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Home My WebLink AboutAgenda Packet City Council - 05/31/2016 Cornus Christi 1201 Leopard Street r Corpus Christi,TX 78401 cctexas.com Meeting Agenda - Final City Council Tuesday,May 31,2016 11:30 AM Council Chambers 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 12:00 p.m., or the end of the Council Meeting, whichever is earlier. Please speak into the microphone located at the podium and state your name and address. Your presentation will be limited to three minutes. If you have a petition or other information pertaining to your subject, please present it to the City Secretary. Si Usted desea dirigirse al Concilio y cree que su ingles es limitado, habra un interprete ingles-espanol en todas las juntas del Concilio para ayudarle. Persons with disabilities who plan to attend this meeting and who may need auxiliary aids or services are requested to contact the City Secretary's office(at 361-826-3105) at least 48 hours in advance so that appropriate arrangements can be made. A. Mayor Nelda Martinez to call the meeting to order. B. Invocation to be given by Dr. Bob Eckert. C. Pledge of Allegiance to the Flag of the United States to be led by Gene Delauro - Building Official, Development Services. D. City Secretary Rebecca Huerta to call the roll of the required Charter Officers. E. Proclamations /Commendations 1. 16-0597 Proclamation declaring June 19, 2016, "151 st Anniversary of the Juneteenth Celebration, the Spirit of Emancipation Days". Swearing-in Ceremony for Newly Appointed Board, Commission and Committee Members. Corpus Christi Page 1 Printed on 5/31/2016 City Council Meeting Agenda-Final May 31,2016 F. PUBLIC COMMENT FROM THE AUDIENCE ON MATTERS NOT SCHEDULED ON THE AGENDA WILL BE HEARD AT APPROXIMATELY 12:00 P.M. PLEASE LIMIT PRESENTATIONS TO THREE MINUTES. 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 choose to speak during this public comment period regarding an item on the agenda, you may do so. You will not be allowed to speak again, however, when the Council is considering the item. If you have a petition or other information pertaining to your subject, please present it to the City Secretary. PLEASE BE ADVISED THAT THE OPEN MEETINGS ACT PROHIBITS THE CITY COUNCIL FROM RESPONDING AND DISCUSSING YOUR COMMENTS AT LENGTH. THE LAW ONLY AUTHORIZES THEM TO DO THE FOLLOWING: 1. MAKE A STATEMENT OF FACTUAL INFORMATION. 2. RECITE AN EXISTING POLICY IN RESPONSE TO THE INQUIRY. 3. ADVISE THE CITIZEN THAT THIS SUBJECT WILL BE PLACED ON AN AGENDA AT A LATER DATE. 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. G. CITY MANAGER'S COMMENTS / UPDATE ON CITY OPERATIONS: a. Discussion regarding discounting customer water bills. b. Other H. MINUTES: 2. 16-0598 Special Meeting of May 23, 2016 and Regular Meeting of May 24, 2016. Attachments: Minutes- May 23, 2016.pdf Minutes- May 24, 2016.pdf I. BOARD &COMMITTEE APPOINTMENTS: (NONE) J. EXPLANATION OF COUNCIL ACTION: For administrative convenience, certain of the agenda items are listed as motions, resolutions, or ordinances. If deemed appropriate, the City Council will use a different method of adoption from the one listed;may finally pass an ordinance by adopting it as an emergency measure rather than a two reading ordinance;or may modify the action specified. 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 Corpus Christi Page 2 Printed on 5/31/2016 City Council Meeting Agenda-Final May 31,2016 reconsideration and action on any reconsidered item. K. CONSENT AGENDA: (ITEMS 3 - 5) NOTICE TO THE PUBLIC: The following items are consent motions, resolutions, and ordinances of a routine or administrative nature. The Council has been furnished with background and support material on each item, and/or it has been discussed at a previous meeting. All items will be acted upon by one vote without being discussed separately unless requested by a Council Member or a citizen, in which event the item or items will immediately be withdrawn for individual consideration in its normal sequence after the items not requiring separate discussion have been acted upon. The remaining items will be adopted by one vote. 3. 16-0476 Engineering Design Services Contract for North Padre Island Beach Access Roads 3A and 2 (Bond 2014, Proposition 2) Motion authorizing the City Manager, or designee, to execute a contract for engineering design services with Govind Development, LLC. of Corpus Christi, Texas in the amount of$73,935.00 for the North Padre Island Beach Access Roads 3A & 2. BOND 2014 Proposition 2. Attachments: Agenda Memo- North Padre Island Beach Access Roads 2 and 3 A Prosect Budget- North Padre Island Location Map- North Beach Access Roads 3A and 2 Bond 2014 Prop Contract- North Padre Island Beach Access Roads Form 1295-North Padre Island Access Roads Presentation - N Padre Beach Access Roads 2 3a Bond 2014 Prop 2 4. 