifically, consistent with the provisions of the Priority Bond Ordinance, if any 16 property or facilities is sold or exchanged and such property or facilities constituted property or facilities comprising all or a part of a system within the System, the acquisition, improvement or extension of such system having not been financed by the City in any manner with the proceeds of Bonds, or with the proceeds of obligations which were refunded in whole or in part with the proceeds of Bonds, then the City may utilize the proceeds of such sale or exchange for any lawful purpose. Section 2.12. Series B Note Construction Account. There is hereby created and established a separate account hereby designated as the "City of Corpus Christi, Texas Utility System Series B Note Construction Account" (the "Series B Note Construction Account"). The Series B Note Construction Account shall be held at a depository of the City. Moneys deposited in the Series B Note Construction Account shall remain therein until from time to time expended to pay for Project Costs, and to refund obligations issued in connection with Eligible Projects and shall not be used for any other purposes whatsoever, except as otherwise provided below, and pending such expenditure, moneys in the Series B Note Construction Account may be invested at the direction of the Director of Finance or the designee thereof in Eligible Investments. Any income received from such investments (except as otherwise required to be rebated to the United States of America in accordance with the provisions of Section 4.08 hexeo0 shall be held in the Series B Note Construction Account. Any amounts on deposit in the Series B Note Construction Account designated by an Authorized Representative as eligible to pay interest during construction and thereafter may be transferred from time to time at the direction of an Authorized Representative to the credit of either the Series B Note Payment Fund or the Bank Payment Account for use in accordance with the terms of Sections 2.09 and 2.10 hereo£ Any amounts remaining in the Series B Note Construction Account after the payment of all Project Costs shall be paid at the direction of an Authorized Representative into either the Series B Note Payment Fund or the Series B Note Bank Repayment Fund and used for the payment of such maturities of the Commercial Paper Notes coming due at such times as may be selected by anAuthorized Representative or for the payment of the Loan Notes, as the case may be. In the event no Commercial Paper Notes are outstanding and there are no outstanding Loans, any amounts in the Series B Note Construction Account not anticipated to be needed to pay Project Costs shall be transferred to the Debt Service Fund established by the Priority Bond Ordinance. Section 2.13. Loan Note Account. There is hereby created and there shall be established and maintained within the Series B Note Payment Fund established by this Ordinance a separate account to be known as the "Loan Note Account" for the sole benefit of the Loan Note. Atter satisfying the requirements of the Priority Bond Ordinance and any other ordinance with respect to the Priority Bonds, with respect to the payment of principal of, and premium, if any, and interest on the Priority Bonds and funding the reserve fund therefor, there shall be deposited by the City to the Loan Note Account the amounts required by Section 2.10 hereof for the payment of the Loan Note. Section 2.14. Cancell0tion. All Commercial Paper Notes which at maturity are sunendered to the Paying AgenffRegistmr for the collection of the principal and interest thereof or are surrendered for transfer or exchange pursuant to the provisions hereof shall, upon payment or issuance of new Commercial Paper Notes, be cancelled by the Paying Agent/Registrar, and the Paying Agen~Registrar forthwith shall 17 transmit to the City a certificate identifying such Commercial Paper Notes and that such Commercial Paper Notes have been duly cancelled and destroyed. Section2.1S. Fiscal and Other A~ems. In furthemnceofthepmposesofthisOrdinance, theCity may fi'om time to time appoint and provide for the payment of such additional fiscal, paying or other agents or trustees as it may deem necessary or appropriate in connection with the Notes. Section 2.16. Credit Agxeement. The Credit Agreement, substantially in the form attached hereto as Exhibit C, is hereby approved, and shall be entered into with the Bank. The form of the Loan Note substantially in the form contained in the Credit Agreement is hereby approved with the interest rate to be determined as set forth therein. The City Manager is hereby authorized to execute and deliver any Loan Note, and the City Secretary is authorized to attest and to place the City seal on the Credit Agreement and the Loan Note. The City shall notify the rating agencies listed in Section 6.10 hereof of any change in the Bank, m the manner described in Section 6.10 hereof. Section 2.17. Funds Secured. That moneys in all such Funds, to the extent not invested as permitted hereunder, shall be secured in the manner prescribed by law for securing funds of the City. ARTICLE Iii ISSUE AND SALE OF NOTES Section 3.01. Issuance and Sale of Notes. (a) The Commercial Paper Notes shall be completed and dehvered by the Issuing and Paying Agent in accordance with telephonic, computer or written instructions of the Director of Finance orthe designee thereof and in the manner specified below and in the Issuing and Paying Agent Agreement. To the extent such instructions are not written, they shall be confirmed in writing by the Dix~ctor of Finance or the designee thereof within 24 hours. Said instructions shall specify such principal amounts, dates of issue, maturities, rates of discount or interest, or the formula or method of calculating interest and the basis upon which it is to be computed, and other terms and conditions which are hereby authorized and permitted to be fixed by the Director of Finance or the designee thereof at the time of sale of the Commercial Paper Notes. Such instructions shall include the purchase price of the Commercial Paper Notes, and a request that the Issuing and Paying Agent authenticate such Commercial Paper Notes by counter signature of its authorized officer or employee and deliver them to the named purchaser or purchasers thereof upon receipt of payment in accordance with the custom then prevailing in the New York financial market m regard to such Commercial Paper Notes. The roles of the New York Clearinghouse shall apply thereto. Such instmetions shall also contain provisions representing that all action on the pa~ of the City necessary for the valid issuance of the Commercial Paper Notes then to be issued has been taken, that all provisions of Texas and federal law necessary for the valid issuance of such Commercial Paper Notes with provision for interest exemption from federal income taxation have been comphed with, if applicable, and that such Commercial Paper Notes in the hands of the Holders thereof will be valid and enforceable obligations of the City according to their terms, subject to the exercise of judicial discretion in accordance with general principles of equity and bankrupts, insolvency, reorganization, moratorium and other similar laws affecting creditors' rights he~tofore or hereafter enacted 18 to the extent constitutionally applicable and that, if applicable, based upon the advice of Bond Counsel, the stated interest on the Commercial Paper Notes is exempt from federal income taxation. Such instructions shall also ceaify that: (i) no Event of Default under Section 5.01 hereof has occtared and is continuing as of the date of such Certificate; (ii) the City is in compliance with the covenants set forth m Article IV hereof as ofthe date of such insauctions; (iii) the City has been advised by Bond Counsel that the projects to be financed with the proceeds of the Commercial Paper Notes will constitute Eligible Projects, the obligations to be refunded were issued in connection with Eligible Projects and, fin/her, that the proposed expenditure of the proceeds of such Commercial Paper Notes for such projects and refunding will not cause the City to be in violation of its covenants set forth in Section 4.08 hereof, (iv) the sum of the interest payable on such Commercial Paper Note will not exceed a yield (calculated on the principal amount of the Commercial Paper Note on the basis of a 365-day or 366-day, as may be applicable, year and actual number of days elapsed) to the maturity date of such Commercial Paper Note in excess of the Maximum Interest Rate in effect on the date of issuance of such Commercial Paper Note; and (v) aRer the proposed issuance, the principal amount of Commercial Paper Notes to be Outstanding after such issuance and the interest thereon does not exceed the Commitment available under the terms of the Credit Agreement (b) The Loan Note shall be or has been delivered to the Bank and indebtedness may be incurred thereunder in accordance with the terms of the Credit Agreement. Section 3.02. Proceeds of Sale of Commercial Paper Notes. The proceeds of the sale of any Commercial Paper Notes (net of all expenses and costs of sale and issuance) shall be applied for any or all of the following purposes as directed by an Authorized Representative: (i) Proceeds to be used for the payment and redemption of outstanding Commercial Paper Notes at or before maturity and the repayment of any borrowing (evidenced by any Loan Note) or other amounts due under the Credit Agreement shall be retained in the Series B Note Bank Repayment Fund, and expended therefor;, and (ii) Proceeds not retained in the Series B Note Bank Repayment Fund as provided in subparagraph (i) above shall be transferred and deposited to the Series B Note Construction Account and used and applied in accordance with the provisions of Section 2.12 hereof. 19 Section 3.03. Issuin~ and Payine Aeent Aereement. The Issuing and Paying Agent Agreement by and among the City, the Bank and the Issuing and Paying Agent, relating to the Commercial Paper Notes, in substantially the form attached to this Ordinance as Exhibit D, is hereby approved, and any Authorized Representative is hereby authorized and directed to execute the same for and on behalf of the City and the City Secretary is authorized to attest and place the City seal on such instrument. Any Authorized Representative is hereby authorized to enter into any supplemental agreements with the Issuing and Paying Agent or with any successor Issuing and Paying Agent in order to implement the fimaions of the Issuing and Paying Agent or Registrar with respect to the Commercial Paper Notes including, without limitation, authorizing the Issuing and Paying Agent to effect draws upon the Credit Facility in such manner as may be provided in the Issuing and Paying Agent Agreement. The City shall notify the rating agencies listed in Section 6.10 hereof of any change in the Issuing and Paying Agent, in the manner described in Section 6.10 hereof. Section 3.04. Dealer A_meement. The Dealer Agreement to be entered into with Morgan Stanley & Co. Incorporated (the "Dealer") pettainm' g to the sale, fxom time to time, of Commercial Paper Notes or the purchase of Commercial Paper Notes from the City, all for a fee to be set forth in the Dealer Agreement, in substantially the form attached to this Ordinance as Exhibit E, is hereby approved, and any Authorized Representative is hereby authorized and directed to execute the same for and on behalf of the City and the City Secretary is authorized to attest and place the City seal on such insmunent. The City shall notify the rating agencies listed in Section 6.10 hereof of any change m the Dealer, in the manner described in Section 6.10 hereof. ARTICLE IV COVENANTS OF THE CITY Section 4.01. Lirnitationon Issuance. Unless this Ordinance is amended and modified by the City Council and in accordance with the pmvisions of Section 6.01 hereof, the City covenants that there will not be issued and outstanding at any time under this ordinance more than $75,000,000 in principal amount of Commercial Paper Notes. For purposes of this Section 4.01 any portion of outstanding Commercial Paper Notes to be paid on a particular day from moneys on deposit in the Series B Note Payment Fund and available proceeds of Notes or Bonds shall not be considered outstanding on such day. Additionally, the City covenants and agrees that the total principal amount of all Commercial Paper Notes outstanding at any one time and the total amount of interest accrued or to accrue thereon shall not exceed the Commitment available under the terms of the Credit Agreement. Section 4.02. t s dl~3kg_~__fi_C_~Zg~. The City hereby agrees and reaffirms its covenants to the holders of the Priority Bonds and covenants to the Holder of the Loan Note that it will at all times maintain rates and charges for the services furnished, provided, and supplied by the System which shall comply with 20 the provisions of the Priority Bond Ordinance, be reasonable and nondiscrimmatow and produce income and revenues sufficient to pay: (a) all maintenance and operating expenses, depreciation, replacement and betterment expemes and other costs as may be required by law (including specifically Section 1502.056, Texas Government Code); Co) the interest on and principal of all Priority Bonds, as and when the same shall become due, and to maintain the Funds and Accounts created and estabhshed for the payment and security of the Priority Bonds; (c) to the extent the same are reasonably anticipated to be paid with Pledged Revenues, the interest on and principal of the Loan Notes and other amounts due the Bank under the Credit Agreement, as and when the same shall become due; (d) the payment obligations of the City under the Federal Contract, as and when the same shall become due; and (e) any legal debt or obligation of the System as and when the same shall become due. Section 4.03. System Fund. Pursuant to Section 2.11 hereof, the City hereby reaffirms its covenant to the holders of the Priority Bonds, and hereby covenants with respect to the Holder of the Loan Notes, that all Gross Revenues shall be deposited as received in the "City of Corpus Christi Utility System Fund" (hereinafter referred to as "System Fund"), wkich is required by the Priority Bond Ordinance, which shall be kept separate and apart from all other funds of the City. Revenues received for the System Fund shall be deposited from time to time as received in such bank or banks as may be selected by the City in accordance with applicable laws relating to the selection of City depositories. Section 4.04. Priority of Deposits and Payments From S~tem Fund. The City shall make the deposits and payments from the Pledged Revenues in the System Fund when and as required by the Priority Bond Ordinance and such deposits shall be made in the order and with the priorities set foah in the Priority Bond Ordinance. After satis~ing the requirements of the Priority Bond Ordinance and any ordinance with respect to payment of principal, premium, if any, and interest on the Priority Bonds and the respective debt service and reserve fund requirements therefor, there shall be deposited by the City to the Bank Payment Account the amounts required by Section 2.10 hereof for the payment of the Loan Note. Section 4.05. Maintenance of Available Credit Facilities Requirement. The City agrees and covenants that at all times up to and including the Maximum Maturity Date, unless the Commercial Paper Notes are no longer outstanding it will maintain credit or liquidity facilities with banks in amounts such that, assuming that all then outstanding Commercial Paper Notes were to become due and payable immediately, the amount available for borrowing under such facilities would be sufficient at that time to pay principal and 21 interest of all Commercial Paper Notes. No Commercial Paper Note shall be issued which if, after giving effect to the issuance thereof and, if applicable, the immediate application of the proceeds thereof to retire other Commercial Paper Notes secured by the credit or liquidity facility, the agglegate principal amount of all Commemial Paper Notes secured by or payable t~om the credit or liquidity facility would exceed the amount of the commitment thereunder. The ava/lability for bon'owing of such amounts under such facilities may be subject to reasonable conditions precedent, including but not limited to, bankruptcy of the City. In fmtherance of the foregoing covenant, the City agrees that it will not issue any Commercial Paper Notes or make any borrowing which will result in a violation of such covenant, will not amend the Credit Agreement in a manner which will cause a violation of such covenant and, if and to the extent necessary to maintain compliance with such covenant, will arrange for new credit or liquidity facilities prior to, or contemporaneously with, the expiration of the Credit Agreement. Section 4.06. Bond~. The City hereby acknowledges that the Commercial Paper Notes ate being issued as bond anticipation notes, and therefore the City in good faith shall endeavor to sell a sufficient principal amount of the Bonds in order to have funds available, together with other moneys available therefor, to pay the Notes and the interest thereon, or any renewals thereof, as the same shall become due, and other amounts due under the Credit Agreement. Section 4.07. Punctual Payment. The City will punctually pay or cause to be paid the principal of and interest, if any, on the Notes (but only fi-om the sources pledged herein), in conformity with the Notes, this Ordinance and the Credit Agreement. Section 4.08. Commercial Paper Notes to Remain Tax Exempt. The City covenants to take any actionto assure, or refrain from any action which would adversely affect, the treatment of the Commercial Paper Notes as obligations described in section 103 of the Code, the interest on which is not includable inthe "gross income" of the holder for purposes of federal income taxation if such Commercial Paper Notes are designated by the City as "tax exempt". In furtherance thereof, the City covenants as follows: (a) to take any action to assure that no more than 10 percent of the proceeds ofthe Commercial Paper Notes or the projects financed therewith (less amounts deposited to a reserve fund, if any) are used for any "private business use", as defined in section 141 (b)(6) of the Code or, if more than 10 percent of the proceeds are so used, that amounts, whether or not received by the City, with respect to such private business use, do not, under the terms of this Ordinance or any underlying ammgement, directly or indirectly, secure or provide for the payment of more than 10 percent of the debt service on the Commercial Paper Notes, in contravention of section 141 (bX2) of the Code; (b) to take any action to assure that in the event that the "private business use" described in subsection (a) hereof exceeds 5 percent of the proceeds of the Commercial Paper Notes or the projects financed therewith (less amounts deposited into a reserve fired, ffany) then the amount in excess of 5 percent is used for a "private business use" which is "related" and not "disproportionate", within the meaning of section 141 (b) (3) of the Code, to the govemmental use; (c) to take any action to assure that no amount which is greater than the lesser of $5,000,000, or 5 percent of the proceeds of the Commercial PaperNotes (less amounts deposited into a reserve fund, if any) is directly or indirectly used to finance loans to persons, other than state or local governmental units, in contravention of section 141(c) of the Code; (d) to refrain from taking any action which would otherwise result in the Commercial Paper Notes being treated as "specified private activity bonds" within the meaning of section 141(b) of the Code; (e) to mfi'ain fiom taking any action that would result in the Commercial Paper Notes being "federally guaranteed" within the meaning of section 149(b) of the Code; (f) to refiain from using any portion of the proceeds of the Commercial Paper Notes, directly or indirectly, to acquire or to replace funds which were used, directly or indirectly, to acquire "investment property" (as defined in section 148(b)(2) of the Code) which produces a materially higher yield over the term of the Commercial Paper Notes, other than investment property acquired with -- (1) proceeds of the Commercial Paper Notes invested for a reasonable temporary period of 3 years or less until such proceeds are needed for the purpose for which the obligations are issued, (2) amounts invested in a bona fide debt service fund, within the meaning of section 1.148-1 (b) of the Treasmy Regulations, and (3) amounts deposited m any reasonably required reserve or replacement fund to the extent such amounts do not exceed 10 percent of the proceeds of the Commercial Paper Notes; (g) to otherwise restrict the use of the proceeds of the Commercial Paper Notes or amounts treated as proceeds of the Commercial Paper Notes, as may be necessary, so that the Commercial Paper Notes do not otherwise contravene the requirements of section 148 of the Code (relating to arbitrage) and, to the extem applicable, section 149(d) ofthe Code (relating to advance refundings); and (h) to pay to the Umted States of America at least once during each five-year period (beginning on the date of delivery of the Commercial Paper Notes) an amount that is at least equal to 90 percent of the "Excess Earnings", within the meaning of section 148(0 of the Code, and to 23 pay to the United States of America, not later than 60 days after the Commercial Paper Notes have been paid in fifll, 100 percent of the amount then required to be paid as a result of Excess Eamings under section 148(0 of the Code. The City represents and covenants that it will not expend, or permit to be expended, the proceeds of any Commercial Paper Notes in any manner inconsistent with its reasonable expectations as certified in a federal tax ceflificate to be executed from time to time with respect to the Commercial Paper Notes; provided, however, that the City may expend Coinmercial Paper Note pmceeds in any manner if the City first obtains an unqualified opinion of Bond Counsel that such expenditure will not impair the exemption from federal income taxation of interest paid on the Commercial Paper Notes. The City represents that it has not been notified of any listing or proposed listing by the Intemal Revenue Service to the effect that it is an issuer whose arbitrage cefliflcations may not be relied upon. The City understands that the term "proceeds" includes "disposition proceeds" as defined in the Regulations and, in the case of a refunding bond, transferred proceeds (if any) and proceeds of the refunded bonds expended prior to the date of the issuance of the Commercial Paper Notes. It is the understanding of the City that the covenants contained herein are intended to assure compliance with the Code and any regulations or rulings promulgated by the U.S. Department of the Treasmy pursuant thereto. In the event that regulations or rulings ate hereafter pmmulgated which modify, or expand pmvisions of the Code, as applicable to the Commercial Paper Notes, the City will not be required to comply with any covenant contained herein to the extent that such failure to comply, in the opinion of Bond Counsel, will not adversely affect the exemption tiom federal income marion of interest on the Commercial Paper Notes under section 103 of the Code. In the event that regulations or rulings are hereafter promulgated which impose additional requirements which are applicable to the Commercial Paper Notes, the City agrees to comply with the additional requirements to the extent necessary, in the opinion of Bond Counsel, to preserve the exemption from federal income taxation of interest on the Commercial Paper Notes under section 103 of the Code. In furtherance of such intention, the City Council hereby authorizes and directs any Authorized Representative to execute any documents, certificates or reports required by the Code, and to make such elections on behalf of the City which may be permitted by the Code as are consistent with the purpose for the issuance of the Commercial Paper Notes. In order to facilitate compliance with the above clause (h), a "Rebate Fund" is hereby established by the City for the sole benefit of the Un/ted States of America, and such Fund shall not be subject to the claim of any other person, including without limitation the Noteholders. The Rebate Fund is established for the additional purpose of compliance with section 148 of the Code. Section 4.09. Allocationof. and Limitation on. Expenditures for Eligible Proiects. That the City covenants to account for on its books and records the expenditure of proceeds from the sale of the Commercial Paper Notes and any investment earnings thereon to be used for Eligible Projects by allocating proceeds to expenditures within eighteen (18) months of the later of the date that (a) the expenditme on a Eligible Project is made or (b) each Eligible Project is completed; but in no event later than three (3) years 24 attcer the date on which the expenditure is paid. The foregoing notwithstanding, the City recognizes that in order for proceeds to be expended under the Code, sale proceeds or investment earnings must be expended no more than sixty (60) days after the earlier of (a) the fffih anniversary of the date of delivery ofthe Commercial Paper Notes or(b) the date the Commercial Paper Notes are retired. The City agrees to obtain the advice of Bond Counsel if such expenditure fails to comply with the foregoing to assure that such expenditure will not adversely affect the m-exempt status of the Commercial Paper Notes. For purposes of this Section, the City shall not be obligated to comply with this covenant if it obtains an opinion of Bond Counsel to the effect that such failure to comply will not adversely affect the excludability for federal income tax purposes from gross income of the interest. Section 4.10. Disposition of Elieible Proiects. That the City covenants that the property constituting an Eligible Project financed with the proceeds of the Commercial Paper Notes will not be sold or otherwise disposed in a transaction resulting in the receipt by the City of cash or other compensation, unless the City obtains an opinion of Bond Counsel substantially to the effect that such sale or other disposition will not adversely affect the tax-exempt status ofthe Commercial Paper Notes. For proposes of this Section, the portion of the property comprising personal property and disposed of in the ordinary course of business shall not be treated as a transaction resulting in the receipt of cash or other compensation. For purposes ofthis Section, the City shall not be obligated to comply with this covenant if it obtains an opinion of Bond Counsel to the effect that such failure to comply will not adversely affect the excludability for federal income tax purposes from gross income of the interest. Section 4.11. Taxable Oblieafions. That the provisions of Section 4.08 of this Ordinance notwithstanding, the City reserves the ability to issue Commercial Paper Notes in a manner such that such obligations are not obligations described in section 103(a) of the Code or are obligations which constitute "private activity bonds" within the meaning of section 141 (b) of the Code. If Commercial Paper Notes are so issued, the AuthoriZed Representative is authorized to designate such Commercial Paper Notes in such a manner as to distinguish such Commercial Paper Notes from those Conmnercial Paper Notes that are issued as obligations described m section 103(a) of the Code. Section 4.12. Sunnlemental Ordinances. Other than as permitted herein with respect to the issuance of additional obligations of the City secured by the Net Revenues of the System, the City will not adopt any supplemental ordinances with respect to the Pledged Revenues of the System, pursuant to the Priority Bond Ordinance or otherwise, without the consent of the Bank. Section 4.13. Opinion of Bond Counsel. The City shall cause the legal opinion of Bond Counsel as to the validity of the Notes and as to the exemption of interest on the Commercial Paper Notes from federal income taxation to be fumished to any Noteholder without cost. In addition, a copy of said opinion may be printed on each of the Commercial Paper Notes. In addition, in connection with the annual updating of the Offering Memorandum (as provided in accordance with Section 6.08 hereof) as required by the Dealer Agreement, there shall be provided an annual updated opinion of Bond Counsel, at the cost of the City or the Dealer as agreed to in the Dealer Agreement. 25 Section 4.14. Compliance With Priority Bond Ordinance and Other Docum~t.g The City will comply with the terms and provisions ofthe Priority Bond Ordinance, the Federal Contract, and any other ordinance or contract to which the City is a party, the non-compliance with which would materially adversely affect the ability of the City to make payments on the Notes when due. Section 4.15. ReservationofRiehttolssuePfioritv Bonds and Obli~tions oflnferior Lien. The City hereby expressly reserves the fight to hereafter issue Priority Bonds in accordance with the provisions of the Priority Bond Ordinance, payable from and secured by a hen on and pledge of the Pledged Revenues of the System prior in right and claim to the lien and pledge securing the payment of the Loan Note. The City also retains the right to issue bonds, notes, or other evidences of indebtedness or to incur contractual obligalions secured by a lien on and pledge of the Pledged Revenues of the System junior and subordinate to the lien and pledge securing the Loan Note. The payment obligation ofthe City under the Federal Contract is jmor and subordinate to the payment obligations of the City under the Loan Note. Section4.16. Onc'oing Continuing Disclosure Covenant Totheextentrequiredbytheprovisions of Rule 15c2-12, promulgated by the U.S. Securities and Exchange Commission (the "Rule"), the City agrees to enter into an agreement to file financial information and operating data with respect to the Commercial Paper Notes with such entities as are designated pursuant to the terms of the Rule as nationally recognized municipal securities information repositories and the state information depository in Texas. The City currently anticipates issuing Commercial Paper Notes with stated maturities of 270 days or less, and under the provisions of the Rule, as they exist on the date this Ordinance is adopted, the City is exempted from complying with the unde~aking described in the first sentence of this Section 4.16 ff the Commercial Paper Notes are so issued with stated maturities of the duration hereinabove described. ARTICLE V EVENTS OF DEFAULT AND REMEDIES OF NOTEHOLDERS Section 5.01. Events of Default. If one or more of the following events shall occur:. (a) if default shall be made in the due and punctual payment of any installment of principal of any Commercial Paper Note when and as the same shall become due and payable, whether at maturity as therein expressed, by declaration or otherwise; (b) ifthe City shall fail to make due and punctual payment ofany installment ofinterest on any Commercial Paper Note when and as such interest installment shall become due and payable and such failure shall continue for five (5) Business Days; (c) if the principal of any Loan Note (and interest accrued thereon) shall become due and payable prior to the maturity thereof under such Loan Note and the Credit Agreement; 26 (d) ifdefault shall be made by the City in the performance or observance of any other of the covenants, agreements or conditions on its part in this ordinance or in the Commercial Paper Notes contained, and such default shall continue for a period of sixty (60) days after written notice thereof; provided, however, if such default cannot be cured within the sixty (60) day period but corrective action to cure such default is commenced and diligently pursued until the default is corrected no such Event of Default shall be deemed to have occurred; (e) if there shall occur the dissolution (without a successor being named to assume the rights and obligations) or liquidation of the City or the filing by the City of a voluntary petition in bankruptcy, or adjudication of the City as a bankrupt, or assignment by the City for the benefit of its creditors, or the entry by the City into an agreement of composition with its creditors, or the approval by a court of competent jurisdiction with its creditors, or the approval by a court of competent jurisdiction of a petition applicable to the City in any proceeding for its reorgamzation instituted under the provisions of the Bankruptcy Code, as amended, or under any similar act in any jurisdiction which may now be in effect or hereafter enacted; or (I') if an order or decree shall be entered, with the consent or acquiescence of the City, appointing a receiver or receivers of the System, or any part thereof, or of the rents, fees, charges or other revenues therefrom, or if such order or decree, having been entered without the consent or acquiescence of the City shah not be vacated or discharged or stayed within ninety (90) days after the entry thereofi then such event as described above shall constitute an "Event of Default" under this Ordinance. Section 5.02. Suits at Law orin Eo_uity and Manda~llS. In case one or more Events of Default shall occur, then and in every such case the Holder of any Note at the time outstanding shall be entitled to proceed to protect and enforce such Holdea*s rights by such appropriate judicial proceeding as such Holder shall deem most effectual to protect and enforce any such right, either by suit in equity or by action at law, whether for the specific performance of any covenant or agreement contained in this Ordinance, or in aid of the exercise of any power granted in this Ordinance, or to enforce any other legal or equitable right vested in the Holders of Notes by this Ordinance or the Notes or by law. The provisions of this Ordinance shall be a contract with each and every Holder of Notes and the duties of the City shall be enforceable by any Noteholder by mandamus or other appropriate suit, action or proceeding in any court of competent jurisdiction. Section 5.03. Remedies Not Exclusive. No remedy herein conferred upon or reserved to the Holders of Notes is intended to be exclusive of any other remedy, and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing, at law or in equity or by statute or otherwise, and may be exercised at any time or from time to time, and as often as may be necessat-j, by the Holder of any one or more of the Notes. 27 ARTICLE VI MISCELLANEOUS Section 6.01. Amendments or Modifications Without Consent of Holders of Notes, (a) 'Ibis Ordinance and the rights and obligations of the City and of the Holders of Notes may be modified or amended at any time by a supplemental ordinance, without notice to or the consent of any Noteholders, but only to the extent permitted by law, and, subject to the rights of the holders of the Notes, only for any one or more of the following purposes - (1) to add to the covenants and agreements of the City in this Ordinance contained, other covenants and agreements thereafter to be observed, or to surrender any right or power herein reserved to or conferred upon the City; (2) to cure any ambiguity or inconsistency, or to cure or correct any defective provision contained in this Ordinance, upon receipt by the City of an approving opinion of Bond Counsel selected by the City, that the same is needed for such purpose, and will more clearly express the intent of this Ordinance; or (3) to supplement the security for the Notes, replace or provide additional credit facilities, make such changes, modifications or amendments as may be necessary or desirable in order to obtain or maintain the granting of a rating on the Bonds by a nationally recognized municipal bond rating service, or change the form of the Notes or make such other changes in the provisions hereof as the City may deem necessary or desirable and which shall not materially adversely affect the interests of the Holders of the Notes; provided, however, that nothing herein contained shall permit or be construed to pennit the amendment of the terms and conditions of this ordinance or of the Commercial Paper Notes so as to: (1) Make any change in the maturity of any of the outstanding Commercial Paper Notes; (2) Reduce the rote of interest beme by any of the outstanding Commercial Paper Notes; (3) Reduce the amount of the principal payable on any of the outstanding Commercial Paper Notes; (4) Modify the terms of payment of principal of or interest on the outstanding Commercial Paper Notes, or impose any conditions with respect to such payment; 28 (5) Affect the rights ofthe Holders ofless than all ofthe outstanding Commercial Paper Notes; or (6) Reduce or restrict the pledge made pursuant to Section 2.10 hereof for payment of the Commercial Paper Notes without the consent of the Holdem of all Outstanding Commercial Paper Notes; and provided, further, that no change, modification or amendment shall be made in this Ordinance or become valid and effective (i) without the approval of such change, modification or amendment by the Attomey General of the State of Texas, to the extent required by the Act and (ii) without the consent of the Bank, if the Bank is not in default under the terms of the Credit Agreement. (b) If at any time the City shall desire to amend this Ordinance in a manner that requites the consent of the Holders of all Outstanding Commercial Paper Notes under the terms of subsection (a), the City shall cause notice of the proposed amendment to be published in a financial newspaper or journal of general circulation in The City of New York, New York, once during each calendar week for at least two successive calendar weeks. Such notice shall briefly set forth the nature of the proposed amendment and shall state that a copy thereof is on file at the principal office of the IsSUing and Paying Agent for inspection by all owners of Commercial Paper Notes issued hereunder. Such publication is not required, however, if the City gives or causes to be given such notice in writing to DTC, if the Commercial Paper Notes are held in a book-entry only system, or to each owner of Commercial Paper Notes. A copy of such Notice shall be provided in writing to (i) the Bank at the address shown in the Credit Agreement as the address to which notices to the Bank are to be sent and (ii) to each national rating agency maintaining a rating on the Commercial Paper Notes. (c) Whenever at any time not less than thirty (30) days, and within one year, from the date of the first publication of said notice or other service of written notice of the proposed amendment the City shall receive an instrument or instmments executed by all of the owners of the Commercial Paper Notes, which instrun~t or instruments shall refer to the proposed amendment described in said notice and which specifically consent to and approve such amendment in substantially the form of the copy thereof on file as aforesaid, the City may adopt the amendatory ordinance in substantially the same form. (d) Upon the adoption by the City of any ordinance to amend this Ordinance pursuant to the provisions of this Section, this Ordinance shall be deemed to be amended in accordance with the amendatory ordinance, and the respective fights, duties, and obligafiom of the City and all the owners of then Outstanding Commercial Paper Notes and all future Commercial Paper Notes shall thereafter be determined, exercised, and enforced under this Ordinance, as amended. (e) Any consent given by any owner o f Commercial Paper Notes pursuant to the provisions of this Section shall be inevocable for a period of six months t~om the date of the first publication or other service of the notice provided for in this Section 6.01, and shall be conclusive and binding upon all fiaure owners 29 ofthe same Commercial Paper Notes during such period. Such consent may be revoked at anytime atter six months from the date of the first publication of such notice by the owner who gave such consent, or by a successor m title, by filing notice thereof with the Issuing and Paying Agent and the City, but such revocation shall not be effective if the owners of all of the Outstanding Commercial Paper Notes consented to and approved the amendment prior to the attempwat revocation. Section 6.02. Additional Actions. (a) The Mayor, the City Secretary, the Authorized Representatives and the other officers of the City are hereby authorized and directed, jointly and severally, to do any and all things and to execute and deliver any and all documents which they may deem necessary or advisable in order to consummate the issuance, sale and delivery of the Notes and otherwise to effectuate the purposes of this Ordinance, the Credit Agreement, the Dealer Agreement, the Offering Memorandum and the Issuing and Paying Agent Agreement. Specifically, by the adoption of this Ordinance, the City Council hereby authorizes the payment of the fees and expenses incun-ed and to be paid by the City in connection with the issuance, sale and delivery of the Notes and the execution and delivery of the Credit Agreement, the Dealer Agreement and the Issuing and Paying Agent Agreement. (b) In order for the City Council to be kept informed of the general activities and future needs of the System, the City Manager or the designee thereof shall report periodically to the City Council, but no less frequently than once each calendar quarter, and provide the City Council with a summary of recent events relating to the System and actions taken by the City with respect to such events. Such report shall include information relating to (i) the financial condition of the System including the most recent balance sheet and income statement available (or similar financial information prepared by City staff for review by the City Council) and, once each year, a summary of the annual audit prepared for or with respect to the System, (ii) major construction projects in progress or expected to begin during the next six months, (ih) additional major capital projects with respect to the System the City Manager expects the City to undertake in the future, (iv) expectations ofthe City Manager relating to the need of the City Council to authorize the issuance of additional indebtedness payable from revenues of the System or raising utility rotes during the next twelve months, and (v) such other matters as the City Council, acting through the Mayor, may request in writing. Section 6.03. Ordinance to Constitute a Contract: Equal Security. In consideration of the acceptance of the Notes, the issuance of which is authorized hereunder, by those who shall hold the same fi'om time to time, this Ordinance shall be deemed to be and shall constitute a contract between the City and the Holders from time to time ofthe Notes and the pledge made in this ordinance by the City and the covenants and agreements set forth in this Ordinance to be performed by the City shall be for the equal and proportionate benefit, security and protection of all Holders of the Notes, without preference, priority or distinction as to security or otherwise of any of the Notes authorized hereunder over any of the others by reason of time of issuance, sale or maturity thereof or otherwise for any cause whatsoever, except as expressly provided in or permitted by this Ordinance or, with respect to the Loan Note, the Credit Agreement. 