16-0486 Resolution approving the purchase of water testing reagents for the Water Utilities Department and Health Department Resolution finding that competitive bids are not required for a procurement from IDEXX Distribution, Inc., Westbrook, Maine, for the laboratory testing reagent Colilert, and authorizing the City Manager, or designee, to enter into a supply agreement for a not to exceed amount of$135,304.00, of which $45,101.33 is required for the remainder of FY 2015-2016. Funds have been budgeted by the Water Department and Health Department in FY 2015-2016. The term of the agreement shall be for one year with an option to extend for up to two additional one year terms, subject to the approval of the supplier and the City Manager or designee. Attachments: Agenda Memo-Colilert.docx Resolution -Colilert.docx Price Sheet-Colilert.xlsx SupplyAgreement-Colilert.pdf Form 1295-Colilert.pdf 5. 16-0471 Second Reading Ordinance -Alley closure located between Fifteenth Street and Sixteenth Street and from Buford Avenue to Corpus Christi Page 3 Printed on 5/31/2016 City Council Meeting Agenda-Final May 31,2016 Hancock Avenue (1st Reading 5/24/16) Ordinance abandoning and vacating an undeveloped and unsurfaced 5,655-square foot (0.130 acres) portion of a 15-foot wide public right-of-way, as shown and dedicated by Plat of Bay View No. 3, Block 6, a map of which is recorded in Volume A, Page 25, Map Records of Nueces County, Texas, and requiring the owners, Corpus Christi Independent School District, and The Salvation Army, a Georgia Corporation to comply with the specified conditions. Attachments: Agenda Memo-Alley Closure Ordinance-Alley Closure ALL Location Maps-Alley Closure L. EXECUTIVE SESSION: (ITEMS 6 -8) PUBLIC NOTICE is given that the City Council may elect to go into executive session at any time during the meeting in order to discuss any matters listed on the agenda, when authorized by the provisions of the Open Meeting Act, Chapter 551 of the Texas Government Code, and that the City Council specifically expects to go into executive session on the following matters. If the Council elects to go into executive session regarding an agenda item, the section or sections of the Open Meetings Act authorizing the executive session will be publicly announced by the presiding officer. The City Council may deliberate and take action in open session on any issue that may be discussed in executive session. The description of an item in "Executive Sessions" constitutes the written interpretation by the City Attorney of Chapter 551 of the Texas Government Code and his determination that said item may be legally discussed in Closed Meeting in compliance with Chapter 551 the Texas Government Code. 6. 16-0601 Executive session pursuant to Texas Government Code § 551.071 for consultation with attorneys regarding collective bargaining matters, (including litigation) between the City of Corpus Christi and the Corpus Christi Firefighters Association. 7. 16-0603 Executive Session pursuant to Texas Government Code §551.071 for consultation with attorneys regarding legal matters involving the U.S. Environmental Protection Agency - Department of Justice concerns relating to sanitary sewer overflows and the City's wastewater treatment system. 8. 16-0619 Executive Session pursuant to Texas Government Code § 551.074 (Personnel Matters) to discuss the appointment, employment, and duties of public officers or employees, including, but not limited to, the position of the City Manager. M. PUBLIC HEARINGS: (NONE) N. REGULAR AGENDA: (ITEMS 9 - 11) The following items are motions, resolutions and ordinances that will be considered and voted on individually. 9. 16-0620 Discussion and possible action regarding possible scope for third Corpus Christi Page 4 Printed on 5/31/2016 City Council Meeting Agenda-Final May 31,2016 party investigation related to the past three boil water notices. Attachments: Agenda Memo- Proposed scope for boil water notices Proposed scope for investigation related to boil water notices 10. 16-0560 Resolution approving extension of Temporary Staffing Services Agreements Resolution ratifying one year contract extensions effective as of May 15, 2016, and authorizing the City Manager or designee to execute one year extensions to the service agreements with Unique Employment Services, Advance'd Temporaries, Inc., JAT Partners, LLC dba Remedy Intelligent Staffing, and Express Employment Professionals to continue the provision of temporary staffing services for a total expenditure not to exceed $9,057,000 of which approximately $3,773,750 is required for the remainder of the fiscal year. Attachments: Agenda Memo-Temporary Staffing Services.docx Resolution -Temporary Staffing Services.docx Presentation -Temporary Staffing Services SA12-061 Extension III -Temporary Staffing Services Unique Form 1295-Signed SA12-063 Extension III -Temporary Staffing Services Advance'd Form 1295-Signed SA12-064 Extension III -Temporary Staffing Services Remedy Staffing Form 1295-Signed SA12-065 Extension III -Temporary Staffing Services Express Form 1295-Signed 11. 