30 Section6.04. SeverabilitvofInvalidProvisiol~. Ifanyoneormoreofthecovenants, agreements or provisions herein contained shall be held contrary to any express provisions of law or contrary to the policy of express law, though not expressly prohibited, or against public pohcy, or shall for any reason whatsoever be held invalid, then such covenants, agreements or provisions shall be null and void and shall be deemed separable from the remaining covenants, agreements or provisions and shall in no way affect the validity of any of the other provisions hereof or of the Notes issued hereunder. Section 6.05. Payment and Performance on Business Days. Whenever under the terms of this Ordinance or the Commercial Paper Notes, the performance date of any provision hereof or thereof, including the payment of principal of or interest on the Commercial Paper Notes, shall occur on a day other than a Business Day, then the performance thereof, including the payment of principal of and interest on the Commercial Paper Notes, need not be made on such day but may be p~n-formed or paid, as the case may be, on the next succeeding Business Day with the same force and effect as if made on the date of performance or payment. Section 6.06. Defeasance. If, when all or any portion of the Commercial Paper Notes shall have become due and payable in accordance with their terms or otherwise as provided in this Ordinance, the entire principal and interest so due and payable upon said Commercial Paper Notes shall be paid, or if at or prior to the date said Commercial Paper Notes have become due and payable, sufficient moneys or Defeasance Securities, the principal of and interest on which will provide sufficient moneys for such payment, shall be held in tmst by the Issuing and Paying Agent and provision shall also be made for paying all other sums payable hereunder by the City with respect to said Commercial Paper Notes, the pledge herein created with respect to said Commercial Paper Notes shall thereupon cease, terminate and become discharged and said Commercial Paper Notes shall no longer be deemed outstanding for proposes of this Ordinance and all the provisions of this Ordinance relating to the Commercial Paper Notes, including all covenants, agreements, hens and pledges made herein for the benefit thereof, shall be deemed duly discharged, satisfied and released. Section 6.07. Limitation of Benefits with Reject to the Ordinance With the exemption ofthe rights or benefits herein expressly conferred, nothing expressed or contained herein or implied from the provisions of this Ordinance orthe Notes is intended or should be constmted to confer upon or give to any person other than the City, the Holders of the Notes, the Issuing and Paying Agent and the parties to the Dealer Agreement and the Credit Agreement, any legal or equilable right, remedy or claim under or by reason of or in respect to this Ordinance or any covenant, condition, stipulation, promise, agreement or provision herein contained. This Ordinance and all of the covenants, conditions, stipulations, promises, agreements and provisions hereof are intended to be and shall be for and inure to the sole and exclusive benefit of the City, the Holders of the Notes, the Issuing and Paying Agent/Registrar and the parties to the Dealer Agreement and the Credit Agreement as herein and therein provided. Section 6.08. Use of Offering Memorandum. The use by the Dealer of the Offering Memorandmn, prepared by the Dealer in connection with the sale of Commercial Paper Notes, and the 31 distribution of the Offering Memorandum by the Dealer, is approved subject to the approval thereof by an Authorized Representative. Section 6.09. Approval of Attorney General The Authorized Representative shall submit this Ordinance and a transcript of proceedings related thereto to the Attorney General of the State of Texas for approval, as required by the Act. No Notes herein authorized to be issued shall be sold or delivered by an Authorized Representative until the Attomey General ofthe State of Texas shall have approved this Ordinance, the Credit Agreement and other agreements and proceedings as may be required in connection therewith, all as required by the Act. Section 6.10. Notice to Ratin~ Aeencies and Bondholders. The City agrees to provide written notice to each of Moody's Investors Service and Standard & Poor's Ratings Group, a division of McGraw Hill Coq~oration, which then rotes the Commercial Paper Notes, of any expiration, termination or extension of the Credit Facility, or any amendment or supplemem made to either this Ordinance, the Credit Agreement, the Issuing and Paying Agent Agreement orthe Dealer Agreement, or any change in the Bank, hhe Dealer orthe Issuing and Paying Agent. Notice of any ofthe aforementioned events also shall be given to Holders in accordance with and in the manner described in Section 6.01Co) hereof. Section 6.11. Preamble. The preamble to this Ordinance shall be considered an integral part of this Ordinance, and is heroin incorporated as part of the body of this Ordinance for all purposes. Section 6.12. Immediate Effect This Ordinance shall be effective immediately from and atter its passage in accordance with the provisions of Section 1201.028, Texas Government Code. Section 6.13. ~. It is hereby officially found and determined that the meeting at which this Ordinance was passed was open to the public, and public notice of the tune, place and purpose of said meeting was given, all as required by Chapter 551. ADOPTED this 25th day of Mareh, 2003. Mayor ATTEST: City Secretary (SEAL) 32 APPROVED AS TO FORM: City Attomey 33 Exhibit A: Form of Commercial Paper Note: UNITED STATES OF AMERICA STATE OF TEXAS CITY OF CORPUS CHRISTI, TEXAS UTILITY SYSTEM COMMERCIAL PAPER NOTE, SERIES B Principal Amount: Interest to Maturity: Due at Maturity: Note Date: Maturity Date: Number of Days: Interest Rate (%): Owner: The City of Corpns Christi (the "City"), in Nueces and San Patficio Counties, State of Texas, FOR VALUE RECEIVED, hereby promises to pay, solely from the sources hereinafter identified and as hereinaRer stated, to the order of the party specified above on the maturity date specified above, the principal sum specified above and to pay interest, if any, on said principal amount at said maturity date, from the above specified note date to said maturity date at the per annum interest rote shown above (computed on the basis of actual days elapsed and a 365-day or 366-day year, as may be applicable); both principal and interest on this Commercial Paper Note being payable in lawful money of the United States of America at the designated corporate trust office of the Issuing and Paying Agent executing the "Certificate of Authemication" endorsed hereon and appearing below, or its successor. No interest will accrue on the principal amount hereof after said maturity date. Defined terms used herein shall have the same meaning given to said terms in the hereinafter defined Ordinance, unless the context of the use of such term indicates otherwise. The interest rote bome by this Commercial Paper Note shall not exceed the Maximum Interest Rate. This Commercial Paper Note is one of an issue of Commercial Paper Notes which, together with other forms of short term obligations, including the below referenced Loan Note, has been duly authorized and issued in accordance with the provisions of an ordinance (the "Ordinance") passed by the City Council of the City for the purpose of financing Project Costs of Eligible Projects for the System; to refund obligatiom issued in connection with an Eligible Project; and to refinance, renew or refund Notes, Prior Lien Bonds, and Subordinated Obligations, including interest thereon, in accordance with the provisions of the Ordinance; all in accordance and in strict conformity with the provisions of the Act. This Commercial Paper Note, together with the other Commercial Paper Notes, is payable from and equally secured by a lien on and pledge of (i) the proceeds from (a) the sale of other Commercial Paper Notes issued for such purpose and Co) the sale ora series or issue of Bonds to be issued by the City for such purpose, (ii) Loans under and pursuant to the Credit Agreement between the City and the Bank pursuant to which the Bank has agreed to provide credit to the City under the terms and conditions set forth therein, which Loans are to be evidenced, as provided in the Credit Agreement, by a Loan Note, and (iii) amounts in certain funds established pursuant to the Ordinance. This Commercial Paper Note, together with the other Commercial Paper Notes, is payable solely from the sources hereinabove identified securing the payment thereof, and the Commercial Paper Notes do not constitute a legal or equitable pledge, charge, lien or encumbrance upon any other property of the City or the System. The holder hereof shall never have the fight to demand payment of this obligation from any sources or properties of the City except as identified above. It is hereby certified and recited that all acts, conditions and things required by law and the ordinance to exist, to have happened and to have been performed precedent to and in the issuance of this Commercial Paper Note, do exist, have happened and have been performed in regular and in due time, form and manner as required by law and that the issuance of this Commemial Paper Note, together with all other Commercial Paper Notes, is not in excess of the principal amount of Commercial Paper Notes permitted to be issued and at any one time be outstanding under the terms of the Ordinance. This Commercial Paper Note has all the qualifies and incidents of a negotiable instrmnent under the laws of the State of Texas. This Commercial Paper Note shall not be entitled to any benefit under the Ordinance or be valid or become obligatory for any purpose until this Cotmnercial Paper Note shall have been authenticated by the execution by the Issuing and Paying Agent of the Certificate of Authentication hereon. IN TESTIMONY WHEREOF, the City Council has authorized and caused this Commercial Paper Note to be executed on its behalf by the manual or facsimile signature of the City Manager and countersigned by the manual or facsimile signatures of the City Secretary and its official seal to be impressed or a facsimile thereof to be printed hereon. COUNTERSIGNED: City Secretary, City of Corpus Christi, Texas City Manager, City of Corpus Christi, Texas ISSUING AND PAYING AGENT'S CERTIFICATE OF AUTHENTICATION This Commercial Paper Note is one of the Commercial Paper Notes delivered pursuant to the within mentioned ordinance. as Issuing and Paying Agent Authorized Signatory THE STATE OF TEXAS COUNTIES OF NUECES AND SAN PATRICIO CITY OF CORPUS CHRISTI I, the undersigned, City Secretary of the City of Corpus Christi, Texas, do hereby ceftin, that I have compared the attached and foregoing excerpt from the minutes of the regular meeting of the City Council of the City of Corpus Christi, Texas which was held on March 25, 2003, and of an ordinance which was duly passed at said meeting, and that said copy is a hue and correct copy of said excerpt and the whole of said ordinance. Said meeting was open to the public, and public notice of the time, place and purpose of said meeting was given, all in accordance with Chapter 551, Texas Government Code. In testimony whereof, I have set my hand and have hereunto affixed the seal of said City of Corpus Christi, this 25th day of March, 2003. City Secretary of the City of of Corpus Christi, Texas (SEAL) Corpus Chdsti, Texas day of ,20 The above ordinance was passed by the following vote: Samuel L. Neal, Jr. Brent Chesney Javier Colmenero Henry Garrett Bill Kelly Rex A. Kinnison John Longoria Jesse Noyola Mark Scott 4 I CITY COUNCIL AGENDA MEMORANDUM City Council Action Date: _3/25/03__ AGENDA ITEM: Ordinance authorizing the issuance and sale of City of Corpus Christi, Texas Utility System RevenJae RefundinG Bonds, Series 2003, in an aggregate principal amount not to exceed $35,000,000 000 and appointing Dain Rauscher as managing underwriter and Bank of America as co-manager. ISSUE: Last fall, the City planned to issue utility revenue bonds to fin_ance new utility projects, to provide permanent financing for projects funded through its commercial paper program, and to refund existing and higher rate utility bonds. To this end, the City issued $92.33 million in September 2002. Because the present value savings target of % was never reached for the refunding portion, this part of the transaction did not occur. On March 12, 2003, present value savings were calculated as $1,081,383 or 3.07%. The current rate structure does make it feasible for the City to refund higher rate utility bonds. With the current risk of war with Iraq, and the potential for volatility in the municipal bond markets, we are requesting approval of a parameter sale for the issuance of refunding bonds. A parameter sale provides authorization for the City Manager to approve the issuance of the bonds at the time when the present value target is met, with low interest rates and the ability to invest the escrow fund with as little negative arbitrage as possible. As provided in the bond ordinance, ifthe present value savings are not achieved by June 27, 2003, the authority to issue the bonds expires. The actual amount of the refimding bonds is dependent upon the municipal bond and U. S. Treasury markets on the sale date. We are also recommending that to expedite this transaction, the firm ofDain Rauscher be appointed as managing underwriter. This is the firm that served as managing underwriter for the September 2002 issue. The City Council has recently asked that a new RFP be issued for pre-qualification of underwriting firms. As this will take several months to accomplish, we recommend that Bank of America Securities be appointed as the co-manager as the local participant in the transaction. REQUIRED COUNCIL ACTION: Approve an ordinance authorizing the issuance and sale of utility system revenue refunding bonds. The proposed ordinance authorizes the appointment of RBC Dain Rauscher as managing underwriter and Bank of America as co-managing underwriter. PREVIOUS COUNCIL ACTION: An ordinance dated August 20, 2002, authorizing the issuance and sale of City of Corpus Christi, Texas Utilities System Revenue Refunding and Improvement Bonds, Series 2002, in an aggregate principal amount not to exceed $130,000,000; authorizing the City Manager to execute a bond purchase agreement subject to 2.85% threshold parameter set forth in the ordinance; authorizing the execution of an escrow agreement; and ordaining other matters related to the sale of the bonds. CONCLUSION AND RECOMMENDATION: It is Staff's recommendation that the City Council approve the City of Corpus Christi, Texas Utility System Revenue Refunding Bonds, Series 2003, in an aggregate principal amount not to exceed $35,000,000. Lee Ann Dumbauld Director of Financial Services ORDINANCE AUTHOI~IZING THE ISSUANCE AND SALg~ OF CITY OF CORPUS CHRISTI, ~ UTIIATY SYSTF~ REVENUE REFUNDING BONDS, SERIg~S 2003, AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $~___,000,000 THE SI'ATE OF TEXAS : COUNTIES OF NUECES AND SAN PATRICIO : CITY OF CORPUS CHRISTI : WHEREAS, the City of Coqms Christi, Texas (the "City" orthe '~lssuer"), a "home-rule" city oPer,03ag onder a hom~mle cha~i~ adopted ponnmnt to Section 5 ofARicle XI of the Texas Comthution, with a population according to thc ~ flxleml decennial con~s of in excess of 90,000, has ~fore issued its City of Coqms Christi, Texas Utility Symem Revenue Refundin~o Bonds, Series ~990 (tbe "Series 1990 Bonds'~), i~s Utility Sy~m Revenue Bonds, Series 1994 (the "Series 1994 Bonds'r), its Utility System Revenue Bonds, Series 1994-A (tbe "Series 1994-A Bonds"), ils Utility System R~venue Bonds, Series 1995 (the "Series 1995 Bonds"), its Utility System Revenue Bonds, Series 1995-A (the "Series 1995-A Bonds"), i~ City ofCo~pas Ch~sti, Terns Utility System ~ Rehadhgaad ~,~,;~oeemont Bo~ls, Series 1999 (fig "Series 1999 Bonds"), its City of Co~us Christi, Texas Utility System Revenue Refunding and h-.-~ovemant Bonds, Series 1999-A, in the aggregm~ e principal anlount of $15,750,000 (the "Series 1999-A Bonds'% ~ City ofCoq~ Cluisti, Texas Utility System Revenue Refundin~ Bonds, Series 2000 (~e "S~ias 2OOO nonds"), ~s C~y ofCapus Cha.~i, Texas t~ty Symm Reveme P. etumliag maas, S~ies 2000-A (the "Series 2000-A Bonds'9 and ~ City of Corpus Cluisti, Texas Utility System Revenue Refunding mad li-:~ovement Bonds, Series 2002 (the "Series 2002 BondsD; and WHEREAS, the Series 1994 Bonds, the Series 1994-A Bonds, the Series 1995 Bonds, tbe Series 1995-A Bonds, the Series 1999 Bonds, the Series 1999-A Bonds, the Series 2000 Bonds, the Series 2000-A Bonds and the Series 2002 Bonds are sometimes collectively referred to heroin as the -previously Ordinance"), the City reserved the right to issue revenue bonds on a parity with the Series 1990 Bonds; and WHEREAS, the City Council has determinedto refund certain of the ou~anding ~y Issued Parity Bonds described in Schedule I to this Ordinance (the "Refunded Bonds'~ to achieve a d~bt s~xvice WHEREAS, the bonds heminaRer authorized are to be issued and delivo~ pursuant to the laws of the State of Texas, including specifically Cha0ter 1207 (and specifically Section 1207.061), Texas Government Code, as amended, for the ptwpose set forth above. NOW, Tm~REFORE, BI; IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: Section 1. BONDS AUTHOr. That ~hc~e shall be amtm62rd to bc imued, anld, and delivemihetetmder fully registered bonds, without ia~t coupom (the "Bonds'% numbered consecutively from R-I upward, pay'able to ~e respective initial regis~ed own~ ~ or to ~he registered assignee or assignees of the Bonds or ~y potion or porfiom thereof, in t~e denomination of $5,000 or any integral r,~dfple lhereof(an "Authori2ed Dem~inaiion"), m~n'ing not later than July 15, 2032, payable serially or otherwise on the date~ in the years and in lhe ~.¢ipal amounts, n~oztively, and ~ ali as set forth to be iszued, sold and delivered may not be sold in ~ aggt~ e p~al amount in excess of $~,000,000. Section 2. SP,!,E OF BONDS. (a) That the Bonds will be sold through a negofiamd sale pure,ant to the proceduxes set forth he~in. RBC Dain Rauseher, Inc., is hereby designated to be he ~i~ to enter into md carry out the Pumhase Agreement with the Underwri~'s, in subs~ntiaily the fu~m attac~ hc~o and raade a part hereof for all purpmez, wi~h such changes as may be necessary to effect the sale of ~he Bonds to the Undemfitem. The Bonds shall be sold to the Undemfitem at such price, and subject IVianag~ pumuant to subsection (c) below. The authority of the City Manager to execute the Purchase Underwfitt~ (acting through their duly designated mprc~ntative) by 5:00 p.m., Friday, June 27, 2003. findi~ or d~r~minafion ~ by tl~ City M~m%o~ r~iafing to tl~ issu~ and sale oftl~ Bon& ~ ~ ~xo~tion of th~ Pu~hase Agr~mont in connexion ~ shall hav~ tho samo for~ and ~t as a (b) As authorized by Chapter 1207, the City Manager is hereby authorized, appointed, and designated to act on behalf of the City in selling and delivering the Bonds and carrying out the other procedures specified in this Ordiname, including determin~ and fixing the date of ~ne Bonds, my amount of&e Bonds, the date ofdelivery ofthe Bonds, ~he price m which the Bon& will be sold, the yems in which ~he Bonds will n~m,re, lhe p~-¥al amou~ of Bonds to mature in each of such yea~, the ra~e of inta-est to be borne by ~ach such maturity, the inter~st payment periods, lh¢ dat~, price, and terms upon and at which thc Bonds shall be subject to ~ prior to maturity at the option of the City, as well as any raanda~3, sinking fund redemption provisions, and all other ~ relating to the issuance, sale, a municipal bond insurance policy and a debt s~xvice reserve fund su~y bond in support of the Bonds, all ofwhich shall be specified in the Purchase Agreement; provided, that (~ t~e price to be paid for the Bonds shall not less uhan 95% of the aggr~ate original p~ia¢ipal amount th~neof, plus accrued in. rest -2- the refundingo of the Refueded Boeds results in achieving the mlnim~ma net p,~m~ value dflx scvfice ~ threshold descn~oed in Section 35 of this Ontlnanee. (c) The City Manager and the Director of Financial Services are authorized and direcled to provide for and oversee the plantation of a final official statement in connection with the issuance of ~e Bonds, and to agg,~,~e such final official smemeat and deem the prel~in.~y official ~ _-~aent 0eel~ed in connection with the sale of the Bonds final in compliance with the Rule and to provide it to the Underwfi~en ofthe Bonds in complianc~ ~ the Rule. Theme of the prelimim~y official stmemont prc~med in eonaection with the sale of the Bonds is hereby ratified. a book vuhy at a securities del~itory for the Bonds, if fewer than ail of~ Bonds of the sarae maturity such interest rate shall be selected in accordance with the erran~emems between the C~,y and the aecuriti~ the terms and conditions governing any such m~ndmo~ sinking fund redemption and the payment of (b) Notic~ of any such redemption of Bonds ~all be ~ivm in the followin~ mariner, to-wit, 0 a written notice of such redemption shall be givon to the registered owner of each_ Bond or a porfi~ ~f being called for red~tal~tlon not more than 60 days nor less than 30 days prior to the date fixed for ~h each such registered owner at his address shown on the Regi~imiion Books (heminat~r defined) of the Paying AgenffRegi~a~ and (ii) a notice of soch indention shall be published one time, at least ~) days prior to the d~ fixed for such redemption, in a jo~al or publication of general chculation in the United States of America which canies as a regular featme notices of rede~6on of municipal bonds; provided, however, that the failme to send, mail, or receive such notice described in clause (i) above, or any defect for the t~leiiilJiion of any Bond, as publication of notice as desoSbed in clause {ii) abovg shall be the o1~ n°tice actually required in connection wida °r as aPreaxluisite to the ~ ofa~y Bonds. Bythe date fixed for any such redemption duc provision sha!l be m~ by the City with thc Paying AgenVRegistmr for redeemed' plus accrued interest thereon to the date fixed for nxlemlXio~ If such notice ofrede~on is thereof which are to be so redeemed, ~ autrmatically shall be redeemed prior to their scheduled -3- principal of the Bonds or any portion thereo£ If a portion of aay Bond ~mll be ~k~med, a sul~tute cancellation, at lhe expense of the City, all as provided in this Ordinance. The manui~ies of Bonds to be such maturity shaH be selected by lot or other custommy random method selected by the Paying 30:m/Regiga~ (provided that a portion of a Bond may be redeemed only in an integral multiple of $5,000). The City shall give wd~,m~ice to the Paying AgenvRegistrar of any such ~ of Bo~ at least 60 calendar days (or such shorter period as is acceptable to the Paying Agent/Regiahm) pdor to poatage ptqaaid, or electronic mail~ at le~t thirty (30) days prior to a redemption date to each NRMS~ and the SID. In _addition, in the event of a redeml~on caused by an advance teflmding of the Bonds, the preceding sentence at lea~t thirty (30) days but not more than ninety (90) days prior to the actual at least two (2) days prior to the general mailing or publication d_~_. of such notice. The Paying AgenURegisWar shall also send a notice of prepayment or redem~on to the owner of any Bond who has not sent ~he Bonds in for t~lemption sixty (60) days ~ the re~ion date. ('a') Each redemption notice, whether required in the FORM OF BOND or otherwise by this Ordinance, shall contain a description of fl~e Bonds to be redeemed including the complete name of the the date of~ the tedeuq~on price, the nmne of the Paying Agent/Registrar and the address at which thc Bond may be redeemed including a contact person and telephone number. Bonds shall include a CUSIP number relating to each a~aount paid to such registered owner. Section4. INTEREST. That the Bonds shall bear interest caflculatcd on the basis ofa 360-day year composed of twelve 30-day months fi'om the dates specified in the FORM OF BOND to their respective dates of maturity at the rates set forth in the Purchase Agree~aem. lmereat on ~ae Bonds shall be payable on the da~ as set forth in the Purchase A4geement, until the maturity or prior rede.~,fion of Section 5. ~C'I'igRISTIC$ OF ~ BONDS. (a) Registration, Transfer, Conversion and Exchange; Authentication. The City shall keep or cause to be kept at the designated treat office in Dalla.% Texas (the "Deaigna~ Trust Off~e") of JPMorgan Chase Bank (the "Paying A~ui/Reg/guaff3 books or records for the zegi~i,aiion of the wansfer, conversion and exchange of the and uansf~r agent to keep such books or records and mak~ such regi~h~,ions oflransfem, conversions and exchanges under such m~abl¢ ~%mlafions as tbe City and g~e Paying Agem/Regisu~ may prescribe; the City Attorney, is hereby authorized. 'l'he Paying Agem/Reg~u-~ shall obtain and record inthe Regis- Wation Books the address of the tegisa~ed owner of each Bond to which payments with reject to the Bonds shall be mailed, as berein provided; but it shall be the duty of each registered owner to notify the Paying Agem/Registrar in writing office address to which paymems shall be ma~xl, and such interest AgenVReg~ ~h,n keep tbe Regisu~on Books confidential and, unless otherwise requi~ by law, shall not perm~ their inspection by any other emity. Wae Ch'y slmil pay the Paying A~u~s standard of a substitute Bond or Bonds. Registration of ass/~. ,-~s, mm~ conversions and exchanges of Bonds -4~all be made in the nmtmer provided and with the effect stated in tbe FORM OF BOND. ~ach substitute An authorized ~q~t~ative oflhe Paying AgtnlffRegJst~ shall, before the delhtery of ally ~uch Bond. date and manually sign ~aid ~ and no such Bond shall be deemed to be is.sued or out_ standing unless such ~te is so executed. The Paying AgenVReg/.mar promptly shall cancel all paid Bonds and Bonds sun~ndered for conversion/md exchange. No additional ordinances, ordem, or resolu- tions need be passed or adopted by the governing body of the City or any otber body or person so as to accomplish the foregoing convemion and exchange of any Bond or portion flaereot; and ~be Paying Agent/Regisuar nhall provide for lhe in i.ilng, execution, and delivery of the substitute Bonds in the manner prescribed hereim Pursuant to Chapter 1206, Texas Govermnent Code, the duty of conversion and exchange of Bonds as aforesaid is hereby imposed upon the Paying Agem/RegJstmr, and, upon the enforceable in the same manner and with the same effect as the Bonds which inifi~ were issued and of Public Accounts. -5- executed and aulh~u~:a~l, (vii) fl~e principal of ami ~,eat on which shall bc payable, and (vih') shall bc FORM OF BOND. The Bonds initially issued and delive~d pmsuant to this Ordinance ~ not required in convemion of and exchaage for any Bond or Bonds issued under this OrdinanCe the Paying Ag~a~is~ar shall execute the PAYING AGENT/REGISTRAR'S AUTHENTICATION CEKHF- ICATE, in ~he form set forth in the FORM OF BOND. (d) Substitute Paying Agent/Registrar. The City covenams with the ~-gistered ownem ofthe Bonds that at all 'dines while ~he Bonds are outs~.mding a o~,petent and legally qualified entity ~ ~ ~ Agent/R~i~u will be one entity. Such entity may be the City, to the e~ui permitted by hw, or a bank, ;md may, at its option, change Ibc Paying Agcal/Registmr upon not less than 120 days written notice to the date afar ~nofice. In the event flint the ~ltlty at ~ny time acting as PayingAgent/Registmr (or its successor by merger, acquisition, o~ off,er method) should resign or otherwise ceme to act as such, the C~ covemmts flint promptly it will appoint a competent and legally q~nlmed entity to act as Paying AgentdRegisu~ under this Ordinance. Upon any change in ~he Paying Agent/P~g~m, the p~vious Paying A~.e~istrar promptly shall transf~ and deliver ~e Re.ration Books (or a copy he~eo0, alon~ with all other pettlaent books and records relating to the Bond& to lhe new Paying Agem/RegisWar desigmled and ~pointea ~ the City. Upon ~ny ch~ in he Payi~ A~e. eK~, ~he City prora~,u'y wifl cause a written noOce thereof to be sent by the new Paying Agem/Registrar to each registered ownex of the Bonds, by United States Mail, first-class postage prepaid, which notice also shall give the address ofthe new Paying Agent/Registrar. By ~ the position and perfr~nin$ as such, each Paying AgenffRel~ lmr shall be deemed to have agreed to the provisions of this Ordinance, and a certified copy of this (e) Book Entry Only Systenr The Bonds issued in exchange for the Bonds initially issued to he pumhaser specified herein shall be iplthlly issued in the form of a separate single fully registered Bond for each of the maturities fl~cof. Upon initial issuance, ~he ownership of each such Bond shall be n~gistcml in fl~e n~ne of Cede & Co., as nominee of The ~ Trust Company of New Yo~k ('~TC'), and except as provided in subsection (0 hereof, all of the outstanding Bonds shaft be ~gistered in the name of Cede & Co., as nominee of DTC. With respect to Bonds ~gistered in the name of Cede & Co., as nominee of DTC, the Issuer and banks, trust companies, clearing corporations and certain other ottlanizations on whose behalf DTC was cremed CDTC Participom") to hold securities to facili~e the clearance and se~lemem of securities mmsactions among DTC Participm~ or to any person on behalf of whom such a DTC Pmticipant holds AgenVRegistmr shall have no reaponalbilily or obligation with respect to (0 the accoracy of tbe recoils of DTC, Ced~ & CO. or any DTC Pa~ipant with ~ct to any owne~¥ inU~est in tbe Bonds, (ii) the &livery ~ any DTC Patnicipant er any other pcmm, o~hc, r than a regis~ed owner of Bonds, as shown on the Reg~a6on Books, of aay notice with respect to thc Bonds, or (iii) thc ~t to any ~C Panicipam or any other pe~on, other than a registe~ owner of Bonds, as shown in the Registration Books of any amonm with respect to p~cipal ofo~ inan~t on the Bonda N~d~ading any oth~ absolme owner of such Bond for the purpose of payment of ta~ncipal and int~est with r~pect to such Bond, for the pmpo~ of ~vgista'ing ~mfers with ~pect to such Bond, ~d for all other pmpos~ whatsoever. Thc Paying ~ shall pay all vdmcipal of and iniea~ on the Bonds only to er upon ~ ~sp~ve attorneys duly authorized in w6C,~, and all such paymems shall be valid and c~dve to fully satisfy an~ disci~ ~ ~s obligmions with ~ct to paymeat of p~.~d of and inten~ on the Bonds to the ex~n~t of the sum or sums so paid. No person cthe~ than a t~d owner, as ~hown of p~i0al and inta~s~ pu~uant to this O~linanee. Upon delivery by DTC to the Payin~ ~ of wriaen notice to the cffeet that DTC has dea~nined to substit~ a new nominee in plaee of C~le & Co., and subject to thc provisions in this Ordinance ~ ~pcct to imercst checks being ma9ed to the registered owner at the close of businass on the Record 4~.. ~h¢ words "Cede & Co." in this Ordinance shall ~erto such new nominee of DTC. (0 Successor Securities Depository. In the event that the Issuer determines that DTC is incapable of disci~l~iag i~ n~rxmsibilkies described herein and in the top.rotation letter of the Issuer to DTC or that it is in the b~t interest of the beneficial owners of the Bonds that they be able to obtain certificated Bonds, the Issuer shall (0 appoint a succ~,sor securities depository, qnalified to act as such under Section 17(a) of the Securities and Exchange Act of 1934, as amondcd, notify DTC and DTC Participants of the appoiramcnt of such successor securities depository and transfer one or mom separate Bonds to such successor securities deposiany or (ii) notify DTC and DTC Participants of the availability through DTC of Bonds and transfer one or more separate Bonds to DTC Participants having Bonds credited to their DTC acconms. In such evont, tbe Bonds shall no longer be restricted to being registered in the Regishaiion Books in the name of Cede & Co., as nominee of DTC, but may be registered in the (h) DTC Letter of Representations. Notwithstanding any other provision of this Ordinance to contrary, so long as any Bond is registered in the name of Cede & Co., as nominee of DTC, all pa3nnents with respect to principal of and imerest on such Bond and all notices with respect to such Bond -7- DTC. Section6. FORM OF BONDS. Thatthe formofail Bonds, including the fonnofthe Paying Agent~gistmffs Ceuificate, ~e form of Ass~smt, and the fo,,,, of ~he Comptmllees Registration Section 7. DEFINITIONS. That, as used in Ibis Ordinance, the following terms ahall have the meanings set forth below, unless the u~: hereof speciticalbg indieat~ o0tem~: The term "Account" shall mean any acco~mt created, e~ablished and maintained under the t~ms of any ordinance authorizing the issuance of Priority Bonds. The tam "Accountant" shall mean a na~aally mcogn~ D~xl independent c~filxl public accountant, or an indqxad~ ~m~ of certified public ~. The term "Additional PrioritF Bonds" shall mean the additional ~-enue bonds which the City reserves the ri~oht to issue in the futu~ on a parity with the P~wiously Issued Priority Bonds and the ~, The term "Amortization Installment" shall mean the amomg of mon~ wifw.,h is mqtfmxl to be dqx~it~l imo the Mandat~ R~l~iion Account for retirement ofTr~m Bond~ (whether at maturity or Thc term "Authorized Denomination" shall mean $5,000 or any imegral multiple lhe~f. The term "Average Annual Principal and Interest Requirements" slmll me~ that amount equal to the average annual p, h~al ar,A imere~ t~luii~a~ats ('including AmcOi~ou Imtalhnents) of all Priority established at the time of issuaace at a single numerical rate f~r each matudty of such series, Average Anmtal Principal and Interest ~ stroll be calculated by (i) assuming that ~he interest nge for every 12-month ptaiod on such bonds is equal to 9.20°4 or (ii) using the highest numerical ra~e borne over borne interest at a variable rate for such 24 month period, such rate shall be assumed to be 9.20% until be assumed that rite p, ia¢ipal of such bonds is amonized such that annual debt service is s~bstamially level over fl~e rcanahfing smuxi life of such bonc~. The term 'Base Ordinance" shall mean the ordinance atrahorizing the issuance of lhe Series 1990 Bonds. -8- The term "Bonds" shall mean the Series 2003 Bon~ The t~tm "Capital Additions" shall mcan a reservoir or other wa~r storage faci~ea, a wastc~vater a~mncnt plant or an intcrc~ tha~ a gas dism'bution sy~m or an/merest ~rcin and associa~d Iransmi~on faciliti~ with r~oeot to each and ~y combinafi~ fl~reof, which sha!l become a part of the The teaan '~Tapital Improvements" shall mean any capilal exnl~mions, imptovemants and bettem~a~ to the System other tlma Capital A44iqom. The term "Capitalized Interest Account" shall m~ the Account by ~ name which may be created wJthin the Debt Service Fund. The ~:m~ 'City" and "Issuer" shall mean the City of Corpus Chfsti, Texas. The term 'Code" shall mean the Internal Revenue Code of 1986, and any amandmems thereto. The teim '~Construction Fund" shall mean the fund so designated in Section 13 of this Ordinance. Theterm '~Tredit Facilit~ shall mean a policy of municipal bond insurance, a surety bond or a letter or line of crexlit mued by a Credit Facility Providor in support of any Priority Bonds or Subordinate Lien Bonds. The term '~Credit Facility Provider" shall mean(i) with respect to any Credit Facility conskqfing of a POlicY of manicipal bond insorance or a sur~y bond, an/s,suer of policies of insunmce insudng thc timely payment of debt service on goveaumemal oblig~ons such as the Priority Bonds, provided ttmt a by a standard policy issued by the isauex in its hi~M~:at genetic rating c~tegoty for auch obligations; and (ii) with ~ to any Credit Facility comi.,ain~ of a letter or line of credit, any financial institution, provided its two highest g~eri¢ rating categories for such obligations if the letter or line of credit proposed to be of Prior~ Bonds and the intereat thereon. The term "Debt Service Fun~' shall have the meaning given such teml in Section 10 of this Ordinance. The term 'DTC" shall have fl~e meaning givon such tenn in Section 5 to this OMinance. The term "Eh'gible Investmentd' shall mcan those investmc~ in which the City is authorized by law, including, but not limited to, the Public Funds Investment Act of 1987 (Chapter 2256, Texas Government Code), as amended, to pumhase, sell and invest its funds and funds under its con~-ol; and -9- The ham"Engineer of Record" shall me~ the independent ent~nneer o~ fi.ii at the time employed by the City to perform and catty out the duties imr~:l on such engineer or firm by this Ordinance and having a favorable repumion mfiomlly for.qkill and experience in the e%~a~mg of wa~, sanitary sew~ and/or gas systems of c~nalnuable size and character as those forming p~s of tho System, The t~an '~,scrow Agent" shall mean JPMo~p~m Chase Bank, ~ i~ succ~sors and as~En.~ The term 'F. scrow Agreement" shall mean the Escrow Agreement between the City and the The l~m "Government Ob ligations"shall mean c~'ect obY~afions of the United States of America, States of Americ~ The term 'Gross Revenues" shall mean, all tev~ues, income, and receipts derived or received by the City from the operation and ownership of the System, including the interior inmn~ from the investment or deposit of money in ~a~y Fund created by ~is Ordinance or maintained by the City in connection with the System, other than thoae amouflta subject to payment to the Uniled States of Amtnica as rebate pursuant to section 148 of the Code. The term "Mandatory Redemption Account" shallmean the Account by that name witlfm the Debt Service Fund and established by an ordinance authorb/ng the ianrance of Priodty Bonds. The terms "Net Revenues of the System" and "Net Revenues" shall mean all Gross Revenues less Op~a~ Expenses. The term 'NRMSII~' means each pemon whom the SEC or its staff has determined to be a nationally m:ognized munidpal swufifies information mpasim~ within the meaning of the Rule flora lime TI~ term 'Operating Expenses" shall mean the expenses of operation and maintenance of the Syst~a, including all salaries, labor, material~ mpaim, and extensions necessary to render efficient serdce, provided, however, ;hat only such repairs and extensions, as in the judgment of the City, reasonably and -10- be considered as expenses of operation a~d maint~aance. The tetra "Pledged Revenues" shall ( 1 ) the Net Revenues, plus (2) any additional revenues, income, receipts, or other resources, including, without limi~inn, any granm, donations, or income received or to be received fi'om the United States which hereafter ate pledged to the paymam of the Priority Bonds. The tc~va "Previously Issued Priority Bonds" shall mean the Series 1994 Bonds, the Series 1994- A Bonds, the Series 1995 Bonds, the Series 1995-A Bonds, the Series 1999 Bonds, the Series 1999-A Bonds, the Series 2000 Bonds, the Series 2000-A Bonds and the Series 2002 Bonds. The term 'Prudent Utility Practice" .,hall mean any of the practices, methods and acts, in the exemise of reasonable judgment, in the light of the facts, including but not limited ~o the practices, methods and acts ev~ged in or appioved by a significant portion of the public utility indus~y prior thereto, known at the time the decision was m~de. would have been expected to accomplish ~ desired result at the lowest reasonable cost comis~ent with reliability, safety and expedition~ It is recoEn~ iTed that Pmdant Utility but rather is a spectrum of possible practices, methods or ac~s which could have been expected to accoi.~lish the desired result at the lowest reasonable cost consistent with reliability, safety and expedition. the karo "Pmdem Utility Practice", as applied ~o such facility, shall have the meaaing set foc& in the ogrcement ~ ~ ~ of such facility. The team"Purchase Agreement" shall mean the bond purchase conlract between the City and the UiIderwfiters pertaining to the purchase of the Bonds by the Underwriters. -11~ The term 'Refunded Bonds" ~hull mean those Previously Issued Priority Bonds identified in Schedule I to this Orffmance. The term 'Required `4mount" :ah,an have the meaning given such term in Section 11 of this Tee arnn "Reserve F/md" shall have the meaning given such team in Section 11 ofthis Ordinance. The tonn "Reserve Fund Obligations" shall mean cash, Eiig~ole Inveslmems, any Credit Facility, or any combination of the foregoing The term '~Ru/e" means SEC Rule 15c2-12, as amended from lime to time. The te~n '5'EC" means the United St~at~ Securities and Exc. han~e Commi~iom The term "Series 1990 Bonds" shall mean the $64,660,000 City of Corpus Christi, Texas Utility System Revenue Refunding Bonds, Sesies 1990, anthoti~ by the ordinance adopted by the City on November 15, 1990; the tv~m ':geries 1994 Bonds" shall mean the $11,140,000 City of Coq~ Christi, Texas Utility System Revcnme Bonds, Sanies 1994, authorized by the ordinance adoptad by the City on Apra 26, 1994; the tcnm "Series 1994-,4 Bonds" shall mean the $8,520,000 City of Corpus Christi, Texas Utility System Revonue Bonds, Sctiea 1994-A, authorized by the ordinance adopted by the City on Jtme 14, 1994; the term 'Lger/es 1995 Bonds" shall ra~athe $14,730,000 City ofCo~us Clu~, Texas utility SystemRevenue Bonds, Scries 1995, authorized by the ordirume~e adopted by the City on June 20, 1995; the tewn "Series 1995-,4 Bonds" shall mean the $27,640,000 City of Corpus Cin'isti, Texas Utility System Revenue Bonds, Series 1995-A, authotized by the ordinance adopted by the City on July 25, 1995; the term "~es 1999 Bonds" shall mean the $47,740,000 City of Corpus Christi, Texas Utility System Revenue Refunding and I .mInovement Bonds Series 1999, ~ by the ordinance adopted by the City on May 11, 1999; the tuim '~eries 1999-,4 Bonds" shall mean the $15,750,000 City of Corpus Christi, Texas Utility System Revenue Refu~inE alld ]~ils~ovement Bonds, Seti~ 1999-A, amhm-iz~ by the ordinmce adopted by the City on April 20, 1999; the mtn ~,ries 2000 Bonds" shall mean the $34,740,000 City of Co~pus Cin~ti, Texas Utility System Revenue Refunding Bonds, Series 2000, authorized by the ordinance adopted by the City on May 1 l, 1999; the term ':Series 2000-,4 Bonds"ah,all mean the $42,520,000 City of Corpus Christi, Texas Utility System Revenue Refunding Bonds, Sea'ies 2000-A, authorized by the ordinance adopted by the City on September 19, 2000; and the term '~eries 2002 Bonds" .uhall mean the $92,330,000 City of Cotpm ChrL~ Texas Utility System Revenue Refunding and Ii~kotovement Bonds, Series 2002, authorized by the ordinance adopted by the City on August 20, 2002. -12- The ~ "Series 2003 Bonds" .~hall mean the City of~ Chr~ Toms Util~ S~ R~venue Refunding Bonds, Series 2003, au~hori~ by ~he ~rm '~ubordinated Obligations" shall mcan any bonds, notes, or other obligations issued The term 'System" shall ra~m and include th~ City's existing combined waterworks system, wastewater ~ sy~m and gas sys~n, ~ ~ all futu~ extensions, improvement, and to the extent now or hereafter ~ or permitted by law, the ~rm System shall not include any waterworks, wastewa~ or gas facilities which ~e declared by the City not to be apart of the System ~d Facilities Bonds", which a~ h~reby defined as being special revenue obligations of the City which a~ not secured by or payable from the Pledged R~venucs, but which are secured by and payable solely from special couh-act revenues, or [myments received from the City or ~my other legal entity, or any combination ordinances authorizing lhe issuance of such "Special Facilities Bonds". The term '~vstem Fund" shall have ~he meaning ~ such term in Sectkm 9 of this On~in~. The term 'Yalue of Investment Securities" and wo~ds of like i .report shall mcan the amortized value thereof, provided, however, that all United States of America, United SW~s Tn~-y Obligations- State and Local Govemmem Series shall be valued at par and those obligations which arc redeemable a~ the option of the holder shall be valued at the price at which such obligations are then redeemable. The a pm't ofthe purchase price theteofand not collected. For the purposes ofthis definition "amortized value., when used with respect to a security purchased at par means thc purchase price of such securi~. -13- Section 8. PI.EI~GE. (a) That the Pfiofiiy Bonds a'e and shall be secured by and payable from a firat lien on and pledg~ of the Pledged Revenues inclt~ling soch ~eanes within the Sy~-~ F~ ~ ~ meat and maintenance of the Debt Service Fund and the Re.rye Fund as he~inafl~ provi&~d. The Prio~?ty Bonds are and will be secured by and payable only from the Pledged Revenues, and ate not socu~ by or payable from a m~ or deed of tms~ en any properties, wbether real, personal, ~ (b) Ch ~aptcr 1208, Texas GOv~maent Code, applies to the ksauance oftbe Bonds and the pledge of the Pledged Revenues granted by the City under subsection (a) of this Section, and such pledge is therefore valid, effective, and perfected. If Texas law is amanded at any time while the Bends ate ou~tanding and unpaid such that the pledge of the Pledged Revenues granl~d by 0ae Cityis to be subject to the filing requh~m~ents of Chapter 9, Texas Business & Co~aa~ce Code, then in order to preserve to the ~giste~ed ownem of the Bonds the perfeedon of tbe socurity interest in said pledge, the City agrees to take such measu~s as it det~tiiiines ate reasonable and nece~a'y under Texas law to comply with the applicable provisions of Chap~ 9, Texas Business & Co,..~ce Code and enable a filing to perfect the security interest in said pledge to occur. Gross Revenues shall be credited to the Sys~m Fund i~mediately upon receipt. All ~g Expenses shall be paid from such G-ross Revenues credited to tbe System Fund as a first charge against same. Section 10. DEBT SERVICE FUND. (a) That for fl~e sole propose of paying the principal amoum o£ ga~a~dum, if any, Amortization Ins~lhnems, if any, and interest on all Priority Bonds, tbere has beretofore been created and established and there shall be maintained on the books of the City a separate fired ~ai~led thc "City of Coq~us Christi Utility System Revenue Bonds Debt Service Fund" O~reinag~r called the "Debt Service Fund"). Monies in the Debt Service Fund ~all be deposited and rnalmained in an ottidal depository bank of the City. (b) That within the Debt Service Fund there may hereafter be established a Capitalized Interest Account. The proceeds of Priority Bonds rcp~enfing capitalized interest may be deposited into the Capiialized lme~ Aceounc On or before the day next tneceding any imerest payment date ofbonds or Interest Acco~ to pay such inter~t on such bonds or other obligations to the extent of the amoums ~h Sectionll. RESERVE FUND. (a) That there has he~ofore been cn~ed ~a~d established and there shall bc ma~ined on ~he books of the City a separate fired entitl~ the "City of Co~us ~ U~ Syslem Revenue Bonds Reserve Fund" (hereinafter called the "Reserve Fund"). There shall be deposited inlo the Reserve Fund any Resente Fund Obligations so designated by the City. Reserve Fund Obligations in the Reserve Fund shall be deposited and maintained in an official depository bank of the City. Reserve Fund Obli~o~om in the Rescue Fund shall be used solely for ~he purpose of~&h~g the last of~y Priority the amounts in the Debt Service Fund a~e insufficient for such purpose. The Reserve Fund shall be maintained in an ~x)unt equal to thc Average Annual Princit~ and Imercst ~ of the to the Sys~m Fund, all surplus in thc Reserve Fund over the Requinxl Amount (b) The City may replace or substitute a Credit Facility for cash or Eligible Investmems on deposit in the Reserve Fund or in substitution fi~r or replacement of any existing Credit Facility. Upon such replacement or substitution, cash or Elig~le Invesm~ents on deposit in the Reserve Fund which, taken together wi~h the face mnount of any existing Credit Facilities, a~e in exce~ of ~he Rcquin~d Amount may be wi~drawn by the City, at its option, and ;ramferred to the System Fund; provided tha~ the face remount of any Credit Facility may be reduced at the option of the City in lieu of such transfer. (c) If the City is requked to make a wifl~ttrawal from thc Rese~e Fund for any of the purposes described in flais Section, flae City shall pro~ofly notify any applicable Credit Facility Provider of the necessity for a withdrawal from fl~e Reserve Fund for any such purposes, and shall make such withdrawal FIRST from available moneys of Eli~hle Inves~nents then on dep~it in the Reserve Fund, and NEXT from a drawing under any Credit Facility to the ex~nt of such deficiency. (d) Inthe event ofa deficiencyintheReserve F;md~orintheeventthatonflae dateofteoninafion or expiration of any Credit F~ here is not on deposit in the Reserve Fund sufficient Reserve Fund Oblige'ions, all in ~m aggrega~ amo~mt at least equal to the Required Amount, lhen the City shall satisfy ~ Required Amoum by depositing Reserve Fund Obligations into the Reserve Fund in monthly ir~al~ of not lessthan 1/60 of the Required Amount made on or before flae 10th day ofeachmonth following such (e) In the event of the lexlemption or defeasance of any Priority Bonds, any Reserve Fund O~ligations on deposit in the Reserve Fund in excess of the Required Amount may be withdrawn and wansferred, atthe option of the City, tothe System Fund, as a result of(i) the redemption of any Priority Bonds, or (ii) funds for he payment of ~ay Priority Bonds having been del~ in~vocably with the paying agent or place ofpaymem therefor in the manner described in any ordinance amhofizm' g the issuance -15- of Priadty Banda, tim result of such deposit being that such Priodty Bonds no longer am deemed to be ou~ndin8 under the termz of any such oidinance. (g) Upon the issuance of Additional Priority Bonds the monies in the Reserve Fund shall be ~ to th~ newly-egtabli81~ ~ Amount in alx:olxlal~ wilh the provisiol~ of Se6'tioll 200a) of this Ordinance. S~ction 12. SUBORDINATED OBLIGATIONS FUNDS AND ACCOUNTS. ThattheCity Igteafler may create, establish and maintain on the books of the City separate funds and accounts f~,.,m which moneys can be withdrawn to pay the p~cipal of and h~t,~ on Subordinated Obligations which herea~r may be issued. Section 13. CONSTRUCTION FUND. That as the proceeds of the Bonds are not being utiliz~:l to construct or hT~ove the System, a comtmotion fund will not be created by the City. Section 14. INVESTMENTS. Tha~ money in any Fund established pummm to this Ordinance may, at the option of the City, be placed o~ invested in Eligible laveslments. Money in the Reserve Fund ~hall nmbe invested in securities with an average ~ao~wegate weigtmM maturity of greater than ~even yeats. Ifmoni~ in a Fund he, rein eatabliahod a~ permittod to be inveat~d the value of any such Fund ~ ~ established by adding the monies the~in to the Value of ~ Securities. The value of each such Fund shall be established annually during the last momh of each Year and in addition ~h~,to, wi~h ~ a~ the time or times wifl~awals ate n~ fl~ncfrom. Such investments shall be sold promptly when necessary to prevem any default in connection wi& the Priority Bonds. Earnings derived from the investmem of moneys on deposit in the various Funds and Accoun~ cremed hereunder shall be credited to the Fund or Account from which moneys used to acquire such investment shall have come. Sectionl5. FUNDS SECURED. That monics in the System Fund and all Funds creal~ by this Ordinance, to lhe extem no~ invested, shall bc secured in the manner ~ by law for securing fun~ of thc City. Section 16. FLOW OF FUND~. That all monies in the System Fund not required forpaying Opeauting Expenses during each month shall be ~,,lio:l by the City, on or before the 10th day of thc Accounts that such applicalions are hereinafter set forth in ~ Scction~ (a) Debt Service Fund - To the credit of the Deb~ Service Fund, in the following order of Debt Service Fuad available for such purpose (including specifically moneys on deposit ia the Capjtali?ed Intm'eat Accx:Rmt dedicated tbeteto), to pay the interest scheduled to come due on Priority Bonds on the next succeeding interest payment ffany, in the D~bt Service Fund available for such propose, to pay the principal scheduled (3) Amor6~.atinn Installments, in such amo. n~ ~md on such dates as set forth in ~my ordinance authorizing a series of Priority Bonds which comain Term Bonds within such Series, to pay scheduled principal amo~mtn of Priority Bonds which constim~ Term Bonds to be redeemed in accordance with the tenm of said ordinance. Co) Reserve Fund. To the credit ofthe Reserve Fund, such amo~m~, deposited in al~loximately mon~htherenfier if delivery is mat~ al~ the lOth day thereof~ equal to not less than 1/60 of the Required Amoum. umil such time as such amo~mtn together with other amounts, if any, in the Reserve Fund, equal tbe Required Amount. When and su long as the Reserve Fuad Obligations in the Resorve Fund am not less flma the Requi~Amount, no depo~itsneedbemadetotheoreditofthcReserveFund. Whenand if the Reserve Fund at eny time contains less than the Required Amount due to any cause or enndition othor than the issuance of Additional Priority Bonds then, subject and subordinate to makin~ the required deposits to the ct~lit of tbe Debt Service Fund, commencing with he ngn~th during which such deficiency occurs, such deficiency shall be made up from the next available Pledged Revenues or from any other sources available for such propose. Reimhuvsemems to a Credit Facility Provider made in accordance with the ~ms of Section 1 l(f) of this Oaqlnance shall constitute thc making up ora deficiency to the extent that such reimbumements result in tbe ~ in whole or/n paR, as the case may be, of the amount of the Credit Facility. If the Rescnve Fund contains less than tbe Required Amount due to the issuance of in the amounts required by Section 20(b) of this Ordinance, unless a Credit Facility is deposited in the Reserve Fund in an amoum necessary to cause the sum of money aM he value of Investment Seogifies ami any other Credit Facilities in the Reserve Fund to equal he Required Amount. (¢) Surplus. The balance ofany monies remaining in the SystemFund folknving str. h wansfvm may be used by the City for payment of other obligations of the System, including, but not limited to, -17- Section 17. DEFICIENCIES. That if on any occasion them ~hall not be sufficient Pledged Revenues to make the deposits aad other applications of monies required by Section 16 wflh reapect to any oliver sotuces available for such propose. The foregoing notwithstanding, however, ifany deficiency i~ fl~e Reserve Fund occms as a result ofwi~imwals therefrom or decreases in the market value of Eligible lnvestnumts on deposit lherein, ~ch deficiency will be ~ up flora the next avsilahl~ Pledged Revgaues ~ twelve monl~s fi~ fl~e dine of such deficiency is demmimd, with such deposils to ~he Reserve Section 18. PAYMENT OF BONI~. That on or before the l'u~ scheduled interest payment date, and on or before each imerest paymem date and principal paymem cLue thereafter while any of ~ Priority Bonds are out$1aading and untold, the City shall make available to the payin~ agollt lherefor, out of the Debt Service Fund (and the other Funds, ifnecessmy, in the order of priority set forth heroin) monies sufficient to pay such interest on and such la~i~aal mnoum of the Priority Bonds, as shall become due and each series of Priority Bonds shall destroy all paid Prbrity Bonds and furnish the City with an appropriate cetlifica~ of cancellmion or destruction. Section 19. FINAL DEPOSITS; GOVERNMENT OBLIGATIONS. (a) That any Priority Bond shall be deemed to be paid, ,~,h~d and no lollggr outstalldinE within the memainE ofthis O~inancc when paymem oftl~ principal amoum of~ rede, m~on premium, ffany, on such Priority Bond, plus ~ thereon to the due ~ thereof (whether such due date be by reason of tmn~ty, upon re~mpiion, or other~fise) either (0 shall have been made in accordance with the ictms the~of or (ii) shall ha~ ~ provided for by in~vocably depositing wifla, or making available to, a paying agent (or escrow agcm) corulifions of ~m agreemem between the City and said paying agem (or escrow agem), (I) money sufficiem to make such payment or (2) Gov~.~mt Obli~ons., certified by an ind~aendent public accouming fro. proper fees, ~on, and expenses of such paying agent pertaining to the Priority Bonds with respect to which such deposit is made shall have been paid or the payment thereof provided for (and irrevocable h~rucfions ~ have been given by the City to such paying agent of such bonds to give notice of such ~'mption in the manner requi~ by ~he orrU~nce or ordln~mes authorizing the issuance of such bonds) to the satisfaction of such paying agent Such paying agent shall give notice to each register~ owner of aa~y Priority Bond that such deposit as descn'bed above has been maclc, in the same manner as described in Section 3 of this Ordinance. In addition, in connection with a defm.~mce, such paying agent shah give notice of~lemption, if necessary, to the registered owners of m~y Priority Bonds in the manner described agent. At suchtime as aPriority Bond shall be deemedtobe paid hereunder, as afor~id, it shall no -18- deposit into th~ System F~md Section 20. ISSUANCE OF ADDITIONAL PRIORITY BONDS. (a) That subject to the provisions here~na~e~ appearing as condifiom precedent which must first be satisfied, the City reserves the right to issue, flora time to time as needed, Additional Priodty Bonds for any hwthl ~ n~hfing to the System. Such Addifioml Priority Bonds may be issued in such form and manner as now or hereafter authorized by the laws of the State of Texas for the iasua~ce of evidences of indebtedness or other insmma,mts, and should new methods or financing techniques be developed that diffra fiom those now provided only that the same conditions precedent herein required for the authorization and issuance of Additional Priority Bonds are satisfied. Additional Priority Bonds, the addifionahmaoum required to be deposited in the Reserve Fund shall be so accamatflated ~ ~ ~it h ~ ~e F~ of~ ~ my ~ of~ ~ ~ ~ ~ ~ im~dlat,4y at, er the delivery of such Additional Priority Bonds, or, at the option of the City, (i) by the .deposit of said required additional amount (or any balance of said required adclltional amount not deposited m cash as permitled above) in approximately equal monthly installmems, made on or befo~ the 10th day of each month following the delivery of such Additional Priority Bonds, of not less than 1/60 of said required mlditional amount (or 1/60 oflhe Im]ance of said ~luired additional amount not deposited in cash as permitted above) or (ii) by the deposit of a Credit Facility which, in whole or in combination with deposits deacnt~l in clause (i) above, is sufficiem m satisfy the required additional amoum to be on deposit in the Reserve Fund. -19- Section21. FURTHER REQUIREMENTS FOR ADDITIONAL PRIORITY BONDS. (a) Conditions precedent for Issuance of Additional Priotiw Bonds - General. That as a precedent to ~e issuaace of any ~,,~i~ional Priority Bonds, the City Manager (or other ofx~r of the C~ then having ~he mspcn~ility for the fimncial affairs of the City) shall have executed a certificate stag (0 or other pmceedin~ relating to any obligatiom of the City payable fium and secured by a lien tm ~ pl~ of the Pledged Revenues, and (ii) that the amounts on deposit in all Funds or Accounts c~eated sad established for the payment and sec~ity of all ou~amdin~g obligations payable from and secured by a li~ on and pledge ofthe Pledged Revenues a~e the amoums then required to be deposited thete~ Such certif- icate shall be ~-,~ on or befot* the d_~e of delivery of such Additional Priori~ Bonds, but such cerd~ (b) Conditions Precedent for Issuance of Additional Priorffy Bonds - Capital Improvements and for any other lawfui purpose except for Capital Additions or for refunding. Capital h,,:~mvemems, or for any other lawful ~ (except for Capital Additions or for re~, ~ch are to be issued in accordance with ~he provisions of clauses (c), (d) or (e) ofthis Seciion) tmless and ,~! the conditions pm:edent in clause (a) above have been satisfied and, in addition ~, the City has secured a certificate or opinion of ;he Accountant to the effect thai, accordiu~ to the books and records ofthe City, the Net Eamin~ (hereinafter defined) fo~ ~ precedi~ Year orfo~ 12 consecutive months out oflhe 15 months imm~ivaelyprecetlin$ the month the ordinance autho, izJagthe Additional Priority Bonds is adopted ~xe at least equal to 1 ~ times the Average Ammal Princ~al and Intc, xest Requh'~menl:s for all not be issued for the ~ of financing Capital h;~2~ovemems when other ou~u,Ming Priority Bonds which have been issued for the propose of financing Capilal Additions and for which capitalized interest for such other Priority Bonds has been provided for at least the twelve momh.q subsequent to the ,late of issuance of the Additional Priority Bonds then prolm~ to be issued, unless the conditions precedent in clause (a) above have been satisfied and, in aaaltion the;~o, the City has either (1) complied with the ~levaat conditions in this clause as sot forth above, or (2) if the relevant conditions of this clause (b) as set forth above amaot be satisfied, the City has satisfied the conditions precedent in clauses (c)(i) and (cXii) of this Section Cout, for purposes of such clauses, the term Capital h;¥,~ovements shall be ~abstituted for the term Capital Additions where flae term Capital Additions appears therein to the extem necessm~ to give recognition to the fact that Capital Im?ovements, mlher fl'~an Capital Additions, are lhen to be financed) and has secured a certificate or opinion of the Accomuant to the effect that, acconling to ~ ~ ~ reeo~ of the City, theNet Earnings for the preceding Year or for 12 consecutive months out of the 15 are at least equal to 1.25 times the Average Armual principal and Interest Requiremenls for all outstanding Priority Bonds (other than any Priority Bonds issued for Capital A dd'.:iom for which capitalized interest has been provided for at least the twelve mo,r~ subsequent to the date of issuance of the Additional Priority Bonds ~ to be issued) after giving effect to the Priority Bonds then proposed. -20- (c) Conditions Precedent for Issuance of Additional PrioriO; Bonds - Capital Additions: lnidallssue. Wne City ~ ~md agregs that Additional Priority Bonds will not be issued for the purpose of finamving Capilal Additiom, unless the same conditiom precedent specified in chute (a) above above ~e satisfied or, in the alternative, the City shallhave obtained: atxluiring and constnmfing the Capital Addition. (2) the e~tlu~ed c~'_e lhe acquisition and eomu'uction of the Capital Addition will be completed and commercially operative, and (3) a detailed analysis of the ' .nnl~ct office Capital Addition on ~e fimncial operations of the system for thereofand for at least five Years after the date the Capital Addition becomes commercially operative, and (B) conclude that (1) the Capital Addition is necessm-y and will substantially increase the service or product to be provided thereby, and (2) the estimated cost of providin~ file service or product from the Capital Addition will be reasonable in c~mparison with projected coats for fumi~ing such sexvice or produ~ from other reasonably available ~xce~; aad (h') a cetfifw~ ofthe En~neer of Record to the effect ~ based on the F~gineeriag Report prepared for each Capital Addition. the projected Net Earnings for each of the five years subsequent to *he ~ ~e Capitol ^ad,ion b~am~es co..~ercially operative (as estima~ in the l:~Eineoing Repo~) will be equal to at least 125 times the Average Atmual Principal and lmerest be Jssued, if any, for all Capital h,,:,,ovements and for all C~ital Aaaltions then ~ ~ ~ ~ being ini~_~l, during the period from the date the F~ series of obligations for the Capital estimated to become co,~unevdally operative. (d) Completion Issues. Once a Capital Ad. on has been irffdated by meeting the conc~fions precedent specified in clauses (eXi) and (cXii) above and the initial Priority Bonds issued therefor are delivered, the City reserves the right to issue Addifitmal Priodty Bonds to finance the remaining costs of such Capitol Addition in such amounts as may be neces~a'y to complete the acquisition and construction thereof and make the same commercially operative wilhout satisfaction of ~my condition precedent under clauses (cXi) and (cXi0 or clause (b) of this Section but subject to satisfaction ofthe following oondifiom precedent: 0 the City make~ a forecast (the "Forecast'9 ofthe operations of the System demon~afing lhe System's ability to pay all obligntioll8, payable from the Pledged Revenues of the System to be outstanding atter the issuance of the Aatdifionai privily Bonds lhen being issued for the period (the "Forecast Period") of each ensuing year through the ~ year subsequent to the latest estimated date such Capital Ad~fion is expected to be commercially operative; and -21- (ii) the P~,n~r of Recon/reviews such Fonxast and executes a ca'dfic~ tothe effect that (A) such Forecast is reasonable, and based fl~-reon (md such o~her factors deemed to be relevant), the Pledged Revenues of the System will be adeq,,am to pay all ~e obligafiom, pay~le frem the Pledged Revonues of the Sy~m to be o~tauding aflor the imuance of the Addin'onal Priority Bonds then being issued for the Forecast Period and (B) the proceeds from the sale of such Ad,-lifional Prior~-y Bonds m'e e~i~s~ed ~o be sufficient to comglete such acquisition and (e) Refunding Issues. The City reserves the right to issue refimding bonds to refund all or any pm of the outstanding Priority Bonds (pummnt to any law then available), upon such te~ms and conditions as ~he governing body of tbe City may deem to be in tbe best imen~t of the City and its inhahitams, and ifless than all such oui.~mding Prknlty Bonds a~ refimded, the conditionSlm~cede~ ~ ~n clauses (a) and (b) of this Section shall be satisfied and the Acconnmnes certificate or opinion required by chuse (b) shall give effect to ~he issuance of the proposed refimtling bonds (and shall not give effect to the Priority the City reser~s the tight to refund all or any part of any otl~r o~i~atlons ofth~ System, upon such terms and conditions as the governing body of the City may deem to be in the best interest of the City and its inhale -amis, provided that the conditions prescribed in clauses (a) and (b) of this Section shall be sa~sfied. No Account. s ceai6,~t~ otherwise ~ by clause (b) will be nXluired for refunding bonds, ~ (0 Computations; Reports. With rof~a~ace to Priority Bonds ~aficipated and esffana~d to be issued or incum~ the Average Anaual Principal and Imer~ Requhnmaents therefor shall be those reasonably estima~ and compared by the City's ~ of Fin~cial Services (or other officer ofthe City then having the primary responsib'~'y for the financial aflhi~s of the City). In the p, qra~'a6on of the Fagin~iag Report required in clause (cXi) above, the Engineer of Record may rely on other experts or professionals, inclvding those in the ~a~loyment ofthe City, provided such F~agineering Report discloses the extent of such reliance and concludes it is l~msonable so to rely. In connection with thc issu~lce of Priority Bonds ~r Capital Additiom, the certificate of the City's lYaector ofF~ ~ and E~ of Record, together with the Engineering Report for the initial issue and the Forecast for a subsequent issue, shall be conclusive evidence and the only evidence requ/red to show compl/ance w/th the prov~ons and requ/muents and this chuse of this Section. (g) Combination Issues. Priority Bonds for Capitol Ad.ions may be combined in a single issue with Pdority Bonds for Capital Improvemems or for any lawful ptulX~ provided the conditions ~t set fo~& in clauses (b) through (e) are complied with as the same relale to the appropriate purpose. (h ) Subordinated Obligations. The City may, at rely time and ~ai time to lime, for ~ lawful purpose, issue Subordinated Obligations, the ~,, ~eipaI of and redeaq,~on premium, if any, and imerest on which is payable from and secured by a pledge of and lien on the Pledged Revenues junior and subordinate to the lien and pledge created hereby for the security of the Priodty Bonds aad the payments required to be made hereunder into the Debt Service Fund and the Reserve Fund; provided, however, that any such -22- (0 Definition of Net Earnings. As used in tl~ Section, the ic~m '~tet Eamin~ " shall me~ the Gross R~venues of the Sy~ivm after dedu~tlag the Operating Expenses of thc System, but not expenditures (j) Determination of Net Earnings. In making a determination of Net Earnin~ for aay of the the last day of the period for which Ne~ Earnings are determined and, for puqx~ses of satis~ ~ of ~ Net Earnln~ test described above, make a pm forma d~mination of the Not Eamin~ of the Sy~m for Section 22. GENERAL COVENANTS. That the City further covenams and agrees that in accordance with and to the exteat required or permitted by law: Additional Priority Bonds; it will pro,~,ily pay or cause to be paid the ~,~h,cipal amo~ of ~ ~ ~ every Priority Bond, on the datos and in the places ~ad manner prescribed in such ordinances and such Priority Bonds; and it will, at the time and in the mam~r prescribed, ~it or cause to be deposited he amounts required to be deposited into the System Fund and the Funds herein created; and any registe~l owner of any Priority Bond may require the City, its officials and employees to carry out~ respect or enforce · e covenams and obligations of ~ Ordinance, or my ordinance authoring the issuance of Priority mandamus proceedings, in any cou~ of com~ivat jurisdiction, ~aimt the City, its officials and ;a,~ployecs. 0o) Ci~ 's Legal Authority. It is a duly cre~od and existing home nde city of the State of Texas, and is duly authorized under thc laws of the S~e of Texas to issue the Bonds; that all action on ~ ~ f~ the issuance of ~he Bonds has been duly and effectively taken, and that the Bonds in the hands of the owners thereof are and will be valid and enforceable special obligations of the City in accordance wi~ ~e~ terms. (c) Acquisition and Construction; Operation and Maintenance. (1) It shall use its best constructed, any Capital Additions or Capital hc,.,-,,ovements, in accordance with the plans and specifications ff~erefor, as modified flora time to time with due diligence and in a sound and economical matinee, and (2) it shall at all times use its best efforts to operate or cause to be operated the System may be prognn'ly and advamageously conduct~ (d) Title. Ithasorwillobtainlawful~le, whether such title is in fee or lemer imere~ to the lands, buildings, strucam~ and facilities constituting the Sya~u~ ~hat it wm~mas that it w~ defend &&e ~ to ~ the aforesaid iandn~ building, statures and facilities, and every part thereot~ for the benefit of the owners System; it w~l pay all lawful claims for m~s, royalfie~ labor, mme6als and supplies which ffunpaid mi~ by law become a lien or charge then~on, fl~e lien of which would be prior to or imerfere with the liens herein, and it will not create or suffer to be created any mechanic's, laboK~s, matetialman's or other lien liem hereof might or could be ~ provided however, that no such tax, aase~,~nent or charge, and or charge, shall be required to be paid so long as the validity of the same shall be contested in good faith by C . (0 No Free Service. No free service or sentice otherwise than in accordance with the established other ~u6~y, other than the City. No part of the ~ of any off. al or employee of the City or his of such official or employee or his replacement appertain directly to the Syste~ To ~e extent the City receives the sewices of ~he System, such services shall be ~ for according to the established rate schedule. (g) Further Encumbrance. It will not additionally encumber the Hedged Revenues in any manner, except as pennit~ in ~his Ordinance in connection wi~ Priority Bonds, unless said encumbrance is m~d¢ junior aad subordinate in all respects to the liens, pledges, covenants and agreem~mts of this Ordinance; but ~he right of the City to issue Subordinmed Obligations payable in whole or in part flora a ~n) Sale, Lease or Disposal of Property. No part of the System shall be sold, leased, mort~o~l, demolished, removed or otherwise disposed of, except as follows: -24- exchanged is $250,000 or leas, or (C) if such proceeds or fifir mafl~ valu~ exceeds $250,000 it shall have received a certificate executed by the Engineer of Record and the City Managex stating (i) that sy~em within the Sy~k:m of which the property or facilities cocapfises a l:mrt thereof and ('u) in lheir opinion, that the sale or exchange of such property ~x facilities va]l ~ ~ ~e ~ of the City to comply during tbe oatr~at or aa~y futu~ Year with the provisions of clause (k) ~ Section. 'Ille proceeds of any such sale or exchange not used to acquire other property necessa~ (0 be used to redeem or lvarehase Priority Bonds, or (ii) otherwise be used to provide for ~ exchanged constituted property or facilities comprising all or a l:~t of a system within the System' any maraler with the proceeds, of Priority Bonds, or with the proceeds of obligations which were proceeds of such sale or exchange for any lawful purpose; (2) To the extem permitted by law, the City may lease or make coniracls or grant licenses for the operation of~ or make ~oemems for the use of~ or grant easements or other fights with respect to, any Part of the System, provided lhat any such lease, comract, license, ammgement, easement or right (A) does not ~.~ the operation by the City of the System 0aid (B) does not under this Ordinance; and provided, further, ii,at if the depreciated cost of the property to be covered by any such lease, contract, license, anan~ment, easement or other right is in exeeas of $500,000, the City shall have received a eertifi~e ~ ~ ~ E~ of ~ ~ ~ City Mamger that the action of the City with respect thereto does not result in a b~eaeh of the eonditiom under this clsuse (2). Any payments received by the City under or in connection with any such lease, contract, license, ~.i~mgement, easement or fight in respect of the System or any part thereof shall constitute Gross Revenues. (~ Books, Records and Accounts. It shall keep proper books, records and accounts separate and apart from all other records and accounts, in which complete and correct entries .4aall be made of all ~ n~lafing to the Sysl~n and the City sh~ll cause said books mlcl accounts to be audited ann~ as of the close of each Year by the Accounmm (j) Insurance. (1) Except as otherwise permitted in clause (2) below, it shall cause to be insured such parts of the System as would usually be insured by corporations op~ai,~g like properties, with a respomible insunmce company or companies, a~inst risks, accidents or casualties against which and to the extent insmm~ce is usually carried by coqaorations Ol~railng like properties, in¢lllding; to the ex-tellt -25- the bondholders and their ~esentatives at all t~asonable times. (2) In lieu of obmi. i%~ policies for insunmc, e m provided above, the City may serf-insure against risks, accicL-nlts, claim,~ or casualties descrl~ in clanse (1) above. (lc) Rate Covenant. Itwill fix, es~ablish, maintain and collcct suchra~s, charges and fees forthe use and availability of the System at all times as are necessary to produce Gross Revenues and other Pledged Revenues equal to the greater of amounts detemlined in accordance with clausus (1) or (2) below, to-wit, amounts sufficient (1) (A) to pay all cm,~ut Operating Expenses oftbe System, and (B) to produce Net Revenues for each Year at least equal to 1.25 'dines the Average Annual Principal and lai~m,-t Requinmumts of all fl~ outstanding Priority Bonds; or (2) to pay the stma of (A) all cmxent Operating Expenses, (13) the Average Annual Principal and Inteteat RI~WAIII~ O~ the thai O~]t~a~d~ag Pri~d~.y Bonds, (C) required deposits to the Reserve Fund required for the Priority Bonds, and (D) amounts dulSng the ctai~a[ Year. The calodation of Average Anm!al Principal and ~ Requirements on all o~isia~ing Priority Bonds shall be net of c,~i~al/zed inter~ f~ tach Pr/odty Bends enly ifthe meneys in the Capitalized Interest Account received from proceeds of such Priority Bonds are invested in Government Obligations. The foregoing notwithstanding, such rates, ckstges and fees shall be fixed, established, maintained and collected at a level sufficient to enable the City to pay debt service on Priority O) Audits. At~ the close ofeach year while any Priority Bonds are outstanding, an audit will be made of the books and accounts relating to the System and the Pledged Revenues by the Accountant. As soon as practicable after the close of each such yem', and when said audit has been compleltxl m~d mad,~ available to the City, a copy of such audit fin- the preceding year shall be mailed to any holder of the then inspection of the registered owners of the Priority Bonds and their agenls and representatives at all reasonable times. (m) GovernmentalAgencies. It will comply with all of the tea-ms and conditions of any and all franchises, permits and authorizations applicable to or necessa.vy with respect to the System, and which -26- (o) Rights of Inspection. The Engineer of Record or any registered owner of $100,000 in agg~gate p,i~'ipal amount of the Priority Bonds than outst~ing shall have the right at ail ~ ~ City shall fumi~ to ~he l~%Z, ineer of Record or such mgi~l owner, as the case may be, ~h~ statemenls, reports and other information wi~,fi~g to the City and the System as the Engineer of ~ ~ (p) Surplus Bond Proceeds. It shall deposit any smplus proceeds from the Bonds remaining af~ the acquisition and completion ofthe System ~ to the credit of the Debt Service Fund, to the ex. mt any such surplus proceeds are not othenvise required to be rebated to the United States of America in accordance with the provisions of Section 23 hereof; to pay debt service on the Bonds. Section 23. COVENANTS REGARDING TAX-EXEMPTION. That the Is.suer covenants to refrain ftmn any action which would adversely affect, or to take such action as to ensme, the uealraent of the Bonds as obligations desoribed in section 103 of the Code, the interest on which is not includable (a) to take any action to assure that no more than 10 percent of the proceeds of the Bonds or the projects financed therewith (less amoums deposited to a reserve fund, ff any) are used for any "private business use", as defined in section 141COX6) of the Code or, if more than 10 percent ofthe proceeds are so used, that ammmts, whether or not received by the Issuer, with ~ment. directly or indirectly, secure or provide for the payment of more than 10 percent of the debt service on the Bonds, in contravention of section 141(bX2) of the Code; Co) to take any action to as,sure that in the event that the "private business use" described in subsection (a) hereof exceeds 5 percent of the proceeds of the Bonds or the projects financed ~ (less anmunts deposited into a reserve fund, if any) hhan the amount in excess of 5 percent is used for a '~nivate business use" which is "rela~l" and not "disproportionate", within the meaning of section 14 ICoX3) of the Code, to the governmental use; (c) to take any action to assure that no amount which is greater than the lesser of $5,000,000, or 5 percent of the proceeds of the Bonds 0ess amounts deposited into a re.serve -27- (1) proceeds of the Bonds invested for a reasonable temporary period until such proceeds are needed for the purpose for which ~he bonds are issued, (2) amounts invested in a bona lide debt service fund, w/fl~ the me:mlnE of section 1.148-1(b) office Treasury Reg~d~ons, and O) amotmts deposited in any reasonably requiredreserve or replacement fund to the extem such amounts do not exceed 10 pen~ of tl~ proceeds ofthe Bonds; (g) to otherwise restrict the use of the proceeds of the Bonds or amounts treated as proceeds of the Bonds, as may be necessary, so tha~ ~he Bonds do not othorwhe conwavene the requirements of section 148 of the Code (mlating to mbitrage) and, to the extent applicable, section 149(d) of the Code (~lating to advance refundings); and ih) to pay to the United States of America at least once during each five-yeax period (b~i~ing on the date of delivery of the Bonds) aa amount that is at least equal to 90 percent of ~he "Excess Eam/n~", w/thin the me~in~ of section 148(f) of the Code and to pay to the United Sta~s of America, not la~r than 60 days after ~he Bonds have been paid/n full, 100 percent of the amount then required to be paid as a result of Excess Earnings under section 148(0 of the Code. regulatiom or rulings prom~!~l by lhe U.S. Depmu.ent of lhe Treamn-y pumamt thereto, h ~he ~,at that ~x~gulations or mlin~ m'e hereafter promulgated which modify or expand provisions of the Code, as applicable to the Bonds, the Issuer will not be ~luired to comply with any covenant conlained herein to ~he extent fl~at such failure to comply, in the opinion of nationally-mcogn~ i?ed bond counsel, will not -28- ex~ from federal income taxation of inte~st on the Bonds under section 103 of the Code. In furtheiaace of the foregoing the Mayor, &e City Manager, any Assistant CiW Mamger and the Director of Financial Services may execute any certificates or other reports required by the Code and to make such elections, on behalf of the City, which may be p~milted by the Code as are consistent with the purpose for lhe issuance of the Bonds. In order to facilitme compliance with the above clm~e (h), a "Reb~ Ftmd. is hereby established by the City for the sole benefit or,he United States of America, and such Rebate Fuad shall not be subject to the claim of ~uy other person, including without limitation the ~Jstered ownem of the Bonds. The Rebate Fund is established for the a_ddifional pmlx~ of Oompliance ~ sec'don 148 of the Code. Section 24. TAXABLE OBLIGATIONS. That lhe provisions of Section 23 ofthis Oldinance notwithstanding, lhe City reserves the ability to issue Additional Prlodty Bonds in a rammer such that s~ obliEmions an~ not obli~ons descfi~ in section 103(a) of file Cod~ or m'e obligations which constitute "prival~ activity bonds" within ~he meaning of section 141(b) oflhe Code. Section25. AMENDMENTOFORDINANCE. (a) Thatthere~ownemofamajority in aggrugate pfi~pal amount of the Priority Bonds then out~Umdi,,g shall have th~ right from ti,m~ to tim~ to approve any amendment to this Ordln~ce which may be deemed necessary or desirable by &e City, provided, however, that without the consc~at of the ~ owners of all of the Priority Bonds at ~he time (1) Make any change in ~he maturity of any of the ouCsiaading Prknity Bonds; (2) Reduce the rote of imerest borne by any of the outstanding Priority Bonds; (4) the rights of the registered owners of less than all of the Priority Bonds then outs~ading;, -29- in The City of New Yoflc, New York, and a newspaper of general cimflmion in the City, once during each calendar week for at least two successive calendar weeks. Suchnotice shall briefly set fotlh the nature of the proposed amendment and ~all state that a copy ~fis on file at the la.pal o~:e of ~he Paying if noOce in w66~g is given to each regi~ed owner of Priority Bonds. (c) That whenever at any time not less than 30 days, and within one year, fium the date ofthe ~ publication of said notice or other service of written notice the City shall receive an instrument or in.qmam~ executed by the registered owners of at least a majority in aggr~o te principal amount of the described in said notice and which specifically coment to and aptauve such amendment in substantially the rolm of the copy lhereof on file with the Paying Agem/Regks~, the governing body of the City may pass the ame~dattny ordinance in substantially the same form. (d) That upon the passage of any amendato~ ordinance pmsuam to the provisions ofthis Section, Ibis Ordinance shall be dexnned to be ~nended in accordance wilh such araendalmy ordinance, and the respective rights, duties ired obligations undex this Ordinance of the City and all the registered owners of (e) That any coment given by the mgisi~,rd owner of a Priority Bond pursuam to the provisi~ of this Section shall bc irrevocable f~r a period of six months from the dine of the flint publication of the of the same Priority Bond during such period. Such consent may be t~:flced at ~ay time after six months from the date of the fast publication of such notice by the regis~ owner who gave such coment, or by a successor in title, by filing notice thereof with the Payin~ Agent/Regi.Va~ and the City, but such revocation shall not be effective if the iegistered ownem of at least a majority in aggregate principal amomlt of the ~ (0 The foregoing provisions ofthis Section notwithstanding, the City by action of the City Council may amend this Ordinance for any one or more of the following puqx~: -30- (2) Toma~ such provisions for the propose ofcufing ~y ambiguity, or curing correctin~ or supplemca~[iug any defective lxovision comained in this Ordinance, or in regard to clarifying raatt~ or questions arising under this Ordinance, as are necessary or desirable and not conWosy to or inconsistent with this Ordinance aad which shall not adversely affect the intems~ of lhe registered ovm~rs of the Priority Bonds then outstanding; (3) To modify any of lhe provisions of this O~dinance in any off,er respect whatever, provided that (i) such moditicafion shall be, and be expressed to be, eflixxive only atter all Bonds and each series of Additioglal Ptiolity Boiid80utSla~ing at the dal~ of the adoption of such modification shall cease ~o be OUtStanding, and (ii) such modification shall be specifically mf~m:d to in the text of ali Priority Bonds issued after the dale of the adoption of such modification; (4) To make such amendmems to this Ordinance as may be nxluh-ed, in the opinion of nationallymco~i~l bond counsel acceptable to the City, to ensure cutm,liance with sections 103 and 141 through 150 of the Code and the regulations promulgated tbe~der and applicable th~; (5) To make such changes, modifications or amendments as may be necessary or desirable in order to allow the owners of the Priority Bonds to thereafler avail themselves of a changes, modifications or amendment~ are not co~cmuy to or inconsistent with other provisions of this Ordinance and which shall not adversely affect the imetn~ of the owners of the Priority Bonds; (6) To make such changes, modifications or amendments as may be necessmy or desirable in order to obtain or maintain ltae graafing of a rating on the priority Bonds by a Rating Agency (}rtl) obtaill or mainiaill II. Credit Facili~, orto obtaill the al~noval of the Bonds fromthe Texas Attorney General; and (7) To make such changes, modifications or amendments as may be necessary or desirable, which shall not advemely affect the interesls of the owners of the Priority Bonds, in order, to the extent l~tmit~ by law, ~o facilitate hhe economic and practical utilimtion of inter~ ram swap agreements, foreign cuaeacy exchange agreements, or similar type of agreements with respect to the Priority Bonds. -31- Section 26. DAMAGED, MUTILATED, LOST, STOLEN, ORDESTROYED BONDS. (a) That in the event any ou~dlng Bond is damaged, mu-'ht,~d, lost, s~olen, or destroyed, the Paying A~uOReg~hm ~hall cause to be t,~iuixxl, executed, and delivered, a new bond of the stone principal amount, maturity, and interest rate, as the damaged, mutilated, lost, stolen, or destroyed Bond, in replacement for such Bond in the manner ~ provided. Also, in every case ofloss, thefg or desu'uction of a Bond, the applicam shall furni~ to the City ~md to the Paying Agent~ evidonce to their satisfaction of the loss, theft, or destruction of ~¢h ~ ~ ~ case may be. In every case of damage or mutilation of a Bond, the applicant shall s~i~ader to the Paying Agont/RegisWar for cancellation the Bond so damaged or mutilated. perugina, if any, or interest on the Bond, the City may authorize the payment of the same (without surrender thereof except in the case of a dama~xl or mutilated Bond) inslead of issuing a replacement Bond, bond issued pursuant to the provisions of this Section by virtue of the fact fl~t ~y Bond is lost, stolen, or destroyed shall constim~ a contractual obligation of the City whether or not ~e lost, stolen, or destroyed Bond shall be found at any time, or be enforceable by ~yone, and shall be entitled to all the benefits of Ibis Ordinance equally ~md proportiona~ly with any and all other Bonds duly issued under this Ordinance. (e) In accordance with Chapter 1206, Texas Government Code, this Section of this O~linsqce shall constitute authority for ~he issuance of any such ~placement bond withou~ necessity of furher action by the governing body of the City or any other body or person, aad the duty of the replacement of such 5(d) of this Ordinance for Bonds issued in exchaage for olher Bonds. -32- Section 27. APPROVAL ~ REGISTRATION OF BONDS. That the City Manager of &e City is he, d,y authorized to have control of the Bonds and all necess~ mcmds and lnoceedings Attorney General of the Stme of Texas, amitheir registration by the Compo. uller of Public Ac, co, rata of the State of Texas. Upon registration of the Bonds, said ~ller of Public Accounts (or a deputy dcsi~ in wfifiu8 to act for said Co~uller) shall manuafly sign the Com0hoil~'s R~istmfion Certificate aCCompanying the Bonds, and the seal of said COmlJUoller .qhal! be impressed, or placed in fagsimile, on each such certificate. Section 28. DELIVERY OF BONDS TO TltE UNIIERWRITERS. That should the City Mana~ effect the sale of thc Bonds to ~e Lhxlen,ait~ by executing tbe Purchase Agreem~ ~ ~ delivered to the Unda'wri~ and the Underwrkem shall have the right to exchange such bonds as provided in Section $ hereof without cost. Section 29. USE OF PROCEEDS. That the proceeds fium the sale oft. he Bonds shall be used to fund the escrow established for the bonefit of the Refunded Bonds in the Escrow Agreement, and to pay costs ofis.~,ance for thc Bonds. The foregoing notwithstanding proceeds t~-ta~se~ accraed interest on the Bonds shall be deposited to the credit of the Debt Service Fund. Section 30. FURTHER PROCEEDINGS. That the Mayor, City Se~t~iary, City Manager, any Asaistant City Manager and the Director of Finandal Services, and all other officers, m~,loycc~ and agents of the City, and each of tlrem, shM1 be and they are hereby exprczsly authorized, ~mpowen,d and directed fium time to time and at any time to do and perform all such acts and thin~ and to execute, acknowledge and deliver in the name and under the coq~orate seal and On behalf of the City all such imtmmems, whether herein mentioned, as may be necessary or desirable in order to cam/out the let'ms and provisions of this Ordinance and the Bonds, including, but not limited to, confonning documents to receive the oinaoval of the Texas Attorney General and to receive ratings from municipal bond rating agencies, the pilallng of a smtemem relating to the insuring of the Bonds by a municipal bond insomnce company, and, if necessary, executing and delivering an agreement of the type refen~d to in Section 31 hereof. Section 31. BOND INSURANCE AND DEBT SERVICE RESERVE FUND INSURANCE POLICIES. The City Manager is authorized, in connection ~ effectin_g the sale of the Bonds, to obtain tiaxa a municipal bond insurance comt~any so designated in the Purchase Agreement (the "Insurer') a monicipal bond insurance policy and a debt service reserve fund policy in support oftbe Bonds. To that chid, should the City Manager exemise such authority and coni.i;t the City to obtain either a municipal bond insmance policy and a debt service resevee fund policy, or both, for so long as either or both policies are in effect, the req~ments of the Insm~ relating to the iasuance of said policies are incorporated by reference into this Ordinmlce and made a part hereof for all ~s, notwithstanding any other provision ofthis ~ce to the contrary. The City Manager and any Assistant City Manager shall have the authority to execute any documents to effect the issuance of said policies by the Insurer including, -33- Section32. COMPLIANCE WlTI~ RULE 1.~e2-12. (a) AnnualReport~ (0 TheC~ysha~ provide anm*ally tO each NRMS]R and any SID, within six months afl~ the end of each fiscal year as the City of the general type included in the final Official Statement authorized by Section 2(c) of thin stal~nants to be so provided shall be (1) prepared in accordance with the accounting pih~dples ~ in Exhibit B attached hereto, or such other accounting v,h~'iples as the City may be requited to employ ffOtti tilde tO time th6'r~l~ plll'n~lallt to sttl~e igw or IL~glllal~o~l, alld (2) audited~ if ~le City con liiii ~o118 an audit of such stateme~s and tbe audit is completed within the period during which they must be provided. If the audit of such financial statements is not complete within such period, then the City slmll provide ullaudited thlancial state-meats wittlill such period ~ shall provide aMited fl/lal~ial statemgn~ for the applicable fiscal ye~ to each NRMSIR and any SID, when and if the audit report on such statements become available. (ii) ff the City changes its fiscal yesr, it will notify each NRMSIR and any SID of the change (and oftbe d.m~': of the new fiscal year end) prior to the next date by which the City otherwisu would be required or may be included by specific reference to any document (includinE an official statement or other off~tlag document, if it is available from the MSRB) that tbemtofore has been provided to each NRMSIR and any ~o) Material Event Notices. The City shall notify any SID and either each NRMSIR or the MSRB, in a timely maaner, of any of the following evcut~ with mapect to the Bonds, if such event is material within the meaning of the federal securities laws: 2. 3. 4. 5. 6. 7. 8. 9. 11. Modifications to right~ of holdem of the Bonds; Bond calls; Release, substilution, or sale of property securing repayment of the Bonds; and Rat g chang (c) Limitations, Disclaimers, and Amendment~ (i) The City shall be obligated to observe and perform the covenants specified in this Article for so long as, but only for so long as, the City i~nain~ evem will give notice of any deposit m~¢ in ~ with this Ordinance or applicable law that causes Bonds no longer to be outstmading equitable fight, ~medy, or claim hem-ander to any oth~ person. The City undertakes to provide only &e financial information, opeiallng clm~ financial s~ai~ments, and notices which it has expressly agreed to provide pm'suam to this Section ~md does not hereby unde~nake to provide any otber information that may be relevant or mmerial to a c~,mglete prese~aaion oftbe City's fin~cial results, condition, or prospe~ or as expressly provided hemin~ The City does not make any ~on or warramy concemihg such (ih') UNDER NO CIRCUMSTANCES SHALL THE CH'Y BE LIABLE TO THE REGISTERED OWNER OR BENEFICIAL OWNER OF ANY BOND OR ANY OTHER PERSON, IN CONTRACT OR TORT, FOR DAMAGES RESULTING IN WHOLE OR IN PART FROM ANY BREACH BY THE CITY, WHETHER NEGLIGENT OR WITHOUT FAULT ON ITS PART, OF ANY COVENANT SPECIFIED IN THIS ARTICLE, BUT EVERY RIGHT AND REMEDY OF ANY SUCH PERSON, IN CONTRACT OR TORT, FOR OR ON ACCOUNT OF ANY SUCH BREACH SHALL BE LIMITED TO AN ACTION FOR MANDAMUS OR SPECIFIC PERFORMANCE. (iv) No default by the City ih observing or performing its obligations under this Section shall comprise a breach of or default under this Ordinance for porposes of any olher provision of this Ordinance. No~ing in this Section Js intended or shall act to disclaim, waive, or otherwise limit the duties ofthe City (v) Tbe provisions of this Sec'don may be amended by the City from time to time to adapt to changed c~ces that arise flora a change in legal requireme~, a change in law, or a change in the identity, nature, status, or type of operafiom of the City, but only if(l) the provisiom of this Section, asso amended, would have permitted a~ underwriter to purchase or sell Bonds in the primary off~dng of the Bonds in compliance with l:he Rule, taking into acco~m~ any amendmenls or int~la~iafions oftbe Rule ~inee such offefing as well as such changed c~ and (2) either (a) lhe re~sl~ed owners ofa majority ia aggregate ~,~hscipal amount (or any greatex amount required by any other provision of this Ordinance that amhorizes such an amendmem) of the outsmading Bonds coment to such ~anendment or (b) a person that -35~ form, of the nmson for the amendment and of the impact of any ch~mge in the type of financial information or oper~fin~ data so provided. The City may also araend or repeal the provisions of h~ds continu'mg disclosure agn~nnent if the SEC amends or repeals the applicable provision of the Rule or a court of final provisions of this sentence would not p~vent an underwliter fxom lawfully purchasing or selling Bonds in ~ p~'h~-y offering of the Bon~ Section33. DISPOSITION OF PROJF_~T. That the City covenam.~ that the property fmanced with the proceeds of the Refunded Bonds will not be sold or otherwise disposed in a Wan~action resolfing in the receipt by the City of cash or other ~on, unless the City obta'mg an opinion of nationally- affect the tax-exempt status of the Bonds or the Refunded Bonds. For purposes of this Section, any and disposed of in the ordinary course of business shall not be treated as a transa~on resulting in the receipt of cash or other cvml~n~fion. For purposes of this Section, the City shall not be obligated to Oomt, ly wi& this covenant if it obtains an opinion ofnationally-recogn~ ired bond counsel to the effect thai income ofthe interest Section 34. REASONS FOR REFUNDING 'l'liE REFUNDED BONDS. That the City he,by fmds that the issuance of the Bonds for the purpose of refunding the Refunded Bonds to n~dize a net pmsant value savings is a public purpose. As a condition to the iasuance of the Bonde, the refunding of the agg~gate principal amount of ~he Refimded Bonds must produce a net p~ent value savings of a~ least 2.85%. The Refunded Bonds shall be specifically identified in the Pumhase Conuacc The City Manager may elect not to refund all of the obligations listed in Schedule I, but in no evem shall the Bonds be issued if the re~mdlng of the a~ ~'ipal amoont of the obliga6ons selected for ~efunding does not tesuli in ~alizing lhe minimum sax~mgs flag, hold established in this Sectior~ The Director of Financial Services shall execute and deliver to the City Council a certificate ~i~'mg that the savin~ fl'aeshold herein the gross savin~ realized by the City as a result of refunding the Refimded Bonde. Sectioi1 35. ESCROW AGREEMENT. That eoncun~ly with ~he delivery of the Bonds he City shall cause to be deposited with the Escrow Agent, from the proceeds fium the sale of the Bonds and other available moneys of the City, all as deson3ed in the Id'~ of instructions refined to in Section 29 hereof; an amoont sufficient to provide for the refunding of~he Refunded Bonds in accordance with Chapter 1207, Texas Government Code, as amended. Subject to the execution of the Pmchase Agreement by the City Manager and the delivery of the Bonds pursuant to the terms thereof, the City Manager and City -36- Section36. REDEMPTION OF REFUNDED BONDS. ThattheCityheteby~iuesthat~ subject to ;he execution of the Purchase Agreement by the City Manager and the delivery of the Bonds pursuam to the terms thereof, the Refunded Bonds shall be called for rederapfion on the d~L~s, and at the applicable red~ap~/on price to the ~ fixed for redemption, as provided in Schedule I attached to this Ordinance, all/n accordance w/ih the applicable pwvisions of the ordinances authori~n~ the issuance of the respective sedes of the Refunded Bonds. The City Manager or ~he designee the~f shall take such actions as are necessary to cause the l~[uired notice of redemption to be given in accordance wi~h ~e ~m~ of the ~x~dve ordinaac~ author~ ~he i~suaace of~he Refunded Bonds called for ~nption. Section 37. MISCELLANEOUS PROVISIONS. (a) Preamble. The preamble to this O~li-ance shall be considered aa integral part of ~ Ordimace, md is herein incotlx~rated as part of~he body of this Oldinan~ for all pttq0oses. (b) Immediate Effect. This Ordinance shall be eff~dve im~e~fiat~ly from ~d afar its passage in awcordmac~ with the provisions of Section 1201.028, Texas Goverament Code. (e) Open Meeting. It is he~y officially found and determined that the meeting at which this Ordimmce was passed was open to the public, and public notice of the firae, place and puqx~e of said raeefin~ was given, all as required by Chapter 551, Texas Gov~muent Code, as amended. (d) Rules of Construction. The words "herein", "hereof" and '~eretmdeff and other words of Except where the context otherwise ~ te~mS defined in this Ordinance to i .mpart ~he singular number shall be considered to include the plural ~mher and vice versa. Ref~t~ces to any named person means means such provision as i~ exists on the date this Otrli~ance is ad.ted by ;he City and my fulu~ Ordinance shall be deemed to include the payment of any mandatory sinking fund redei:apfion payments as may be described herein_ Any reference to FORM OF BOND shall refer to the form attached to this (e) Inconsistent Provisions. All orders and resolutions, or parts thereof, which a~ in conflict or incor~ent with any provisioa of tiffs Ordin~ce are hereby repealed and declared to be inapplicable, and provisions of this Ordinance shall be and remain con~lling as to the ma~ prescn~0ed herein. SIGNED AND SEALED THIS DAY OF ,2003. -37- City of Co~p~ Christi, Texas C~ty Sec~tary (SEAL) APPROVED AS TO FORM: City Armmey ~38- NO. F_.,~H I #1[T A UNITED STATES OF AMERICA STATE OF TEXAS COUNTIES OF NUECES AND SAN PATRICIO CITY OF CORPUS CHRISTI, TEXAS LrI]LITY SYSTEM REVENUE REFUNDING BOND SERIES 2003 MATURITY INTEREST BOND ON THE MATURITY DATE SPECIFIED ABOVE, THE CITY OF CORPUS CHRISTI, IN NUECES AND SAN PATRICIO COLrN'rli~, TEXAS (the "Issuer"), hereby promises to pay to , or to the registered assignee hereof (either being hereinafter called the '¥ogist, ownoe') primipal amoum of DOLLARS and to pay interest theazxm from the Bond Date specified above, on 15, 200_ and semiannually on each __ 15 and __ 15 therea~er to the maturity date specified above, or the date of redemption prior to maturity, at the imemst rate per ~mnmn specified above; except that if the Paying Agent/Regiatt~s Authenti~ ~ ~ on the face oflfiis Bond ia dated later than 15,200_, such inter~ is payable semiannually on each 15 and 15 following such da~. THE PRINCIPAL OF AND INTEREST ON Ibis Bond are payable in lawful money of the United States of America, without exchange or collection chaz,ge~. The principal of ~ Bond shall be paid to the regislered owner hereof upon pres~uiaiion and sunvnder of this Bond at manLrity or upon the date fixed for its mdeakoiion prior to maturity, at lhe d~ignal~d tm~ office in Dall~, Texas (the .Desi~ T~ Office") of JPMtngaa Chase Bank, which is the "Paying Ageal/Re~uad' for this Bond. The payment of interest payment d~ by check or dratt, d~vd as of such interest payment date, drown by the Paying Agent/Regi~hat on, ~md payable solely from, funds of the Issuer required by the ordlmnee authorizing the issuance of this Bond (the '~md Ordinance") to be on deposit with the Paying Agent/P~gistmr for such pu~0ose as heminatter provided; and such cheek or dra~ shall be sent by the Paying AgetrdRegis~ by provided he.in shall be paid ~o the registered owner upon presenlation and sta~uder of this Bond for tedeiiipllon and payment at the Designated Trust Office ofthe Paying Agent/Registrar. The Issuer cove- payment date, and accow~ iui~t payment date for this Bond it will make available to the Paying Agent~, from the "Debt Service Fund" crea~d by the Bond Ordinance, the amounts required t~ provide for fl~e payment, in hmuedi~ly available funds, of all ~,i~cipal of and in~est ~ ~ ~ ~ due. IF THE DATE for the paymcut of the prhicigal of or interest on this Bond shall be a Saturday, Sunday, a legal holiday, or a day on which banking ins~tutions in the City wbe~e the Designated Trust Orifice of the Paying Agen~wgis~ is located ~ authorized by law or executive order to close, or the United States Postal Service is not open for business, then the date for such payment shall be the next succeedin~ day which is not such a Satu~, Sunday, legal h~lk/ay, or day on which banking inshqm'ons are authorized to close, or the United S~t~ Postal Service is not open for business; and payment on such date shall have the same force and effect as if made on the original date payment was due. THIS BOND is one of a series of bonds of like lenor and effect except as to number, pduc~pal amount, in~e~st rate, maturity, and right of print redemption, dated as of the Bond Date specified ~ve, ~ao~n~oa;i,,g $ (h~in sometimes called the "Bonds"), issued for the propose of refunding the "Refunded Bonds" (as defined in the Bond Ordinance) and to pay the co~s ofissuhg the Bonds. THE OUTSTANDING BONDS maturing on mad a/~r__ 15, 201_ may be redeemed prior to their scheduled matx~fies, at the apriori of the Issuer, in whole, or in part on __ 15, 201_, or on any date theteat~, at the redemption price of par plus accrued interest thereon to the date fixed for redeaipllon. The Bonds or portions thereof redeemed within a maturity ,shall be selected by lo~ or ~ customary random method selected by the Paying Agent/Registrar (provided that a portion of a Bond may be n~xned only in an integral multiple of $5,000); provided, that during any period in which ownership of the Bonds is detemalned only by a book entry at a securities depodtory for the Bonds, if fewer than all of the Bonds of the same maturity and bearing the same interest rote are to be redeemed, the particular Bonds of sucah matmity and bearing such interest rate shall be selected in accordance with the mmngenvmts THE BONDS are also subject to mandatory redemption in part by lot pursuant to the terms of the Bond Ordinance, on .__ 15 in each of the years 20._ lind 204 inclusive, with respect to Bonds manning ~ 15, 20__.~ in the following years and in the fl~llowing amotmts, at a price equal to the Year *Final To the exlm~t, however, that Bonds subject to sinking fund redemption have been previously purchased or called for rede~o~ion in pa~ and otherwise flum from a sinking fund redampton paying, each annual sinking fund paymem for such Bonds shall be uMuced by the amonnt oblained by multiplying tbe l~;~cipal amount of Bonds so purchased or redeemed by the rmio which each ~mining sinking fund payment for such Bonds bem~ to the total remaining sinkin~ fund paym;m~, and by romdin~ each payment to the nearest $5,000 integral; provided, fl~at during any period in which ownevah'? of the Bonds is determined only by a book entry a~ a securincs depository for the Bonds, the particular Bonds to be and fig securities depository, NOTICE OF any such red~on of Bonds shall be given in the following manner, to-wit, (i) a written notice of such n~mpton .~hall be given to the registered owner of each Bond or a poflion thereof being called for redcaap6on not more than 60 days nor leas th;m 30 days prior to the date ~ f~ ~ch each such regisl~nxl owner at the address thereof shown on the Reg~ha~ion Books of the Paying Agent/Regi~isas and (ii) a notice of such re&aupfion .~hall be publi~ed one time, at least 30 days ptior to the d~n~_, fixed for such redea,p~on, in a journal or publication of general circulation in the United States of America or the S~ate of Texas which can'ies as a regular feature notices of redline,ton of municipal bonds; provided, however, ~hat the failure to send, mail, or receive such notice described in clause (i) above, or proceedings for the redecaption of;my Bond, as publication of notice as described in clause (ii) above shall By the date fixed for ;my such redemption due provision shall be made by the Issuer with the Paying Agent/Regi~i~m for the payment of the required redemption ptice for this Bond or the portion hereof which is to be so redeemed, plus accrued interest thereon to the date fixed for redemption. If such notice of redemption is given, and if due provision for such payment is made, all as provided above, tins Bond, or the portion bemof winch is to be so redeemed, tlgreby automatically mall be redeemed prior to its scheduled maturity, ami shall not bear or accrue interest at, er the cb~_¢ fixed for its redemption, and shall not be regarded as being outstanding except for the right of the registered owner to receive the redemption price plus accrued interest to the date fixed for redemption from the Paying Agem/RegJstrar out of the fonds provided for such payment. The Paying Agent/Regi~m shall record in fig R_egi~h~on Books all ~ach tedemIRiom of ~iaeipal amount of this Bond or ;my pocdon hereof. If a portion of any Bond shall be redeemed a substitute Bond or Bonds having the same maturity dale, bearing imerest at the same rate, in ;my Authorized Donominafion at fig written request of the registered owner, and in ;m aggregate principal thereof for cancellation, at the expense of the Issuer, all as provided in the Bond ~. ALL BONDS OF THIS SERIES a~e issuable solely as fully ~ered bonds, without interest eoupo~ in an Authorized Denomina~ (as defined in the Boad Ordimmce). As provided in the Bond Ordinance~ Ibis Bond may, at th~ mqu~t of the mgist~xt owner or th~ assign~ or assign~s h~mot~ be assigaed, ii/msferrefl, conve~ed in~ ~ad exchanged for a like aggregate amoum of fully registered Bonds, regisi~l owner, assignee or assignees, as the case may be, upon surrender of this Bond to the Paying of asaL~nment, in form and with gu~uiee of s~nan~ satisfactory to the Paying Agent/RegisWar, evi- to be tx~ned. The fram of Assi~.