16-0521 Approving the purchase of a water truck for Parks and Recreation beach services Motion approving the purchase of a 4,000 gallon water truck from Rush Truck Centers of Texas, L.P. of Houston, Texas, for a total cost of $125,406.00. The award is based on the cooperative purchasing agreement with the Houston-Galveston Area Council (H-GAC). Funding is available in the General Fund FY 2015-2016. Attachments: Agenda Memo-4,000 Gallon Water Truck.docx Price Sheet-4,000 Gallon Water Truck.xlsx O. FIRST READING ORDINANCES: (NONE) P. FUTURE AGENDA ITEMS: (ITEMS 12 - 16) The following items are for Council's informational purposes only. No action will be taken and no public comment will be solicited. 12. 16-0550 Contract amendments to Mind Exercise Nutrition Do it (MEND) Corpus Christi Page 5 Printed on 5/31/2016 City Council Meeting Agenda-Final May 31,2016 Childhood Obesity Program Service Agreements Motion authorizing the Director of the Public Health District or designee to execute contract amendments with Advanced Cheer Athletics LLC; Apex Personal Training and Nutrition; Benavides Fitness, LLC; and Twisted Cheer Company to provide additional services and funding pursuant to existing MEND Childhood Obesity Program service agreements for a total expenditure not to exceed $770,000. Funds have been budgeted by Corpus Christi-Nueces County Public Health District (CCNCPHD) in the 1115 Transformation Waiver Fund. Advanced Cheer Apex Personal Training and Athletics, LLC Nutrition, LLC 6801 Weber Road 4117 South Staples Suite 260 Corpus Christi, Texas Corpus Christi, Texas $250,000 $150,000 Benavides Fitness, LLC Twisted Cheer Company 1504 Redbird Drive 3010 Old Kingsville Road Rockport, Texas Alice, Texas $170,000 $200,000 Attachments: Agenda Memo-Amendment No. 1 MEND Childhood Obesity Program Service Amendment No 1. -Advanced Cheer and Athletics.pdf Form 1295 Advanced Cheer and Athletics.pdf Amendment No 1. -Apex Personal Training and Nutrition.pdf Form 1295 Apex Personal Training and Nutrition.pdf Amendment No 1. - Benavides Fitness .pdf Form 1295 Benavides Fitness .pdf Amendment No 1. -Twisted Cheer Company pdf Form 1295 Twisted Cheer Company .pdf 13. 16-0569 Construction contract for Collier Pool Renovation Rebid- Part B (Restroom and Office Building) (Bond 2012 Proposition 4 -Aquatic Facilities) Motion authorizing the City Manager, or designee, to execute a construction contract with Cruz Maintenance & Construction, Inc. of Corpus Christi, Texas in the amount of$598,874 for the Collier Pool Renovations Rebid - Part B (Restroom and Office Building) project for replacement of the existing building. (Bond 2012 Proposition 4 - Aquatic Facilities) Corpus Christi Page 6 Printed on 5/31/2016 City Council Meeting Agenda-Final May 31,2016 Attachments: Agenda Memo-Collier Pool (Package B) Project Budget Collier Pool Part B Location Map Collier PoohDdf Presentation Collier Pool Form 1295-Collier Pool Package B-Cruz Maintenance &Construction.pdf 14. 16-0591 Construction contract for Street Preventative Maintenance Program - Seal Coats Motion authorizing the City Manager or designee, to execute a construction contract with J. Carroll Weaver, Inc. of Sinton, Texas in the amount of$1,987,973.61 each for bid Part 1, Part 2 & Part 3, for a total fee of$5,963,920.83 for the Street Preventative Maintenance Program 2015 (Year 2) Remaining and 2016 (Year 3) Seal Coat project. Attachments: Agenda Memo-Seal Coat Project Budget-Seal Coat Location Map SPMP Form 1295 J Carroll Weaver Presentation SPMP 15. 16-0477 Construction contract for Whitecap Wastewater Treatment Plant Ultra-Violet System Upgrade Motion authorizing the City Manager or designee to execute a construction contract with J.S. Haren Company of Athens, Tennessee in the amount of$5,266,997.75 for the Whitecap Wastewater Treatment Plant Ultra-Violet System Upgrade for the Base Bid. Attachments: Agenda Memo-Whitecap WWTP Project Budget-Whitecap WWTP Location Map-Whitecap WWTP Presentation -Whitecap WWTP Form 1295-Whitecap WWTP 16. 16-0481 External audit Firm Service Agreement Motion authorizing the City Manager or his designee to execute a service agreement with Padgett Stratemann & Co. L.L.P. ("PS&Co.") of San Antonio, Texas, to provide professional auditing services for a total contract value of$601,000, inclusive of an allowance of$36,000 for bond examination reports/statements and comfort letters that may be requested by the City during the term of this Agreement in accordance with Request for Qualifications No 66. The agreement is established for a three year period, subject to the approval of the City Manager or designee and the contractor. Corpus Christi Page 7 Printed on 5/31/2016 City Council Meeting Agenda-Final May 31,2016 Attachments: Agenda Memo-External Audit Firm Service Agreement Service Agreement-Auditing Services.pdf Form 1295-External Audit Firm Services Q. BRIEFINGS: (ITEM 17) Briefing information will be provided to the City Council during the Council meeting. Briefings are for Council information only. Council may give direction to the City Manager, but no other action will be taken and no public comment will be solicited. 