~'.eat printed or endorsed on this Bond may be executed by the ~is- ~red owner to evidence ~he assi~mtmeat hereof, but suchmethod is no~ exclusive, and other instruments of assig, im~ satisfactory to ~he Paying Agent/Regis~ may be used to evidence the assie, ument of this Bond or any pordon or portions hereof from time to time by the v~tered owaer. 'the one ~questing such con- venfioa and exchange shall pay the Paying AgenVRegis~s ~t~raable standmxl or customa~ fees and charges for convcafiag and exchanLzing any Bond or portion theax~f. In ~ay cimum~ce, any taxes or governmental charges required t~ be paid with respect ~ shall be paid by the one requesting such assi~nm~nat, waasfer, conversion or exchange, as a condition pmcedem to the exercise of such privilege. The foregoing notwithstanding, in the case ofthe conversion and exchsn~2e of an assigned and traasfen~d Bond or Bonds or any portion or portions thereof, such fees ami charges or,he Paying Agent/Registrar ~ be paid by ~he Issuer. ~ Paying A~aoRegistr~ shall not be required (i) to make any such warner, conversion or exchange during the period beg~.;n~ at the opening of business 30 days before the day of the first mailing of a nmice of mdemplk~n aad ending at the dose of business on the day of such mailing scheduled to occur within 30 calendar days; provided, however, such limitation of transfer shall not be applicable to an exchange by the registered owner of an unredeemed balance of a Bond called f~ redemption in part. WHENEVER the beneficial ownership of this Bond is determined by abook enlry at a sectaries depository for the Bonds, the foregoing requhe~,ems of hoklin~, deliv¢~'ing or wansferring this Bond shall be modified to requixe the approprime person or entity to meet the requirements of the securities depository asto m~ or tramfe~g ~he book eaUy to produce the same effect mailed ~o the registe~ owners of the Bonds. acknowledge~ that the Bond Ordinance is duly recorded and available for impecfion in the official mlm~es and records of the Islet, and agrees that the t~tms and lauvisions of this Bond and the Bond Ordinance THE BONI~ are special obligations of he Issuer payable solely from and equally secured, tog~er with the cu~,e.~ly outstanding Pt~ously Issued Priodly Bonds (as such te~-m is defined in the Bond Ordinance), by a first lien on and pledge of the "Hedged Revenues" (as such term is de~ed in ~he Bond O~linance) of lhe System. The l&suer has reserved the right, subject to the res~iefions stated, and made p~yable from, and secured by a fu~t lien on and pledge of, the aforesaid Pledged Revenue~. For a more complete de~ilon and identification of the revenues and funds pledged to the payment of the Bonds, and other obligations of the Issue~ secured by and payable from the same source or soumes as the Bonds, ref¢l~ce is hereby marl~ to the Bond Ordinance. THE ISSUER has reserved the right, subject to the resu'ictiotm stated, and adopted by reference, ill the Bolld Ollti[lalw, e, 1o al~ the Bond Ordillallce; and uIlder som. e (bm llOt ali) ¢il'Olmqlttlll~es amendments mu~t be ~v~oved by the owners of a majority in aggregate principal amount of~e ~aing Priority Bonds (as defined in the Bond Ordinance). THE REGISTERED OWNER HEREOF shall never have the right to demand payment of this obligation out of any funds raised or to be raised by taxafio~ IT IS HEREBY certified and covemmted that lifts Bond has been duly and validly authorized, issued and delivered; and that all acts, conditiom and things mquinxt or proper to be performed, exist ~d be done precedent to or in the authorization, issuance and delivery of this Bond have been perfoma, cd, existed ~d been done in accord~ce with law, IN WI iNESS ~F, this Bond has been signed wilh the i ~mprinted or lilhogr~ facsimile signature of the Mayor of said Issuer, attested by the iit~thi~l or lithographed facsimile ~gnatum of City Secielary, and the official seal of said Issuer has been duly affixed to, printed, lithogtaphed or CITY OF CORPUS CHRISTI, TEXAS fi/Fl'EST: Mayor C~ty Secretary (SEAL) FORM OF PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE: PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE (To be executed if this Bond is not accompanied by an executed Registration Certificate of the Coaiptmller of Public Accounts of ~he State of Texas) a bond, bonds, or a portion of a bond or bonds of an issue which ori~nally was approved by the Amnney General of the Stale of Texas and ~ by the Co,~otroller of Public Accoun'~ of the State of Texas. Dated JPMORGAN CHASE BANK, Paying AgenVRe~u~ FORM OF ASSIGNMENT: ASSIGNMENT FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto Please insert Social Security or Taxpayer Identification Number of Transferee / / (Please la h,t or typewrite name and ad,l~ess, including zip code of Transferee) the w~in Bond and all rights thereunder, and hereby irrevocably constitutes and appoints NOTICE: Signature(s) must be guaranteed by a member firm oflhe New York Stock Exehvm~ or a commercial bank or trust company. NOTICE: The signature above must correspond with the name of the Registered Owner as it appears upon the front of this Bond in every any change whatsoever. FORM OF COMPTROI LER'S REGISTRATION CERTIFICATE: OFFICE OF COMIq~OLLER: STATE OF TEXAS : REGISTER NO. Accounts of the State of Texas. Witness my signature and seal this. (SEAL) Comgholler of Public Accounts of the State of Texas DESCRIPTION OF ANNUAL FINANCIAL INFORMATION The following infotmaiion is t~f~cl to in Scc6on 32 of this Ordinance. Ammal Financial Sta~ments and Oi~rafing Data Offic'ml Statement ~fen'ed to) below:. Tables 1 through 25 contained in ~e Official S~tement; and The Audited Financial Statement of thc City, as set forth in Appendix B to ti~ Official Statement ~ accouafiag p~ ha~'iples referred to in such Section ~e the accounting principles described in the SCHI~.DULE I DESCRIPTION OF REFUNDED BONDS The following bonds am thc '~faadcd Bonds", as d~fmed in the O~inm~cc: THE STATE OF TEXAS : COUNTY OF NUECES : CITY OF CORPUS CHRISTI : I, the und~igned, City S~,~aay of the City ofCo~s Cluisti, Texas, do he.by ce~ify that the above and foregoing is a t~ue, full aad con~ect copy of an Ordinance ~ by the City Council of the City of Coxpus Christi, Te-Aas (and of the minutes I~'t~ining th~[O) O~1 the day of ,2003, authorifing the issuance of Utility System Revenue Refunding Bonds, Series 2003, which ordinance is duly of record in the minutes of said City Council, and said meeting was open to the public, and public notice of the time, place and propose of said meeting was given, all as required by Texas Government Code, Chapter 551. EXECUTED UNDER MY HAND AND SEAL ofsaid City, this the dayof ,2003. City Seemla~, City of Corpus CIn'isti, Texas (SEAL) Corpus Christi, Texas day of ,20 The above ordinance was passed by the following vote: Samuel L. Neal, Jr. Brent Chesney Javier Colmenero Henry Garrett Bill Kelly Rex A. Kinnison John Longoria Jesse Noyola Mark Scoff 5 CITY COUNCIL AGENDA MEMORANDUM Ill City Council Action Date: 3/25/03 AGENDA ITEM: Motion authorizing the City Manager, or his designee, to execute a Master Lease Purchase Agreement with Banc of America Leasing and Capital LLC for a one-year term with an option to renew for one year. ISSUE: The City uses lease purchase financing to fund its equipment and rolling stock replacement needs. A RFP was mailed om to 33 leasing companies and 12 local banks. Six companies responded. A review committee comprised of Mark Seal ofM. E Allison & Assodates; Lee Ann Dumbauld, Director of Financial Services; Dorothea Montoya, City Treasurer; Gabriel Maldonado, Buyer I; and Maria Garza Senior Account Clerk, then reviewed the proposals. This committee recommends the selection of Banc of America Leasing as the City's Master Lease provider. REQUIRED COUNCIL ACTION: Approval of the motion for the City Manager to execute a Master Lease Purchase Agreement with Banc of America Leasing is required. PREVIOUS COUNCIL ACTION: Motion #M2001-119, dated March 27, 2001, approved a Master Lease Purchase Agreement with Banc of America Leasing and Capital LLC This agreement expires March 31, 2003. FUNDING: Lease payments are included in the respective department's operating budgets. CONCLUSION AND RECOMMENDATION: It is recommended that the City Council authorize the City Manager to execute a Master Lease Purchase Agreemem with Banc of America Leasing and Capital LLC for a one-year term with an option to renew for one year. Lee/(nfi Dumbauld Director of Financial Services BACKGROUND INFORMATION History The City has used a master lease financing program since 1993 to fund the purchase of budgeted equipment and the planned replacement of its rollin~ stock. Under the master lease program, each item of equipment is bid as required by the State and the City's procurement policies and the City Council approves the award. The financing for the purchase is provided through the master lease program and the annual payments are reflected in the budget. The amortization schedule for each item purchased is matched to its useful life. The financing is provided at a tax-exempt rate. Each lease remains in effect until paid, however, the City has the right to prepay any lease without penalty provided thirty (30) days written notice is given prior to the payment date on which the option is to be exercised. The City is responsible for insuring, maintaining, and replacing all equipment unde~ the master lease program. As long as the City is not in default for non-payment, legal title is held in the name of the City. The City has the right to terminate the agreement due to an event of non-appropriation. The City agrees not to replace any item under master lease for a period of 360 days. Bids Bid invitations were mailed to 121ocal banks and 33 leasing companies. Respondents submitted bids for five different amort'tzation periods as basis points over/under the 5-year Bloomberg Bond Yield. A summary of the quotes follows. Term 36 months I 48 months I 60 months I 84 months [ 120 months Firm Basis Points over/under Bloomber8 Bond Yield Banc of America Leasing .0.62% _ 0.58% .0.460/° _ 0.09% + 0.38% San Francbc% CA Carlyle Capital Marke~s, Inc. +0.00% +0.10% +0.19% + 0~70% +0.74% Dallas, TX Koch Fin~eial Corp. - 0.01% +0.20% +0.35% + 1.50% + 1.11% Scot~lale, AZ Municipal Services Group - 0.13% + 0.00% + 0.11% + 0.33% No bid Littleton, CO Ashford Capital Corp. + 0.33% + 0.35% + 0.53% + 0.71% + 1.08% Atlanta, GA Frost Bank + 1.94% No bid + 1.80% No bid No bid Sim An~io, TX Bane of America is recommended as it provided the lowest interest rate for each of the five different amortization periods. The following le~ing companies have been selected in the past: GE Capital, Koch Financial Corporation, and Bane of America. MASTER LEASE PURCHASE AGREEbIENT. BETWEEN The City of Corpus Christi, as Lessee and Bane of America Leasing & Capital, LLC , as Lessor THIS MASTER LEASE PURCHASE AGREEMENT (the Agreement), is by and between Bane of America Leasing & Capital~ LLC , a corporation duly organized and existing under the laws of the State ofl~, possessing a Certificate of Authority under Charter No. from the Secretary of State of the State of Texas, as lessor (Lessor) whose address is 555 California St.. 4th Floor, San Francisco. CA 94104,andtheCityofCorpusChrSsti, a political subdivision of the State of Texas as lessee (City), ~vhose address is 1201 Leopard, .Corpus Christi, Nueces County, Texas 78401. WITNESSETH: ~VHEREAS, the City is authorized by law to acquire such items of personal property as are needed to carry out its governmental functions, and to acquire such personal property by entering into a lease with the option to purchase; and WHEREAS, the City has determined that it is necessary for it to acquire under this Agreement certain items of personal property described herein as the Property; and WHEREAS, Lessor is willing to lease certain Property to the City pursuant to this Agreement; NOW, THEREFORE, in consideration of the mutual covenants contained herein City and Lessor hereto recite and agree as follows: ARTICLE 1. DEFINITIONS AND EXHIBITS Section 1.1 Definitions. The terms defined in this Section, for all purposes of this Agreement, have the following meanings: Additional Terms: Consecutive terms, each ora one-year fiscal period, for which a Lease with respect to a Property Group remains in effect unless terminated by Lessee. Each Additional Term commences at the end of the Original Term or the preceding Additional Term and continues for a period within which all of the Lease Payments specified in Exhibit B will be paid as provided in Section 4.1. A~eement: The Master Lease Agreement and all Exhibits hereto. Business Day: Each day on which the City is open for business. Contractor: Each manufacturer or vendor from whom the City has ordered or contracted for the manufacture, delivery, and/or installation of the Property. Contract Administrator: The City's designated representative for administering this Agreement is the Director of Financial Services or designee. Eiscal Year: The twelve 02) month fiscal period of the City which commences annually on August 1 and ends on the following July 3 I. Independent Counsel: An attorney duly admitted to the practice of law before the highest court of Texas. Interest: The portion of any Lease Payment designated as and comprising interest as shown in any Exhibit 'B" hereto. Lease: With respect to each Property Group, this Agreement and the Schedule relating thereto, which shall constitute a separate contract relating to such Property Group. Lease Payment: The payment of Principal and Interest due from the City to Lessor on each Payment Date as shown on each Exhibit "B." Lease Term: With respect to any Property Group, the Original Term and all Additional Terms during which the related Lease is in effect as specified in Section 4.1. Net Proceeds: Any insurance proceeds or condemnation award, paid with respect toany Property, remaining after payment therefrom of all expenses incurred in the collection thereof. Non-appropriation: The failure of the City Council of the City to appropriate money for any Fiscal Year sufficient for the continued performance of a Lease by the City with respect to the related Property Group, which may be evidenced by a budget ordinance or resolution which prohibits the City from using any m~ onies to pay the Lease Payments due under such Lease with respect to such Property Group for a designated Fiscal Year. Original Term: The period fi.om the date of execution of an Exhibit A with respect to a Property Group until the end of the Fiscal Year which includes the date of execution. Payment Date: The date upon which any Lease Payment is due and payable as provided in any Exhibit "B". Permitted Encumbrances: As of any particular time: (i) liens for taxes and assessments not then delinquent, or which the City may, p. ursuant to the provisions of Section 7.3 hereof, permit to remain unpaid, (ii) this Agreement and amendments hereto, (iii) Lessor's interest in the Property, and (iv) any mechanic's, laborer's, matefialmen's, supplier's or vendor's lien or right not filed or perfected in the manner prescribed by law, other than any lien arising through a Contractor or which the City may, pursuant to Article 8, hereof, permit to remain unpaid. Principal: The portion of any LeaSe Payment designated as principal in any Exhibit "B" hereto. Property: Individually or collectively as the context requires, the personal property designated by the City, which is described in one or more Exhibit "A"s as now or hereafter constituted. The City may lease-purchase all equipment it determines necessary to pi'ovide essential services, which includes computer hardware and so~vare. Pronertv Group: The Property listed on any Exhibit "A," comprising a single purchase or a group of items, equipment, or associated products. Purchase Option Price: With respect to a Property Group listed on any single Exhibit "A," the amount designated and set forth opposite each Payment Date in the Exhibit "B" relating to such Property Group. Schedule: A schedule consisting of separate but like-numbered pages of Exhibits A and B which have been completed with respect to a Property Group and executed by Lessor and City. Specifications: The bid specifications and/or purchase order pursuant to which the City has ordered any Property from a Contractor. Section 1.2. Exhibits. The following Exhibits. are attached to.and by reference made a Part of this Agreement: Exhibit "A": Property Group Description. Each Lease will have consecutively numbered Exhibit "A"s. Each Exhibit "A" will describe the Property Group for its Lease, including serial numbers when available, on consecutively numbered pages. A sample Exhibit "A" is attached and incorporated. Exhibit "B": Lease Payment Schedule. Each Lease will have consecutively numbered Exhibit "B"s. Each Exhibit "B" will contain the date and amount of each Lease Payment due for the corresponding Exhibit "A" Property Group, the amount of each Lease Payment allocating Principal and Interest, the price at which City may exercise its Article X option to purchase Lessor's interest in each Property Group, and the due date of each Lease Payment. Lessor shall prepare the Lease Payment schedule as set out in Section 3.2, and Contract Administrator shall verify it. A sample Exhibit "B" is attached and incorporated. Exhibit "C": Certificate of Acceptance. A Certificate of Acceptance signed'by the Contract Administrator indicating that the Property Group described therein has been delivered and installed in accordance with the Specifications, and has been accepted by the City, the date on which Lease Payments shown in the page of Exhibit "B" relating thereto commences, and that certain other'requirements have been met by the City. A sample Exhibit "C" is attached and incorporated. Exhibit "D": Opinion of Counsel. A form of opinion of counsel to the City as to the organization, nature, and powers of the City; the validity, execution, and delivery of this Agreement ~nd vaxious related documents; the absence of litigation; and related matters. A sample Exhibit "D" ~s attached and incorporated. .Exhibit "E": Requisition Report. City shall furnish Lessor an Exhibit "E" prior to issuing bids for any Property Group unless the item is on Exhibit "F", Approved Property List. The Parties agree that no Exhibit"E" shall be required for property listed on Exhibit,,F,,. Each Exhibit "E" will include the proposed Property Group, an estimated price for each piece of Property, the budgeted amount for each piece of Property, the desired number of Lease Payments, and any other information that City's Contract Administrator and an authorized agent of Lessor mutually agrees to add to Exhibit "E". A sample Exhibit "E" is attached and incorporated. Exhibit "F": Approved Property List. Citywill furnish Lessor an Exhibit "F" listing all Property budgeted for purchase during FY00-01. Lessor approves the lease purchase of all Property listed on Exhibit "F" by bidding on and signing this contract. City will furnish Lessor's Agent a new Exhibit "F" by September 30th annually, which lists all Property budgeted for purchase during subsequent fiscal years. Lessor's Agent must noti fy Contract Administrator within 10 working days annually after receipt of Exhibit "F" if it refuses to provide financing for the lease purchase of any Property listed on Exhibit "F", otherwise Lessor is deemed to approve the lease purchase financing for all Property listed on Exhibit "F" annually. Exhibit "F" is attached and incorporated. Exhibit "G": Items for Refinancing. City will furnish Lessor an Exhibit "G" which lists items that City will refinance if it receives an attractive interest rate. City has no obligation to refinance these items~ ARTICLE 2. REPRESENTATION, COVENANTS, AND WARRANTIES Section 2.1. Representations, Covenants, and Warranties of the CitL The City represents, covenants, and warrants as follows: . (a) The City is a municipal corporation and poiitical subdivision of Texas, duly organized and existing under the Constitution and laws of the State: (b) The City is authorized under the Constitution and laws of Texas to enter into this Agreement and the transactions contemplated hereby, and to perform all of its obligations hereunder. (c) The City Manager has been duly authorized to execute and deliver this Agreement by the official action of the City's governing body, the City Council. (d) In authorizing and executing this Agreement, the City has complied and/Or will comply with all public bidding laxvs applicable to this Agreement and the acquisition Of' the Property by the City. (e) The City will not pledge, mortgage, or assign this Agreement, or its duties and obligations hereunder to any other person, firm, or corporation except as provided under the terms of' this Agreement. (f) The City will use the Property during the Lease Term only to perform essential governmental functions devoted exclusively to public uses. (g) Upon the request and direction of Lessor, the City '.viii take all affirmative actions legally within its power necessary to ensure that the Interest portion of the Lease Payments does not become included in the gross income of the recipient for federal income tax purposes under the Internal Revenue Code of 1986 (the Code) and Treasury Regulations promulgated thereunder (the Regulations). (h) Within five (5) Business Days off'mai acceptance of each Property Group by the Contract Administrator, after delivery and installation of that Property Group, the City will provide to Lessor a completed and executed copy of the Exhibit "C", Certificate of Acceptance, correspondigg to that Property group, together with completed and executed copies of the related Exhibits "A" and "B". (i) Upon the execution of this Agreement, upon any amendment thereof, and on the annual anniversary of the execution hereof, the City will provide the Lessor an opinion of its legal counsel in substantially the form of Exhibit "D." (j) Upon the request and direction of Lessor, the City will submit to the Secretary of the Treasury an information reporting statement at the time and in the form required by the Code and Regulations. (k) The City shall take appropriate official action by its governing body to approve the acquisition and financing of any Property Group under the terms and conditions of this Agreementl Section 2.2. Reoresentation, Covenants. an.d Warranties of Lessor. Lessor represents, covenants, and warrants as follows: (a) Lessor is a corporation duly organized, existing and in good standing under and by virtue of the laws of the State of Texas, or is duly qualified and in good standing as a foreign corporation authorized to transact business in the State of Texas; has power to entei- into this Agreement~ is possessed of full power to own and hold personal property, and to lease the same; engages in the leasing of personal property such as the Property in the ordinary course of business; and has duly authorized the execution and delivery of this Agreement and all'addenda thereto. (b) Neither the execution and delivery of this Agreement, nor the fulfillment of or compliance with the terms and conditions thereof, nor the consummation of the transactions contemplated thereby, conflicts with or results in a breach of the terms, conditions, or provisions of any restriction, agreement, or instrument to which Lessor is now a party or by which Lessor is bound, constitutes a default under any of the foregoing, or results in the creation or imposition of any lien, charge or encumbrance whatsoever upon any of the property or assets o fLessor, or upon the Property except Permitted Encumbrances. (c) Lessor must not issue Certificates o fParticipation and Lessor agrees that City shall not be required to provide any disclosure information under Securities & Exchange Commission Rule 15(c)2,12. ARTICLE 3. LEASE OF PROPERTY Section 3.1. Acquisition of Property. During this Agreement when City desires to lease a Property Group from Lessor, Contract Administrator shall complete an Exhibit "E", Requisition Report, which includes the Property Group, an estimated price for each piece of Property, the budgeted amount for the Property Group, and the desired number of Lease Payments for the Property Group. For any property not on the annually approved Exhibit "F", Lessor must advise the Contract Administrator in writing whether Lessor will lease the Property Group to City within three (3) business days after re~ceipt of a completed Exhibit "E". City will initiate the bid process to purchase the Property Group. Upon receipt of bids and award by City Council ora contract to purchase City shall notify Lessor in writing of the Property Group cost and estimated delivery period, and Lessor shall execute an Exhibit "A", numbered with the assigned Lease Number, and forward it to the Contract Administrator. If City so desires, or if Lessor chooses not to lease a Property Group to City or chooses not to lease for the number of Lease Payments City requested, City may lease the Property Group from any one else it chooses. Section 3.2. Prooertv Delivery; Documentation. Upon Lessor's written approval of an Exhibit "E" Lessor shall provide City with an assigned Lease Number and Contract Administrator will prepare working file cgpies of Exhibits "A" and "B", and forward a copy of each to Lessor's designated representative. After' delivery ora Property Group to City, City staff shall inspect the Property Group for compliance with specifications. Within three (3) business days after the Contract Administrator receives staff's written acceptance of the Property Group, City will complete the Previously furnished Exhibits "A" and "B" and will provide Lessor a completed and executed Exhibit "C" (Certificate of Acceptance). Lessor must pay a Contractor, or reimburse City for any payment it made to a Contractor, for a Property Group on the same day that the Amortization Schedule Exhibit "B" begins, which must be within three business days of receipt of all documents fi.om the City. Contract Administrator must provide Lessor, in a form satisfactory to Lessor, the following: (a) an Exhibit "A" and Exhibit "B" executed by City and Lessor; Co) an Exhibit "C" executed by City; (c) a motion, or other evidence, showing official action taken by the City Council to authorize acquisition of the Property Group on the terms provided in Exhibit "A"; (d) Contractor invoice(s) and/or bill(s) of sale relating to the Property Group, and if the invoices have been paid by City evidence of payment thereof, and if applicable, evidence of official intent to reimburse such payment as required by the Regulations; (e) as applicable, financing statements executed by City as debtor and/or the original certificate of title or manufacturer's certificate o f origin and title application if any' of the Property Group is subject to certificate of title laws; (0 a completed and executed Form 8038-G or-GC or evidence of filing thereof with the Secretary or Treasury; and (g) any other documents or items reasonably required by Lessor. Simultaneously with the delivery of the Property Group, Lessor shall cooperate with the City and the City shall take all actions necessary to vest legal title to the Property Group in the City, and to perfect a security interest therein in favor of Lessor or a person, firm, or corporation designated by Lessor. Within three (3) business days of Lessor's receipt of the documents listed above in (a)-(g) in form and substance satisfactory to Legsor, Lessor shall make full payment to Contractor(s) of all funds applicable to the accepted Property Groups by either wire transfer or overnight delivery of a check at the direction of the Contract Administrator. If the escrow agreement described in Section 3.6 is utilized Lessor will Consent to a disbursement from the escrow account for payment of all funds applicable to the accepted Property Group within three (3) business days of Lessor's receipt' of the documents listed in (a)-(g) above in form and substance satisfactory to Lessor. Section 3.3. Lease. Lessor hereby leasesall Property made subject' to thts' Agreement' to the City, and the City hereby leases such Property fi.om Lessor, upon the terms and conditions set forth in this Lease. Section 3.4. Possession and Enloyment. Lessor hereby covenants to provide the City during the Term of this Agreement with the quiet use and enjoyment of the Property, and the City will during the Term of this Agreement peaceably and quietly have and hold and enjoy the Property, without suit, trouble, or hindrance from Lessor, except as expressly set forth in this Agreement. Lessor will, at the request of the City and at the City's cost, join in any legal action in which the City asserts its right to such possession and enjoyment to the extent Lessor lawfully may do so. ' Section 3.5. Lessor's Access to Property. The City agrees that Lessor may at all reasonable times examine and inspect the Property. The City further agrees that Lessor will have such ~ights of access to the Property as may be reasonably necessary to cause the proper maintenance of the Property in the event of failure by the City to perform its obligations hereunder. Section 3.6 Alternative Procedure; Escrow A~reement. Notwithstanding the provisions of Section 3.2, if, upon agreement by Lessor and City as to any Property Group to be acquired and leased by City under this Agreement, Lessor and City enter into an escrow agreement with an escrow agent establishing an account fi-om which the Property Group cost is to be paid (the "Escrow Account") (a) Lessor and City will immediately complete and execute an Exhibit A and Exhibit El relating to the Property Group; Co) the amount deposited by Lessor into the Escrow Account will be a loan fi.om Lessor to City which will be repaid by the Lease Payments due under the related Lease; and (c) the Lease Payments relating to the Property Group will have an aggregate Principal component equal to the amount of Lessor's deposit into the Escrow Account and will be due and payable as provided in the related Exhibit B commencing upon the deposit of funds by Lessor into the Escrow Account. All interest earned on an Escrow Account will be paid to City. Lessor must not underfund or overfund the Escrow Account. If City fails to purchase all Property provided for by an Escrow Account, any remaining funds will be refunded to Lessor and must be used to pay back that portion of the Principal not used by City and the Lease Payments must be adjusted to provide for such repayment. The method of recalculation will be agreed upon by the Contract Administrator and an authorized agent of Lessor. ARTICLE 4. TERlVl OF MUNICIPAL LEASE Section 4.1. Lease Term. This Agreement will be in effect commencing upon its date of execution for a period of one (1) year; provided that any Lease for a Property Group will remain in effect for a Term commencing upon its date of execution and ending as provided in Section 4.5: The City and the Lessor may renew this Agreement for one additional year. The additional agreement period will be one year and will commenc~ automatically unless the City or Lessor notifies the other party in writing that it wishes not to renew the Agreement or wishes to modify the terms of this Agreement. If City terminates a Property Group or defaults, Lessor has no obligation to fund future Property Group acquisitions. Section 4.2. Termination by the City. The Lease with respect to a particular Property Group will be in effect for the Original Term and for each of the Additional Terms Shown in Exhibit "B", unless terminated prior thereto by City as provided in this Section. Not less than one hundred twenty (120) days before the end of the Original Term or any Additional Term, City may give written notice to Lessor to terminate such Leas~ and in such event, the Lease with respect to the related Property Group will terminate and expire at the end of such Original Term or Additional Term then in effect on the date of the City's xwitten notice o ftermination. The City may effect such termination by giving Lessor such written notice and by paying to Lessor any Lease Payments and other amounts due under such Lease which have not been paid at or before the end of the then current Original Term or Additional Term. In the event of termination of a Lease, the City will comply with the instructions of Lessor pursuant to Section 12.3. Section 4.3. Effect of Termination. Upon termination of a Lease with respect to the related Property Group, the City will not be responsible for the payment of any additional Lease Payments coming due with respect to succeeding Fiscal Years, but if the City has not delivered possession and conveyed to Lessor or released its interest in the Property Group within ten (10) days after the date of termination, the termination will nevertheless be effective, but the City will be responsible for the payment of damages equal to the amount of the Lease Payments thereafter coming due under the page of Exhibit "B" attributable to the number of days after such ten (10) day period during which the City fails to take such actions and for any other loss suffered by Lessor as a result of the City's failure to take such actions as required. Section 4.4. Termination of Lease Term The Term of each Lease will terminate upon the occurrence of the first of the following events: (a) the termination thereof by the City with respect to the related Property Group in accordance with Section 4.2; Co) the exercise by the City of its option to purchase Lessor's interest in the related Property Group pursuant to Article 10.; (c) a default by the City with respect to the related Property Group and Lessor's election to terminate the Lease ~vith respect to such Property Group pursuant to Article 104 or (d) the payment by the City of all Lease Payments and all other amounts authorized or required to be paid by the City hereunder with respect to the related Property Group. Section 4.5 Termination of Aereement Either Lessor or City may terminate this Agreement as to any further financings hereunder at any time aRer the expiration of the Original Term by giving 90 days written notice to the Other as set out in Section 13.1 herein. Notwithstanding the termination, the Agreement will remain in full force and effect with respect to Leases outstanding as of the date of such termination, and such Leases may terminate only as provided in Section 4.4 herein. ARTICLE 5. LEASE PAYMENTS Section 5.1. Lease Payments. Cily agrees to pay Lease Payments during this Agreement in the amounts specified in each Exhibit "B". Lessor shall invoice City monthly.with each invoice stating the Property Group Lease number (A-_) and Lease Payment for each Property Group for which payment is invoiced. Using a format agreed to by the Contract Administrator and Lessor's authorized representative, City shall make monthly payments on the first business day of the month; however, the Contract Administrator reserves the fight to change the payment date for future Leases on 90 days notice to Lessor. All Lease Payments must be paid to Lessor at its offices at the address specified in the first;paragraph of this Lease, or to such other person(s) or entity(les) to which Lessor has assigned such Lease Payments as specified in Article 11., at such place as such assignee may designate by written notice to the Contract Administrator. The City shall pay the Lease Payments exclusively fi-om monies legally available therefor, in lawful money of the United States o f America. Interest with respect to the Lease Payments for any Property Group accrues from the date of Lessor's payment to Contractor or, if the escrow agreement described in Section 3.6 is utilized, from the date of Lessor's deposit of funds with the escrow agent. Section 5.2. Current Expense. The obligations of the City under this Agreement, including its obligation to pay the Lease Payments due with respect to the Property, in any Fiscal Year for which this Agreement is in effect, constitutes a current expense of the City for such Fiscal Year and does not constitute an indebtedness of the City within the meaning of the constitution and laws of Texas. Nothing herein constitutes a pledge by the City of any taxes or other monies, other than monies currently appropriated from time t? time by or for the benefit of the City in the annual budget of the City and the proceeds or Net Proceeds of the Property, to the payment of any Lease Payment or other amount com~ing due hereunder. Section 5.3. Interest Component. A portion o f each Lease Payment i s p aid as and represents the payment of Interest. Exhibit "B" sets forth the Interest component of each Lease Payment. Lessor agrees that the interest component for each Property Group be established as follows: Amortization Period 36 months 48 months 60 months 84 months 9 Applicable Intereist Rate 62 58 46 120'months 38 basis points ove~current five year A-rated municipal bond yield published on BLOOMBERG basis points over.~current -- five year A-rated municipal bond. yield published on BLOOMBERG __ basis points over/~current five year A-rated n-hll'fiicipal bond yield published On BLOOMBERG basis points over(~f~urrent five year A-rated ilm~cipal bond yield published on BLOOMBERG __ basis pointF~'~under current five year A-rated nhm~cipal bond yield published on BLOOMBERG Current five year A-rated municipal bond yield published on Bloomberg - The current five year A-rated municipal bond yield published on Bloomberg represents the current market rate based on when items are accepted for lease purchase. The interest rate will be calculated on the basis ora 360 day year. Section 5.4. Lease Payments to be Unconditional. The obligation of the City to make Lease Payments or any other payments required hereunder during a Lease Term is absolute and unconditional in all events, subject to Non-appropriation. Notwithstanding any dispute bet~veen the City and Lessor or any other person, the City shall make all Lease Payments when due and shall not withhold any Lease Payment pending final resolution of such dispute nor shall the City assert any right ofset-offor counterclaim against its obligation to make such Lease Payments required under this Agreement. The City's obligation to make Lease Payments during any Lease Term shall not be abated through accident or unforeseen circumstances. However, nothing herein may be construed to release Lessor from the performance of its obligation~s hereunder; and if Lessor fails t9 perform any such obligation, the City may institute such legal action against Lessor as the City may deem necessary to compel the performance of such obligations or to recover damages therefor. Section 5.5. No Prepayment Penalty. The City reserves the right to prepay any Property Group without paying any prepayment penalty. Section 5.6 No Other Fees. and Principal as set out herein. The City will pay Lessor no other fees than the Interest ARTICLE 6. INSURANCE AND NEGLIGENCE Section 6.1. Lq!.!ltag.~. In lieu of providing commercial, third party insurance for liability claims and property damage, the City's obligations under Section 6.4 hereof are general unsecured obligations of the City that will be paid from the City;s general fund, subject to appropriations therefor. Section 6.2. Workers' Compensation Insurance. If required by State law, and unless self- insurance is provided by the City, as evidenced by a written certificate specifying the terms and amounts thereof delivered to Lessor, the City shall carry worker's compensation insurance covering all employees on, in, near, or about each Property, and upon request, shall furnish to Lessor certificates evidencing such coverage throughout the period when the City is required to make Lease Payments with respect thereto. Section 6.3. City's Ne£1ieence. The City assumes all risks and liabilities for loss or damage to any Property and for injury to or death of any person or damage to any property, in any manner arising out of or incident to any possession, use, operation, condition, or storage of any Property by the City, whether such injury or death be with respect to agents or employees of the City or of third parties, and whether such property damage be to the City's property or the property of others. The City hereby assumes responsibility for and agrees to indemnify, protect, save, and keep harmless Lessor from and against any and all liabilities, obligations, losses, damages, penalties, claims, actions, costs, and expenses (including reasonable attorney's fees) of whatsoever kind or nature, imposed on, incurred by, or asserted against Lessor that in any way relate to or arise out of the possession, use, operation, condition, or storage of any Property by the City, unless caused by Lessor or its agents, to the maximum extent permitted by law. The City shall not be required to pay any federal, state, or local income, inheritance, estate, succession, transfer, gift, franchise, gross receipts, profit, excess profit, capital stock, corporate, or other similar tax payable by Lessor, its successors or assigns. The assumption of risk provided by this Section is only for the benefit df Lessor, or its assignee pursuant to the terms of this Agreement, and must not be construed or deemed to confer on any third party, any right or claim against the City for damages, losses, or other payment arising out of or incident to any possession, use, operation, condition, or storage of the Property. Section 6.4. Damage to or Destruction of Property. If after delivery of any Property to the City, such Property is lost, stolen, destroyed, or damaged beyond repair, the City shall as soon as practicable after such event either: (i) replace the same at the City's sole cost and expense with Property of equal or greater value to the Property immediately prior to the time of the loss occurrence, such replacement equipment to be subject to Lessor's reasonable approval, whereupon the replacement will be substituted in this Lease by appropriate endorsement; or (ii) pay the applicable Purchase Option Price of the Property as set forth on Exhibit "B." The City shall notify Lessor of which course of action it will take within fifteen (15) days after the loss occurrence and shall complete the gction within six (6) months of the loss occurrence, provided if City is not in default hereunder and has not terminated any Lease under Section 4.2, Lessor may agree to extension of the time for performance under clause (i) if the City provides evidence that the replacement Property has been ordered. If the City fails Or refuses to notify Lessor within the required period, Lessor may declare the Purchase Option Price applicable to the Property immediately due and payable by the City. The Net Proceeds of all insurance payable with respect to the Property shall be available to the City and will be used to discharge the City's obligation under this Section. On payment of the Purchase Option Price, this Lease will no longer apply to the Property and the City thereupon becomes entitled to the Property AS IS, WITHOUT WARRANTIES, EXPRESS OR IMPLIED, INCLUDYNG WARRANTIES OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OR FITNESS FOR THE USE CONTEMPLATED BY THE CITY, except that the Property must not be subject to any lien or encumbrance created by or arising through Lessor. ARTICLE 7. OTHER OBLIGATIONS OF THE CITY Section 7.1. Use; Permits. The City shall obtain all permits and licenses necessary for the installation, operation, possession, and use of the Property. The City shall comply with all state and federal laws applicable to the installation, use, possession, and operation of the Property, and if compliance with any such state and federal law requires changes or additions to be made to the property, such changes or additions shall be made by the City at its expense: City agrees that if City is required to deliver any item of Property to Lessor or Lessor's agent, the Property shall be free of all substances which are regulated by or form a basis for liability under any Environmental Law. City shall comply with all license and copyright requirements of any software used in connection with the Property. Section 7.2. Maintenance 0f Property by the'City. The City shall maintain, preserve, and keep the Property in good repair, working order, and condition, and shall make all repairs and replacements necessary to keep the Property in such condition. Section 7.3. Taxes, Other Governmental Charges and Utility Charges Except as expressly limite~t by this Section, the City shall pay all charges of any kind which are at any time lawfully assessed or levied against the City with respect to the Property, the Lease Payments or any part thereof, which become due during the Term of each Lease. The property which is the subject of this Agreement is owned and held only for public purposes and devoted exclusively to the use and benefit of the public and, as such, is exempt from ad valorem property tax. If Lessor receives any notice of taxes due with respect to the Property, it shall not pay such taxes but will promptly forward such notice to the Contract Administrator. The City will also pay when due all gas, water, steam, electricity, heat, power, telephone, and other charges lawfully assessed or levied against the City incurred in the operation, maintenance, use, occupancy, and upkeep of the Property, and all special assessments and charges lawfully made by any govenu-nental body for public improvements that may be secured by a lien on the Property; provided that with respect to special assessments or other governmental charges that may lawfully be paid in installments over a period of years, the City shall be obligated tO pay only such installments as are required to be paid during the Term of this Lease as and when the same become due. The City may, at its own expense and in its own name, in good faith contest any such taxes. assessments, utility, and other charges and, in the event of any such contest, may permit th6 taxes, assessments, utility, or other charges so contested to remain unpaid during the period of such contest and any appeal therefrom unless Lessor shall notify the City that, in the opinion of Independent Counsel, the basis for which must be expressly detailed in the opinion, by nonpayment of any such items the interest of Lessor in the Property will be materially endangered or the Property or any part thereof will be subject to loss or forfeiture, in which event the City shall promptly pay such taxes, assessments, utility or other charges or p/'ovide Lessor with full security against any loss which may result from nonpayment, in a form satisfactory to Lessor. The Property acquired pursuant to this Agreement is under the sole possession and exclusive use of the City as part of the City's governmental services in furtherance of its public purpose. The City does not make any representation, implied or otherwise, regarding the exemption or taxability of the Property for purposes of ad valorem and personal property taxation. All UCC statements, financing statements, or instruments filed of record to reflect Lessor's interest in the Property must state that: Ali property made subject of this UCC filing are owned by and under the sole and exclusive use of the City of Corpus Christi, a political subdivision of the State of Texas, and are used as part of the City's governmental services in furtherance of its public purpose. The City asserts all exemptions provided for political subdivisions of the State of Texas as authorized under the Constitution and laws of the State of Texas against the assessment, levy, or charges for ad valorem taxation, personal property taxation, or any other charges. Section 7.4. Advances. If the City fails to perform any of its obligations under this Article, Lessor may, but is not obligated to, take such action as may be necessary to. cure such failure, including the advancement of money, and the City is obligated to repay all such advances on demand, ?,'ith interest at the rate of 8% per annum or the maximum rate permitted by law, whichever is less, from the date of the advance to the date of repayment. ARTICLE 8. TITLE Section 8.1. Title. During the Tem~ of each Lease, and so long as the City is not in default under Article 12, legal title to the Property and any and all repairs, replacements, substitutions, and modifications to the Property will be in the City. Upon termination ora Lease under Section 4.2 or after default of the City, full and unencumbered legal title to such Property Group passes to Lessor, if so required in writing by Lessor, and the City shall have no further interest therein. In either of such events, the City shall execute and deliver to Lessor such documents as Lessor may reasonably request to evidence the passage of legal title to such Property Group to Lessor and the. termination of the City's interest therein, and upon request by Lessor, City will deliver possession of the Property Group to Lessor in accordance with Section 12.3. Upon termination ora Lease with respect to any Property Group through exercise of the citY's option to purchase pursuant lo Article 10, or through payment by the City of all Lease Payments and other amounts relating thereto, Lessor's security and all other interest in such Property Group terminates, and Lessor shall execute and deliver to the City such documents as the Contract Administrator may reasonably request to evidence the termination of Lessor's security or other interest in such Property Group. In the event of a default or termination of a Lease, legal title to the Property passes to the Lessor only if the Lessor so requests. Section 8.2. Security Interest. Lessor has and retains a security interest under the Uniform Commemial Code in the Property, the proceeds thereof and all repairs, replacements, substitutions, and modifications thereto or thereof made pursuant to Section 8.5, in order to secure the City's payment of all Lease Payments due during the Term of each Lease and the performance of all other obligations herein ~o be performed by the City. In the event such Property is a motor vehicle, Lessor may require the state of registration to note Lessor's security interest on its records and the Certificate of Title for the vehicle. The City, acting through its Contract Administrator, will join with Lessor in executing such financing statements or other documents and will perform such acts as Lessor may request to establish and maintain a valid security interest in the Property. All UCC statements must indicate that title to a Property Group is in the City and exempt from ad valorem taxation as public