17. 16-0527 Discovery -Carport Regulations Attachments: Agenda Memo-Carports Final.docx Presentation-Carports Phase 1.pptx R. ADJOURNMENT Corpus Christi Page 8 Printed on 5/31/2016 CorCorpus Christi 1201 Leopard Street F' Corpus Christi,TX 78401 r& cctexas.com Meeting Minutes City Council Monday, May 23,2016 11:30 AM Council Chambers SPECIAL CITY COUNCIL MEETING Public Notice - - THE USE OF CELLULAR PHONES AND SOUND ACTIVATED PAGERS ARE PROHIBITED IN THE CITY COUNCIL CHAMBERS DURING MEETINGS OF THE CITY COUNCIL. A. Mayor Nelda Martinez to call the meeting to order. Mayor Martinez called the meeting to order. B. Invocation to be given by Deacon Michael Mantz, Diocese of Corpus Christi. Deacon Michael Mantz gave the invocation. C. Pledge of Allegiance to the Flag of the United States to be led by Elizabeth Hardin, Mayor's Chief of Staff. The Mayor's Chief of Staff Elizabeth Hardin led the Pledge of Allegiance. D. City Secretary Rebecca Huerta to call the roll of the required Charter Officers. City Secretary Rebecca Huerta called the roll and verified that a quorum of the City Council and the required Charter Officers were present to conduct the meeting. Charter Officers: Acting City Manager Margie C. Rose, City Attorney Miles K. Risley, and City Secretary Rebecca Huerta. Present: 9- Mayor Nelda Marti nez,Council Member Rudy Garza,Council Member Michael Hunter,Council Member Chad Magill,Council Member Colleen Mclntyre,Council Member Lucy Rubio,Council Member Brian Rosas,Council Member Mark Scott, and Council Member Carolyn Vaughn E. REGULAR AGENDA: 1. Discussion and consideration with possible action regarding a staff update on the Short Term Action Plan regarding water quality issues. Mayor Martinez referred to Item 1. Assistant City Manager Mark Van Vleck stated that the purpose of this item is to provide an update on the short-term Corpus Christi Page 1 Printed on 5/26/2016 City Council Meeting Minutes May 23,2016 action plan regarding water quality issues. Assistant City Manager Van Vleck stated that the City has contracted with the team of LNV Inc. and Hazen to assist in the development of this plan. Assistant City Manager Van Vleck stated that the members of the team were available to provide their technical expertise and answer questions. Assistant City Manager Van Vleck explained that the City has taken action to convert to the alternate disinfectant,free chlorine. Over the next 60 days,the team will: 1) begin a systematic root cause analysis for each of the sites that were starting to see lower chlorine residuals and 2) develop short-and long-term action plans for the following areas:source water quality;treatment; the distribution system design; and the operations and maintenance of the distribution system. Assistant City Manager Van Vleck presented the following information: a map of the water distribution system; the points raised in each of the areas; and an explanation of the sampling for testing purposes. 2. Discussion and consideration with possible action regarding a staff update on Water Quality: Our Present Status. Mayor Martinez referred to Item 2. Assistant City Manager Mark Van Vleck stated that the purpose of this item is to provide an update on the present status of the City's water quality.Assistant City Manager Van Vleck stated that staff has been posting maps depicting the progression of free chlorine through the water distribution system. The treatment is moving slower than anticipated. It is expected to be through the entire water distribution system by the end of the day tomorrow which is necessary for the water boil notice to be lifted. In response to Mayor Martinez,Assistant City Manager Van Vleck provided an overview of the free chlorine distribution through the water system. Dan Leyendecker, President of LNV Inc., introduced the team of water consultants who responded to questions throughout the meeting: Dr. Bill Becker and Dr. Ben Stanford. Susan Clewis and Melanie Edwards with the Texas Commission on Environmental Quality(TCEQ)were present and responded to City Council's questions. Mayor Martinez called for comments from the public. Susie Luna Saldana, 4710 Hakel, expressed frustration with the three water boil advisories this year and asked why the problems with the water system have not been addressed. Jack Gordy, 4118 Bray,spoke regarding City staff being aware of the water issue prior to informing the public and stated that changes should be made in the Water