property used for a public purpose under the constitution and laws of the State o fTexas and contain the bold language of the indented paragraph in Section 7.3. If requested by Lessor, the City will conspicuously mark the Property with lettering, labels, or tags as are reasonably approved by the City Manager, and maintain such markings during the Term o fa Lease, so as clearly to disclose Lessor's security interest in the Property. If Lessor requires the Certificate of Title to note Lessor's security interest in a Property, upon payment in full by City of all Lease Payments and other related amounts, Lessor must give City a written release of Lessor's security interest so that the Certificate of Title may be reissued in the name of City without any security interest. Section 8.3. Liens. During the Term of a Lease, the City shall not, directly or indirectly, create, incur, assume, or suffer to exist any mortgage, pledge, lien, charge, encumbrance, or claim on or with respect to the Property, other than the respective rights of Lessor and the City as herein provided and Permitted Encumbrances. All Property is exempt from local ad valorem taxation as property owned by a political subdivision and used for public purposes. Lessor shall'not ptiy or incur any charge, assessment, or tax on any Property Group for which the City can claim an exemption from such charges as property used by a political subdivision of the State of Texas for public purposes as provided by the constitution and laws of the State of Texas. Except as expressly provided in Section 7.3 and this Article, the City shall promptly, at its own expense, take such action as may be necessary to discharge or remove any such mortgage, pledge, lien, charge, encumbrance, or claim if the same arise at any time. Section 8.4. Installation of the City's ProperS. The City may at any time in its sole discretion and at its own expense, install other items of equipment in or upon the Property, which items must be identified by tags or other symbols affixed thereto as property of the City. All such items so identified remain.the sole property of the City, in which Lessor has no interest, and may be modified or removed by the City provided that the City must repair and restore any damage to the Property resulting from the installation, modification, or removal of any such items. Nothing in this Lease prevents the City from purchasing items to be installed pursuant to this Section under a conditional sale or lease with option to purchase contract, or subject to a vendor's lien or security agreement, as security for the unpaid portion of the purchase price thereof, provided that no such lien or security interest attaches to any part of the Property. Section 8.5. Modification of Property. The City shall, at its own expense, h~/ve the right to make repairs, replacements, substitutions, and modifications to all or any of the parts of the Property. All such work and any part or component used or installed to make a repair or as a reptacement, substitution, or modification, will thereafter'comprise part of the Property and be subject to the provisions of this Agreement. Such work must not in any way damage the Property or cause it to be used for purposes other than those authorized under the provisions of state and federal law or contemplated by this Agreement; and the Property, upon completion of any such work must b e o f a value which i s not I ess t ran t he value o f t he Property immediately p riot t o t he commencement of such work. Any property for which a replacement or substitution is made pursuant to this Section may be disposed of by the City in such manner and on such terms as are determined by the City. The City will not permit any mechanic's or other lien to be established or remain against the Property for labor or materials furnished in connection with any repair, replacement, substitution, or modification made by the City pursuant to this Section; provided that if any such lien is established and the City shall first notify Lessor of the City's intention to do so, the City may in good faith contest any lien filed or established against the Property, and in such event may permit the items so contested to remain undischarged and unsatisfied during the period of such contest and any appeal therefrom unless Lessor shall notify the City that, in the opinion of Independent Counsel, the basis for which must be expressly detailed in the opinion, by nonpayment of any such item the interest of Lessor in the Property will be materially endangered or the Properly or any part thereof will be subject to loss or forfeiture, in which event the City will promptly pay and cause Io be satisfied and discharged all such unpaid items or provide Lessor with full security against any such loss or forfei~re, in form satisfacto~ to Lessor. Lessor will cooperate fully with the City in any such contest, upon the request and at the expense of the City. Section 8.6. Personal Property. The Property is and at all times remains personal property notwithstanding that4he Property or any part thereof may be or hereat~er become in any manner affixed or attached to or embedded in or permanently rested upon real property or any building. ARTICLE 9. WARRANTIES Section 9.1. Selection of Property. The Property and the Contractor have been selected by the City, and Lessor will have no responsibility in connection with the selection of the Property, its suitability for the use intended by the City, the acceptance by the Contractor of the order submitted, or any delay or failure by the Contractor to manufacture, deliver, or install the Property for use by the City. Upon acceptance of the Property the City will add the serial number of the Property .to Exhibit "A". . Section 9.2. Installation and Maintenance of Pronerty. Lessor shall have no obligation to install, erect, test, inspect, service, or maintain the ~i'operty under any circumstances, but such actions are the obligation of the City or the Contractor. Section 9.3. Contractor's Warranties. Lessor hereby assigns to the City for and during the Term of this Lease, all of its interest in all Contractor's warranties and guarantees, express or implied, issued on or applicable to the Property, and Lessor hereby authorizes the City to obtain the customary services furnished in connection with such warranties and guarantees at the City's expense. Section 9.4. Patent Infrin ement. Lessor hereby assigns to the City for and during the Term of this Lease ali of its interest in patent indernnity protection provided by a Contractor with respect to the Property. Such assignment of patent indemnity protection by Lessor to the City constitutes the entire liability of Lessor for any patent infringemen~ by Property furnished pursuant to tttis Lease. Section 9.5. Disclaimer of Warranties. THE PROPERTY IS DELIVERED AS IS, AND LESSOR. MAKES NO WARRANTY OR REPRESENTATION, EITHER EXPRESS OR [MPLrI~D, AS TO THE VALUE, DESIGN, CONDITION, MERCHANTABILITY, OR FITNESS FOR ANY PARTICULAR PURPOSE OR FITNESS FOR THE USE CONTEMPLATED BY THE CITY OF THE PROPERTY, OR ANY OTHER. REPRESENTATION OR WARRANTY WITH RESPECT TO THE PROPERTY. ARTICLE 10. OPTION TO PURCHASE Sectionl0.1. When Available. TheCityhastheoptiontopurchaseLessoi-'sinterestin any Property Group on any Payment Date relating thereto for the then applicable Purchase Option Price set forth in the page of Exhibit "B" relating thereto, but only if the City is not in default under this Agreement, and only in the manner provided in this Article. Section 10.2. Exercise of Option. The City will give notice to Lessor of its intention to exercise its option with respect to any Property Group not less than thirty (30) days prior to the Payment Date on which the option is to be exercised and will deposit with Lessor on the date of exercise an amount equal to all Lease Payments and any other amounts relating to such Property Group then due or past due (including the Lease Payment relating thereto due on the Payment Date on which the option is to be exercised) and the applicable Purchase Option Price set forth in the page of the respective Exhibit "B" relating thereto. The closing will be on the Payment Date on which the option is to be exercised. Section 10.3. Release of Lessor's Interest. Upon execution of the purchase option with respect to any Property Group by the City, Lessor will convey or release to the City, all of its right, title, and/or interest in and to the Property Group by delivering to the Contract Administrator such documents as the City Attorney deems necessary for this purpose. ARTICLE 11. ASSIGNMENT, SUBLEASING, MORTGAGING, AND SELLING Section 11.1. Assi nment of Lessor. All of Lessor's right, title, and/or interest in and to any Property Group, the Lease Payments and other amounts relating thereto due hereunder, and the fight to exercise all rights under this Agreement relating to such Property Group may be assigned and reassigned in whole or in part to one or more assignees or subassignees by Lessor at any time only with the prior written consent of the City Manager, unless the Lessor continues to bill and service the Lease. No such assignment will be effective as against the City unless and until the assignor has flied with the City a copy of written notice thereof identifying the assignee. The City will pay all Lease Payments due hereunder relating to such Property Groups to or at the direction of Lessor or the assigned named in the most recent assignment or notice of aasignment with respect to such Property Group filed with the Contract Administrator. During the Agreement Term, both Lessor and City will keep a complete and accurate record of all such assignments. In the event Lessor assigns participants in its right; title, and/or interest in and to any Property Group, the Lease Payments and other amounts due with respect thereto, and the rights granted under this Agreement relating thereto, such Participants will be considered to be Lessor with respect to their participated shares thereof. Lessor may assign its rights under a Lease to an affiliate without notice to the City provided the Lessor continues to bill and collect Lease Payments and the Lessor agrees to keep a record of the assignments for purposes of Section 149(a) of the Internal Revenue Code. Section 11.2 Assignment and Subleasing by the City. Neither this Agreement nor the City's interest in the Property may be assigned by 'the City without the written consent of Lessor. However, the Property may be subleased by the City, in whole or in part, without the consent of Lessor, subject to each of the following conditions: (i) Each Lease and the obligation o fthe City to make Lease Payments hereunder, remain obligations of the City. (ii) The sublessee assumes the obligations of the City hereunder to the extent of the interest subleased. (iii) The City shall, within thirty (30) days after the delivery thereof, furnish or cause to be furnished to Lessor a true and complete copy of such sublease. (iv) No sublease by the City causes the Property to be used for a purpose other than an essential govemrnental function devoted exclusively to public use authorized under the provisions of the constitution and laws of Texas. (v) No sublease causes the Interest component of the Lease Payments due with respect to the Property to become included in the gross income of the recipient for federal income tax purposes. Section 11.3 Restriction on Mortgage or S~le of Property by the Cit~. Except as PrOvided in section 11.2, the City will not mortgage, sell, assign, transfer, or convey the Property or any portion thereof during the Term of this Agreement, or remove the same from its boundaries, without the written consent of Lessor provided that the City may designate the location' of the Property outside the City boundaries in the Certificate Of Acceptance. ARTICLE 12. EVENTS OF DEFAULT AND REMEDIES Section 12.1. Events of Default Defined. The following will be "events of default" under this Agreement with respect to any Property Group and the terms "events of default" and "default" mean, whenever they are used in this Agreement, with respect to any Property Group, any one or more of the following events: . (i) Failure by the City to pay a Lease Payment or other payment i'equired to be paid under any Lease with respect to any Property Group at the time specified herein and the continuation of said failure for a period of five (5) days after telex, facsimile, or telegraphic notice given by Lessor that the payment referred to in such notice has not been received, such telex, facsimile or telegraphic notice to be subsequently confirmed in writing. (ii) Failure by the City to observe and perform any covenant, condition, or agreement on its part to be observed or performed with respect to any Property Group, other than as referred to in Clause (i) of this Section, for a period of thirty (30) days after written notice specifying such failure. Such notice to the City by the Lessor must request that the default be remedied, unless Lessor agrees in writing to an extension of such time prior to its expiration; provided, however, if the failure stated in the notice cannot be corrected within the applicable period, Lessor will not unreasonably with.hold its consent to an extension of such time if corrective action is instituted by the City within the applicable period and diligently pursued until the default is corrected. (iii) The filing by the City of a voluntary petition in bankruptcy~ or failure by the City promptly to lit~ any execution, garnishment, or attachment of such consequence as would impair the ability of the City to carry on its governmental function or adjudication of the City as a bankrupt, or assignment by the City for the benefit of creditors, or the approval by a court of competent jurisdiction of a petition applicable to the City in any proceedings instituted under the provisions of the United States Bankruptcy Code, as amended, or under any similar acts which may hereafter be enacted. The provisions of this Section 12.1 and Section 12.2 are subject to the following limitation: if by reason of force majeure the City is unable in whole or in part to carry out its obligations under any Lease with respect to any Property Group, other than its obligation to pay Lease Payments ~vith respect, thereto which must be paid when due noV, vithstanding the provisions of'this paragraph, the City will not be deemed in default during !he continuance of such inability~ The term "force majeure as used herein means, without hmitation, the following: acts of God, strikes, lockout~;, or other labor disturbances; acts of public enemies; orders or restraints of any kind of the government of the United States of America or the State or their respective departments, agencies or officials, or any civil or military authority; insurrections; riots; landslides; earthquakes; fires; storms; droughts; floods; explosions; breakage or accident to machinery, transmission pipes or canals; or any other causes or events not reasonably within the control of the City and. not resulting from its negligence. The City agrees, however, to remedy with all reasonable dispatch the cause or causes preventing the City from carrying, out its obligations under this Lease; provided that the settlement of strikes, lockouts, and other labor disturbances are entirely within the discretion of the City Manager and the City Manager is not required to make settlement of strikes, lockouts, and other labor disturbances by acceding to the demands of the opposing party or parties when such course is in the judgment of the City Manager unfavorable to the City. Section 12.2. Remedies on Default. Whenever anyevent of default referred to in Section 12.1 hereof has happened and is continuing with respect to any Property Group, Lessor may, at its option and ~vithout any further demand or notice, take one or any combination of the following remedial steps: (i) Lessor may terminate the Lease with respect to such Property Group and declare all Lease Payments due thereunder with respect to such Property Group during the Fiscal Year in effect. (ii) Lessor may terminate the Lease with respect to such Property Group and repossess the Property Group, Lessor may enter upon the City's premises where the Property Group is kept and take possession of the Property Group. Notwithstanding the fact that Lessor has taken possession of the Property Group, the City must pay for the Lease Payments due with respect thereto during the Fiscal Year then in effect. (iii) If Lessor terminates the Lease with respect to a Property Group and takes possession of such Property contained therein, Lessor, within sixty (60) days thereafter, must use its best efforts to sell such Property or any portion thereof in a commercially reasonable manner at public or private sale in accordance with applicable state laws. Lessor must apply the proceeds of such sale to pay the following items in the following order: (a) all costs incurred in securing possession of the Property Group; Co) all expenses incurred in completing the sale; (c) the balance of any Lease Payments with respect to such Property Group owed by the City during the Fiscal Year then in effect; and (d) the applicable Purchase Option Price with respect to the Property Group due al the end of the Fiscal Year. Any sale proceeds remaining after disbursement pursuant to Clauses (a), Co), (c), and (d) must be paid to the City~ Section 12.3. Return of Property. Upon the expiration or termination by the City of a Lease with respect to any Property Group prior to the payment of all Lease Payments in accordance with the related Exhibit "B," the City must transfer title to the Property Group to Lessor if Lessor so instructs in writing and return such Property Group to Lessor in the condition, repair, appearance, and working order required in Section 7.2, in the following manner as may be specified by Lessor: (i) by delivering the Property Group at the City's cost and expense to such place within Texas as Lessor specifies; or (ii) by loading such portions of the Property Group as are considered movable at the City's cost and expense, on board such can/er as Lessor specifies and shipping the same, insurance freight prepaid, to the place within Texas specified by Leasor. If the City refuses to return the Property Group in the manner designated, 'Lessor may repossess the Property Group and charge to the City the costs of such repossession or pursue any remedy described in Section 12.2. Section 12.4. No Remedy Exclusive. No remedy conferred upon or reserved to Lessor by this Article is intended to be exclusive and every such remedy is cumulative and in addition to every other remedy given under this Agreement. No delay or omission to exercise any right or power accruing upon any default impair any such right or power or may be construed as a waiver thereof but any such right and power may be exercised from time to time and as often as may be deemed expedient by Lessor or its assignee. Section 12.5. A~,reement toPay Attorneys' Fees and Expenses. In the event either party to this Agreement defaults under any of the provisions hereof and the non-defaulting party employs attorneys a nd/or incurs o thor expenses for t he collection o f monies o r for t he enforcement o r ' performance or observance of any obligation or agreement on the pan of the defaulting party herein contained, the defaulting party agrees that, to the extent permitted by !aw, it will on demand therefor pay to the non-defaulting party the reasonable fee of such attorneys and/or such other reasonable expenses so incurred by the non-defaulting patty. In the event that legal proceedings relating to this Agreement (but not evidencing an action by a non-defaulting party against a defaulting party) are commenced in any court or before any other tribunal of competent jurisdiction, the legal fees and other reasonable costs and expenses of the prevailing party must be paid, to the extent permitted by law, by the non-prevailing party on demand of the prevailing party. Section 12.6. Late Charee. Whenever any event of default referred to in Section 12.1, Clause (i) hereof has happened and is continuing with respect to any Property Group, Lessor has the righ[, at its option and without any further demand or notice, to require a late payment charge £or each thirty (30) day period or part thereof during which such event of default occurs equal to eight percent (8%) of the delinquent amount not to exceed the maximum authorized by law and the City will be obligated to pay the same immediately upon receipt of Lessor's written invoice therefor; provided, however, that this Section 12.6 will not be applicable if or to the extent that the application' thereof would affect the validity of this Agreement. ARTICLE 13. ADMINISTRATIVE PROVISIONS Section 13.1. Notices. All notices, certificates, legal opinions, or other communications hereunder will be sufficiently given and will be deemed given when delivered or deposited in the United States mail in certified form with postage fully prepaid to the addresses specified in this Lease; provided that Lessor and the City, by notice given hereunder, may designate different addresses to which subsequent notices, certificates, legal opinions~ or other communications will be sent. Unless otherwise changed by written notice, all notices required under this Lease must be directed to the following addresses: CITY: Director of Financial Services City of Corpus Christi P.O. Box 9277 Corpus Christi, Texas 78469-9277 Phone (361) 880-3610 Fax (361) 880-3601 LESSOR: Bane of America Leasin~ & Capital, LLC Mail Code: CAS-705-Q4-O1 555 California Street, 4th Floor San Francisco~ California 94104 Phone 415-765-7300 / 7390 / 7450 Fax 415-765-7373 Daily communications between Contract Administrator and Lessor will be primarily documented by written notices sent by facsimile. For daily, routine communications facsimile notice is adequate. For formal notice required by any Article or Section of this Agreement facsimile notice, if any, must be followed by united States certified mail notice. Section 13.2. Financial Information. During the Term of this Agreement, the Contract Administrator annually will provide Lessor with current financial statements, budgets, proof Of appropriation of the ensuing Fiscal Year and such other financial information relating to the ability of the City to continue this Agreement as may be reasonably requested by Lessor or its assignee within 30 days of written request therefor. Section 13.3, Binding Effect. This Agreement inures to the benefit of and will be binding upon Lessor and the City and their respective successors and assigns. This Agreement must not be construed to confer any rights, duties, or interest on any party not a successor in interest or assignee of Lessor or the City nor may any such party rely on this Agreement as evidence of any duty, fight, or obligation of Lessor or the City unless both the Lessor and the City, or their successors and assigns, acknowledge such duty, right, or obligation in writing, directly addressed to such third party. Section 13.4. Usury. It is the intention of the parties hereto to comply with any applicable usury laws; accordingly, it is agreed that, notwithstanding any provisions to the contrary herein or in any Exhibit A, in no event does this Agreement or any Lease hereunder require the payment or permit the collection of Interest or fees in excess of the maximum amount permitted by applicable law. Any such excess interest or fees must first be applied to reduce Principal, and when no Principal remains, refunded to Lessee. In determining whether the interest paid or payable exceeds the highest lawful rate, the total amount of interest must be spread through the applicable Lease Term so that the Interest is uniform through such term. SectiOn 13,5. Amendments, Channes, and Modification,~ This Agreement maybe amended or any of its ten-ns modified only by written agreement in a document e~ecuted, and delivered by duly authorized representatives of both the LessOr and the City. Section 13.6. ~. The captions or headings in this Agreement are for convenience only and in no way define, limit, or describe the scope or intent of any provisions, Articles, Sections, or Clauses of this Agreement. Section 13.7. FurtherAssurances and Corrective Instruments. Lessor and the City agree that they Will, from time to time, execute, acknowledge, and deliver, or cause to be executed, acknowledged, and delivered, such supplements hereto and such further instruments .as may reasonably be required for correcting any inadequate or incorrect description of the Property hereby leased or intended so to be, or for otherwise carrying out the expressed intention of this Agreement. The Contract Administrator is hereby authorized by the City Manager to execute such addenda as attached hereto as Exhibits for each Property Group and such other instruments, including, but not limited to, UCC statements, Bill of Sales, etc. that are necessary to carry out the responsibilities, duties, and obligations required of the City in accordance with the terms and conditions of this Agreement. Section 13.8. Execution in Counterparts This Agreement may be simultaneously executed in several counterparts, each of which constitute an original and all of which constitute but one and the same instrument. Section 13.9. ~. This Agreement must be governed by and construed in accordance with the laws of Texas. Section 13.10. Entire Aereement. This Agreement, and all addenda and exhibits, as may hereafter be executed, constitute the entire agreement between the parties and supersedes all previous negotiations, commitments, and contracts. Section 13.11. Severabillty. In the event any provision of this Agreement is held invalid or unenforceable by any court of competent jurisdiction, such holding does not invalidate or render unenforceable a ny other provision hereof. T o t he extent a ny term herein creates a pecuniary obligation which constitutes a "debt" not payable under current revenues under Sections 5 and 7 of Article II of the Texas Constitution, such provision will be applied only to the extent performance or assumption of such obligation by the City is enforceable and valid under the constitution and laws of Texas. IN WITNESS WHEREOF, Lessor has caused this Agreement to be executed in its corporate name by its duly authorized officer; and the City has caused this Agreement to be executed in its name by its City Manager effective for all purposes as of ATTEST: CITY OF COP. PUS CHRiSTI. Armando Chapa, City Secretary LEGAL FORM APPROVED ON By: Lisa Aguilar, Assistant City Attorney George K. Noe, Acting City Manager , . ; R. Jay Reining, Acting City Attorney LESSOR: BANG OF AMERICA LEASING & CAPITAL, LLC Pfinte~5~a~e: Gail D. Smedal Title: Vice President- Oprations Avv~ov~v AS ~o roR~a ~-ms/~OAV or ~ Pr~tedname: Krlstine Pearson Broke Title: Assistant General Counsel ~0~, LESSOR'S A'I'rORNEy Exhibit "A " PROPERTY DEscRIPTION The following Property comprises a Property Group which is subject to the terms and conditions of that certain Master Lease Purchase Agreement entered into by and between the City o fCorpus Christi and (Lessor) dated the day of ,20 Ouanti _ty Description Serial Number All Property made subject of this Agreement is owned by and under the sole and exclusive use of the City of Corpus Christi, a political subdivision of the State of Texas, and is used as part of the City's governmental services in furtherance of its public purpose. The City asserts all exemptions provided for political subdivisions of the State of Texas as authorized under the Constitution and laws of the State of Texas against the assessment, levy, or charges for ad valorem taxation, personal property taxation, or any other charges. LESSOR CITY OF CORPUS CHRISTI By: Nalne; Title: LEGAL FORM APPROVED ON By: Lisa Aguilar Assistant City Attorney Lee Ann Dumbauld, Director of Financial Services ,200__; R. Jay Reining, Acting City Attorney Due Date Exhibit "B " SCHEDULE OF LEASE PAYMENTS RELATING TO PROPERTY The following schedule of Lease Payments constitutes the applicable payments for the Property Group described on Exhibit "A "attached to that certain Master Lease Purchase Agreement entered by and between the City ~ f COrpus Christi and (Lessor) dated the __. day of ,20 Purchase Payment Total Principal Interest Number Payment Component Component Option Price * All Property made subject of this Agreement is owned by and under the sole and exclusive use of the City of Corpus Christi, a political subdivision of the State of Texas, and is used as part of the City!s governmental services in furtherance of its public purpose. The City asserts all exemptions provided for political subdivisions of the State of Texas as authorized under the Consiitution and laws of the State of Texas against the assessment, levy, or charges for ad valorem taxation, personal property taxation, or any other charges. LESSOR: CITY OF CORPUS CHILISTI By: Name: Title: Lee Ann Dumbauld Director of Financial Services LEGAL FORM APPROVED ON R. lay Reining, Acting City Attomey By: Lisa Aguilar, Assistant City Attorney *After payment of Lease Payment due on such date. Exhibit "C, " CERTIFICATE OF ACCEPTANCE I, the undersigned, hereby certify that I am the duly quaiihed and acting of the City of Corpus Christi, (the City), and, with respect to the Master Lease Purchase Agreement dated ..... (the Agreement), by and between Lessor and the City that: 1. The Property listed on Exhibit "A "(the Property Group) has been delivered and installed m accordance with the City's Specifications (as that term is defined in the Agreement) and has been fully tested and finally accepted by the City. The serial vehicle identification number(s) of the Property Group is/are listed on Exhibit 'A 2. The Lease Payments provided for on the page of Exhibit "B .. "relating to such Propen3, Group (the Lease Payments) shall commence monthly beginning_ , and be due and payable on the first business day of each month thereafter. 3. The City has appropriated and/or taken other lawful actions necessary to pro~'ide monies sufficient to pay all Lease Payments required to be paid under the Lease during the current fiscal year of Lessee, and such monies will be applied in payment of all such Lease Payments due and payable during such current fiscal year. 4. During the Lease Term (as defined in the Lease) the Property Group will be used by the City to perform essential govermnental functions devoted exclusively to public usel Such functions are: 5. The City has not terminated any Lease under Section 4.2 of the Agreement and no Event by Default has occurred thereunder. 6. There is no litigation, action, suit, or proceeding pending before any court, administrative agency, arbitxator, or governmental body, that challenges the organization or existence of the City; the authority of the City or its officers or its employees to enter into the Lease; the proper aUthorization, approval, and execution of the Lease and othe~ documents contemplated thereby; the appropriation of monies, or any other action taken by the City to provide monies, sufficient to make lease Payments coming due under the Lease in the City's current fiscal year; or the ability of the City otherwise to perform its obligations under the Lease and the transaction contemplated thereby. CITY OF CORPUS CHRISTI LEGAL FORM APPROVED ON R. Jay Reining, Acting City Attorney Lee Ann Dumbauld, Director of Financial Services By: By: Lisa Agullar, Assistant City Attorney Acknowledged by , Lessor, this day of Authorized Agent Exhibit "D" OPINION OF COUNSEL Dear Sir or Madam: Re: Master Lease Purchase Agreement dated as of the day of ,. , by and between the City of Corpus Christi ("City") and , (Lessor). I have acted as counsel to the City with respect to the Master Lease Purchase Agreement described above (the Agreement) and various related matters, and in this Capacity have reviewed a duplicate original or certified copy of the Agreement and the Exhibits attached thereto. Based upon the examination of these and such other documents as I deem relevant, it is my opinion that: 1. The City is a municipal corporation and political subdivision of the State of Texas, . duly organized, existing, and operating under the Constitution and laws of the State of Texas. 2. The City is authorized and has power under applicable law to enter into the Agreement, and to carry out its obligations thereunder and the transactions contemplated thereby. 3. The Agreement has been duly authorized, approved, executed, and delivered by and on behalf of the City, and is a valid and binding contract of the City enforceable in accordance with its terms, except to the extent limited by state and federal laws affecting remedies and by bankruptcy, reorganization, or other laws of general application relating to or affecting the enforcement of creditor's rights. 4. The authorization, approval, and execution of the Agreement and all other proceedings of the City relating to the transactions contemplated thereby have been performed in accordance with all applicable open meeting, public bidding, and alt other laws, rules, and regulations of the State of Texas. 5. The execution of the Agreement and the appropriation of monies to pay the Lease Payments coming due thereunder do not result in the violation of any constitutional, statutory, or other limitation relating to the manner, form, or amount of indebtedness which may be incurred by the City. There is no litigation, action, suit, or proceeding pending before any court, administrative agency, arbitrator, or governmental body, that challenges the organization or existence of the City; the authority of the City or its officers or its employees to enter into the Agreement; the proper authorization, approval and/or execution of the Agreement, Exhibits thereto and other documents contemplated thereby; the appropriation of momes to make Lease Payments under each Lease for the current fiscal year of the City; or the ability of the City otherwise to perform its obligations under the Agreement .and the transactions contemplated thereby. 7. The Agreement was duly and validly adopted by official action of the governing body of the City of Corpus Christi on this the day of , , and such official action has not been amended or repealed and remains in full force and effect. Dated: By: Lisa Aguilar Assistant City Attorney City of Corpus Christi S~dud ro~m L~C Exhibit "E" LEASE LINE OF CREDIT REQUISITION AND R-ECEIVING REPORT City of Corpus Christi ~ P.O, Box 9277 Corpus Christi, Texas 78469-9277 CITY CONTACT: LLC NO. BI NO. CONTACT TELEPHONE: (361) 880-3619 (Voice Mail) FAX (361) 826-4225 BUDGETED EQUIPMENT COST: FINANCING TERM: 36 mo __, 42 mo __, 48 mo __, 60 mo __, 84 mo ,120 mo TOTAL APPROXIMATE COS~---'. $ IS THE FIRST YEAR PAYMENT APPROPRIATED? __Yes __No (explain) DATE: Acknowledged by Lessor: Signature Name: {Please PrinuType) ACTIVITY NAME: ACCOUNT/FUND/ORG: DEPARTMENT CONTACT: DEPARTMENT APPROVAL: EQUIPMENT: Complete One Form Per Line Item and Attach Specification. Describe equipment (non-technical description) including quantity to be ordered. ESSENTIAL USE: o Check if the proposed equipment is replacement. State the age of the equipment being replaced, why, the proposed equipmen~ is needed, and its estimated useful life, Check if the proposed equipment is additional. State why the eqmpment is needed and the estimated useful life 30 Exhibit F Proposed Summa~ of Lease Purchased Equipment Beginning Payment Term Department Qty. * Equipment Description Cost Date (Mos.) Parks 2 Brush Trucks $77,809 04/01/03 60 (est.) (est.) (est. Streets 2 I Ton Trucks W/Service Bed es 53,984 04/01/03 60 (est,) (est.) (est.) Park Maintanence 1 3/4 Ton Pickup 19,348 04/01/03 60 (est.) . (est.) (est. Fire 1 Rescue Pumper 382,t08 04/01/03 60 (est. (est.) (est. Fire 2 Sidestacker Aerial Firetrucks 1,295,923 04/01/03 50 (est.) (est.) (esL.) Latchkey/Park &Rec. 1 Van 20,750 04/01/03 60 (est.) (est.) (est;) Solid Waste 18,800 Containers for Automated Collection 726;020 04/01/03 60 (est.) (est. (est.) One Stop Development Ctr 63 Workstations 238,356 04/01/03' 60 20 Desk (est.) (est.) (est.) 59 File Cabinets 135 Chairs Solid Waste 2 Brush Loaders 212,000 04/01/03 60 (est:) (est. (est.) Solid Waste 22,000 Containers for Automated Collection 900,000 06/01/03 60 (est.) (est. (est.) EMS 1 Ambulance 145,000 04/01/03 60 (est.; (esl (esL.) Solid Waste 4 Rear Loaders 225,000 06/01/03 60 (est.) (est, (est.) Solid Waste 1 Tub Grinder 1,000,000 01/01/04 60 (est.) (est. (est.) Solid Waste 2 Compactors 1,000,000 01/01/04 60 (est.) (est.) (est.) Solid Waste 22,000 Containers for Automated Collection 900,000 06/01/04 60 (est.) (est.) (est.) Solid Waste 5 Refuse Trucks 824,195 7/1/2003 60 (est.) (est.) (est.) MIS 1 Asynchronous Transfer Mode (ATM) 1.57,767 4/1/2003 36 Gigabit Ethernet, TI over IP and Emergency Responder (est.I (est. (est.) EMC Symmetrix 8530 Storage Area 1,515,995 01/01/04 60 MIS I Neb~vork (San) (est. /esL.) (est.) Subtotal $ 9,161,00,6 ' i ne aoove iisi of proposeo lease purchase equfpmem is easea on current neees Du[ is suejec~ To change caseo on departmental needs, CITY OF CORPUS CHRISTI FINANCE DEPARTMENT / PURCHASING DIVISION MINORITY BUSINESS ENTERPRISE INFORMATION FORM THIS FORM MUST BE SUBMITTED ALONG WITH BID PLEASE INDICATE WHETHER THE COMPANY IS A CERTIFIED MINORITY BUSINESS ENTERPRISE. EXAMPLE OF CITY RECOGNIZED CERTIFICATION INCLUDE: HISTORICALLY UNDERUTILIZED BUSINESS (HUB) YES DISADVANTAGED BUSINESS ENTERPRISE (DBE) YES SMALL DISADVANTAGED BUSINESS ENTERPRiSE (SDBC) YES OTHER ( PLEASE SPECIFY). YES THIS COMPANY IS NOT A CERTIFIED MINORTITY BUSINESS THE ABOVE MINORITY BUSINESS INFORMATION IS REQUESTED FOR STATISTICAL AND TRACKING PURPOSES AND WILL NOT INFLUENCE THE AMOUNT OF EXPENDITURES THE CITY WILL MAKE WITH ANY GIVEN COMPANY. BID INVITATION NO: BI- FIRM NAME: TELEPHONE: ADDRESS: FAX: CITY: EMAIL ADDRESS PERSON AUTHORIZED TO SIGN FORM: (PLEASE PRINT) TITLE: SUPPLIER NUMBER TO BE ASSIGNED BY' ti I ¥ cCo~. PURCHASING DIVISION CITY OF CORPUS CHRISTI DISCLOSURE OF INTEREST City of Corpus Christi Ordinance 17112, as amended, requires all persons or firms seeking to do business with the City to provide the following information. Every question must be answered. If the question is not applicable, answer with "NA~. See reverse side for definitions. cOMpANY NAME: P. O. BOX: STREET: FIRM IS: CITY: ZIP: I. Corporation ( 4. Association ( / 2. Partnership ( ) 3. Sole Owner ( ) 5. Other ( ). I ...... · DISCLOSURE QUESTIONS tauomonal space is necessary, olease use the reverse side of this page or attach se ara 1. State the names of each"em lo " ' ._. . , p te sheet or rn,~,-~ - ...... .pi ye.e of the Cdy of Corpus Christi havln~ an ownershin ........ mine ownerstup tn the anove named ~firm." Name Job Title and City Department (if known) 2. State the names of each "official" of the City of Cnrn,q Christi having an "ownership interest" constituting 3% or more of the ownership in the above named "-'firm. Name Title 3. State. the. names of each "board member" of the City of Corpus Christi having an "ownership interest" conststut~ng 3% or more of the ownership in the above named "firm." Name Board, Commission} or Committee 4. Sta[.e the ,nam,es of, each ,e.mploy. ee. 9r officer of a "consultant" for the City of .C, orpus Christi who worked on any matter retaten to the suoject et this contract and-has an "ownership interest constituting 3% or more of the ownership in the above named "fh'm." Consultant CERTIFICATE I certify that all information provided s true and correct as of the date of this statement, that l have not knowingly withheld disclosure of any information requested; and that supplemental statements will be promptly submittecl to the City of Corpus Christi, Texas as changes occur. Certifying Person: Title: Hype or Pnnt) Signature of Certifying Person: Date: 6 CITY COUNCIL AGENDA MEMORANDUM City Council Action Date: 3/25/03 AGENDA ITEM: Amending Fiscal Year 2002-2003 Operating Budget adopted by Ordinance No.024974 to add Community Enrichment Fund 4720 and Infrastructure Fund 4730 and to rescind appropriations of $1,479,536.23 in Trust Fund 6010; transferring $13,971.68 from Trust Fund 6010 to and appropriating in General Fund 1020; transferring $658,123.90 from Trust Fund 6010 to and appropriating in Federal/State Grant Fund 1050; transferring $773,062.31 from Trust Fund 6010 to and appropriating in Community Enrichment Fund 4720; transferring $2,396.34 from Trust Fund 6010 to and appropriating in Infrastructure Fund 4730; transferring $31,982.00 from Trust Fund 6010 to and appropriating in Fire Station CIP Fund 3190; approving necessary transactions to properly record activity in the proper funds; and declaring an emergency. ISSUE: Article IV, Section 6 of the City Charter states, "The City's accounting and records, therefore, shall be maintained and reported in accordance with generally accepted accounting principles. Governmental Accounting Standards Board Statement 34 (GASB 34) was issued in June 1999 and is the biggest change in the history of public accounting. GASB 34 has placed a new limitation on the use of fiduciary funds. These funds may only be employed if resources cannot be used to support the City's own programs. Therefore, two Special Revenue Funds were created to account for activity previously recorded in the Trust Fund. REQUIRED COUNCIL ACTION: Approval of the Ordinance amending Fiscal Year 2002-2003 Budget as adopted by Ordinance No.024974 to add Community Enrichment Fund 4720 and Infrastructure Fund 4730; approving necessary transactions to properly record activity in the new funds; and declaring an emergency. PREVIOUS COUNCIL ACTION: Adoption of Ordinance #024974 on July 23, 2002, approving the budget Fiscal Year 2002-2003. CONCLUSION AND RECOMMENDATION: Staff recommends approval of the Ordinance amending Fiscal Year 2002-2003 Budget as adopted by Ordinance No.024974 to add Community Enrichment Fund 4720 and Infrastructure Fund 4730; approving necessary transactions to properly record activity in the new funds; and declaring an emergency. Lee ~t~ Dumbauld Director of Financial Services BACKGROUND INFORMATION Governmental Accounting Standards Board Statement 34 (GASB 34) was issued in June 1999. The Statement changed the manner in which certain funds or items are to be reported. As one of the goals of GASB 34 is to significantly enhance operational accountability, GASB Statement No. 34 Implementation Guide, question 172 states 'if some resources may be used to support government programs and others may not, only the latter may be reported in a private-purpose trust fund.' Therefore, trust funds are used to hold other people's money, i.e, employees' pension fund, escheat property, etc. The City cannot spend the funds in these trust funds. Thus, it was deemed necessary that certain accounts in the Trust Fund be transferred to the fund under which they operate, such as Fund 1020 - General Fund and Fund 1050 - Federal/State Grant Fund; and/or, new funds such as the Infrastructure Fund and the Community Enrichment Fund be created to account for those items. Page 1 of 2 ORDINANCE AMENDING FY 2002-2003 OPERATING BUDGET ADOPTED BY ORDINANCE NO. 024974 TO ADD COMMUNITY ENRICHMENT FUND 4720 AND INFRASTRUCTURE FUND 4730 AND TO RESCIND APPROPRIATIONS OF $1,479,536.23 IN TRUST FUND 6010; TRANSFERRING $13,971.68 FROM TRUST FUND 6010 TO AND APPROPRIATING IN GENERAL FUND 1020; TRANSFERRING $658,123.90 FROM TRUST FUND 6010 TO AND APPROPRIATING IN FEDERAL/STATE GRANT FUND 1050; TRANSFERRING $773,062.31 FROM TRUST FUND 6810 TO AND APPROPRIATING IN COMMUNITY ENRICHMENT FUND 4720; TRANSFERRING $2,396.34 FROM TRUST FUND 6010 TO AND APPROPRIATING IN INFRASTRUCTURE FUND 4730; TRANSFERRING $31,682.00 FROM TRUST FUND 6010 TO AND APPROPRIATING IN FIRE STATION CIP FUND 3190; APPROVING NECESSARY TRANSACTIONS TO PROPERLY RECORD ACTIVITY IN THE PROPER FUNDS; AND DECLARING AN EMERGENCY BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That the FY 2002-2003 Operating Budget adopted by Ordinance No. 024974 is amended to add Community Enrichment Fund 4720 and Infrastructure Fund 4730 and to rescind appropriations of $1,479,536.23 in Trust Fund 6010. SECTION 2. That $13,971.68 is transferred from Trust Fund 6010 to and appropriated in General Fund 1020. SECTION 3. That $658,123.90 is transferred from Trust Fund 6010 to and appropriated in Federal/State Grant Fund 1050. SECTION 4. That $773,062.31 is transferred from Trust Fund 6010 to and appropriated in Community Enrichment Fund 4720. SECTION ,5. That $2,396.34 is transferred from Trust Fund 6010 to and appropriated in Infrastructure Fund 4730. SECTION 6. That $31,982.00 is transferred from Trust Fund 6010 to and appropriated in Fire Station CIP Fund. SECTION 7. That upon written request of the Mayor or five Council members, copy attached, the City Council (1) finds and declares an emergency due to the need for immediate action necessary for the efficient and effective administration of City affairs and (2) suspends the Charter rule that requires consideration of and voting upon ordinances at two regular meetings so that this ordinance is passed and takes effect upon first reading as an emergency measure this the day of ,2003. ;:~DOCUME~1\yvonneh~OCALS~1\Temp~MAR25A- 1. DOC 7 AGENDA MEMORANDUM DATE: March 12, 2003 SUBJECT: Wastewater Treatment Plants Chlorine Removal and Liquid Disinfection Facilities Project (Project No. 7088) AGENDA ITEM: Motion authorizing the Acting City Manager, or his designee, to award a construction contract in the amount of $2,045,000 with Jalco, Inc. for the Wastewater Treatment Plants Chlorine Removal and Liquid Disinfection Facilities Project. ISSUE: The City has reviewed alternative methods of achieving the most efficient, effective, and least hazardous method of disinfection at four of its Wastewater Plants: Allison, Broadway, Laguna Madre, and the Oso Water Reclamation Plant. The Greenwood Wastewater Treatment Plant (WWTP) and Whitecap WWTP already have ultraviolet disinfection systems in operation. The proposed project consists of constructing new storage and feed facilities with concrete containment areas, storage tanks, and related equipment and piping for sodium hypochlorite and sodium bisutfite at the Allison, Broadway, Laguna Madre, and Oso Water Reclamation Plants. FUNDING: Funding is available in the FY 2002-2003 Capital Improvement Budget. RECOMMENDATION: Staff recommends approval of the motion as presented. Foster Crowell ~/2[[7-,~ngel R."Escobar, P. E., Director of Wastewater Department Director of Engineering Services Additional Support Material: Exhibit"A" Background Information Exhibit "B" Project Budget Exhibit "C" Bid Tabulation Exhibit"D" Location Map H:IUSERS2\HOME~VELMAR\GEN\WASTEWAT~70881CONSTRUCTiON~GENDA MEMO BACKGROUNDINFORMATION SUBJECT: Wastewater Treatment Plants Chlorine Removal and Liquid Disinfection Facilities (Project No. 7'088) PRIOR COUNCIL ACTION: 1. December 21, 1999 - Motion authorizing the City Manager, or his designee, to execute a contract for engineering services with BHP Engineering, Inc. for a total fee not to exceed $474,200 for the Wastewater Treatment Plants Chlodne Removal and Liquid Disinfection Facilities Project (Motion No. M99-436). 2. December 17, 2002 - Approval of the Fiscal Year 2003-03 Capital Improvement Budget for $299,913,200 (Ordinance No. 025144). PRIOR ADMINISTRATIVE ACTION: 1. October 6, 2000 - Approval of Amendment No. 1 to the contract for engineering services with BHP Engineering, Inc. for a total fee not to exceed $7,800 for the Wastewater Treatment Plants Chlorine Removal and Liquid Disinfection Facilities Project. 2. May 20, 2002 - Approval of Amendment No. 2 to the contract for engineering services with BHP Engineering, Inc. for a total fee not to exceed $0 for the Wastewater Treatment Plants Chlorine Removal and Liquid Disinfection Facilities Project. 3. October 18, 2002 - Approval of Amendment No. 3 to the contract for engineering services with BHP Engineering, Inc. for a total fee not to exceed $24,840 for the Wastewater Treatment Plants Chlorine Removal and Liquid Disinfection Facilities Project. BACKGROUND: As a result of Environmental Protection Agency (EPA) regulations, (Risk Management Plan - RMP) improvements to the existing disinfection process are required at the Allison, Broadway, Laguna Madre, and Oso Wastewater Treatment Plants. The proposed disinfection system will improve the disinfection process, provide permanent facilities to replace the interim systems which eliminated hazardous pressurized containers to residential areas and provides a much safer delivery system as well as containment for tanks and equipment. In December 1999, the City contracted BHP Engineering, Inc. to provide engineering services for improving and enhancing the City's wastewater infrastructure components in a phased approach. The goal of this project: · As an initial step, provided interim disinfection system for four (4) Plants and eliminate pressurized tank hazards Provide permanent installation including instrumentation and automation of disinfection systems at all four plants (Allison, Broadway, Laguna Madre, Oso) EXHIBIT "A" Pa[_?_~.~o f 2 H:\U SERS2\HO M E~VE L MAR\G E NIWASTEWAT~70881CO NSTRU CTiON~,G E N DA BACKGROUND PROJECT DESCRIPTION: The proposed project consists of constructing new storage and feed facilities with concrete containment areas, storage tanks, and related equipment which includes piping for sodium hypochlorite and sodium bisulfite liquid chemicals (non- pressurized) at the Allison, Broadway, Laguna Madre, and Oso Wastewater Treatment Plants, in accordance with the plans, specifications, and contract documents. BID INFORMATION: The City received Bid Proposals from three (3) bidders on Wednesday, February 26, 2003. See Exhibit "C" Bid Tabulation. The Engineer's estimated construction cost for the Base Bid is $2,390,000. The bids range from $2,045,000 to $2,278,000. The lowest bidder is Jalco, Inc. in the amount of $2,045,000. The City's consultant, BHP Engineering, Inc., recommends award of the Base Bid in the amount of $2,045,000 to Jalco, Inc. CONTRACT TERMS: The contract specifies that the project will be completed in 270 calendar days with completion anticipated by January 2004. FUNDING: Funds to finance the proposed project are available in the FY 2002-2003 Capital Improvement Budget. H:\US E RS2'~HO M E~VEL MA RIGE NIWASTEWAT~7088~CO N STRUCTIO N~,G EN DA BACKGROUND [EXHIBIT "A" PROJECT BUDGET WASTEWATER TREATMENT PLANTS CHLORINE REMOVAL AND DISINFECTION FACILITIES Project No. 7088 March 12, 2003 FUNDS AVAILABLE: Wastewater Capital Fund ........................................................................ $2,832,833.00 FUNDS REQUIRED: Construction (Jalco, Inc.) .......................................................................... $2,045,000.00 Contingencies (10%) ............................................................................... 204,500.00 Consultant (BHP Engineering) ................................................................... 506,840.00 Major Projects Activity ............................................................................ ;I 8,000.00 Survey Activity ........................................................................................ 19,624.00 Construction Inspection Activity ................................................................ 33,800.00 Aerial Photography (Lanmon) .................................................................. 2,069.00 Printing, Advertising, etc ........................................................................... 3,000.00 Total ................................................................................................... $2,832,833.00 H;IUSERS2'~-IO M E~VELMAR'~GEI~WASTEWAT~7088~CO N STRUCTiO N~PRO j ECT BUDGET EXHIBIT "B" Page 1 of 1 TABULATION OF BIDS Page 1 0£ 1 DEPARTMENT OF ENGINEERING - CITY OF CORPUS CHRISTI, TEXAS TABULATED BY: Emgel R.Escobar, P.B., Director of Engineering Services DATE: February 26, 2003 TINS OF COMPLETION: 270 Calendar Days ENGINEER'S ESTIKATEe $ 2,390,000 WASTEWATER TREATMENT PLANTS CHLORINE REMOVAL AND LIQUID DISINFECTION FACILITIES Jalco, Inc. 5148 Lotus St. Houston, TX 77045 Cajun Constructors, Inc. 1125 E. Hwy. 121 Lewisville, TX 75057 R.B. Black Civil Contractors / Machinery & Materials, Inc. 9044 IIP River Rd. Corpus Christi, TX 78466 DESCRIPTION AMOUNT AMOUNT AMOUNT Furnish all labor and materials, tools, and necessary equipment, and to perform the work required for Wastewater Treatment Planta Chlorine Removal and Liquid Disinfection Facilities at the locations set out by the plans and specifications and in strict accordance with the contract documents. TOTAL BASE BID 2,045,000.00 2,186,000.00 2,278,000.00 ~Mproject \ councilexhibits ~ exh TO88.dw~ So, n Pa~rlclo Coun~cy ALLISON w~rrp 4101 ALLISON DR. CORPUS CHRISTI,TEXAS N NUECES BAY BROADWAY WWTP 1402 W. BROADWAY CORPUS CHRISTI,TEXAS CORPUS CHRISTI BAY Nueces County OSO w~rrp 501 NILE DR. CORPUS CHRISTI,TEXAS 2444 LAGUNA MADRE LAGUNA MADRE WWTP 201 JESTER CORPUS CHRISTI,TEXAS ;ULF OF MEXICO LOCATION IV~AP NOT TO SCALE PROJECT No. 7088 EXHIBIT "D" WASTEWATER TREATI~ENT PLANTS CHLORINE REtlOVAL AND LIQUID DISINFECTION FACILITIES CITY OF CORPUS CHRISTI. TEXAS CITY COUNCIL EXHIBIT DEPAR~T OF ENGINEERING SER~C~ PAGE: I of 1 DATE: 03/04/2003 8 CITY COUNCIL AGENDA MEMORANDUM City Council Action Date: March 25, 2003 AGENDA ITEM: Motion authorizing the Acting City Manager, or his designee, to execute a construction contract with Jalco, Inc of Houston, Texas, in the amount of $230,450 for the Bayfront Multi-Purpose Arena Off-Site Wastewater Improvements - REBID. (Project #7265) ISSUE: The Multi-Purpose Arena, approved by City voters in November of 2000, will provide a facility with seating for up to 10,000 with box and club seating. The project will support the construction of the Arena with necessary Wastewater utility infrastructure improvements FUNDING: Funding for this project is available in the FY 02 -03 Wastewater Capital Improvement Program. CONCLUSION AND RECOMMENDATION: Approval of the motion is recommended to award a construction contract to begin necessary infrastructure work. Foster Crowell, ~.,-tc, 'Angel R. Escobar P. E;~ Director of Wastewater Services /"'""-Director of Engineer ng 5ervices Attachments: Exhibit "A" Exhibit "B" Exhibit "C" Exhibit "D" Background Bid Tab Project Budget Location Map H:\HOME\LYNDAS\GEN\Wastewater~7265 - Arena Off-site facilities\Memo. DOC BACKGROUND INFORMATION SUBJECT: Bayfront Multi-Purpose Arena Off-Site Wastewater Improvements- REBID. (Project #7265) PRIOR COUNCIL ACTION: 1. December 17, 2002 - Approval of the Fiscal Year 2002-03 Capital Improvement Budget for $299,913,200 (Ordinance No. 025144). PRIOR ADMINISTRATIVE ACTION: 1. October 10, 2002 - Executed a consultant contract with Govind & Associates Inc. in the amount of $10,000 for the Arena Off-site Wastewater Improvements project. PROJECT BACKGROUND: This project will support the construction of the Bond Issue 2000 voter-approved Multi-purpose Arena facility. It addresses the need for additional capacity in the wastewater system to handle anticipated increased wastewater discharges from the new facility currently under construction. PROJECT DESCRIPTION: Base Bid: The project includes construction of about 683 ft. of 10" gravity wastewater line with manholes, along Water St. between Hughes and Fitzgerald Street and replacement of about 221 ft. of 8" gravity line along Resaca St with an 8" PVC pipe and a new manhole, as well as, replacement of an about 30 ft. section of VCP gravity wastewater line along Chaparral Street between Fitzgerald Street and Palo Alto with a PVC gravity main and rehabilitation of two manholes. The base bid requires the contractor to use DR 25, water pipes and with flowable fill as backfill material, all in accordance with the plans, specifications and contract documents; Deductive Alternate Bid 'A': The first alternate bid is to use heavy wall DR 26 sewer pipe as replacement pipe with flowable fill as backfill material, all in accordance with the plans, specifications and contract documents; Deductive Alternate Bid 'B': The second alternate is the installation of new pipes using heavy wall sewer pipe DR 26 with cement stabilized mixture for backfill material, all in accordance with the plans, specifications and contract documents; EXHIBIT "A" Page 1 of 2 H:/HOME/LYNDAS/GEN/Wastewater\7265 - Arena O~site facilities\BACKGROUND doc BID INFORMATION: This project consists of a base bid and two deductive alternates. The City received proposals from four (4) bidders on March 12, 2003. (See Exhibit "B") The base bids ranged from $230,450 to $255,086. The Engineer's estimated construction cost for the base bid was $263,900. City staff has determined that it is not in the best interest of the project to award either deductive alternate, Jalco, Inc. of Houston, Texas, was the lowest responsive bidder. Therefore, the City's Consultant, MCI Govind, and city staff, recommend that based on Iow bid and past satisfactory experience, a contract be awarded to Jalco, Inc. of Houston, Texas, in the amount of $230,450 for the Bayfront Multi-Purpose Arena Off-Site Wastewater Improvements - REBID for the base bid only. CONTRACT TERMS: This project is scheduled to take 60 calendar days with completion estimated to be in early August 2003. H:/HOME/LYNDAS\GEN/Wastewater\7265. Arena Off-site facilities/BACKGROUN D.doc EXHIBIT "A" i Page 2 of 2 W TABULATION OF BIDS DEPARTMENT OF ENGINEERING - CRY OF CORPUS CHRISTI, TEXAS BASE BID TABULATED BY: 'Angel R. Escobar, P.E., Director of Engineering Se Ices DATE: W"nesdaY, March 12 2003 ENGINEER'S ESTIMATE: $263,900.00 TIME OF COMPLETION: 60 Calendar Drys BAYFRONT MULTI-PURPOSE ARENA OFF.4RE WASTEWATER IMPROVEMENTS PROJECT (Project No. 7285) Jslw, Inc. PO Boz 273" Houston, TX T7227 King Isles, Inc. 1641 Goldston Road Corpus CMI", T. 786184 Jbsboroa Construction Co. Inc, ee8 Arlene 1 CC, TX 78411 DMB Construction P.O. Boz ]1118 Conlit,s ChH", 78667 REM DESCRIPTION CITY. UNIT UNIT PRICE AMOUNT UNIT PRICE AMOUNT UNIT PRICE AMOUNT 1 Line'A', 10" C-900 DR 25 PVC Sanitary Sewer Pipe, Complete in place per linear feet 683 L.F. $155.00 $105,865.00 $135.30 $92,409.90 $180.00 $122,940.00 $96.75 $66,080.25 2 16" C-905 DR 25 PVC Sanitary Serer Pipe, with VCP/PVC Adapter Complete in place per linear feet 30 L.S. $335.00 $10,050.00 $322.75 $9,682.50 $350.00 $10,500.00 1 $550.87 $16,526.10 3 Line '13', 8" C-900 DR 25 PVC sanitary sewer pipe complete in place per linear feet 221 L.S. $155.00 $34,255.00 $165.00 $36,465.00 $175.00 $38,675.00 $97.74 $21,600.54 4 4' Dia. Sanitary Sewer manhole (Fiberglass) com late, in place r each 3 L.S. $6,000.00 $18,000.00 $10,415.00 $31,245.00 $5,850.00 $17,550.00 $12,535.33 $37,605.99 5 4' Dia. Sanitary Sewer manhole rehabilitation (Fiberglass liner insert) complete, in place per each 2 L.S. $5,000.00 $10,000.00 $6,941.00 $13,882.00 $4,500.00 $9,000.00 $17,181.00 $34,362.10 6 Trench Safety for Sanitary Sewer mains complete, in place per linear feet 380 L.S. $5.00 $1,900.00 $10.00 $3,800.00 $4.50 $1,710.00 $14.46 $5,494.80 7 Grouting Abandoned 8" Dia. Sewer Line and demolition of 4' Dia. Manhole Complete, in place per linear feet 210 L.S. $14.00 $2,940.00 $15.00 $3,150.00 $12.00 $2,520.00 $31.00 $6,510.00 8 Concrete Sub -base removal Complete, in place per square yard 260 SY $60.00 $15,600.00 $46.00 $11,960.00 $58.00 $15,080.00 $89.69 $23,319.40 9 Asphalt pavement repair with Concrete sub -base (tvoe 1) complete, in place per square yard 160 SY $120.00 $19,200.00 $115.00 $18,400.00 $110.00 $17,600.00 $124.58 $19,932.80 10 Asphalt pavement repair with out Concrete sub - base (type 2) Complete, in place per square yard 165 SY $16.00 $2,640.00 $69.00 $11,385.00 $48.00 1 $7,920.00 $42.30 $6,979.50 11 Traffic Controls complete in place for the two sites, completed in three phases, as approved by City Traffic Engineering, complete in place per lump sum 1 LS. $5,000.00 $5,000.00 $10,500.00 $10,500.00 $5,600.00 $5,600.00 $11,677.00 $11,677.00 12 Utility Adjustment Allowance 1 L.S. $5,000.00 $5,000.00 $5,000.00 1 $5,000.00 $5,000.00 $5,000.00 $5,000.00 $5,000.00 TOTAL BASE BID $230,450.001 $247,879.40 $254,095.00 $255,088.38 BAYFRONT MULTI-PURPOSE ARENA OFF-SITE WASTWATER IMP - REBID PROJECT BUDGET March 25, 2003 FUNDS AVAILABLE: IWastewater Capital Improvement Bud~let FUNDS REQUIRED: ESTIMATED BUDGET 276,995.00 Construction Cost (Jalco, Inc.) $ 230,450.00 Construction Contingencies 23,045.00 Design Consultant (MEI Govind) 10,000.00 Engineering Reimbursements 7,500.00 Administrative Reimbursements 3,500.00 Incidental Expenses (Printing, Advertising, etc.) 2,500.00 Total ..................................................................................................... $ 276,995.00 EXHIBIT"C" SHIP CHANNEL HARBOR BRIDGE N PROJECT AREA CORPUS CHRISTI BAY Cr. TY PROJECT No. 7265 VICZNZTY MAP NOT TO ~ BAYFRONT J/IUL T_T-PUROSE ARENA OFF-ST_ TE WASTEWATER T_t4PROVEMENT CITY OF CORPUS CHRISTI, TEXAS CITY COUNCIL EXHIBZT DEPONENT ~ ENGINEERING ~RVICES PAGE: I of 1 ~TE: 03-019-2003 EXH]:B~T "D" 9 CITY COUNCIL AGENDA MEMORANDUM March 25, 2003 City Council Action Date: AGENDA ITEM: Motion authorizing the Acting City Manager, or his designee, to execute Change Order No. 2.with Garver Construction, Ltd., of Houston, Texas in the deductive amount of ($121,600.00) for the Sanitary Sewer Trunk Main Rehabilitation Project - Project No. 7144. ISSUE: The condition of the trunk main on Staples Street is better than anticipated and does not require the specified liner thickness. The use of a thinner liner will allow the necessary repair to be made and reduce the cost of the project. FUNDING: The change order is deductive and requires no additional funds. RECOMMENDATION: Approval of the motion as presented. Foster Crowell Date Director - Wastewater Services ~F-~Angel R. Escobar, P.E. Date -- Director- Engineering Services Attl;~ acbments: Exhibit A: Additional Information Exhibit B: Location Map ADDITIONAL INFORMATION SUBJECT: Sanitary Sewer Trunk Main Rehabilitation · Staples (Project No. 7144) · Antelope (Project No. 7175) · Omaha (Project No. 7145) · Moore Plaza (Project No. 7251) CHANGE ORDER: The project provdes for the installation of Cured In Place Pipe (CIPP) in order to be able to rehabilitate deteriorated pipe that would otherwise have to be replaced. The method minimizes surface disruptions and excavation. Prior to the installation of the CIPP the contractor cleans and televises the wastewater line. This allows the project engineer to determine the actual condition of the line and ensures the CIPP can be properly installed. When the main on Staples was televised it was determined the deterioration did not require the installation of the specified liner (5-10% ovality thickness). The liner could be reduced to a 2% ovality thickness liner. The condition could not have been foreseen without cleaning and televising the line during the design phase. This is not the common practice as the line would have to be cleaned and televised again during construction. The proposed change order will result in a credit to the City of $10.00 per linear foot. The total of the deductive change order is $121,600.00. PRIOR COUNCIL ACTION: 1. March 28, 2000 - Motion authorizing the City Manager, or his designee, to execute an engineering services agreement with HDR Engineering, Inc. for a total fee not to exceed $396,574 for the Sanitary Sewer Trunk Main Rehabilitation as follows: · West Point/Greenwood Trunk Main Rehabilitation · Staples Street Trunk Main Rehabilitation · Omaha Street Trunk Line Rehabilitation · Antelope 24-Inch Trunk Main Rehabilitation · Infiltration/Inflow Related Collection System Enhancement Program: i. South Staples from Saratoga Boulevard to Timbergate; ii. Timbergate from Staples Street to Opengate; and iii. Cimmaron Boulevard from Saratoga Boulevard to south of Lipes Boulevard [Motion No. M2000-096). 2. March 28, 2000 - Motion authorizing the City Manager, or his designee, to execute an Agreement for Construction Materials Engineering Laboratory's Inspection and Materials Testing Services with Trinity Engineering Testing Exhibit A Page 1 of 3 J Corporation for a total fee not to exceed $21,800 for the Sanitary Sewer Trunk Main Rehabilitation as follows: · West Point/Greenwood Trunk Main Rehabilitation Staples Street Trunk Main Rehabilitation · Omaha Street Trunk Line Rehabilitation · Antelope 24-Inch Trunk Main Rehabilitation (Motion No. M2000-097). January 15, 2002 - Ordinance approving FY 2001-2002 Capital Improvement Budget (Ordinance No. 024730). August 20, 2002 - Motion authorizing the City Manager, or his designee, to execute a construction contract with Garver Construction, Ltd. in the amount of $3,579,822.50 for the Sanitary Sewer Trunk Main Rehabilitation (Motion No. 2002-257). March 11, 2003 - Motion authorizing the Acting City Manager, or his designee, to execute Change Order #1 with Garver Construction, Ltd., in the amount of $354,287.50 for the Sanitary Trunk Main Rehabilitation Project (Motion No. 2003-105). PRIOR ADMINISTRATIVE ACTION: 1. May 16, 2000 - Executed Amendment No. 1 with HDR Engineering, Inc. for the Sanitary Sewer Trunk Main Rehabilitation in the amount of $14,412, for a total restated fee of $410,986. 2. Auqust 7, 2001 - Executed Amendment No. 2 with HDR Engineering, Inc. for the Sanitary Sewer Trunk Main Rehabilitation in the amount of $7,110, for a total restated fee of $418,096. 3. February 28, 2002 - Executed Amendment No. 3 with HDR Engineering, Inc. for the Sanitary Sewer Trunk Main Rehabilitation in the amount of $10,500, for a total restated fee of $428,596. 4. March 6, 2002 - Executed Amendment No. 4 with HDR Engineering, Inc. for the Sanitary Sewer Trunk Main Rehabilitation in the amount of $3,250, for a total restated fee of $431,846. PROJECT BACKGROUND: The City's Wastewater Department has experienced a number of cave-ins, blockages, and settlements on several sanitary sewer trunk mains throughout the city. Short-term emergency repairs have been completed to correct these deficiencies. However, to address these problems with long-term solutions, rehabilitation to the critical mains is required to repair or replace those in most need. The proposed project will provide for sanitary sewer trunk main rehabilitation at the following locations: · Staples Street Trunk Main from Everhart to Kostoryz; · Antelope Street Trunk Main from Nueces Bay Blvd. to Culberson Street; · Omaha Street Trunk Main from Old Brownsville Road to Southview Drive; and L Exhibit A 1 Page 2 of 3 · Moore Plaza service drive west to Betty Jean Street. These lines serve large tributary areas in the city and continued operation is vital to providing service to the city's customers in these areas. PROJECT DESCRIPTION: The project consists of cleaning, televising and rehabilitating using cured-in-place-pipe (CIPP) approximately 270 linear feet of existing 36-inch diameter Vitrified Clay Pipe (VCP), approximately 5,310 linear feet of existing 24-inch diameter cast iron pipe (CIP), approximately 19,390 linear feet of existing 24-inch diameter VCP, approximately 40 linear feet of existing 21-inch diameter CIP/VCP, approximately 330 linear feet of existing 18-inch diameter VCP, and approximately 1,390 linear feet of existing 8-inch diameter VCP/CIP; televising all of the above rehabilitated sanitary sewers after rehabilitation; cleaning and televising approximately 19,270 linear feet of existing 6-inch through 18-inch diameter lateral sewers; constructing three (3) new fiberglass reinforced polyester (FRP) manholes; rehabilitating sixty-four (64) existing brick or brick and concrete manholes of different sizes, including all appurtenances and associated work in accordance with the plans, specifications, and contract documents. Exhibit A Page 3 of 3 I LOCATION I~IAP CITY PROJECT NO. 7144 NOT 70 SC~L£ EXHIBIT "B" Staples Street Trunk Main Rehabilitation CITY COUNCIL EXHIBIT ~ from W. B. Ray High School DEPARTMENT OF ENGINEERING SER~CES to Everhart Lfft Station PAGE: 2 of 5 CITY OF CORPUS CHRISTI, TEXAS DATE: 03-25-2003 ~ 10 CITY COUNCIL AGENDA MEMORANDUM City Council Action Date: March 25, 2003 AGENDA ITEM: Motion authorizing the City Manager, or his designee, to execute a one year option to a construction contract in the amount of $234,092.40 with Rabalais I & E Constructors for the O.N. Stevens Water Treatment Plant Ongoing Instrument Maintenance Program FY 02-03. ISSUE: The O.N. Stevens Water Treatment Plant requires consistent maintenance of instrumentation in order to provide safe water supplies and comply with state and federal standards for the treatment of potable water. At this time it is in the best interest of the City to exercise a one (1) year option to the existing contract to complete maintenance for next year. FUNDING: Funding for this project is available in the FY 02 -03 Water Operating Fund. CONCLUSION AND RECOMMENDATION: Approval of the motion is recommended to award a construction contract to begin design services. 1~.~'~- 'Angel R. Escobar, P. E., Director of Engineering Services Attachments: Exhibit "A" Background Exhibit "B" Project Budget Exhibit "C" Location Map H:\HOME\LYNDAS\GEN\WATER\O.N. Stevens Water Treatment Plant\8458 - Ongoing Inst. Maint Program FY 02-03\Memo. DOC AGENDA MEMORANDUM ADDITIONAL BACKGROUND INFORMATION SUBJECT: O.N. Stevens Water Treatment Plant Ongoing Instrument Maintenance Program FY 02-03. (Project #8458) PRIOR COUNCIL ACTION: July 23, 2002 - Adoption of the FY 2002 - 2003 Operating Budget (Ordinance No. 024974). PRIOR ADMINISTRATIVE ACTION: November 27, 2001 - Approval of an A/E Agreement in the amount of $24,700 with BHP Engineering & Construction, Inc. for O.N. Stevens Water Treatment Plant Ongoing Instrument Maintenance Program FY 2002-2003. BACKGROUND INFORMATION: The water treatment process at the O.N. Stevens Water Treatment Plant requires operating, monitoring, and maintaining of various quality analyzers and related instrumentation that ensure compliance with state and federal standards for potable water quality. Other instrumentation is required to monitor raw the water supply delivery system and distribution system operations. The Water Department conducts an On-Going Instrument Maintenance Program that provides system reliability by scheduling annual maintenance of essential pumping units located throughout the water system. PROJECT DESCRIPTION: This project requires the contractor to provide an additional year of preventive, corrective and emergency maintenance services for all instrumentation. The instrumentation being maintained includes analyzers, laboratory instruments, personal computer control systems, programmable logic controls (PLC's), and system control and data acquisition (SCADA) equipment. The major locations of the instrumentation and control devices include: · O.N. Stevens Water Treatment Plant; · six (6) pumping plants; · four (4) elevated tank storage sites; · fourteen (14) remote sites located in the City's Water Distribution System; and · one (1) site along the Mary Rhodes Pipeline. H:\HOME\LYNDASIGENIWATER\O N STEVENS WATER TREATMENT PLANT~8458 - ON-GOING INST MA~NT PROGRAM FY 02~931BACKGROUND.DOC EXHIBIT "A" I Page 1 of 2 CONTRACT INFORMATION: This project was bid last fiscal year, and provided for a one (1) year option to the contractor (Rabalais I & E) for renewal of the contract. The City has decided to exemise that option. This project will evaluate the results of the previous years On-going Maintenance Contract and provide the updated databases to allow the execution of an annual extension of the current as provided in the specifications to provide Preventative Maintenance for the Instrumentation for the City of Corpus Christi Water System for the FY 2003 and provide for one (1) year of construction monitoring. CONTRACT TERMS: The contract specifies that the project will be completed in 360 calendar days, with completion anticipated by early April 2004. FUNDING: Funds for this project are available from the FY 2002 - 2003 Water Operating Budget. H:/HOME\LYNDAS\GEN\WATER/O N. STEVENS WATER TREATMENT PLANT~8458 - ON-GOING INST MAINT PROGRAM FY 02~33\BACKGROUND.DOC EXHIBIT "A" Page 2 of 2 O.N. STEVENS WATER TREATMENT PLANT ONGOING INSTRUMENT MAINTENANCE PROJECT FY 02-03 PROJECT BUDGET March 25, 2003 FUNDS AVAILABLE: IWater Operatin~ Budget ESTIMATED BUDGET IS 297,201.40 I FUNDS REQUIRED: Construction Cost (Rabalais I & E) $ 234,092.40 Construction Contingencies 23,409.00 Design Consultant (BHP Engineering) 24,700.00 Engineering Reimbursements 8,000.00 Administrative Reimbursements 4,000.00 Incidental Expenses (Printing, Advertising, etc.) 3,000.00 Total ..................................................................................................... $ 297,201.40 EXHIBIT "B" I · o ~ ~ ~ / ~ , ~ . . ~ o~ ~ ~ ~ o o. ~. ~ z~ ~ ~ ~P ~ ~ · . ,,,~ ,.,~ ~ ~ ~ LOOATION MAP CZP P~JECT No. 8458 NOT TO SCALE EXHIBIT "C" O.N. Stevens Watep Tpeatment P1ant CITY COUNCIL EXHIBIT ~ On-Golng Instcu~ent Balntenance oe,~r~em OF EN~NEERING SER~CES FY 2002'2003 PAGE: I o~ I ~_ CI~ OF CORPUS CHRISTI, TE~S DATE: 03-19-2003 ~ 11 CITY COUNCIL AGENDA MEMORANDUM City Council Action Date: March 25, 2003 AGENDA ITEM: Motion authorizing the City Manager, or his designee, to execute Change Order #3 to a construction contract with Winship Construction in the amount of $72,883.00 for the Corpus Christi Animal Shelter and Vector Control Facility. (Project #5117) ISSUE: This change order is proposed due to modifications requested by City staff to improve the design of the Corpus Christi Animal Shelter and Vector Control Facility building. This work will provide for the enhanced function, safety and multiple-purpose use of the facility. FUNDING: Funding for this project is available in the FY 02 -03 Public Health & Safety Budget. CONCLUSION AND RECOMMENDATION: Approval of the motion is recommended to award a change order to add additional construction services. ~;,,~Angel R. Escobar, P. E., ~" Director of Engineering Services Attachments: Exhibit "A" Background Exhibit "B" Revised Project Budget Exhibit "C" Location Map H:\HOME\LYNDAS\GEN\Public Health & Safety\5117 - Animal Vector Control Facility~Change Order #3\Memo. DOC BACKGROUND INFORMATION SUBJECT: Corpus Christi Animal Shelter and Vector Control Facility. (Project #5117) PRIOR COUNCIL ACTION: November 14, 2000 - Ordinance canvassing returns and declaring the results of the Special Election held on November 7, 2000, in the City of Corpus Christi for the adoption of seven propositions; adopting and levying a sales and use tax pursuant to Section 4A of The Development Corporation Act as approved by the voters in Propositions 4 and 5 (Ordinance No. 024269). January 30, 2001 - Motion authorizing the City Manager, or his designee, to execute an Amhitectural Services Contract in the amount of $261,725 with Bennett, Martin, Solka & Torno for the Corpus Christi Animal Shelter and Vector Control Facility (Motion No. M2001-033). March 5, 2002 - Motion authorizing the City Manager, or his designee, to execute a construction contract with Southern Contracting, Inc. in the amount of $2,303,629 for the Corpus Christi Animal Shelter and Vector Control Facility (Motion No. M2002-073). December 17, 2002 -Approval of the Fiscal Year 2002-03 Capital Improvement Budget for $299,913,200 (Ordinance No. 025144). January 28, 2003 - Executive session pursuant to Texas Government Code Section 551.071 regarding the following construction contracts: Corpus Christi Animal Shelter and Vector Control Facility Re-Bid - Project No. 5117; Mustang Island Fire and Parks & Recreation Station - Project No. 5114; Improvements to Fire Stations (ADA-CoEd) - Project No. 5115, with possible discussion and action related thereto in open session. February 11, 2003 - Ordinance appropriating $541,545.53 from CNA Surety Company and Continental Casualty Company in the Public Health & Safety Fund No. 3358 for the Corpus Christi Animal Shelter and Vector Control Facility Project; amending Capital Budget adopted by Ordinance No. 025144 by appropriating $541,545.53; and declaring an emergency. (Ordinance No. 025190) February 11, 2003 - Motion authorizing the City Manager, or his designee, to execute Amendment No. 5 to a contract for Professional Services with Bennett, Martin, Solka, Tomo, Inc. Architects of Corpus Christi, Texas, in the amount of $64,088.89 for the Corpus Christi Animal Shelter and Vector Control Facility to extend construction phase services to complete the project. (Motion 2003-057) PRIOR ADMINISTRATIVE ACTION: October 18, 2000 - Distribution of Request for Qualifications (RFQ) No. 2000-08 - (Public Health and Safety, Parks and Recreation, Street Improvement Projects) to 73 local architectural and engineering firms. H:~HOME/LYNOAS\GEN/Public Health & Safety/5117 - Animal Vector Control Facility\Change Order fl3/BACKGROUN D doc EXHIBIT "A" Page 1 of 3 PRIOR ADMINISTRATIVE ACTION (continued): November 10, 2000 - Addendum No. 1 to the Request for Qualifications (RFQ) No. 2000-08 - (Public Health and Safety, Parks and Recreation, Street Improvement Projects) to 73 local architectural and engineering firms. January 10, 2001 - Addendum No. 2 to the Request for Qualifications (RFQ) No. 2000-08 - (Public Health and Safety, Parks and Recreation, Street Improvement Projects) to 73 local architectural and engineering firms. May 22, 2002 - Amendment No. 1 to the Architectural Services Contract in the amount of $8,500 with Bennett, Martin, Solka &Torno for the Corpus Christi Animal Shelter and Vector Control Facility. July 5, 2002 - Amendment No. 2 to the Architectural Services Contract in the amount of $0 with Bennett, Martin, Solka &Torno for the Corpus Christi Animal Shelter and Vector Control Facility. (Additional topographic survey field work dudng bid phase process +$1,200; reduction of quality assurance review -$1,200) August 6, 2002 - Change Order No. 1 to the Construction Contract in the amount of $3,951.56 with Southern Contracting, Inc. for the Corpus Christi Animal Shelter and Vector Control Facility. September 3, 2002 - Amendment No. 3 to the Architectural Services Contract in the amount of $14,000 with Bennett, Martin, Solka &Torno for the Corpus Christi Animal Shelter and Vector Control Facility. November 26, 2002 - Amendment No. 4 to the Architectural Services Contract in the amount of $25,000 with Bennett, Martin, Solka &Torno for the Corpus Christi Animal Shelter and Vector Control Facility. November 27, 2002 - Agreement executed for construction performance review in the amount of $15,000 with Felix H. Ocanas, Jr., P. E.. PROJECT BACKGROUND: The original plans for this structure called for a smaller receiving area to be located in an outdoor environment. This change order will provide for: · doubling the size of the animal incoming & receiving area; · enclosing the facility to allow for use in inclement weather; and, · enhanced safety measures for staff. During operations, animals are initially brought to the incoming & receiving area for treatment and inspection prior to placing them in the kennel area. This facility needs to be large enough to accommodate several animals within a secure, contained environment. Additionally, the area needs to be enclosed to allow for use during periods of inclement weather. Once animals are brought to this area they are bathed and dipped, inspected and treated for injuries and prepared for long-term boarding. To effectively and safely perform their job, staff requires an area that is large enough to accommodate several animals in segregated areas within a contained environment which is protected from outdoor elements. H:/HOME\LYNDAS\GEN/Public Health & Safety\5117 - Animal Vecler Conlrol Facility/Change Order #3/BACKGROUND doc EXHIBIT "A" Page 2 of 3 Change Order No. 2 is an administrative change order that is pending. This will be a small change order to: · Deduct unnecessary interior modifications in the administration building; · Add underground fiber optic trunk raceway system; · Provide driveway access to Vector Control Building west storage room door; · Provide washer/dryer utility connections in kennel office. The total for Change Order No. 2 will be $8,772 CHANGE ORDER SUMMARY TOTAL CONTRACT AMOUNT ...................... 25% Limit Amount .......................................... $2,411,347.00 602,836.75 Change Order No. 1 (07/22/02) ..................... Change Order No. 2 (Pending) ................... Change Order No. 3 (Pending) ...................... 3,951.56 8,772.00 72,883.00 Total .......................................................... 85,605.56 = 3.55% < 25% H:\HOME\LYNDAS/GEN\Public Health & Se fety~5117 - Animal Vector Control FacilitY~Change Order ~3/BACKGROUND doc EXHIBIT "A" Page 3 of 3 CORPUS CHRISTI ANIMAL SHELTER AND VECTOR CONTROL FACILITY REVISED PROJECT BUDGET PROJECT NUMBER: 5117 March 25, 2003 FUNDS AVAILABLE: Original Budget ...................................................... Settlement Check Continental Casualty ....................... Interest Appropriations ............................................. Total Available: AMOUNT 2,800,000.00 541,545.33 182,089.43 3,523,634.76 FUNDS REQUIRED: Construction (Southern Cotracting) .......................... 377,779.09 Construction (Winship Construction Company) ........... 2,411,347.00 Construction Sub-Total ................................................................... 2,789,126.09 Change Order #2 (estimate) ................................... 10,000.00 Change Order #3 (actual) ...................................... 72,883.00 Construction Total ......................................................................... 2,872,009.09 Equipment (estimate) ..................................................................... 50,000.00 Furnishings (estimate) ................................................................... 50,000.00 Contingencies .............................................................................. 30,467.00 Consultant(BMST) ............................................... Amendment#1 .................................................... Amendment#2 .................................................... Amendment#3 .................................................... Amendment~A .................................................... Amendment#5 .................................................... 261,725.00 8,500.00 0.00 14,000.00 25,000.00 64,088.89 Consultant Total (BMST) ................................................................ Consultant (Felix Ocanas) .............................................................. Bond Issuance Exp. (1.25%) ........................................................... Administrative Reimb ..................................................................... Engineering Reimb .................................................................. Testing ....................................................................................... Printing, Adv, etc .......................................................................... TOTAL REQUIRED: 373,313.89 15,000.00 41,344.78 10,000.00 50,000.00 25,000.00 6,500.00 3,523,634.76 EXHIBIT "B" Page 1 of 1 EVALUATION (PROPOSED ADDITION) Unloading/Evaluation Building ORIGINAL CONTRACT PROPOSED CHANGE ORDER NO 3 12 CITY COUNCIL AGENDA MEMORANDUM City Council Action Date: March 25, 2003 AGENDA ITEM: Motion authorizing the Acting City Manager, or his designee, to execute a construction contract with Garrett Construction Company of Ingleside, Texas, in the amount of $777,878.20 for the Crossgate Channel Water Quality Improvements project. (Project #2071/6149) BOND ISSUE 2000 ISSUE: This project will provide for channel improvements to the Crossgate ditch structure. This work is necessary to provide additional drainage capacity to the area and will serve as a demonstration project for design alternatives intended to reduce maintenance requirements and costs. This project will also include a pedestrian bridge over the Crossgate Channel which was approved by voters in the November 2000 Bond Issue. FUNDING: Funding for this project is available in the FY 02 -03 Storm Water and Street Capital Improvement Program Budgets. CONCLUSION AND RECOMMENDATION: Approval of the motion is recommended to award a construction contract to begin necessary construction work. 'Angel R. Escobar, P. E., Director of Engineering Services Attachments: Exhibit "A" Exhibit "B" Exhibit "C" Exhibit "D" Background Bid Tab Project Budget Location Map H:\HOME\LYNDAS\GEN\Stormwater~2071-6149 - Crossgate Water Quality Improvements\Memo. DOC BACKGROUNDINFORMATION SUBJECT: Crossgate Channel Water Quality Improvements project. (Project #2071/6149) BOND ISSUE 2000 PRIOR COUNCIL ACTION: 1. February 9, 1999 - Motion authorizing the City Manager, or his designee, to award an engineering consultant contract to J.R. Thompson, P.E. in the amount of $405,500 for the following projects: Glen Arbor and Crossgate Subdivision Drainage Improvements; · Mary Carroll Channel Widening from Rodd Field to Oso Creek; · Drainage System Water Quality Improvements; and · Sanitary Sewer installation in Developed Areas: Bass Subdivision (Motion 99-040) 2. December 17, 2002 - Approval of the Fiscal Year 2002-03 Capital Improvement Budget for $299,913,200 (Ordinance No. 025144). PRIOR ADMINISTRATIVE ACTION: 1. April 5, 1999 - Motion authorizing the City Manager, or his designee, to award a no cost amendment #1 to an engineering consultant contract to J.R. Thompson, P.E. for the following projects: · Glen Arbor and Crossgate Subdivision Drainage Improvements; · Mary Carroll Channel Widening from Rodd Field to Oso Creek; · Drainage System Water Quality Improvements; and · Sanitary Sewer installation in Developed Areas: Bass Subdivision (Motion 99-040) 2. May 10, 1999 - Motion authorizing the City Manager, or his designee, to award Amendment No 2 to an engineering consultant contract to J.R. Thompson, P.E. in the amount of $10,000 for the following projects: · Glen Arbor and Crossgate Subdivision Drainage Improvements; · Mary Carroll Channel Widening from Rodd Field to Oso Creek; · Drainage System Water Quality Improvements; and · Sanitary Sewer installation in Developed Areas: Bass Subdivision 3. February 24, 2000 - Motion authorizing the City Manager, or his designee, to award Amendment No 3 to an engineering consultant contract to J.R. Thompson, P.E. in the amount of $11,300 for the following projects: · Glen Arbor and Crossgate Subdivision Drainage Improvements; · Mary Carroll Channel Widening from Rodd Field to Oso Creek; · Drainage System Water Quality Improvements; and · Sanitary Sewer installation in Developed Areas: Bass Subdivision EXHIBIT "A" Page 1 of 3 H:\HOME/LYNDAS/GEN\Storrnwater~2071-6149 - Crossgate Water Qualily Improvements\BACKGROUND.doc July 25, 2002 - - Motion authorizing the City Manager, or his designee, to award Amendment No 3 to an engineering consultant contract to J.R. Thompson, P.E. in the amount of $11,300 for the following projects: · Glen Arbor and Crossgate Subdivision Drainage Improvements; · Mary Carroll Channel Widening from Rodd Field to Oso Creek; · Drainage System Water Quality Improvements; · Sanitary Sewer installation in Developed Areas: Bass Subdivision, and · Bond Issue 2000 Street Improvements: Pedestrian Bridge PROJECT BACKGROUND: This project consists of two different parts. Part one will provide for channel improvements to the Crossgate ditch structure. This work will provide additional drainage capacity to the area and will serve as a demonstration project for design alternatives intended to reduce maintenance requirements and costs of similar drainage structures. Part two will include a pedestrian bddge over the Crossgate Channel, which was approved by voters and will be funded through the November 2000 Bond Issue. This bridge will connect the Village at the Lakes Sub-division with Luther Jones Elementary school to provide a direct connection and safe route for children to use traveling to school. These projects are being constructed together to save costs and expedite construction PROJECT DESCRIPTION: Base Bid A: The project consists of re-grading of the existing Crossgate Channel for a length of approximately 3,757 linear feet, installing a 24" diameter drain pipe under the flow line of the channel, constructing concrete plating and sidewalks, and re-vegetating the disturbed areas and miscellaneous items of work required to complete the project in accordance with the plans, specifications and contract documents. Base Bid B: This project consists of constructing a 120 foot long pre-engineered pedestrian bridge at the location shown on the plans in accordance with the plans, specifications and contract documents. BID INFORMATION: The City received proposals from three (3) bidders on March 5, 2003. The bids ranged from: (See Exhibit "B") BASE BID A: $677,045.20 to $847,901.00 BASE BID B: $92,199.58 to $100,833.00 The Engineer's estimated construction cost for the total project was bid was $542,000. H:/HOMI-/LYNDAS\GEN\Stormwater~2071-6149 - Crossgate Water Quality Improvements/BACKGROUND.doc EXHIBIT "A" 1 Page 2 of 3 The Iow bid received for the construction of the project exceeded the Engineer's construction estimate on several items of work related to the ditch. · The areas of largest increase were in the re-grading of the existing channel and the installation of the 24" underdrain. · The presence of a higher than normal water table apparently also increased prices indicated by the high volume of phone calls received from Contractors during the bidding process regarding their plans for dewatering the area prior to construction. · Another part of the price difference is accredited to the nature of this type of retrofit construction. Since this is a demonstration project, contractors were not familiar with the retrofitting of an existing facility. · Re-vegetation was also a significant cost item and, · The cost of irrigation and maintenance increased the anticipated price Garrett Construction Company of Ingleside, Texas was the lowest responsive bidder. Therefore, the City's Consultant, J.R. Thompson, and city staff, recommend that based on Iow bid and past satisfactory experience, a contract be awarded to Garrett Construction of Ingleside, Texas, in the amount of $777,878.20 for the Crossgate Water Quality Improvements Project. CONTRACT TERMS: This project is scheduled to take 180 calendar days with completion estimated to be in October 2003. H:\HOME\LYNOAS/GEN\StormwateA2071-6149 - Cro$$gate Water Qualily Improvements\BACKGROUND doc EXHIBIT "A" Page 3 of 3 DEPARTMENT OF ENGINEERING SERVICES -CITY OF CORPUS CHRISTI TABULATED BY: J. R. THOMPSON P.E. Project Consulting Engineer DATE: March 5, 2003 TIME OF COMPLETION: 180 DAYS CROSSGATE CHANNEL WATER QUALITY IMPROVEMENTS GARRETT CONSTRUCTION COMPANY P.O. BOX 1028 INGLESIDE, TEXAS 78362 REESE CONTRACTING, INC. P.O. BOX 8352 CORPUS CHRISTI, TEXAS 78468 W. T. YOUNG CONSTRUCTION L.P. P.O. BOX 9197 CORPUS CHRISTI, TEXAS 78469 ITEM DESCRIPTION QUANTITY UNIT UNIT PRICE AMOUNT UNIT PRICE AMOUNT UNIT PRICE AMOUNT Al Channel Grading, per linear foot 3757 L.F. $49.30 $185,220.10 $61.62 $231,506.34 $90.00 $338,130.00 A2 24" RCP Underdmin, per linear foot 3703 L.F. $69.60 $257,728.80 $48.96 $181,298.88 $56.00 $207,368.00 A3 Grate Inlet, per each 17 Each $1,939.80 $32,976.60 $2,534.95 $43,094.15 $1,700.00 $28,900.00 A4 Concrete Plating, per square foot 9750 S.F. $5.90 $57,525.00 $4.87 $47,482.50 $11.00 $107,250.00 A5 18" RCP, per linear foot 50 L.F. $54.80 $2,740.00 $116.57 $5,828.50 $69.00 $3,450.00 A6 21" RCP, per linear foot 50 L.F. $57.90 $2,895.00 $119.70 $5,985.00 $71.00 $3,550.00 A7 24" RCP, per linear foot 50 L.F. $63.40 $3,170.00 $153.33 $7,666.50 $95.00 $4,750.00 AS 30" RCP, per linear foot 50 L.F. $74.40 $3,720.00 $155.54 $7,777.00 $104.00 $5,200.00 A9 36" RCP, per linear foot 50 L.F. $90.60 $4,530.00 $201.51 $10,075.50 $137.00 $6,850.00 A10 Channel Re -vegetation Method 1, Bermuda grass seeding, 1 Lump Sum $19,142.30 $19,142.30 $34,214.00 $34,214.00 $24,000.00 $24,000.00 All Channel Re -vegetation Method 2, Hydroseeding with bermuda grass seed 1 Lump Sum $24,266.90 $24,266.90 $36,353.00 $36,353.00 $32,000.00 $32,000.00 AI2 Channel Re -vegetation Method 3, Buffalo grass seeding, 1 Lump Sum $18,246.70 $18,246.70 $25,660.00 $25,660.00 $19,000.00 $19,000.00 A13 Trench Salley, per linear foot 3953 L.F. $4.60 $18,183.80 $2.85 $11,266.05 $1.00 $3,953.00 A14 Concrete Walk, per square foot 7000 S.F. $5.60 $39,200.00 $4.41 $30,870.00 $8.00 $56,000.00 Aly A $7500 allowance for adjustment of existing foroemain, per lump sum 1 Lump Sum $7,500.00 $7,500.00 $7,500.00 $7,500.00 57,500.00 $7,500.00 Total Base Bid "A" $677,045.20 $686,577.42 $847,901.00 BI Pedestrian Brid e, 6' wide x 120' long, with reinforced drilled piers, complete to place per lump sum 1 Lump Sum $100,833.00 $100,833.00 $92,199.58 $92,199.58 $95,000.00 $95,000.00 Total Base Bid "B" $100,833.00 $92,199.58 $95,000.00 Total Base Bid "A" + "B" $777,878.20 $778,777.00 CROSSGATE WATER QUALITY IMPROVEMENTS PROJECT PROJECT BUDGET March 25, 2003 FUNDS AVAILABLE: FY 2002-03 Storm Water Capital Improvement Budget ................................. $ FY 2002-03 Street Capital Improvement Budget .......................................... Total Funds Available: $ AMOUNT 769,156.20 150,000.00 919,156.20 FUNDS REQUIRED: Construction (Garrett Construction Company, inc.) ..................................... $ Contingencies ................................................................................... Engineering Consultant (J.R. Thompson, P.E.) ............................................ Engineering Reimbursement .................................................................... Finance Reimbursement ..................................................................... Inspection ........................................................................................ Incidental Expense (Printing, Advertising, etc.) ......................................... Total Funds Required: AMOUNT 777,878.20 77,878.00 14,400.00 25,000.00 12,500.00 10,000.00 1,500.00 $ 919,156.20 Exhibit "C" I Page 1 of 1 ~ IMPROVEMENT CIP PROJECT # 207116149 EXHIBIT "O" CROSS GATE WATER QUALITY IMPROVEMENT PROJECT PAGE: I of 1 DATE: 3/20/05 CITY OF CORPUS CHRISTI, TEXAS CT_TY COUNC_TL EXHT_B~_T DEPARTMENT OF ENGINEERING SERVICES 13 AGENDA MEMORANDUM March 25, 2003 SUBJECT: Acquisition of Parcels 33 & 34 Southside Water Transmission Main, Phases, 2a & 3 AGENDA ITEM: Motion authorizing the Acting City Manager or his designee to execute a Utility Easement instrument with Rachel Cornelia Frazier, et al, in the amount of $34,242.50, for Parcel 33, comprised of a Utility Easement and Temporary Construction Easement, necessary for the Southside Water Transmission Main, Phase 2a, Project, (#8389), and for other municipal purposes. Motion authorizing the Acting City Manager or his designee to execute a Utility Easement instrument with Thomas D. Richardson, et al, in the amount of $34,207.80, for Parcel 34, comprised of a Utility Easement and Temporary Construction Easement, necessary for the Southside Water Transmission Main, Phase 3, Project, (#8276), and for other municipal purposes. ISSUE: The current phases of the Southside Water Transmission Main (Phases 2, 2a, & 3) extending from County Road 36 to the South Staples Pumping Plant, require the acquisition of 50 parcels containing utility and temporary construction easements. The cost of two of the parcels have exceeded the $25,000 threshold and require City Council approval. RECOMMENDATION: Approval of the motions as presented. ~,~['-L.&,ngel R. Escobar, P. E. Director of Engineering Services Attachments: Exhibit A. Background Information Exhibit B. Prior Council Action Exhibit C. Parcel Map H:\HOME\EUSEBIOG\GEN~Agenda Items\SS Water Trans, Ph3.Richardson~Agenda memo.doc BACKGROUND INFORMATION SUBJECT: Acquisition of Parcels 33 & 34 Southside Water Transmission Main, Phases 2a & 3 PRIOR COUNCIL ACTION: See Exhibit B FUTURE COUNCIL ACTION: Council will be required to: 1. Authorize contracts and expenditure of funds from the Water Capital Projects Fund (Commeroial Paper) which exceed $25,000; and 2. authorize the acquisition of paroels whose cost exceeds $25,000; and 3. authorize the payment of the upcoming Special Commissioners' Awards for the condemnation of any of these parcels. OVERVIEW: Background: The City is now completing the secondary phases of the Southside Water Transmission Main. Phase I completed the route from the O.N.Stevens Plant to CR 36, south of Clarkwood. The successive phases (Ph. 2,2a,3) will extend the waterline to the South Staples Pumping Plant at FM2444 and CR43. Urban Engineering was initially contracted for the design and engineering scope of the project. However, their contract was amended to include title work, appraisals, land acquisition and legal representation in condemnations. So far, Urban Engineering and their subcontractor, Right of Way Services, Inc., have acquired 37 of the 50 paroels required. Seven parcels remain to be finalized through negotiation and six parcels are set for condemnation. Two of the parcels, Parcels 33 and 34, have exceeded the $25,000 threshold and require City Council approval. Parcel Information: Parcel 33 is located between State Highway 357 (Saratoga Blvd.) and the West Point Road ditch, west of Old Brownsville Road. The parcel consists of 50-foot wide utility easement, which is approximately 3,432 feet in length and contains 4.08 acres. Acquisition also includes a 50-foot wide temporary construction easement, approximately 3,600 feet in length, containing a total of 4.14acres. The paroel was appraised by Thomas Dorsey and was valued at $28,900. This land in consideration consists of vacant farmland and is used for cultivation of crops. Right of Service, Inc., under Urban Engineering, has negotiated with the owners for the acquisition of this parcel at a price of $34,242.50 which includes all crop damages. Parcel 34 is located between State Highway 357 (Saratoga Blvd.) and the Oso Creek, west of County Road 35. The parcel consists of 25 foot wide utility Exhibit A Page 1 of 2 easement which widens to 50 feet. The parcel is approximately 7,400 feet in length and contains 5.566 acres. Acquisition also includes a 50-foot wide temporary construction easement, containing a total of 9.857 acres. The parcel was appraised by Thomas Dorsey and was valued at $34,200. This land in consideration consists of vacant farmland and is used for cultivation of crops. Right of Service, Inc., under Urban Engineering, has negotiated with the owners for the acquisition of these this parcel at a price of $34,207.80 which includes all crop damages. Exhibit A Page 2 of 2 PRIOR COUNCIL ACTION SUBJECT: Southside Transmission Main, Phases 2, 2a & 3. 10. 11. 12. 13. 14. 15. September 9, 1997 - Approval of a motion to amend Section 4 of the Master Water Plan (M97-246) September 9, 1997 - Approval of amendment of the City of Corpus Christi Comprehensive Plan by amending the Master Water Plan (Ordinance No. 023050). December 16, 1997 - Approval of the FY97-98 Capital Budget (Ord. No. 023174). June 16, 1998 - Award of an engineering services contract in the amount of $706,140 to Urban Engineering for the Southside Transmission Main - O.N. Stevens Plant to Clarkwood Road (M98-208). September 22, 1998 - Approval of Amendment No. 1 in the amount of $298,505 to the contract with Urban Engineering expanding the scope of engineering services for the Southside Transmission Main - Stevens Plant to Clarkwood Road project to include the Staples Street Pumping Plant - New Pumping Plant and Storage Reservoir (M98-327). September 9, 1998 - Approval of a Testing Agreement in the amount of $32,822.65 with Trinity Engineering Co. for testing services for Southside Transmission Main - O.N. Stevens Plant to Clarkwood Road (M98-328). November 10, 1998 - Approval of the FY98-99 Capital Budget (Ord. No. 023474). March 23, 1999 - Approval of site selection and authorization to proceed with acquisition (M99-078). March 23, 1999 - Amendment to the FY98-99 Capital Budget to revise the scope of the Staples Street Pumping Plant project by accelerating a portion of the South Staples 42" Southside Transmission Main from the proposed Staples Street Pumping Plant to Yorktown Road (Ord. No. 023592). March 23, 1999 - Approval of Amendment No. 3 in the amount of $55,250 to the contract with Urban Engineering expanding the scope of engineering services for the Southside Transmission Main (Stevens Plant to Clarkwood Road Project): Staples Street Pumping Plant - New Pumping Plant and Storage Reservoir to include related additional engineering services for a 42-inch waterline from the new pumping plant at South Staples and County Road 43 to the existing 16-inch waterline near Country Creek (M99-079). May 18, 1999 - Award of purchasing contract to A&H Enterprises for two horizontal split case centrifugal pumps for Staples Street Pumping Plant, Contract 2 (M99- 142). May 25, 1999 - Approval of condemnation proceedings for Parcel No. 1 (Res. M023645). June 22, 1999 - Award of construction contract to Pro-Load, Inc. for Staples Street Pumping Plant, Contract 1 - 7.5 Million Gallon Storage Reservoir (M99-189). July 20, 1999 - Approval of FY99-00 Capital Budget (Ord. No. 023703). September 28, 1999 - Award of construction contract to Garney Company, Inc. for Exhibit B Page I of 2 42" Waterline from New Pumping Plant at So. Staples and County Road 43 to existing 16" Waterline Near Country Creek for Staples Street Pumping Plant, Contract 4 (M99-342). 16. October 19, 1999 - Award of construction contract to Lambda Construction for Staples Street Pumping Plant, Contract 3 - Pump Station and Site Work (M99-361). 17. April 11, 2000 - Approval of acquisition of Parcel No. 21 for $16,535 in connection with the Southside Transmission Main - Stevens Plant to Clarkwood Road project (M2000-106). 18. April 18, 2000 - Authorizing the condemnation of Parcels 19,24,28,29, and 30 in connection with the Southside Transmission Main - Stevens Plant to Clarkwood Road project. (Resolution #024014). 