Department. Acting City Manager Margie Rose addressed the issues surrounding the three water boil notices that have occurred over the last 10 months and the steps she is taking to reach out to water industry associations to help the City of Corpus Christi evaluate, manage and treat the public water supply system. Acting City Manager Rose stated that the water system is being treated as a top priority. Council members spoke regarding the following topics:the entry point for the free chlorine treatment;the start of the free chlorine conversion; how long the alternate disinfection takes to travel through the water system;structural design flaws which may attribute to the free chlorine flow moving at a slower pace;the recent rains being a factor;the plan presented in 2007 to implement an elevated water tank system,the reasons that project was not completed and the current status on the project;the reason for closing valves to redirect Corpus Christi Page 2 Printed on 5/26/2016 City Council Meeting Minutes May 23,2016 water; concern that E. coli could be detected after flushing the system or the free chlorine conversion has occurred; providing information on the capital improvement program from 2007; low chlorine residuals being the reason for the water boil notice;the pain and suffering the water boil notice has caused citizens; a timeline to bring to City Council procedures to implement, prioritize, and fund recommendations;why the 2007 recommendations were never implemented;the starting date for the water boil;whether the City had enough chemicals on-site;whether there was an area in the City that was having problems 2 to 3 weeks prior to the water boil notice; when staff identifies a site as a problem;the City of Corpus Christi,state and federal minimum standards for chlorine residual;the low chloramine levels in the Glenmore area; whether residents in the Glenmore area were made aware of the low chloramine levels; the reason the Water Department and TCEQ would receive different readings from water samples; TCEQ's chloramine reading in the Glenmore area;the four other Texas cities that have had lower chloramine levels than Corpus Christi that were not placed on a water boil alert; direction from TCEQ to inform staff of the levels the City should be looking for to prevent a water boil advisory;the number of sites with declining chlorine residual readings that the TCEQ tested that were lower than .5;the TCEQ requirement that if the City had more than 5% of readings coming in at below.5 for a two-month period, the City is required to post a non-acute message to residents that the City's chloramine levels are too low;the TCEQ's regulations for mandatory and discretionary water boil orders;the data in the Quetzal area and the reason that the free chlorine conversion would not have fixed the situation and may have hindered findings;the reason that TCEQ ordered a city-wide water boil when certain areas were not affected; how often the Water Department performs water sampling; TCEQ's evaluation of Padre Island since it is on a separate water line;why TCEQ will not release the city-wide boil notice when free chlorine has progressed through portions of the City;whether the prior water boil notices were a factor in TCEQ's decision for a city-wide water boil notice; and creation of an ad hoc committee or the assembling of a group of experts to address water issues and best practices. Susan Clewis with TCEQ stated that the agency ordered the water boil notice because the entire water distribution system as a whole was not stable. The City's prior water boil notices were not a factor. 3. Discussion and consideration with possible action regarding an update on the meeting with Texas Commission on Environmental Quality (TCEQ) related to the boil water notice. Mayor Martinez referred to Item 3, an update on the meeting with Texas Commission on Environmental Quality(TCEQ) related to the boil water notice. Mayor Martinez spoke regarding the discussions with TCEQ on the City's linear design of the water distribution system and the possibility this design allowing for a boil-water notice to be issued only to affected areas of the city, instead of the entire city. Acting City Manager Margie Rose reported on the issues discussed at the meeting:the goal to review if there can be an exception during a water boil advisory to allow for a boil-water notice to be issued to only affected areas instead of the entire city;should TCEQ report to the City that there is nothing in the regulations that would allow such an exception, it would be helpful for TCEQ's regional leadership to assist with other options;the reasons for not having the ability to isolate portions of the City's water distribution system; improved communication between staff and TCEQ on data, measures being taken, and taking advantage of TCEQ resources to Corpus Christi Page 3 Printed on 5/26/2016 