19. September 9, 2000 - Authorizing the condemnation of Parcels 8 and 9 in connection with the Southside Transmission Main - Stevens Plant to Clarkwood Road project. (Resolution #024213). 20. September 19,2000 - Approval of acquisition of Parcels No. 19,24,28,29 and 30 for $55,000 in connection with the Southside Transmission Main - Stevens Plant to Clarkwood Road project (M2000-332). 21. December 12, 2000 - Award of construction contract to Pate & Pate Enterprises for construction of the new 60" waterline in connection with the Southside Transmission Main - Stevens Plant to Clarkwood Road project for a fee not to exceed $8,605,411. (Motion M2000-434). 22. December 12, 2000 - Award of a testing agreement with Trinity Engineering for testing of the new 60" waterline in connection with the Southside Transmission Main - Stevens Plant to Clarkwood Road project for a fee not to exceed $213,560. (Motion M2000-435). 23. February 13,2001 - Approval of acquisition of Parcels No. 31a and 31b for $28,291in connection with the Southside Transmission Main - Stevens Plant to Clarkwood Road project (M2000-060). 24. April 17, 2001 - Motion authorizing the payment of the Special Commissioners' condemnation award of $7,604 for the acquisition of Parcels 8 and 9 located south of Callicoate Estates Unit 4 in connection with the Southside Water Transmission Main project, Phase 1 - O.N. Stevens Plant to Clarkwood. 25. April 24, 2001 - Motion authorizing the City Manager, or his designee, to execute An engineering services contract in the amount of $1,247,003.00 with Urban Engineering for Southside Transmission Main, Phases 2, 2a & 3. (M2001-162) 26. June 25, 2002 - Motion authorizing the City Manager or his designee to execute an amendment to an engineering services contract with Urban Engineering of Corpus Christi, Texas in the amount of $454,125 for the Southside Water Transmission Main, Phases 2,2a, and 3 and the Southside Gas Transmission Main, Parts B and C. (M2002-180) 27. November 12, 2002 - Resolution recognizing the public necessity of acquiring utility and construction easements for the Southside Water Transmission Main project, Phases 2,2a,&3, for utility and other municipal purposes in connection with said project; and authorizing acquisition by means of negotiations or eminent domain proceedings by the City of Corpus Christi or its agents in acquiring said easements. (Reso. No. 025086) Exhibit B Page 2 of 2 t.::,,.. · ! EXISTING / · STAPLES PUHPING PLANT-/ City Council Exhibit $outhside Water Transmission Main Phases 2a & Parcels 33 and 34 Page: ] of ] City o£ EXHIBIT C 14 CITY COUNCIL AGENDA MEMORANDUM March 25, 2003 AGENDA ITEM: Motion authorizing the Acting City Manager or his designee, to execute a Real Estate Sales Contract with Albert Kessler, in the amount of $42,500 plus $850 in closing costs, for the purchase of fee simple property rights for Parcel 1, being all of Lot 26, Block 6, Koolside Addition, with street address of 5709 Gollihar Road, necessary for the Meadowbreok Subdivision Drainage Improvement Project, (#2128), and for other municipal purposes. ISSUE: The Meadowbrook area located between South Staples and Gollihar Road experiences excessive flooding during rains due to inadequate drainage facilities. Several drainage easements will be required along properties fronting Gollihar Road in order to facilitate the installation of an underground concrete culvert box. This subject property, 5709 Gollihar Road, will be severely impacted by the proposed easement. This property is currently for sale and is available to the City for purchase at this time. Upon completion of the culvert box installation on this property, the City will either dispose of it through sealed bids or keep it if a suitable use is found. REQUIRED COUNCIL ACTION: 1. Authorize the acquisition of parcels of which expenditures exceed $25,000 and; 2. authorize any contracts and amendments exceeding $25,000 for the design and construction of the project. FUNDING: Stormwater CIP 550701-4525-00000-160245 RECOMMENDATION: Approval of the motion as presented. Attachments: Angel R. Escobar, P. E. Director of Engineering Services Exhibit A. Exhibit B. Exhibit C. Exhibit D. Background Information Location Map Information Summary Contract Summary H:\HOME\EUSEBIOG\GEN~Agenda Items\Meadowbrook Drainage.kessler~Agenda Memorandum.doc BACKGROUNDINFORMATION SUBJECT: Acquisition of Parcel 1 Meadowbrook Subdivision Drainage Improvements (#2128) PRIOR COUNCIL ACTION: Council approved funding for FY 2002-2003 (Year 1) Storm Water Capital Improvement Program. January 22, 2003 - Motion identifying drainage projects approved for funding in FY 2002-2003. (Motion No. 2003-040). January 22, 2003 - Motion identifying additional drainage projects requiring new funding in short range utility Capital Improvement Plan. (Motion No. 2003-041). FUTURE COUNCIL ACTION: Authorize the acquisition of parcels of which expenditures exceed $25,000 and; authorize any contracts and amendments exceeding $25,000 for the design and construction of the project. OVERVIEW: A public meeting with Council members was held at Middlebrook Elementary School on February 28, 2000. The meeting was conducted as an open neighborhood forum, but also addressed public concern with local flooding conditions. Citizens expressed concern with the frequency that local streets flood during moderate and heavy rainfall. Drainage conditions in the area had previously been surveyed by staff in response to citizen inquiries. Staff explained that a three-phase approach would be necessary to provide additional drainage capacity in the area. On January 22, 2003, City Council was presented with a motion identifying several necessary drainage projects. An additional $5 million in the category of Minor Storm Drainage was approved for Storm Water Improvements in the FY 2002-2003 Capital Budget. One of the projects on the list was the Meadowbrook Subdivision Drainage Improvement project. This project requires the acquisition of several drainage easements along Gollihar Road for the installation of a 6 ft. by 10 ft. underground concrete culvert box. This box will divert runoff into the drainage ditch facility on the east side of Airline Road. One property in which an easement is needed, shown on Exhibit B, is available for sale at the present time. Because of the small size of the property, the easement will have a major impact on it with possible damages to the remainder. Because of this major impact, it was recommended that the entire property be purchased. City Land Acquisition staff has made an offer to the landowner and negotiated a sales price of $42,500. The landowner, Albert Kessler, has executed a Real Estate Sales Contract which is summarized in Exhibit D. Upon acceptance by City Council, the contract will be escrowed at a title company. The seller has requested the closing of the sale take place at Stewart Title Company on 5102 Holly Read. \\CLSTRI_USERS2_SERVER\USERS2\HOME\EUSEBIOG\GEN~Agenda Items\Meadowbrook Drainage.kessler~Background Info.doc Exhibit A , LOCATION f,~AP NOT TO SC, ALE ~r~ L~ VICINITY ~ CITY PR~ECT No.2128 NOr TO S~LE M~OWBR~K SUBDIVISION cz~ ~UNCZL EXHIBIT c~ oF co~u~ C,R~. ~ D~INAGE IMPROVEMENTS ' 03d o~ ~ E~.,.~,~. ~c~ P~CEL I PAGE: 2 of 2 DA~: 5-8-2001 EXHIBIT B INFORMATION SUMMARY Meadowbrook Subdivision Drainage Improvements-Project 2128 Owner: Location: Zoning: Parcel Size: Platted: PARCEL1 Albert Kessler Southeast corner of Gollihar and Dorothy Street AB - Professional Office District Full taking Yes. Tax Value (NCAD): T.I.D. 4002-0006-0260 $27,038 total land value or $ s.f. Appraiser: Amedcan Appraisers, Inc. Appraised Value: $39,000 Sales Price: $49,400 Owner's Demand: $42,500 \\CLSTRI_USERS2_SERVER\USERS2\HOME\EUSEBIOG\GEN~Agenda Items~leadowbrook Drainage,kessler~lnformation Summary.doc Exhibit C CONTRACT SUMMARY Project #2128: Meadowbrook Subdivision Drainage Imp. '03d Parcel I This Contract is entered into by Albert Kessler, of 4811 Ocean Drive, Corpus Christi, Nueces County, Texas 78412, "SELLER", Collectively, and the City of Corpus Christi, a Texas home rule municipal corporation, P.O. Box 9277, Corpus Chdsti, Nueces County, Texas 78469-9277, "BUYER" Terms: 1. Seller for the consideration and under the terms set out in the contract, agrees to convey to Buyer the following described property: Koolside Subdivision, Block 6, Lot 26 (5709 Gollihar Road) 2. Purchase Price - $42,500 3. Seller to provide title insurance at Buyer's expense. Seller will deliver, at Buyer's expense, a good and sufficient General Warranty Deed. All taxes to be paid by Seller, up to and including 2002. Taxes for 2003 will be prorated between Buyer and Seller. Buyer agrees to deposit $500 Earnest Money at the Title Company, which Seller may keep as liquidated damages should Buyer fail to consummate contract as specified, or Seller may seek to enforce specific performance of contract. Buyer accepts title subject to all outstanding restrictive covenants, use restrictions and zoning and regulatory ordinances. Transaction to be closed on or before 90 days from the date of the contract. Seller acknowledges that Seller has read the agreement, and it is not binding until approved by the City Council and signed by the City Manager within 60 days of the contract date. The contract will survive the closing of the sale and delivery of the General Warranty Deed and other conveyance documents. 10. Acquisition is under the threat of eminent domain proceedings. 11. Any real estate commissions will be paid by Seller. H:\HOME\EUSEBIOG\GEN~Agenda Items\Meadowbrook Drainage.kessler\Contract Summary.doc Exhibit D 15 CITY COUNCIL AGENDA MEMORANDUM March 25, 2003 AGENDA ITEM: Motion authorizing the Acting City Manager or his designee to execute a Utility Easement with the owners D.H. Braman, et al, in the amount of $30,000 for Pamel 19, 24, 28, 29, and 30, all out of the Artemus Roberts Subdivision and Rowena Shaeffer Subdivision, north of State Highway 44, between McKenzie Road and County Road 36, in connection with the Southside Gas Transmission Main, Part D, CR36 to McKenzie Road. (#1544). ISSUE: The Southside Gas Transmission Main project, Part D, requires the acquisition of five easements known as Parcels 19, 24, 28, 29, and 30 for the construction of the gas transmission main. Council approval is required for acquisitions over $25,000. REQUIRED COUNCIL ACTION: 1. Authorize the acquisition of these parcels and expenditure of funds from the Gas CIP Fund; and 2. authorize the approval of any other parcels in the project where acquisition cost exceeds $25,000 FUNDING: Gas CIP 550701-3600-00000-112040 RECOMMENDATION: Approval of the motion as presented. Angel R. Escobar, P. E. Director of Engineering Services Attachments: Exhibit A. Exhibit B. Exhibit C. Exhibit D. Background Information Location Map Utility Easement Summary Information Summary \\CLSTRI_USERS2 SERVER\USERS2\HOME\EUSEBIOG\GEN~Agenda Items\SS Gas Main,Braman~Agenda Memorandum,doc BACKGROUND INFORMATION SUBJECT: Acquisition of Parcels 19,24,28,29,30 Southside Gas Transmission Main, Part D (#1544) PREVIOUS COUNCIL ACTION: None PREVIOUS ADMINISTRATIVE ACTION: 1. July 17, 2001-Agreement between James K. Lontos, P.E. and the City of Corpus Christi for providing professional services for the referenced City project for an amount not to exceed $14,800. 2. December 12, 2001-Agreement between Urban Engineering and the City of Corpus Christi for providing Architect/Engineer Consulting services for the referenced City project for an amount not to exceed $23,050. OVERVIEW: The overall plan for the City of Corpus Christi Gas Division is to extend its gas transmission facilities from Five Points to Padre Island in a general east-west direction. The initial phase of this project includes the installation of a 16-inch gas transmission main from Clarkwood Road to the Five Points area. This gas transmission main will be placed within the corridor previously acquired for the Southside Water Transmission Main project. Where a water line easement exists within this corridor, an additional utility easement will be acquired to allow the installation of the gas line. The City's land acquisition staff has negotiated with the landowner's, D.H. Braman, et al, for the acquisition offive utility and temporary construction easements. All five easements, which total approximately 11,385 linear feet (2.16 miles), are necessary for this phase of the project. The agreed price of $30,000, which includes crop damages, was negotiated between the parties. This acquisition does not require closing by a title company and will be processed in-house. \\CLSTRI_USERS2_SERVER\USERS2\HOME\EUSEBIOG\GEN~Agenda Items\SS Gas Main. Braman\Background Info.doc Exhibit A File ,' ,landocqexhibi~s \ sou~htrons30, dwg N 24 PARCEL PARCEL PARCEL 30' State Highway 44 (Agnes Road) Gas Transmission Main 2001g Parcels 19,24,28,29 & 30 City of Corpus Christi, Texas City Cotmcil Exhibit Department of Engineering Services Dat~ : 03-11-2003 Page: 1 o£1 EXHIBIT B UTILITY EASEMENT SUMMARY Grantee (City) shall bury the gas pipeline to have a minimum ground cover of 42". Grantee shall restore the surface of the easements to their original condition. Grantee shall perform periodic inspections of the pipeline. Grantee shall have the right of ingress and egress to the easement areas only at the points where the easements enter the Grantor's lands. Grantee is not allowed to cross over or enter at any other point. The compensation received by the Grantor is for the Grantee's right to construct the pipeline, crop damages, and other actual damages during the initial construction period only. Subsequent damages caused by maintenance, inspection, repair and operation will be paid by the Grantee. Upon entering the Grantor's land for inspecting, maintaining, or repairing; Grantee shall restore and leave the Grantor's land at the same elevation as was prior to entering. Grantee shall pay for damages incurred to grass and crops as a result of entering the land. Upon completion of the construction, Grantee shall fill any and all ditches, ruts, holes, and depressions in order to restore the land. Grantee shall use "double ditching" in separating the top soil from the sub-surface soil throughout the project and in subsequent excavations. 6. Grantee shall not impede or obstruct the natural drainage of the Grantor's land. Grantor reserves unto themselves the right to use and enjoy the land within the easement area for ranching, farming, and any other purpose. Grantor reserves the right to grant rights-of-way and easements crossing or paralleling the Grantee's easement. Grantor reserves the right to construct fences and roads across the Grantee's easement, providing it does not interfere with the Grantee's operation of the pipeline. In the event there is a breach of any convenant and either party retains services for legal counsel in order to recover damages for such breach, then the loser of the dispute agrees to pay the reasonable attorney's fees of the winner of the dispute. To the extent allowed by Texas law, Grantee shall indemnify and hold Grantor harmless from and against all claims and damages against the Grantor. Exhibit C Page 1 0£2 10. The Grantee's rights to this easement will terminate if the use of the easement ceases for a consecutive 36 month period. Upon termination, Grantee is obliged to remove the pipeline. 11. Notices must be sent in writing to the addresses specified in the easement instrument. 12. This agreement is assignable, in whole or in part, by either party. Grantor's approval is required for any assignment. H:\H©ME\EUSEBIOG\GEN~Agenda Items\SS Gas MainBraman\Waterline Easement Summary. Braman.doc Exhibit C Page 2 of 2 INFORMATION SUMMARY Owner: Location: Zoning: Size: Total Length: Platted: Tax Value: Appraised Value: Negotiated Price: D.H. Braman, et al. Just west of McKinzie Road and between McKinzie Road and Rand Morgan Road R-1 b, One Family Dwelling District Parent tracts ~ Utility Easement taking - Construction Easement taking - 1,386 acres 7.69 acres (30 ft. wide) 4.93 acres (20 ft. wide) +11,385 linear feet (2.16 mi.) of utility easement. No $1,512,814 or $1,092/acre (1999) $1,200 per acre per Ralph Cook, ASA, SRA Utility Easement - $7,005 Construction Easement- $ 945 Damages $7,050 Total Just Compensation $15,000 An appraisal value of $15,000 was offered to the owners. The owners countered and were requesting compensation of $40,000 based on a previous acquisition for the water line. During further negotiations, additional information was reviewed that eventually resulted in an updated offer of $30,000 that was accepted by the owners. Due to the scheduling of this project and the potential for a higher award in condemnation, it is in the City's best interest to accept this counter-offer. \\CLSTRI_USERS2_SERVER\USERS2\HOME\EUSEBIOG\GEN~Agenda Items\SS Gas Main. Braman\lnforrnation Surnmary. Braman.doc Exhibit D 16 AGENDA MEMORANDUM DATE: March 18, 2003 SUBJECT: Safety Lighting Agreement Texas Department of Transportation AGENDA ITEM: Resolution authorizing the City Manager, or his designee, to execute a Safety Lighting Agreement with the Texas Department of Transportation (TxDOT) governing the installation, maintenance and operation of future safety lighting on State Highway System within the City of Corpus Christi. ISSUE: Execution of a blanket agreement with another governmental agency, Texas Department of Transportation, requires Council action. The agreement authorizes the TxDOT to install, maintain and operate proposed safety lighting on the State Highway System within the City of Corpus Christi with the consent of the City. FUNDING: Not Required RECOMMENDATION: Staff recommends approval of the motion as presented. The execution of this Agreement is necessary to satisfy TxDOT future safety lighting installations within the City. These project locations are not identified at this time. TxDOT will provide a set of lighting layouts for applicable projects for the City's review and approval as funding becomes available and project locations are selected. ',~,ngel R. Escobar, P. E., Director of Engineering Services Additional Support Material: Exhibit "A" Background Information AGENDA MEMORANDUM Additional Background Information Prior Council Action: Various project specific installations of lighting systems on State Highway System. Proiect Back,qround: This agreement allows TxDOT the opportunity to expedite their project letting deadlines to the Austin TxDOT offices. When projects are submitted for letting to Austin by TxDOT District Office approval by the local municipality is requried. By executing a blanket agreement for safety lighting installations, the City's approval is already obtained and project specific approval is not required each time by City Council. Summary of A,qreement Provisions: 1. Safety lighting systems will be installed in state highway sections as financed and designated by the Texas Transportation Commission. 2. State will construct, maintain, and operate the lighting system. 3. All costs of construction, maintenance and operation of the lighting system will b borne by the State and will remain as property of the State. 4. State will prepare the plans, specifications, advertise for bids, let the construction contract, supervise the construction per plans and specifications. 5. The State will submit plans and specifications to proposed work to City for consent to construct prior to awarding the contract. City officer will signed the title sheet to indicate such consent. 6. The State's obligation for operation and maintenance of the lighting system shall cease should the route it is located on be dropped from the State Highway System. 7. Agreement shall remain in force for two (2) years and then be automatically renewed for two year periods thereafter unless modified by mutual agreement of both parties. Agreement will terminate in the event that the lighting system installed in accordance with Agreement becomes unncessary or is removed for any reason. A RESOLUTION AUTHORIZING THE CITY MANAGER OR HIS DESIGNEE TO EXECUTE AN AGREEMENT WITH THE TEXAS DEPARTMENT OF TRANSPORTATION FOR THE BLANKET COVERAGE OF VARIOUS PROJECTS COVERING THE INSTALLATION, CONSTRUCTION, EXISTENCE, USE, OPERATION AND MAINTENANCE OF CERTAIN HIGHWAY TRAFFIC SIGNALS/LIGHTING IN THE CITY OF CORPUS CHRISTI. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS, THAT: SECTION 1. The City Manager or his designee is authorized to execute an agreement with the Texas Department of Transportation for the blanket coverage of various projects covering the installation, construction, existence, use, operation and maintenance of certain highway traffic signals/lighting in the City of Corpus Christi. ATTEST: THE CITY OF CORPUS CHRISTI Armando Chapa, City Secretary Samuel L. Neal, Jr., Mayor The City of Corpus Christi APPROVED thec-.~ day of By: istant City Attorney for City Attorney ,2003. H:\LEG-DIR\Shared~JOHNBURK\Ord-Res\Res TxDol Blanket coverage wpd 17 CITY COUNCIL AGENDA MEMORANDUM City Council Action Date: March 25, 2003 AGENDA ITEM: Motion authorizing the Acting City Manager, or his designee, to implement a participation agreement between the City and Braselton Land Ventures, Inc, in the amount of $12,318.1 (~ for the difference in construction price between a 10" and 16" effluent force main through Dunbarton Oaks Subdivision ISSUE: The planned route for the effluent force main from the Oso Water Reclamation Plant to the Corpus Christi Country Club and Kings Crossing Country Club will cross the Village at Dunbarton Oaks Unit III Subdivision. It is in the City's best interest to enter into a participation agreement with the developer to complete this work in advance of completion of the subdivision. This will avoid subsequent infrastructure work which would be disruptive and involve additional cost associated with pavement and other surface repair of the subdivision. FUNDING: Funding for this project is available in the FY 02 - 03 Wastewater Capital Improvement Program. CONCLUSION AND RECOMMENDATION: Approval of the participation agreement is recommended to award a contract to begin construction phase services. Director of Wastewater Services o~-tAngel R. Escobar, P. E.,/ Director of Engineering Services Attachments: Exhibit "A" Background Exhibit "B" Participation Agreement Exhibit"C" Location Map H:\HOME\LYNDAS\GEN\Participation Agreements\Buckingham effluent line\Memo. DOC AGENDA MEMORANDUM ADDITIONAL BACKGROUND INFORMATION SUBJECT: The Village at Dunbarton Oaks, Unit 3 - 16" Effluent Line Upgrade (Project #7284) PRIOR COUNCIL ACTION: 1. December 17, 2002 - Approval of the Fiscal Year 2002-03 Capital Improvement Budget for $299,913,200 (Ordinance No. 025144). PRIOR ADMINISTRATIVE ACTION: None FUTURE COUNCIL ACTION: Council will be requested to authorize the necessary payment for the difference in line size for the remainder of the effluent line upgrade. PROJECT BACKGROUND: The Corpus Christi Country Club (CCCC) and the Kings Crossing Country (KCCC) have formed a corporation to fund a private project which will construct a 10" effluent force main from the Oso Water Reclamation Plant to the golf courses located at both clubs. The plans for this project are being developed by Urban Engineering, but the City of Corpus Christi Engineering department will review and accept the plan design before construction begins. As part of the agreement, the City of Corpus Christi will take possession and control of the line upon completion and final acceptance of the project. In return, both the CCCC and KCCC will received free effluent for a period of 20 years. After that time, they will be charge the market price for effluent distribution. The force main will share a common pipe for a part of the distance and then split to each club. After the split, the portion going to the KCCC will pass behind the Dunbarton Oaks Subdivision in a utility easement. On March 11, 2003, the City Council approved a participation agreement for the construction of an 18" sewer main through this subdivision. This effluent line will be laid in the same utility easement. Currently, the Dunbarton Oaks Subdivision is under construction and this participation agreement is required to complete the installation of the line prior to completion of the subdivision. The City has requested that the line be upgraded from a 10" to a 16" line so it would be large enough to accommodate future additional customers. This participation agreement will pay the developer for the difference in price to upgrade the line. PARTICIPATION AGREEMENT: A participation agreement is attached as Exhibit "B". EXHIBIT "A" Page 1 of 1 PARTICIPATION AGREEMENT STATE OF TEXAS COUNTY OF NUECES THIS AGREEMENT is entered into between the City of Corpus Christi, a Texas Home-Rule Municipal Corporation, P.O. Box 9277, Corpus Christi, Texas 78469-9277, hereinafter called "City" and Braselton Land Ventures, Inc., a Texas Corporation, c/o Urban Engineering, 2725 Swantner Dr., Corpus Christi, Nueces County, Texas 78404, hereinafter called "Developer". WHEREAS, Developer in compliance with the City's Platting Ordinance, has filed a plat to develop a tract of land of approximately 8.3 acres called The Village at Dunbarton Oaks Unit 3, hereinafter called "Development". The development site is situated south of Saratoga Boulevard, west of Cimmaron Drive and East of Patti Drive, and WHEREAS, the Developer has commenced construction on infrastructure and related site improvements in accordance with City approved construction plans and specifications, and WHEREAS, a 1,533-foot portion of the 16-inch diameter effluent force main, City Project No. 7284, requires installation through the Village at Dunbarton Oaks Unit 3, and WHEREAS, the construction of The Village at Dunbarton Oaks Unit 3 improvements will precede the construction of the City's Project No. 7284, and WHEREAS, the developer will provide a permanent easement for the City's 16- inch diameter effluent force main, through the City's platting process, and WHEREAS, it is in the best interest of the City and the Developer for a portion of the 16-inch diameter effluent force main be constructed along with the Developer's project at this time; NOW, THEREFORE, for and in consideration of the mutual covenants herein exchanged to be kept and performed, the parties do hereby covenant, and agree as follows: REQUIRED CONSTRUCTION a. The Developer will construct a portion of the City's Project No. 7284 16-inch diameter effluent force main through the Development, in accordance with the plans and Participation Agreement Force Main Through Dunbarton Oaks Unit 3 Page 1 0£4 EXHIBIT "B" Page 1 of 4 specifications approved by the City Engineer, and in compliance with the City's Platting Ordinance. PLANS AND SPECIFICATIONS a. The City will prepare plans and specifications for a portion of the 16-inch diameter effluent force main that requires construction through the Development, through its consultants. SITE IMPROVEMENTS a. The Developer will construct the 16-inch diameter effluent force main through the Development prior to completing the balance of the site improvements required for the development. b. The Developer will dedicate easements and street right-of-way for the proposed 16-inch diameter effluent force main prior and for the Development through the City's platting process. c. Prior to accepting the public improvements for permanent maintenance, the Developer will file the Development plat in accordance with the City's Platting Ordinance. CONSTRUCTION CONTRACT AWARD BY DEVELOPER FOR IMPROVEMENTS a. The Developer will award a construction contract and complete the 16-inch diameter force main improvements as soon as practical and in accordance with approved plans and specifications. REIMBURSEMENT a. The City will reimburse the Developer 100% of the difference in the cost of the 1 O-inch and 16-inch diameter force main improvements, not to exceed $12,318.16. b. City further agrees to properly reimburse the Developer on a monthly basis and upon invoicing for work performed. Such reimbursement shall be made no later than 30 days from the date of the invoice. Developer is to submit all required performance bonds in accordance with applicable laws. NOW THEREFORE, for and in consideration of said City participation for effluent force main improvements through the Development, the City and Developer further agree as follows: 1. Developer shall indemnify and hold harmless the City, its agents, officers and employees ("Indemnities") from all suits, actions or claims and from all liability for Participation Agreement Force Main Through Dunbarton Oaks Unit 3 Page 2 of 4 EXHIBIT "B" Page 2 of 4 any and all injuries or damages sustained by any person, including without limitation workers compensation, personal injury or death, arising from or incident to this lift station and force main construction. To the extent allowed by law, the City will indemnify and hold harmless the Developer from any and all liability for any injuries or damages as a result of the installation and construction of the 16-inch diameter effluent force main. 2. Developer further agrees, in compliance with the City of Corpus Christi Ordinance No. 17112, to complete, as part of this Agreement, the Disclosure of Ownership Interests form attached hereto as Exhibit 'A'. 3. This agreement shall become effective and shall be binding upon and shall insure to the benefit of the parties hereto and their respective heirs, successors, and assigns from and after the date of execution. 2003. EXECUTED IN DUPLICATE originals, this day of ATTEST: THE CITY OF CORPUS CHRiSTI City Secretary George K.Noe, Acting City Manager APPROVED: __ day of ,2003 DEVELOPER: BRASELTON LAND VENTURES, INC. By:_ Assistant City Attorney Fred Braselton, President Participation Agreement Force Main Through Dunbarton Oaks Unit 3 Page 3 of 4 EXHIBIT "B" Page 3 of 4 STATE OFTEXAS COUNTY OF NUECES This instrument was acknowledged before me on ,, 2003, by George K. Noe, Acting City Manager of the City of Corpus Christi, Texas, a Texas home-role municipal corporation, on behalf of said corporation. Notary Public, State of Texas STATE OFTEXAS COUNTY OF NUECES This instrument was acknowledged before me on 2003, by Fred Braselton, President of Braselton Land Ventures, Inc., a Texas Corporation, on behalf of said corporation. Notary Public, State of Texas Participation Agreement Force Main Through Dunbarton Oaks Unit 3 Page 4 of 4 EXHIBIT "B" Page 4 of 4 18" EFFLUENT FORCE MAIN BqR 18" SANITARY FORCE MAIN FROM BUCKINGHAM LIFT STATION O 4,P LOCATION MAP ne- -------- -f SCALE:l "=2000' /�PROPERTY LINE 5' TOTAL EASEMENT SEPERATION (TYP.) ol 200' 400' 600"/" omm pwm =(;r ORDINANCE AUTHORIZING THE ACTING CITY MANAGER, OR DESIGNEE, TO IMPLEMENT THE PARTICIPATION AGREEMENT BETWEEN THE CITY AND BRASELTON LAND VENTURES, INC., IN THE AMOUNT OF $12,318.16 FOR THE DIFFERENCE IN CONSTRUCTION PRICE BETWEEN A 10" AND 16" EFFLUENT FORCE MAIN THROUGH THE VILLAGE AT DUNBARTON OAKS SUBDIVISION UNIT 3; AND DECLARING AN EMERGENCY NOW THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI: SECTION 1. That the Acting City Manager, or designee, is authorized to execute a Participation Agreement with Braselton Land Ventures, Inc., in the amount of $12,318.16 for the difference in construction price between a 10" and 16" effluent force main through the Village at Dunbarton Oaks Subdivision Unit 3. SECTION 2. That upon written request of the Mayor or five council members, copy attached, the City Council (1) finds and declares an emergency due to the need for immediate action necessary for the efficient and effective administration of City affairs and (2) suspends the Charter rule that requires consideration of and voting upon ordinances at two regular meetings so that this ordinance is passed and shall take effect upon first reading as an emergency this the 25th day of March, 2003. ATTEST: THE CITY OF CORPUS CHRISTI Armando Chapa City Secretary Samuel L. Neal, Jr. Mayor APPROVED i~I~-,,L /'~ ,2003. By: Jose~Harhey Assistant City Attorney For City Attorney Corpus Christi, Texas day of .,2003 TO THE MEMBERS OF THE CITY COUNCIL Corpus Christi, Texas For the reasons set forth in the emergency clause of the foregoing ordinance, an emergency exists requiring suspension of the Charter rule as to consideration and voting upon ordinances at two regular meetings: I/We, therefore, request that you suspend said Charter rule and pass this ordinance finally on the date it is introduced, or at the present meeting of the City Council. Respectfully, Respectfully, Samuel L. Neal, Jr., Mayor City of Corpus Christi Council Members The above ordinance was passed by the following vote: Samuel L. Neal, Jr. Brent Chesney Javier D. Colmenero Henry Garrett Bill Kelly Rex A. Kinnison John Longoria Jesse Noyola Mark Scott 18 CITY COUNCIL AGENDA MEMORANDUM City Council Action Date: 2~25~03 AGENDA ITEM: (Caption as it should appear on the agenda) ITEM A: Motion authorizing the City Manager or his designee to accept a renewal Weed & Seed grant in the amount of $225,000 for Site II West for the continued support of the Weed & Seed Program from the U.S. Department of Justice (DO J). ITEM B: Ordinance appropriating $225,000 in Site II West from the United States Department of Justice for the continued support of the Weed and Seed Program FY 02/03 in the Federal/State Grant Fund No. 1050. ISSUE: The Weed & Seed Program federal grant must be renewed annually to continue its current strategy. REQUIRED COUNCIL ACTION: ITEM A: City Council action is required to accept a renewal grant award in the amount of $225,000 for Site II West from the U.S. Department of Justice for the continuation of the Weed & Seed Program. The grant period is from 08/01/2002 to 12/31/2003. ITEM B: City Council is required to appropriate $225,000 in Site II West from the U.S. Department of Justice for the continuation of the Weed & Seed Program. The grant period is from 08/01/2002 to 12/31/2003. PREVIOUS COUNCIL ACTION: For the past seven years, Council has granted authorization to accept and appropriate the Department of Justice funds for the Weed & Seed Program. FUNDING: Federal Grant CONCLUSION AND RECOMMENDATION: ITEM A: Staff recommends acceptance of $225,000 for Site II West from the U.S. Department of Justice for the continuation of the Weed & Seed Program. The grant period is from 08/01/2002 to 12/31/2003. ITEM B: Staff recommends appropriations of $225,000 in Site II West from the U.S. Department of Justice for the continuation of the Weed & Seed Program. The grant period is from 08/01/2002 to 12/31/2003. Daniel L. Whitworth, Director PARK & RECREATION DEPARTMENT BACKGROUNDINFORMATION (Additional Background) Administration of the Weed and Seed Program was assigned to the Park and Recreation Department on October 26, 1999. The Executive Office for Weed & Seed in FY 2001 / 2002 directed The City of Corpus Christi to separate their two sites for funding and recognition and insure 50% of our budget went to the Law Enforcement side of the program. The sites are now called Weed and Seed Site I North and Weed and Seed Site II West. Site I has $275,000 of available funds, Site II has $225,000 of available funds for a total of $500,000 from the Department of Justice. Site I North must use $137,500 for CCPD weeding efforts of which $50,000 must be used in the Federal Housing Area. Site II West has $112,500 for CCPD weeding efforts of which $50,000 must be used in Federal Housing. This funding is 7 months late. The DOJ had some concerns as to the amount of funds Congress would appropriate to continue this strategy. They held funding from several sites in the nation to include Site II West. This is why it did not appear with our Site I North request to the City Council on November 19, 2002. ORDINANCE APPROPRIATING $225,000 FROM THE U.S. DEPARTMENT OF JUSTICE, OFFICE OF JUSTICE PROGRAMS IN THE NO. 1050 FEDERAL/STATE GRANTS FUND FOR CONTINUED SUPPORT OF THE WEED AND SEED PROGRAM, SITE II WEST, FOR FY2002-2003; AND DECLARING AN EMERGENCY. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That $225,000 from the U.S. Department of Justice, Office of Justice Programs, is appropriated in the No. 1050 Federal/State Grants Fund for continued support of the Weed and Seed Program, Site II West, for FY 2002-2003. SECTION 2. That upon written request of the Mayor or five Council members, copy attached, the City Council (1) finds and declares an emergency due to the need for immediate action necessary for the efficient and effective administration of City affairs and (2) suspends the Charter rule that requires consideration of and voting upon ordinances at two regular meetings so that this ordinance is passed and takes effect upon first reading as an emergency measure this the __ day of ,2003. ATTEST: THE CITYOFCORPUS CHRISTI Armando Chapa, City Secreta~ SamuelL. NeaI, Jr. Mayor APPROVED: March 17, 2003 Lisa Aguilar L~ Assistant City Attorney For City Attorney 19 CITY COUNCIL AGENDA MEMORANDUM City Council Action Date: 2~25~03 AGENDA ITEM: (Caption as it should appear on the agenda) Item A. Motion authorizing the City Manager or his designee to execute an agreement with The City of Corpus Christi Housing & Community Development, Code Enforcement & Community Policing Division to provide $12,500 from the FY02/03 Weed and Seed Program to implement emergency board up of vacant buildings with illegal activity in Site II West. Item B. Motion authorizing the City Manager or his designee to execute an agreement with Planned Parenthood of South Texas, Inc. to provide $4,400.00 from the FY02/03 Weed and Seed Program to implement collaborative partnerships with existing community programs to provide after school, weekend and summer programs in Site II West. The goal is to reduce at-risk behaviors including drug and alcohol use and teen pregnancy among Weed & Seed adolescents. Item C. Motion authorizing the City Manager or his designee to execute an agreement with The Salvation Army to provide $5,000.00 from the FY02/03 Weed and Seed Program to implement operations and supportive services necessary to administer the transitional housing program Project Bridge for Families. Project Bridge for Families targets homeless families in Site II West that are ready to leave the emergency shelter and enter a transitional housing program. Item D. Motion authorizing the City Manager or his designee to execute an agreement with Fighting To Rid Gangs In America Foundation to provide $7497.00 from the FY02/03 Weed and Seed Program to implement after school and weekend alternative activities at their activity center classrooms, gym, and computer center. Item E. Motion authorizing the City Manager or his designee to execute an agreement with Vision Community Organization to provide $10,000.00 from the FY02/03 Weed and Seed Program to implement the target area with much needed on-site computer education, and all the benefits that will accompany the project. Item F. Motion authorizing the City Manager or his designee to execute an agreement with Ring of Champions to provide $7,497.00 from the FY02/03 Weed and Seed Program to implement mentoring programs targeted at youth at risk remanded by the local courts, or currently incarcerated and scheduled to return to the local community within nine months. Item G. Motion authorizing the City Manager or his designee to execute an agreement with Boys &Girls Club of Corpus Christi, to provide $7,498.00 from the FY02/03 Weed and Seed Program to promote abstinence from substance abuse and adolescent sexual involvement through the practice of responsible behavior. ISSUE: The Weed & Seed Program federal grant must be renewed annually to continue its current strategy. REQUIRED COUNCIL ACTION: Authorization to execute agreements. PREVIOUS COUNCIL ACTION: For the past seven years, council has granted authorization to accept and appropriate the Department of Justice funds for the Weed and Seed Program. The City Council, on October 9, 2001, appropriated a $225,000 Weed and Seed FY01-02 Grant award from the U.S. Department of Justice to support activities in the Corpus Christi Weed and Seed target areas. FUNDING: Federal Grant CONCLUSION AND RECOMMENDATION: Weed and Seed Steering Committee recommends that the City Council authorizes the City Manager or his designee to execute the agreements. Attachments Contract / Subrecipient Summary Daniel L. Whitworth, Director Park and Recreation Department BACKGROUNDINFORMATION (Additional Background) The Weed and Seed Steering Committee received 20 Requests for Proposals. Seven agencies were selected for funding. The amount of funds to be distributed for Subgranting by DOJ in Site I North is $58,669 and in site II West its $54,392.The Steering Committee limited grants to a maximum total of $25,000 per request. Groups could request no more than three proposals for funding. Notice requesting proposals for programs for the target areas were posted in the Caller Times in May 2002. Pre-proposal meetings were held at City Hall basement training room on May 20th (~ 21st, 2002. A total of 20 proposals were received totaling $430,619. The Weed and Seed Steering Committee met to review and listen to presentations given by the applicants on June 14, 2002. They met again on June 20, 2002 to vote on and select FY02/03 funded agencies. Ten voting members of the Steering Committee were present and scored their proposals. The Steering Committee evaluated our required funding for HUD, Neighborhood Restoration/Economic Development and Alcohol and Drug Abuse. As a final result of their review they recommended funding on 7 proposals: Code Enforcement & Community Policing for $12,500, Planned Parenthood of South Texas, Inc. for $4,400,The Salvation Army for $5,000,Fighting To Rid Gangs in America Foundation for $7497, Vision Community Organization for $10,000, Ring of Champions for $7497, and Boys & Girls Club of Corpus Christi, Inc. for $7498 20 CITY COUNCIL AGENDA MEMORANDUM City Council Action Date: March 25, 2003 AGENDA ITEM: Gift Agreement with the Friends of the Corpus Christi Public Libraries Motion authorizing the Acting City Manager or his designee to accept a grant in the amount of $61,344 and to execute a Gift Agreement with the Friends of the Corpus Christi Public Libraries. The funds are to be used to remodel and expand the children's library at the Central Library. b. Ordinance appropriating $61,344 gift from the Friends of the Corpus Christi Public Libraries into the Library CIP Fund no. 3210 for improvements to the children's area of the Corpus Christi Public Libraries; amending Capital Budget adopted by Ordinance no. 025144 by increasing by increasing appropriations by $61,344; and declaring an emergency. ISSUE: In 1986 a new Central Li, brary opened with a children's area of approximately 1,500 sq. ft. Because of demand for children s services and gro~vth in the collections, the children's area has become crowded and is inadequate in size and layout for the intended purpose. With reallocation of space, the children's area can be doubled in size to 3,000 sq. ft. The Friends of the Corpus Christi Public Libraries has undertaken a campaign to raise an estimated $225,000 to $250,000 needed for remodeling and expansion of the children's area. The Library Board has recommended that the expanded library be named the "Mary D. Bell Children's Library" in recognition of Mrs. Bell's dedication to the City's public libraries over four decades, and in particular her interest in children's services. Mrs. Bell was chairman of the Board during the design, construction and dedication of the Central Library and raised a considerable amount of private funds to augment the $5 million bond issue for a new Central Library approved by voters in 1982. The $61,344 presented with this Gift Agreement is the first installment toward the project goal. With this contribution the process of retaining an architect can begin as well as the initial stages of the remodeling and expansion. The major contribution included in this gram is a $50,000 lead gift from the Ed Rachal Foundation. The balance includes funds given in memory of Mary Bell and contributions from the Exxon Volumeer Involvement Fund in recognition of volumeer time contributed to the Friends of the Corpus Christi Public Libraries by Exxon annuitant Gene Pennebaker. REQUIRED COUNCIL ACTION: Grant acceptance and appropriation of funds require City Council approval. AGENDA ITEM: Gift Agreement with the Friends of the Corpus Christi Public Libraries Page Two PREVIOUS COUNCIL ACTION: None. FUNDING: Additional funds will be raised by the Friends to complete the project. CONCLUSION AND RECOMMENDATION: Staff recommends acceptance of Gift Agreement and appropriation of funds. Herb Canales Director of Libraries Page 1 of 1 ORDINANCE APPROPRIATING $61,344 GIFT FROM THE FRIENDS OF THE CORPUS CHRISTI PUBLIC LIBRARIES INTO THE LIBRARY CIP FUND NO. 3210 FOR IMPROVEMENTS TO THE CHILDREN'S AREA OF THE CORPUS CHRISTI PUBLIC LIBRARIES; AMENDING CAPITAL BUDGET ADOPTED BY ORDINANCE NO. 025144 BY INCREASING APPROPRIATIONS BY $61,344; AND DECLARING AN EMERGENCY BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That gift of $61,344 from the Friends of the Corpus Christi Public Libraries is appropriated into the Library ClP fund no. 3210 for improvements to the children's area of the Corpus Christi Public Libraries. SECTION 2. That the Capital Budget adopted by Ordinance No. 025144 is amended by increasing appropriations by $61,344. SECTION 3. That upon written request of the Mayor or five Council members, copy attached, the City Council (1) finds and declares an emergency due to the need for immediate action necessary for the efficient and effective administration of City affairs and (2) suspends the Charter rule that requires consideration of and voting upon ordinances at two regular meetings so that this ordinance is passed and takes effect upon first reading as an emergency measure this the day of ,2003. ATTEST THE CITY OF CORPUS CHRISTI Armando Chapa Ci~ Secretary APPROVED: March 17, 2003 Lisa Aguilar ~L~ Assistant City Attorney For City Attorney Samuel L. Neal, Jr. Mayor :\LEG-DIR\Lisa\ORD3\Mar 25 Friends gift.doc 21 AGENDA MEMORANDUM City Council Action Date: March 25, 2003 AGENDA ITEM: Gift from the Estate of Sarah J. Porter for library books Motion authorizing the Acting City Manager or his designee to accept a bequest from the Estate of Sarah ,7'. Porter in the amount of $55,438.99. The funds will be used to purchase books and other printed material as stipulated in the Last Will and Testament of Miss Porter. Ordinance appropriating $55,438.99 from the Estate of Sarah J. Porter into the no. 4720 Community Enrichment Special Revenue Fund for the Corpus Christi Public Libraries for printed books, other printed materials and books for the blind; amending FY 2002-2003 operating budget adopted by Ordinance no. 024974 to increase appropriations by $55,438.99; and declaring an emergency. ISSUE: Sarah J. Porter was a long time member of the Friends of the Corpus Christi Public Libraries and a library patron for many years. In her Last Will and Testament Miss Porter bequeathed 5% o£her estate to the Corpus Christi Public Library to be used for "printed books, other printed material, or books for the blind, but not for tapes, computers or any other material that is not in the printed form." Part of the funds will be used to enhance the expanded children's library at the Central Library. REQUIRED COUNCIL ACTION: Gift acceptance and appropriation of funds require City Council approval. PREVIOUS COUNCIL ACTION: None. FUNDING: This is a distribution from an estate and requires no additional funding. CONCLUSION AND RECOMMENDATION: Staff recommends gift acceptance and appropriation of funds. Herb Canales Director of Libraries Page 1 of 1 ORDINANCE APPROPRIATING $55,438.99 GIFT FROM ESTATE OF SARAH J. PORTER INTO THE NO. 4720 COMMUNITY ENRICHMENT SPECIAL REVENUE FUND FOR THE CORPUS CHRISTI PUBLIC LIBRARIES FOR PRINTED BOOKS, OTHER PRINTED MATERIALS AND BOOKS FOR THE BLIND; AMENDING FY 2002-2003 OPERATING BUDGET ADOPTED BY ORDINANCE NO. 024974 TO INCREASE APPROPRIATIONS BY $55,438.99; AND DECLARING AN EMERGENCY BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That gift of $55,438.99 from the Estate of Sarah J. Porter is appropriated into the No. 4720 Community Enrichment Special Revenue Fund for the Corpus Christi Public Libraries for printed books, other printed materials, and books for the blind. SECTION 2. That the FY 2002-2003 Operating Budget adopted by Ordinance No. 024974 is amended by increasing appropriations by $55,438.99. SECTION 3. That upon written request of the Mayor or five Council members, copy attached, the City Council (1) finds and declares an emergency due to the need for immediate action necessary for the efficient and effective administration of City affairs and (2) suspends the Charter rule that requires consideration of and voting upon ordinances at two regular meetings so that this ordinance is passed and takes effect upon first reading as an emergency measure this the day of ,2003. ATTEST THE CITY OF CORPUS CHRISTI Armando Chapa City Secretary APPROVED: March 17, 2003 Lisa Aguilar Assistant City Attorney For City Attorney Samuel L. Neal, Jr. Mayor :\LEG-DIR\Lisa\ORD3\Mar 25 Sarah Porter gift.doc 22 AGENDA MEMORANDUM City Council Action Date: March 25, 2003 AGENDA ITEM: Appointment of Lay Representative to the South Texas Library System Advisory Council Motion appointing Library Board member Treva Bedwell to the South Texas Library System Advisory Council for a term expiring August 31, 2005. ISSUE: The City of Corpus Christi serves as the Major Resource Center for the South Texas Library System, which includes 53 member libraries in a twenty-six county area. Corpus Christi is one often centers in the state. The Texas State Library and Amhives Commission have contracted with the City to administer three grants this state fiscal year totaling $944,210. The Advisory Council serves in an advisory capacity and provides input on services, planning and budget on the primary grant only, funded at $753,41 I. The level of funding is based on a formula which provides for an even distribution of the first 25% among the ten major resource centers and the 75% balance on a per capita basis. As the Major Resource Center the City is entitled to one seat on the six-member Advisory Council. The Library Board recommends Treva Bedweli for the position. Mrs. Bedwell has served on the Library Board for five years and is familiar with the role of the South Texas Library System and is available to attend the various meetings held throughout the year. REQUIRED COUNCIL ACTION: Appointment is to be made by the City Council. PREVIOUS COUNCIL ACTION: None. FUNDING: No City funding is involved. CONCLUSION AND RECOMMENDATION: The Library Board recommends the appointment of Treva Bedwell. Herb Canales Director of Libraries Official Notification Lay Representative South Texas Library System FY 2001-2002 and FY 2002-2003 Check one: [] The person named below is a newly designated Lay Representative. [] The person named below is a continuing Lay Representative. Name of Lay Representative: Treva Bedwell Address: 3106 Bimini City: Corpus Christi State: TX Zip: 78418 Home Business Phone: 937-4892 Phone: Fax: Signature of Lay Representative: The following signatures must accompany this notification: Signature of Mayor, City Manager Signature of Head Librarian Or County Judge (Circle Title) Typewritten or printed name Typewritten or printed name Date of Signature Date of Signature 23 AGENDA MEMORANDUM City Council Action Date: March 25, 2003 AGENDA ITEM: Accepting a 19th century print from the Friends of the Corpus Christi Public Libraries Motion authorizing the Acting City Manager or his designee to execute a Gift Agreement with the Friends of the Corpus Christi Public Libraries, which provides for a gift to the City of an 1847 lithograph of the Zachary Taylor encampment in Corpus Christi. The lithograph is to be displayed in the Inez Sterling Adams South Texas Historical Gallery at the Central Library. ISSUE: The Friends of the Corpus Christi Public Libraries has purchased a rare 1847 hand colored lithograph depicting the Zachary Taylor encampment in Corpus Christi, 1845-46. The purchase included a Letter of Authenticity. The lithograph is titled "Bird's Eye View of the Camp of the Army of Occupation." The lithograph is given in memory of long time library supporter Inez Adams. The lithograph is to be housed at the Central Library or at its successor facility and is not to be resold, auctioned or otherwise disposed of without the consent of the Friends of the Corpus Christi Public Libraries or its successor organization. The City is to provide for its insurance and repairs as needed. The lithograph has been framed, matted and encapsulated to archival standards. REQUIRED COUNCIL ACTION: Gift Agreement acceptance requires City Council approval. PREVIOUS COUNCIL ACTION: None. FUNDING: No funds are involved. CONCLUSION AND RECOMMENDATION: Staff recommends approval of Gift Agreement. Herb Canales Director of Libraries WHITING'S VIEW OF CORPUS CHRISTI Looking south, the white tents of Gen. Zachary Taylor's army stretch along the margin of Corpus Christi Bay. Supply ships ride at anchor near the bayou offNorth Beach while a steamboat chugs across the bay. In the distance, the town's few buildings hug the bluff. This was in October of 1845, seven months before the beginning of the Mexican War. Some 4,000 men - half the U.S. army - were training in Corpus Christi, a six-year-old smuggler's outpost in disputed territory. The palming was done by Capt. Daniel Powers Whiting, West Point graduate and creative talent. Whiting commanded Company K of the 7th Infantry. He later published five lithographs of the Mexican War; "Camp Marcy" at Corpus Christi was the first. Most of his drawings were lost in a steamboat accident on the Mississippi, making the five that survive all the more priceless. This lithograph was printed by G & W Endicott of New York, the most famous lithographer of the time. The lithograph was drawn on stone by Charles Parsons, who began work for Endicott as an indentured apprentice. Whiting's Corpus Christi scene and four scenes of Monterrey were published under the title of "Army Portfolio" by Endicott in 1847. Whiting family tradition says only 24 sets were made. Whiting retired from the U.S. Army as a lieutenant colonel during the Civil War. He died in Washington in 1892. -Murphy Givens. 