City Council Meeting Minutes May 23,2016 provide technical assistance. Susan Clewis, TCEQ, reported that the City has provided excellent data and applauded those improvements. Ms. Clewis said there is an open investigation which prohibits her from discussing specifics at this time. However, TCEQ is willing to work with the City and open up the channels of communication to provide technical assistance to help resolve the problem. Mayor Martinez called for comments from the public.Abel Alonzo, 1701 Thames,stated that based on today's discussion he understood that at no time were citizens' health in jeopardy and the City did not have the ability to isolate the water boil notice to one area. Mr.Alonzo talked about the challenges with the infrastructure and making improvements to do what is best for the community. Carolyn Moon,4902 Calvin and on behalf of Bay Area Smart Growth,said the solution to sustainability is for the City to quit spreading out its boundaries. Shirley Thornton, 1917 Wood Crest,spoke regarding communication problems and holding people accountable for the job they were hired to do. Gloria Scott,4422 S. Alameda,spoke regarding the history of the water problems in the City and encouraged the City Council to get accurate, appropriate and complete reports to the public. Isabel Araiza, 326 Poenish,stated that government officials should look out for the public good and good quality water is a right of the citizens, not a privilege. Lee Hassman, 3105 Santa Cruz,thanked the City Council for protecting citizens and the environment. Mr. Hassman asked questions regarding the difference between hard and soft water. John Stafford, 5530 Fox Run,spoke regarding:the water boil ordered for the entire city instead of being localized; the use of automatic testing as opposed to manual testing; and the City having a better response to the water situation.Jose Villarreal, 3100 Santa Fe,spoke regarding the following: providing a discount to residents on water bills;short-and long-term solutions to infrastructure needs; health concerns relating to the water boil requirement; and the need for the City to provide free bottled water to residents while the boil-water notice is in effect.John Kelley, 3621 Austin, spoke regarding the problems with infrastructure; holding leadership accountable; and delayed provision of information to the public. Cinia Clarich Montoya,4721 Woodridge,expressed concern for the elderly during the water boil notice and advised the council and the public of a company that was willing to come in and deliver truck loads of potable water to the community. Ms. Montoya asked that if the water boil does not get lifted by Tuesday,the City have a better system in place for emergency purposes.Jason Meran, 4409 Bluefield, asked that the City be as transparent as possible and inform the public of what happened and the process moving forward. Ivan Siverand, 754 N. Wirt, spoke regarding a device that could filter water, making it safe to drink. Acting City Manager Rose provided an updated on the water boil advisory. Acting City Manager Rose referred to the map of the progression of the free chlorine areas in the water distribution system. The goal is to have the free chlorine move throughout the entire city in order to consider the lifting of the water boil advisory. There continues to be no E. coli in the water system and the samples are free of bacteria. Mayor Martinez returned to comments from the public. Dorothy Pena, 5906 Cinnamon Oaks, asked why she was unable to access water from commercial reverse osmosis machines during the water boil. Ms. Pena stated that if trust is broken with city leadership,the community will have to band together to come Corpus Christi Page 4 Printed on 5/26/2016 City Council Meeting Minutes May 23,2016 up with a solution. Paul Hickey,2926 Irma, said transparency is a key issue and if a bond issue is needed to repair infrastructure, it should be explained thoroughly to the taxpayers and be timely completed. Kevin Schuster, 319 Meldo Park Drive,spoke regarding the need for citizens to act as a community and take responsibility to help keep the water system clean and get educated on the situation. Michael Gunning, 738 Crestview,thanked the City Council, staff and outside experts for looking for solutions to the water boil problems and suggested that the City Council use the capital improvement program as a tool to work for the City. Bob Bowcock,405 N. Indian Hill, Claremont, California,stated that the City's consulting engineering and staff are the best team in the country to address this issue. Mr. Bowcock stated that the City's hydrologic model is probably in the top 5% in the country. Mr. Bowcock spoke regarding the chlorine system burnout and hopes the City uses the practice of the chlorine system conversion and never turns the ammonia back on. Mr. Bowcock said that the City is on the right track