24 CITY COUNCIL AGENDA MEMORANDUM March 20, 2002 AGENDA ITEM: Item A: Resolution authorizing the City Manager, or the City Manager's designee, to accept a grant from the Texas Department of Public Safety Division of Emergency Management in the amount of $22,240.00 for hazardous materials emergency preparedness planning activities, with a City match of $4,448.00 in the No. 1050 Federal/State Grants Fund, and a total project cost of $26,688.00. Item B: Ordinance appropriating $22,240.00 from the Texas Department of Public Safety Division of Emergency Management in the No. 1050 Federal/State Grants Fund for hazardous materials emergency preparedness planning activities; and declaring an emergency. ISSUE: There are a total of 3,305 pipeline miles in Nueces County of which approximately 95% are either within the city limits or directly adjacent to the city limits of Corpus Christi. The pipelines carry natural gas, crude oil, highly volatile petrochemicals, LP gas, and refined products such as motor fuels, benzene and asphalt. The lack of public awareness on pipeline safety and preparedness in the event of a leak or spill is one problem facing local officials. There is also a lack of a complete assessment of pipeline locations inside the City of Corpus Christi and Nueces County. The Fire Department website also has to be updated to make it more public user friendly in obtaining hazardous material information on line. More of our citizens are utilizing our City's Website to obtain vital information and the Fire Department is committed to provide pertinent safety related information to our community. Furthermore, to ensure that the City and County's emergency responders are provided with useful hazardous materials information, it is essential that we update our Tier II data base of hazardous materials in the county on an annual basis. Through the grant, a temporary staff person will be hired to impute data into our database. This grant will allow the LEPC and Office of Emergency Management to more easily compile data for the HazMat database and identify pipeline data, as well as improving the technical proficiency of the City and County's HazMat planning capabilities. It will also educate the general public on pipeline awareness and safety. Deadline for completion of all projects is August 31, 2003. REQIRED COUNCIL ACTION: Council approval is required to authorize contracts and appropriate grant monies. PREVIOUS COUNCIL ACTION: The City Council approved the 2001 and 2002 Hazardous Materials Emergency Planning Grants from the Texas Department of Public Safety Division of Emergency Management in the amounts of $20,928.00 and $14, 860.80 respectively. FUNDING: The grant requires a hard or soft match of 20% ($4,448.00) of the total project. The Local Emergency Planning Committee and Office of Emergency Management have already formally agreed to pay any hard match that will be required. Total project cost is estimated at $26,688.00 with ($4,448.00) representing the 20% match. CONCLUSION AND RECOMMENDATRION: Staff recommends approving the ordinance to appropriate a grant in the amount of $22,240.00 received from the Texas Department of Public Safety Division of Emergency Management for Hazardous Materials Emergency Preparedness Planning. ADDITIONAL SUPPORT MATERIA 1, Award Letter X Resolution X Ordinance X FROM : FAX HO. : 512424564? Hat. lP 2B03 09:25AM P~ DIVISION OF EMERGENCY MANAGEMENT RICK PERRY TEXAS DEPARTMENT OF PUBLIC SAFETY THOMAS A. DAVIS, JR, Direotor Jack Cella¥ Coordinator Dato:March 4, 2003 Mr. Rick Ramos Nueccs County LEPC 2406 Leopard #300 Corpus Christi, Texas 78408 Dear Mr Rames: I am pleased to inform you that your Hazardous Materials Emergency Preparodnesg planning gra~g applioatioa to ~duct a pipeline study, revi~ a~m d~a~mant websit~ up~ Tier II datable, and co.act a public education program has b~n ap~vcd by tho State Emergency Res~nse Comnti~iofl for an award of $22,240. ~is gmat has ~en award bas~ on the Nueces Co. LEi~ application dated Oc~r 30, 2~2. This grant award is tendered to year jurisdiction nntil August 30, 200.'I. lfyou do not accept tho grant by that date, your awanl will be cancelled. Both er*pies of the grant coati, act must he signed by your fi~eal agent and returned In the Division of Emergency Management, uo later than 5:00 p.m, on April $. 2003. We will return one copy to you when it ha~ ho~n ~[g~*od by tho Department_ You may submit bills fbr reimbursc~ncnt of aathori~0d expenses monlhly or as they are ino~trred. All expense claims must be accompanied by supposing dooumentation, such as oancelted checks and or receipts. All projects mu~ ho completed by August 30, 2003. If you have any questions please f~l ti~e tn ce.tact my Training at Exercise Unit Supervisor. Comet Ru,q.qell (.~ 512-424~2197. Atladlment: HMEP Pinching Grant Award RESOLUTION AUTHORIZING THE CITY MANAGER, OR THE CITY MANAGER'S DESIGNEE, TO ACCEPT A GRANT FROM THE TEXAS DEPARTMENT OF PUBLIC SAFETY DIVISION OF EMERGENCY MANAGEMENT IN THE AMOUNT OF $22,240.00 FOR HAZARDOUS MATERIALS EMERGENCY PREPAREDNESS PLANNING ACTIVITIES, WITH A CITY MATCH OF $4,448.00 IN THE NO. 1050 FEDERAL/STATE GRANTS FUND, AND A TOTAL PROJECT COSTS OF $26,688.00. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The City Manager, or the City Manager's designee, is authorized to accept a grant from the Texas Department of Public Safety Division of Emergency Management i.n the amount of $22,240.00 for hazardous materials emergency preparedness planning activities. The City match for this grant is $4,448.00 in the No. 1050 Federal/State Grants Fund, for a total project cost of $26,688.00. ATTEST: THE CITY OF CORPUS CHRISTI Armando Chapa City Secretary APPROVED: ,2003. Samuel L. Neal, Jr. Mayor By: Joseph Harney Assistant City Attorney For City Attorney Reso-lepc doc AN ORDINANCE APPROPRIATING $22,240.00FROM THE TEXAS DEPARTMENT OF PUBLIC SAFETY DIVISION OF EMERGENCY MANAGEMENT IN THE NO. 1050 FEDERAL/STATE GRANTS FUND FOR HAZARDOUS MATERIALS EMERGENCY PREPAREDNESS PLANNING ACTIVITIES; AND DECLARING AN EMERGENCY. NOW, THEREFORE, BElT ORDAINED BY THE CITY COUNCIL OF CORPUS CHRISTI, TEXAS: SECTION 1. That $22,240.00 from the Texas Department of Public Safety Division of Emergency Management is appropriated in the No. 1050 Federal/State Grants Fund for hazardous materials emergency preparedness planning activities. SECTION 2. That upon written request of the Mayor or five council members, copy attached, the City Council (1) finds and declares an emergency due to the need for immediate action necessary for the efficient and effective administration of City affairs and (2) suspends the Charter rule that requires consideration of and voting upon ordinances at two regular meetings so that this ordinance is passed and shall take effect upon first reading as an emergency this the 25th day of March, 2003~ ATTEST: THE CITY OF CORPUS CHRISTI Armando Chapa City Secretary Samuel L. Neal, Jr. Mayor APPROVED ,2003. By: Joseph Harney Assistant City Attorney For City Attorney 25 CITY COUNCIL AGENDA MEMORANDUM City Council Action Date: 03125/03 AGENDAITEM: Appropriating $34,727.67 from the State of Texas in the NO. 1050 State and Federal Grant Fund - Law Enforcement Officer Standards and Education for training of police personnel and training equipment. Amending the FY 02-03 budget adopted by ordinance NO. 024974 by adding $34,727.67 to the NO. 1050 State and Federal Grant Fund - Law Enforcement Officer Standards and Education; and declaring an emergency. ISSUE: Based on the Government Code, Section 415.0845, the State of Texas provides an annual allocation for training of police personnel as well as training equipment. The funds must be appropriated annually when the check is received. REQUIRED COUNCIL ACTION: Appropriation of funds. PREVIOUS COUNCIL ACTION: The City has received this funding since 1996 and has appropriated funds each year FUNDING: N/A CONCLUSION AND RECOMMENDATION: Staff recommends appropriation of funds. Chief of Police Attachments: BACKGROUNDINFORMATION The funds are received from the State as directed by Government Code, Section 415.0845, to make an annual allocation from the Law Enforcement Officer Standards and Education account to qualified law enforcement agencies for expenses related to the continuing education of full-time law enforcement officers and support personnel and any training equipment. The amount of funds received depends on the number of personnel we have as of January 1 of each year. COMPTROLLER OF PUBLIC ACCOUNTS STATE OF TEXAS AUSTIN, 78774 MARCH 17, 2003 CITY OF CORPUS CHRISTI POLICE DEPARTMENT Vendor Number: 174600005741 051 Enclosed is your annual allocation payment from the Law Enforcement Officer Standards and Education (LEOSE) account in the mount of $34,727.67 This payment must be used as necessary to ensure the continuing education of persons licensed under Chapter 1701, Occupations Code, or to provide necessary training, as determined by the agency head, to full-time, fully paid law enforcement support personnel in your agency. Your agency must maintain a complete and detailed record of all money received and spent. All money received is subject to audit by the Comptroller of Public Accounts and all money spent is subject to audit by the State Auditor. The Comptroller is directed by the Occupations Code, Section 1701.157 to make an annual allocation from the LEOSE account to qualified law enforcement agencies for expenses related to the continuing education of persons licensed under Chapter 1701, Occupations Code. Of the account, 20 pement is allocated equally among the qualified agencies. The remaining 80 pement is allocated on the basis of the number of eligible law enforcement positions each agency had as of January I of the preceding calenda~ year. An eligible law enforcement position is defined as one held by a person licensed under Chapter 1701, Occupations Code, who works as a peace officer or licensed jailer on the average of at least 32 hours a week, is compensated by a political subdivision of the state at the minimum wage rate or higher and is entitled to all employee benefits offered to a peace officer. To receive your agency's share of the LEOSE account in 2004, you must complete and return the enclosed Law Enforcement Officer Standards and Education ,4ccount 2004,4llocation Basis form to us no later than April 25, 2003. The information provided on this form must be accurate and returned timely to our office to ensure the correct allocation of the LEOSE account. Please call us toll flee at 1-800-531-5441, extension 3-4530, if you have any questions or if we can be of assistance. The Austin umber is 512/463-4530. Enclosures I I I TREASURY WARRANT NO ; THE )RDER )F Ih.lh,h,l.hlh,hh,hh,lh,,,.Ihlh,,,,Ihlh.,Ihl CITY OF CORPUS CHRISTI POLICE DEPARTMENT PO 80X 9016 CORPUS CHRISTI, TX 78669-9016 YOID AFTER PRINTED HAME AUTHORIZED BY LAH 08,"31/:~00n CAROLE KEETGN STRAYHORH I: ~ ~hqO0 ~&h~: ,' l,O i, O8 i,O ~. ?,, THE STATE OF TEXAS PAYMENT INFORMATION INVOICE NO. ~NV. DATE INVOICE DESCRIPTION DOC NO. INVOICE AMOUNT PEACE OFF ALL PEACE OFFICER ALLOC 9P030578 $34,7Z7.67 FOR ADDITIONAL INFORMATION ON NON-CONFIDENTIAL PAYMENTS VISIT: HHH-HINDOH.STATE.TX.US/COMPTROL/SAN/PAYMENT/PAYTOC.HTML OR CALL THE COMPTROLLER'S AUTOMATED PAYMENT INQUIRY SYSTEM TOLL FREE 1-877-S09-5775 OR IN AUSTIN, TX 1-512-675-6869 IDENTIFICATION NO, 176600057ql MAIL CODE: PAYEE NAME: CITY OF CORPUS CHRISTI POLICE DEPARTMENT PAYING AGEHCy: COMPTROLLER - FISCAL PAYZHG AGENCY PHONE NO: .~12-q.63-q56! PAYING AGENCY NO: 902 NARRAHT NO: 101081037 ISSUE DATE: OZ/g6/2003 HARRAHT TOTAL: No. 101081037 - NOT NEGOTIABLE -- $~q', 7~:7.67 Detach here before depositing--.- ORDINANCE APPROPRIATING $34,727.67 FROM THE STATE OF TEXAS IN THE NO. 1050 FEDERAL/STATE GRANTS FUND FOR TRAINING OF POLICE PERSONNEL AND TRAINING EQUIPMENT; AND DECLARING AN EMERGENCY. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That $34,727.67 from the State of Texas is appropriated in the No. 1050 Federal/State Grants Fund for training of police personnel and training equipment. SECTION 2. That upon written request of the Mayor or five Council members, copy attached, the City Council (1) finds and declares an emergency due to the need for immediate action necessary for the efficient and effective administration of City affairs and (2) suspends the Charter rule that requires consideration of and voting upon ordinances at two regular meetings so that this ordinance is passed and takes effect upon first reading as an emergency measure this the __ day of ,2003. ATTEST: THE CITY OF CORPUS CHRISTI Armando Chapa, Ci~ Secretary Samuel L. NeaI, Jr. Mayor APPROVED: March 18, 2003 Lisa Aguilar Assistant City A~orney For City Attorney 26 CITY COUNCIL AGENDA MEMORANDUM City Council Action Date: March 25, 2003 AGENDA ITEM: ORDINANCE APPROPRIATING $995,812 IN PASSENGER FACILITY CHARGE FUND 4621; TRANSFERRING $730,537 INTO THE AIRPORT 2000A DEBT SERVICE FUND 4640 AND $265,275 INTO THE AIRPORT 2000B DEBT SERVICE FUND 4641 FOR DEBT SERVICE PAYMENTS ON AIRPORT IMPROVEMENTS; AMENDING FY 2002-2003 CAPITAL BUDGET ADOPTED BY ORDINANCE NO. 025144 TO INCREASE APPROPRIATIONS BY $995,812; AND DECLARING AN EMERGENCY ISSUE: Passenger Facility Charge funds need to be appropriated for the payment of debt service on the Series 2000A and 2000B Bonds. This was in the original financing plan to utilize a portion of the PFC's, as well as Operating Funds and Capitalized Interest to repay the debt service. REQUIRED COUNCIL ACTION: Approval of the Ordinance as presented. PREVIOUS COUNCIL ACTION: 1. September 22, 1992 - Ordinance authorizing the collection of a Passenger Facility Charge of $3.00 per enplaned passenger for a period of five years beginning November 1, 1992 and ending October 31, 1997 (Ord. 021483) 2. September 9, 1997 - Ordinance extending the collection period from October 31, 1997 to May 31, 1998 (Ord. 023057) 3. December 18, 1997 - Ordinance to submit an application (No. 2) to FAA to collect and use a Passenger Facilty Charge of $3.00 per enplaned passenger at CCIA for a period of twenty years beginning June 1, 1998 (Ord. 023165) 4. September 18, 2001 - Ordinance authorizing an amendment to the Passenger Facility Charge application increasing the allowable collections and extending the collection period to April 1, 2023. (Ord. 024603) 5. September 18, 2001 - Ordinance appropriating Passenger Facility Charge application reimbursement to the city for approved PFC funded projects previously paid from Airport Capital Reserves, Bonds, Interest and operating funds and for the Terminal Building Reconstruction project. (Ord. 024585) 5. January 14, 2003 - Ordinance authorizing an amendment to the Passenger Facility Charge application increasing the PFC collections from $3.00 to $4.50 and extending the collection period to January 1, 2027. (Ord. 025166) FUNDING: Funds are available in Passenger Facility Charge Fund 4621 $995,812 CONCLUSION AND RECOMMENDATION: Staff recommends approval. Attachments: Exhibit A: Background Department Head Signature BACKGROUND INFORMATION BACKGROUND: City Council approved the submittal of a second Passenger Facility Charge (PFC) Application to the FAA on December 9, 1997 by Ordinance No. 023165. The FAA approved the application and issued a Record of Decision dated April 14, 1998 stating PFC collections would begin July 1, 1998 for a period of approximately 20 years, or until the full amount approved for collection has been collected. An amendment to this application was submitted to the FAA on June 7, 2001 and was approved by the FAA on June 25, 2001. The approved amendment includes revisions to project scopes and/or budgets for completed, in-progress, or pending Capital Improvement Projects at CCIA. Revisions to the PFC Application were required to support the Council-adopted Airport Capital Improvement Program, including the Terminal Construction Program, and the corresponding General Airport Revenue Bond (GARB) sale completed in August 2000. In addition, project budgets were adjusted to reflect actual expenditures. Exhibit A Page 1 of 1 ORDINANCE APPROPRIATING $996,8t2 IN PASSENGER FACILITY CHARGE FUND 4621; TRANSFERRING $730,537 IN THE AIRPORT 2000A DEBT SERVICE FUND 4640 AND $265,275 IN THE AIRPORT 2000B DEBT SERVICE FUND 4641 FOR DEBT SERVICE PAYMENTS ON AIRPORT IMPROVEMENTS; AMENDING FY 2002-2003 CAPITAL BUDGET ADOPTED BY ORDINANCE NO. 025144 TO INCREASE APPROPRIATIONS BY $995,812; AND DECLARING AN EMERGENCY BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That $995,812 in Passenger Facility Charge Fund is appropriated to transfer $730,537 in the Airport 2000A Debt Service Fund 4640 and $265,275 in the Airport 2000B Debt Service Fund 4641 for debt service payments on airport improvements. SECTION 2. That FY 2002-2003 Capital Budget adopted by Ordinance No. 025144 is amended by increasing appropriations by $995,812. SECTION 3. That upon written request of the Mayor or five Council members, copy attached, the City Council (1) finds and declares an emergency due to the need for immediate action necessary for the efficient and effective administration of City affairs and (2) suspends the Charter rule that requires consideration of and voting upon ordinances at two regular meetings so that this ordinance is passed and takes effect upon first reading as an emergency measure this the day of ,2003. ATTEST THE CITY OF CORPUS CHRISTI Armando Chapa City Secretary APPROVED: March 17, 2003 Lisa Aguilar Assistant City Afforney For City Attorney Samuel L. Neal, Jr. Mayor ~LEG-DIR\Lisa\ORD3\Mar 25 airport PFC.doc 27 CITY COUNCIL AGENDA MEMORANDUM March 25, 2003 AGENDA ITEM: Resolution recognizing the public necessity of acquiring three tracts of land known as Parcels 8A, 8D-2, and 8D-ua, for the Corpus Christi International Airport Expansion Project (#1023) and for other municipal purposes in connection with said project; and authorizing acquisition by means of negotiations or eminent domain proceedings by the City of Corpus Christi in acquiring said tracts. ISSUE: In June 1990, a Master Plan was approved by City Council which proposed acquisition of lands for the expansion of the Corpus Christi International Airport (CCIA)..In the ongoing process of land acquisition for the airport, three tracts of land have been identified and selected primarily for their use as buffer and clear zone areas. As an auxiliary use, two of the tracts labeled Parcels 8a and 8D-2, will be combined with existing airport land for a proposed public safety and fire training facility, compatible with the airport's operations. Parcel 8D-ua will be utilized for drainage purposes. The City's land acquisition staff ere assigned to acquire the three tracts of land and began negotiations. Negotiations have reached an impasse and City Council approval is needed for a resolution authorizing acquisition either by negotiation condemnation. FUNDING: No funding is necessary at this time. RECOMMENDATION: Approval of the resolution as presented. ~"b~ngel R. Escobar, P. E. Director of Engineering Services Attach ments: Exhibit A. Exhibit B. Exhibit C. Background Information Location Map CCIA Future Boundary Map \\CLSTR1 _USERS2_SERVER\USERS2\HOME\EUSEBIOG\GEN~genda Items\CCIA Expansion. Resolution¥~genda Memorandum.doc BACKGROUNDINFORMATION SUBJECT: Corpus Christi International Airport Expansion (#1023) Resolution for Acquisition of Land PREVIOUS COUNCIL ACTION: 1. October 1977 - Authorized acquisition, at the approved values, of Parcels 2, 3, 4 and 5 located north of McGIoin Road and east of Bockholt Road, containing 346.082 acres. 2. February 1979 - Authorized acquisition of Parcel 2 located east of Bockholt Road containing 135.294 acres, an increase of 77.548 acres over the original approved acreage. 3. July 1979 - Authorized acquisition of Parcel 1 located east of Bockholt Road and south of Highway 44 containing 116.871 acres and appropriated $126,493.90 to supplement a prior appropriation. 4. September 1979 - Authorized acquisition of 4.576 acres for the Runway 31 Approach Lighting System. 5. November 1986 - Authorized acquisition of Parcel 14c-d located south of Bear Lane and east of Joe Mireur Road containing 199.586 acres and appropriated $907,350 from the Airport Bond Fund. 6. June 1990 - Ordinance adopting CCIA Master Plan. 7. October 31, 1995 - Adoption of the FY95-96 Capital Budget and Recommended 1996-2000 Capital Improvement Planning Guide, amended December 12, 1996. 8. June 18, 1996 - Authorized acquisition of Parcels 8b, 8c, 15a, 15b and 15c located on FM-763 (Joe Mireur Road) containing 140.915 acres. 9. December 15, 1998 - Authorized acquisition of Parcel No. 8-D1 located on FM-763 (Joe Mireur Road) for the Airport Land Acquisition project. 10. July 20, 1999 - Adoption of FY99-00 Capital Budget and 2000-2004 CIP Guide which included Airport Project No. 3, Land Acquisition and Airport Project No. 22, Land Acquisition (Part 150 Study). 11. September 28, 1999 - Ordinance adopting the CCIA Master Plan Update, Draft Part 150 Noise Compatibility Study, Drainage Study, Heliport Feasibility Study, and Airport Intermodal Terminal Development Study. 12. January 25, 2000 - Motion authorizing the acquisition of Parcel 16b, located east of FM 763 (Joe Mireur Road) between Old Brownsville Road and Bear Lane for $211,338 in connection with the Corpus Christi International Airport Land Acquisition Project. FUTURE COUNCIL ACTION: Authorize the acquisition of parcels whose cost exceeds $25,000; and authorize the payment of any Special Commissioners' Awards for the condemnation of any required parcels. EXHIBIT A Page 1 of 2 OVERVIEW: In June 1990, the original Master Plan was approved by City Council which established boundaries for the airport's expansion and long term needs. On September 28, 1999, City Council adopted the CCIA Master Plan Update which expanded the previous airport development plan to its ultimate capacity and addressed both existing and future land uses around the airport. Approximately 425 acres located south and east of the existing airport boundary were recommended for near-term acquisition. This area would be exposed to high noise levels and would be needed as a buffer zone. Following acquisition, it was recommended that these areas remain as open space or be developed with land uses compatible with aircraft noise exposure. City Council approved the draft FAR Part 150 Noise Compatibility Study for submittal to Federal Aviation Administration (FAA) for their approval on September 21, 1999. Parcels: Current plans call for the acquisition of three tracts of land labeled as 8A, 8D, and 8D-ue. A map marked "Exhibit B" shows the location of the tracts. In addition, a map marked "Exhibit C" shows the location of these tracts in relation to the outer boundary of the updated Airport Master Plan.. As an auxiliary use, two of the tracts labeled Parcels 8a and 8D-2, will be combined with existing airport land for a proposed public safety and fire training facility, compatible with the airport's operations. Parcel 8D-ue will be utilized for drainage purposes. Land Acquisition staff has made offers to all the landowners based on appraised values. The offers have been rejected and negotiations have reached an impasse. Eminent domain procedures are required to conclude acquisition. A resolution is submitted for approval which establishes the public necessity of these acquisitions and authorizes acquisition through negotiation or eminent domain. \\CLSTRI_USERS2_SERVER\USERS2\HOME\EUSEBIOG\GEN~Agenda Items\CClA Expansion. Resolution\Background Info.doc EXHIBIT A Page 2 of 2 File : \Mpro. iect\landoc~exh fO2$.dwg N %, %, %, %, CORPUS CHRISTI INTERNATIONAL 8D-UE '%, CT_Ty PROJECT No. 1023 VZCZNZTYMAP NOT TO SCALE INTERNATIONAL AIRPORT EXPANSION PARCELS SA, 8D-2, 8D-ue CITY OF CORPUS CHRISTI, TEXAS SUBJECT PARCELS CZTY COUNCZL EXHT_BT_T DEPARTMENT OF ENGINEERING SERVICES PAGE: I of 1 DATE: 03-25-2003 EXHIBIT B ~ . // ,'~, ~ .,/' j · .~ x ,%~;' ~ ~'~ ~ ~/' I ~.~,x<, CITY OF CORPUS CHRISTI CORPUS CHRISTI INTERNATIONAL AIRPORT FUTURE LAND ACQUISITION CORPUS CHRISTI, TEXAS EXHIBIT C RESOLUTION RECOGNIZING PUBLIC NECESSITY OF ACQUIRING THREE TRACTS OF LAND FOR THE CORPUS CHRISTI INTERNATIONAL AIRPORT EXPANSION PROJECT, AND OTHER MUNICIPAL PURPOSES; AND AUTHORIZING ACQUISITION BY MEANS OF NEGOTIATIONS OR EMINENT DOMAIN PROCEEDINGS BY THE CITY OF CORPUS CHRISTI IN ACQUIRING THE THREE TRACTS OF LAND. WHEREAS, the City of Corpus Christi ("City") has implemented an airport expansion project, known as the Corpus Christi International Airport Expansion project, to improve the airport that services the City. WHEREAS, the project has entered into the acquisition phase. WHEREAS, there is a public necessity for this project and for the acquisition of property rights, consisting of title in three tracts of land that will be used for this project, as shown and described in Exhibit "A". WHEREAS, the City is a municipal corporation and under Texas eminent domain laws has the right to acquire fee title in the tracts of land for the airport expansion project and for other municipal purposes. NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That the City Manager, City Attorney, and agents of the City, are authorized to acquire, either by negotiated purchase or by condemnation proceedings under Texas law, the fee title in the tracts of land to be used, as shown and described in Exhibit "A", by the Corpus Christi International Airport Expansion project, and for other municipal purposes. SECTION 2. That public necessity requires the acquisition of property rights, consisting of fee title in said tracts of land, save and except the City seeks to acquire no oil, gas, and mineral rights. SECTION 3. That the City Manager, City Attorney and agents of the City are authorized and directed to take such action as in their judgment is necessary in connection with the filing and handling of any condemnation case for the acquisition of said tracts of land. SECTION 4. That this resolution shall take effect immediately from and after its passage. RESO-II doc I ATTEST: CITY OF CORPUS CHRISTI Armando Chapa City Secretary Samuel L. Neal, Jr. Mayor Approved as to form on w?~ z.~ ,2003 By: Joseph blarney E) Assistant City Attorney For City Attorney RESO-II doc 2 day of ., 2003. The above resolution was passed by the following vote: Samuel L. Neal, Jr. Brent Chesney Javier D. Colmenero Henry Garrett Bill Kelly Rex A. Kinnison John Longoria Jesse Noyola Mark Scott P~ESO- I I doc 3 File : \Mproject~londocq~exhlO23.dwg N C.R. 52 ,,,.CORPUS CHRIS'TI INI~RNA'llONAL ,~. 8D-UE CITY PROJECT No. 1023 VICINITY MAP NOT TO SCALE INTERNATIONAL AIRPORT EXPANSION PARCELS SA, 8D-2, 8D-ue CITY OF CORPUS CHRISTI, TEXAS SUBJECT PARCELS CITY COUNCIL EXHIB%T DEPAR~£NT OF ENGINEERING SERVICES PAGE: I ol' 1 EXHIBIT A 1 OF2 Corpus Christi International Airport Expansion (#1023) List of Parcels Parcel Owner Acreage Description 8A Estate of Cecilia W. Embry 29.683 Tract 8, Margaret Kelly Lands 8D-2 John H. Kelly, Sr. 59.211 Tract 8, Margaret Kelly Lands 8D-UE Berry Contracting, Inc. ±15.6 202 ac. out of Abs. 1005, State Survey 316 & 318. bit A.Resolution.doc EXHIBIT A 2 OF2 28 CITY COUNCIL AGENDA MEMORANDUM City Council Action Date: March 25, 2003 AGENDA ITEM: ITEM A: MOTION TO AMEND PRIOR TO SECOND READING BY REDESIGNATING COUNTY ROAD 52 EXTENDED BETWEEN COUNTY ROAD 73 AND F.M. 624 TO A "A-2" ARTERIAL ROADWAY WITH 100 FEET OF RIGHT-OF-WAY, FOUR LANES AND A MEDIAN; REDESIGNATING OF COUNTY ROAD 46 BETWEEN U.S. 77 AND F.M. 666 TO A "RA-I" RURAL ARTERIAL WITH 125 OF RIGHT-OF-WAY, TWO LANES AND TWO SHOULDERS; REVISION TO THE COLLECTOR ROAD SYSTEM SOUTH OF F.M. 624 AND BETWEEN U.S. 77 AND COUNTY ROAD 73 TO ACHIEVE A STANDARD SPACING OF COLLECTOR STREETS; AND MAP LABELING CORRECTIONS. ITEM B: ADOPTION OF AN ORDINANCE AMENDING THE CORPUS CHRISTI URBAN TRANSPORTATION PLAN, AN ELEMENT OF THE COMPREHENSIVE PLAN OF THE CITY OF CORPUS CHRISTI ("THE CITY"), BY ADOPTING THE REVISED CORPUS CHRISTI URBAN TRANSPORTATION PLAN FOR THE CITY AND ITS EXTRATERRITORIAL JURISDICTION; ESTABLISHING A UNIFIED TRANSPORTATION PLAN FOR COORDINATION OF STREET IMPROVEMENTS CONSISTENT WITH THE PUBLIC INTEREST; RESCINDING THE CORPUS CHRISTI URBAN TRANSPORTATION PLAN ADOPTED BY CITY COUNCIL ORDINANCE 022166, FEBRUARY 22, 1995; AMENDING THE COMPREHENSIVE PLAN OF THE CITY; PROVIDING FOR SEVERANCE; AND PROVIDING FOR PUBLICATION. ISSUES: Based on comments received at the City Council public hearing on March 11,2003, staff is recommending several changes to the northwest area road system as follows: 1. Redesignate from collector to arterial County Road 52 extended between County Road 73 and F.M. 624; 2. Redesignate from collector to arterial County Road 46 between U.S. 77 and F.M. 666; 3. Revisions to the collector street system to more closely create a standard ¼ to ¼ mile spacing of collector streets in the area south of F.M. 624 between U.S. 77 and County Road 73. 4. Map labeling changes/corrections. The Plan changes above create greater traffic carrying capacity on arterial streets and allow the collector street system to be revised to a more standard collector street spacing. Increasing in the spacing of collector streets will also reduce development costs on collector road infrastructure. As required by the City Charter the City's Comprehensive Plan must contain a Transportation Plan. Issues addressed by the proposed plan: 1) Unifies and consolidates the transportation plans in 9 adopted area development plans; 2) Provides a unified Transportation Plan for coordination of street improvements; 3) Enables the City to require right-of-way (ROW) dedication prior to development in the city and the extraterritorial jurisdiction (ET J) thereby minimizing the need for ROW purchases; 4) Reduces traffic congestion on existing and future roads within the city and its ET J; 5) Provides greater right-of-way for placement of utilities outside of roadway pavement; 6) Incorporates American Disability Act standards for sidewalks; 7) Meets Texas Dept. of Transportation (TxDOT) 2000 and American Association of State Highway and Transportation Officials (AASHTO) roadway design standards. The Transportation Advisory committees recommended City Council adopt the proposed plan on July 22, 2002. On September 25, 2002, the Planning Commission recommended City adopt the proposed plan. If City Council adopts the proposed plan, Staff and Planning Commission will use the plan to guide actions regarding approval of subdivision plat road alignments and right-of-way dedications. REQUIRED COUNCIL ACTION: City Charter requires City Council approval before any change can be made to the Comprehensive Plan. PREVIOUS COUNCIL ACTION: First Reading approved February 25, 2003. FUTURE COUNCIL ACTION: Capital Improvement Plan road improvement projects will be consistent with the Urban Transportation Plan. FUNDING: NA CONCLUSION AND RECOMMENDATION: Approval of a motion to amend prior to second reading, and adoption of the amended Urban Transportation Plan. Attachments: Ordinance Proposed Urban Transportation Plan Transportation Advisory Committee Minutes July 22, 2002 Planning Commission Minutes September 25, 2002 BACKGROUNDINFORMATION PURPOSE The primary purpose of the Urban Transportation Plan is to reduce traffic congestion on existing and future roads within the City and its Extraterritorial Jurisdiction (ET J). A secondary purpose of the proposed plan is to consolidate the transportation plans contained in the City's nine adopted area development plans. The plan also incorporates American Disability Act Standards for sidewalks, meets TxDOT 2000 Roadway Design Standards and incorporates several street alignment changes. Local residential streets are not part of this plan and no changes to the current requirement of 50' right-of-way for local residential streets are proposed. CROSS SECTION DESIGN The City's Transportation Plan Cross Sections for street design have not been comprehensively reviewed or updated since 1987. The proposed Urban Transportation Plan addresses several important revisions to cross section design: Requires all sidewalks to meet the width requirements in the American Disabilities Act (ADA). Generally, the four-foot standard sidewalk has been increased to five feet. Provides an increased amount of width for underground utilities in the parkway (area between the back of curb and the property line) in order to meet Texas Department of Transportation Standards. Right-of-Way Comparison Urban Street Type Existing Proposed Change + - Residential 50' 50' No Change 2 Lane Collector 60' 60' No Change 3 Lane Collector 60' 65' +5' 4 Lane Collector 70' 75' +5' 5 Lane Aderial w/center turn lane 80' 95' +15 4 Lane Aderial w/Median 100' 100' No Change 6 Lane A~erial w/Median 120' 130' +10 Rural Street T~pe Residential 60' 60' No Change 2 Lane 80'- 100' 125' +45'-25' 4 Lane w/center turn lane 150' 165' +15' 4 Lanes w/median 200' 240' +40' CHANGES TO STREET ALIGNMENTS While the focus of the transportation planning effort has been to consolidate transportation plans, the Urban Transportation Plan does contain roadway alignment or network changes. Although the majority of network changes are minor, several more major changes should be noted. These changes include: · Designating a vehicular crossing of the Cayo Del Oso at the Holly Road Rail Road Bridge · Extension of Paul Jones Road southward to connect with Oso Parkway · Gulf Beach Access Roads at on Mustang Island at approximate ¼ mile intervals · Designation of the Public Beach Easement on the Gulf of Mexico Beaches as a special access way · South Loop Expressway · Northwest collector street grid pattern ATTACHMENT I: ORDINANCE AN ORDINANCE AMENDING THE CORPUS CHRISTI URBAN TRANSPORTATION PLAN, AN ELEMENT OF THE COMPREHENSIVE PLAN OF THE CITY OF CORPUS CHRISTI ("THE CITY"), BY ADOPTING THE REVISED CORPUS CHRISTI URBAN TRANSPORTATION PLAN FOR THE CITY AND ITS EXTRATERRITORIAL JURISDICTION; ESTABLISHING A UNIFIED TRANSPORTATION PLAN FOR COORDINATION OF STREET IMPROVEMENTS CONSISTENT WITH THE PUBLIC INTEREST; RESCINDING THE CORPUS CHRISTI URBAN TRANSPORTATION PLAN ADOPTED BY CITY COUNCIL ORDINANCE 022166, FEBRUARY 22, 1995; AMENDING THE COMPREHENSIVE PLAN OF THE CITY; PROVIDING FOR SEVERANCE; AND PROVIDING FOR PUBLICATION. WHEREAS, the Transportation Advisory Board and the Planning Commission has each forwarded to the City Council its reports and recommendations concerning the amendment of the Corpus Christ Urban Transportation Plan, an element of the Comprehensive Plan of the City of Corpus Christi; WHEREAS, with proper notice to the public, public heatings were held on Monday, July 22, 2002, during a meeting of the Transportation Advisory Board, on Wednesday, September 25, 2002, during a meeting of the Planning Commission, and on Tuesday, March I 1, 2003, during a meeting of the City Council, in the Council Chambers, at City Hall, in the City of Corpus Christi, during which all interested persons were allowed to appear and be heard; and WHEREAS, these amendments will: 8) Provide a unified Transportation Plan for coordination of street improvements; 9) Enable the City to require fight-of-way (ROW) dedication prior to development, in the city and the ETJ, thereby minimizing the need for ROW purchases; 10) Reduce traffic congestion on existing and future roads within the city and its ET J; 11) Unify and consolidate the transportation plans in 10 adopted area development plans; 12) Provide greater right-of-way for placement of utilities outside of roadway pavement; 13) Incorporate American Disability Act standards for sidewalks; 14) Meet TxDOT 2000 and AASHTO roadway design standards; and WHEREAS, the City Council has determined that these amendments would best serve public health, necessity, and convenience and the general welfare of' the City of Corpus Christi and its citizens. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That the Corpus Christi Urban Transportation Plan (an element of the Comprehensive Plan of the City of Corpus Christi, Texas) is hereby amended by adopting the revised Corpus Christi Urban Transportation Plan to read as shown in Exhibit "A" attached hereto and hereby incorporated by reference. SECTION 2. That the Corpus Christi Urban Transportation Plan adopted by City Council Ordinance 022166, February 28, 1995, is hereby rescinded. SECTION 3. That to the extent that the amendments made by this Ordinance represent a deviation from the Comprehensive Plan, the Comprehensive Plan is amended to conform to the amendments made by this Ordinance. SECTION 4. That the Comprehensive Plan of the City of Corpus Christi, Texas, as amended from time to time, except as changed by this ordinance and any other ordinances adopted on this date, remains in full force and effect. SECTION 5. That any ordinance or part of any ordinance in conflict with this ordinance is expressly repealed by this ordinance. SECTION 6. The City Council intends that every section, paragraph, subdivision, clause, phrase, word or provision hereof shall be given full force and effect for its purpose. Therefore, if any section, paragraph, subdivision, clause, phrase, word or provision of this ordinance is held invalid or unconstitutional by final judgment of a court of competent jurisdiction, that judgment shall not affect any other section, paragraph, subdivision, clause, phrase, word or provision of this ordinance. SECTION 7. Publication shall be made in the official publication of the City of Corpus Christi as required by the City Charter of the City of Corpus Christi. ATTACHMENT I1: PROPOSED URBAN TRANSPORTATION PLAN PLAN AVAILABLE ON REQUEST ATTACHMENT II1: TRANSPORTATION ADVISORY COMMITTEE MINUTES JULY 22, 2002 TRANSPORTATION ADVISORY COMMITrEE MINUTES (Meeting of 3uly 22, 2002) Members Present Anthony Alejandro Stuart Sher Clif Moss Orlando Noyola Robbie Foster Members Not Present Grace Marie Gonzales, Don Davenport MAC Karla Bennett Israel Ybarra VII. STAFF RECOMMENDATIONS REQUIRING COMMITrEE REVIEW A. RECOMMENDATION TO ADOPT Corpus Christi Unified Urban Transportation Plan Mr. Mic Raasch, City Planner with the Planning Department stated that at the May 20, 2002 presentation of the DRAFT Corpus Christi Unified Transportation Plan before the Transportation Advisory Meeting for discussion and comment, several members of the Committee requested additional information relative to the Plan's incorporation of bicycle lanes and bikeways in the proposed street cross-section. Issues addressed as May meeting were: 1. Does the City assume any more liability than the status quo by providing designated bike lanes (striped and signed) along arterial streets? NO. Universally accepted rules of the road say that bicyclists have as much right to the roadway as motor vehicles. Of course, greater discretion on the part of both is appropriate in an obvious lane change situation. 2. What is the proper maneuver for a bicyclist to go from a designated bike lane across a right hand turn lane for a motor vehicle? As indicated in the enclosed agenda package, the bicyclist must maneuver across the beginning or taper area of the vehicular right turn lane in order to continue through the intersection. Greater caution is required of both the motorists and the bicyclist during this maneuver, because each has equal rights to the roadway. Mr. Sher asked for clarity of the purpose of the DRAFT being brought before the Committee. Mr. Raasch stated that Item 3 would explain the purpose. 3. The proposed street cross sections in this Draft Plan meet the American Association of Traffic Engineers (AASTO) width requirements for on-street bikeways/lanes which area as follows: Outside lanes on collector and arterial streets have been increased from 12.5 to 16 feet to meet AASTO requirements. The Draft Transportation Plan proposes in most arterial cross-sections that 3 1/2 foot of additional pavement be provided on each side of the roadway to accommodate an unmarked and unsigned bikeway. This equates to a 7- foot of additional roadway width to accommodate bikeways. Variance from these desiqn guidelines may jeopardize eligibility for State or Federal fundinq of that particular street seqment. Chairperson Alejandro stated that the bicycle issue whether bikeways or bike paths is an interrgal part of the Unified Transportation Plan. Mr. Escobar further stated the "big picture" is to come up with a unified plan with other entities including the MPO. so that City of Corpus Christi can have one plan that will allow us to grow for the next twenty years and be able to reserve and acquire the right-of-ways that we will need for expansion of roadways along with bicycle facilities and roadways Mr. Michael Gunning, Director of Planning, reiterated Mr. Escobar's comments, stating that this transportation document is very important concerning development of region-wide street plan for the purposes of making sure that the City will be able to obtain rights-of-way dedicated by developers or acquired by City or State entities for future development for future street construction. Motion made by Mr. Moss, seconded by Mr. Ybarra to recommend moving forward with the Corpus Christi Unified Urban Transportation Plan. Motion passed. As per Committee request, Staff will provide Texas Bicycle Laws relating to Bicyclists, History of Bicycle Ticket Violation and Accident History. ATTACHMENT IV: PLANNING COMMISSION MINUTES SEPTEMBER 25, 2002 PLANNING COMMISSION September 25, 2002 Commissioners Present: David Berlanga, Chairman Shirley Mims, Vice Chairman Neill F. Amsler Michael Pusley Elizabeth Chu Richter Eloy H. Salazar Richard Smith Bryan Stone Commissioner Absent: Robert Zamora StaffPresent: Michael N. Gunning, Director of Planning Lucinda Beal, Recording Secretary Faryce Goode-Macon, City Planner Doyle Curtis, Sr. Assistant City Attomey Mark Simon, Special Services Robert E. Payne, Senior City Planner URBAN TRANSPORTATION PLAN - Public Hearing Chairman Berlanga opened the public hearing. Mr. Gunning said that the Urban Transportation Plan would become the basis of a more regional transportation plan. Therefore, there is a need to move the plan forward. He added that the Urban Transportation Plan was a consolidation of the Area Development Plans and allows for review of the street network for the region. Commissioner Richter stated that a system with multiple access points supports the new urbanism which supports infrastructure and that she believes will alleviate potential congestion. Commissioner Amsler stated that staff needed to incorporate the transportation plan with the various infrastructure plans and parks plan. Mr. Payne stated that such plans are planned for incorporation into the transportation plan. He added that he would provide Goldston Engineering with a copy of all supporting plans to the transportation plan. Larry Urban, 3535 Santa Fe, said that it is important to coordinate all infrastructure plans. Mr. Urban said that the current problems with the plans are that they do not cover all of the city and are constantly being altered and updated. He added that he has suggested that the City should coordinate the plans, bring them up to date, and place them on the intemet. He requested that the plans effective date be as soon as they are available on the intemet. Mr. Urban suggested that there be consistency in norman clacher between plans. He added that the platting ordinance is not consistent with the plan. He also suggested that guidelines regarding right-of-way should be included. Mr. Urban said that the plan delineates the Southloop in general terms. He suggested that it is appropriate to pinpoint the right-of-way of the Southloop. It will play an important part in the drainage of the city and can play a very important part in our recreational park and quality of life issues. Gretchen Arnold, 311 South Momingside, stated that she was appreciative of the inclusion of a bicycling trail on the plan. She provided a brief history of a committee appointed by City Council to address bicycling issuing. She stated that a bicycling plan needed to be coordinated with the transportation plan. Ms. Arnold requested that the Commission forward the transportation plan to City Council with the inclusion of the bicycling trail on the plan. In response to Vice Chairman Mires, Ms. Arnold stated that she is working with Mr. Casteel of Texas Department of Transportation and other city departments on a bicycle plan. She said that she would suggest that a group of people meet with staff to finalize the project started by the advisory committee. Mr. Payne said that there was some misinterpretation of the work that was submitted to the City Staff from the advisory committee. The map provided did not show a lane with a stripe or a shared lane. In response to the Commission, Ms. Arnold stated that the transportation plan was a good start, but that she would not feel comfortable commuting via bicycle after reviewing the plan. She added that staff needed resources to accomplish the task of including a bike plan network into the Transportation Plan. Public heating was closed. Motion by Amsler, seconded by Mims, to forward a recommendation of approval of the Urban Transportation Plan and also forward a resolution outlining concerns expressed by the Commission. Motion passed with Pusley being out of the room and Zamora being absent. Concerns include identifying specific coordinates for the Southloop, inclusion of bike paths on the transportation paln throughout the city, Oso Creek development, coordination of the urban transportation with other plans, regional parks, Oso Creek for drainage issues, funding for creek crossing and consistency of norman clacher. Such concerns should be initiated within one year of the adoption of the Urban Transportation Plan. 29 CITY COUNCIL AGENDA MEMORANDUM PRESENTATION AGENDA ITEM: Update on Texas Department of Transportation's Road Projects. STAFF PRESENTER(S): Name Title/Position Department None OUTSIDE PRESENTER(S): Name Title/Position David Casteel, P.E. District Engineer Organization Texas Department of Transportation ISSUE: TXDOT is constructing numerous projects of great importance to the City, and Council requested that TXDOT provide periodic briefing as to the status of those projects and any upcoming issues. REQUIRED COUNCIL ACTION: None. Additional Background Exhibits (Department Head Signature) 30 CITY COUNCIL AGENDA MEMORANDUM PRESENTATION AGENDA ITEM: (Caption/Title of Presentation as it should appear on the agenda) Presentation by golf course architect Mr. Forrest Richardson on his proposed Master Plan of Improvements and Additions for the Gabe Lozano Golf Center and Oso Beach Municipal Golf Course. STAFF PRESENTER(S): Name Title/Position 1. Dan Whitworth Director 2. Department Park and Recreation OUTSIDE PRESENTER(S): Name Title/Position Or.qanization 1. Forrest Richardson 2. Golf Course Arch itect ISSUE: Presentation of the recommendations from the National Golf Foundation for the two existing municipal courses BACKGROUND: After an initial determination that is was not feasible to finance a new third golf course the City contracted with the National Golf Foundation to develop a master plan for the existing city courses. REQUIRED COUNCIL ACTION: None Additional Background Exhibits (Department Head Signature) 31 ClTY COUNClL AGENDA MEMORANDUM PRESENTATION AGENDA ITEM: (Caption/Title of Presentation as it should appear on the agenda) Housing Programs STAFF PRESENTER(S): Name Title/Position Department 1. Mary Dominguez Director Housing & Community Development OUTSIDE PRESENTER(S): Name Title/Position Orqanization ISSUE: BACKGROUND: REQUIRED COUNCIL ACTION: Additional Background Exhibits (Del~artq~n{ H~ad Sig~ature~ cit of Corpus Christi