by making the improvements associated with the capital improvement program, developing plans relating to the quality and treatment of source water, and improvements to the water distribution system. Larry White, 5506 Sentry,spoke regarding chloramines and disinfection. Council members spoke regarding the following topics:whether the public was in any danger;the average timeframe for capital improvement projects; consideration to add larger lines in older areas of the City to help the progression of free chlorine through the system; prioritizing capital improvement projects that are critical for health and safety; creation of an ad hoc committee or group of water experts;whether the national attention from Erin Brockovich was a factor in the TCEQ requiring a water boil notice; communication with the TCEQ officials from Austin and the Texas Optimization Program (TOP);feedback from the internal investigation and TCEQ's investigation; measures that can be taken to improve responses;the sampling procedures;the causes for ordering water boil notices; whether at any point since March 1st there have been readings for total chloroform or E. coli; receiving firmer requirements from TCEQ; the new Environmental Protection Agency(EPA) regulations for chloroforms; concern relating to asbestos cement pipes in the system; testing not being conducted from hydrants;the ordinance addressing the looping of lines; the severity of the water boil; improvements to the capital improvement projects process;the nitrification plan; consideration to log in the status of valves in Maximo software; improved communication to the public; a future discussion on the Water Fund balance; improvements to the water system; and utility bond capacity; hurricane plan communication;the difference between chlorine and chloramine; accountability;the sale of water to outside customers; and a financial discussion relating to the disenfection process moving forward. Dan Leyendecker stated that the City Council will get a report on the possible short-term solutions by next week. The report will be presented to the City Council at its June 14,2016 meeting. F. ADJOURNMENT The meeting was adjourned at 3:20 p.m. Corpus Christi Page 5 Printed on 5/26/2016 Cornus Christi 1201 Leopard Street F' Corpus Christi,TX 78401 y cctexas.com Meeting Minutes City Council Tuesday, May 24,2016 11:30 AM Council Chambers Public Notice - - THE USE OF CELLULAR PHONES AND SOUND ACTIVATED PAGERS ARE PROHIBITED IN THE CITY COUNCIL CHAMBERS DURING MEETINGS OF THE CITY COUNCIL. A. Mayor Nelda Martinez to call the meeting to order. Mayor Martinez called the meeting to order at 11:33 a.m. B. Invocation to be given by Dorothy Dundas, Texas Apostolic Prayer Network. Dorothy Dundas gave the invocation. C. Pledge of Allegiance to the Flag of the United States to be led by Rudy Bentancourt, Director of Housing & Community Development. Director of Housing &Community Development Rudy Bentancourt led the Pledge of Allegiance. D. City Secretary Rebecca Huerta to call the roll of the required Charter Officers. City Secretary Rebecca Huerta called the roll and verified that a quorum of the City Council and the required Charter Officers were present to conduct the meeting. Charter Officers: Acting City Manager Margie Rose, City Attorney Miles K. Risley, and City Secretary Rebecca Huerta. Present: 9- Mayor Nelda Marti nez,Council Member Rudy Garza,Council Member Michael Hunter,Council Member Chad Magill,Council Member Colleen Mclntyre,Council Member Lucy Rubio,Council Member Brian Rosas,Council Member Mark Scott, and Council Member Carolyn Vaughn E. Proclamations /Commendations 1. Proclamation declaring May 25, 2016, "Inspire Magazine Day". Commendation to the Convention and Visitors Bureau and the Quintanilla Family for"Fiesta de la Flor". Mayor Martinez presented the Proclamation and Commendation. G. CITY MANAGER'S COMMENTS / UPDATE ON CITY OPERATIONS: Corpus Christi Page 1 Printed on 5/26/2016 City Council Meeting Minutes May 24,2016 Mayor Martinez referred to City Manager's comments. a. OTHER 1)At the request of Acting City Manager Rose,Assistant City Manager Mark Van Vleck provided an update on the boil-water notice in which he discussed the following topics: chlorine levels are expected to reach the required level later today; and the City will remain under the boil-water notice until the bacteriological samples pass. In response to a council member asking for clarification,Assistant City Manager Van Vleck said the results of the testing are available 18 hours after the samples are drawn. 2)At the request of Acting City Manager Rose, Police Chief Mike Markle and Captain Christopher White provided an update regarding mosquito control in which they stated: the City implemented its response plan last Friday; control efforts were initiated in Flour Bluff first;the crews are working extended hours and are expected to cover the entire city by this Friday and,should it be necessary, will continue into the weekend to finish; provided clarification regarding the two species of mosquito that are of concern, one of which carries the Zika Virus,the other of which carries the West Nile Virus;that the City is currently dosing standing water;the benefits and drawbacks of spraying and larvaciding;that mosquito counts are being taken daily; live samples are collected and sent to Austin for testing; that Flour Bluff was chosen as the starting point due to it having the highest mosquito counts. In response to clarification questions from council members, Chief Markle and Captain White gave tips on how to protect one's self from mosquitos; and provided the number of mosquito treatment machines being used. Council Members provided the following additional clarifications: that the current proactive approach is good and cooperation and communication with the media and the public is important; and a suggestion was made that staff start in Calallen and Flour Bluff and meet in the middle. 3) Acting City Manager Rose announced that: the City's Emergency Operations Center team will be handing out hurricane preparedness information today,from 10:00 a.m. to 3:00 p.m. in the City Hall Atrium and that a ribbon cutting ceremony for the 118 new boat slips at the Corpus Christi Marina will take place at the Cooper's Alley L-Head at 5:00 p.m. on Thursday, May 26,2016. H. MINUTES: 2. Regular Meeting of May 17, 2016. Mayor Martinez referred to approval of the minutes. Council Member Garza made a motion to approve the minutes,seconded by Council Member Magill and passed unanimously. I. BOARD &COMMITTEE APPOINTMENTS: 3. Commission on Children and Youth Mayor's Fitness Council Mayor Martinez referred to board and committee appointments. The following Corpus Christi Page 2 Printed on 5/26/2016 City Council Meeting Minutes May 24,2016 board and committee appointments were made: Commission on Children and Youth Mayor Martinez made a motion to appoint Abel Alonzo(At-Large),seconded by Council Member Colleen McIntyre and passed unanimously. Council Member Member McIntyre made a motion to appoint Melissa Hofstetter (Health &Human Services),seconded by Council Member Magill and passed unanimously. Council Member McIntyre made a motion to appoint Jonathan I. Gain (Education),seconded by Council Member Magill and passed unanimously. Council Member Magill nominated Gilbert Z. Trevino(Youth Representative). Council Member McIntyre nominated Zoya S. Surani (Youth Representative). Gilbert Z. Trevino(Youth Representative)was appointed with Council Members Rosas, Hunter, Magill, Garza, Rubio and Vaughn voting for Gilbert Z. Trevino and Council Members Martinez, Scott and McIntyre voting for Zoya S. Surani. Mayor's Fitness Council Mayor Martinez made a motion to re-appoint Jaqueline Hamilton (Senior Initiatives)and Ana Paez(Health/Medical Professional),seconded by Council Member Magill and passed unanimously. Mayor Martinez made a motion to appoint Stephen C. McMains (At-Large), Kristina I. Mata(Community Outreach) and Richard Torres (Youth Initiatives), seconded by Council Member Magill and passed unanimously. J. EXPLANATION OF COUNCIL ACTION: K. CONSENT AGENDA: (ITEMS 4 - 19) Approval of the Consent Agenda Mayor Martinez referred to the Consent Agenda. There were no comments from the Council or the public. A council member asked that Item 7 be pulled for individual consideration. A motion was made by Council Member Garza, seconded by Council Member Magill, to approve the Consent Agenda. The consent agenda items were approved by one vote as follows: Aye: 9- Mayor Martinez, Council Member Garza, Council Member Hunter, Council Member Magill, Council Member McIntyre, Council Member Rubio, Council Member Rosas, Council Member Scott and Council Member Vaughn Abstained: 0 4. Resolution authorizing 3 Interlocal Agreements with local school districts to provide bus transportation for 2016 summer programs Corpus Christi Page 3 Printed on 5/26/2016 City Council Meeting Minutes May 24,2016 Resolution authorizing the City Manager or designee to execute separate multi-year Interlocal Agreements with the Calallen Independent School District, the Corpus Christi Independent School District and the Flour Bluff Independent School District, to provide transportation services for summer youth recreation programs. This Resolution was passed on the Consent Agenda. Enactment No: 030856 5. Resolution authorizing request for beach cleaning and maintenance funding from Texas General Land Office for FY 2016-17 Resolution authorizing the City Manager or designee to execute all documents necessary to request continued financial assistance for beach cleaning and maintenance on North Padre Island and Mustang Island during FY 2016-2017 under the Texas General Land Office's Beach Cleaning and Maintenance Assistance Program. This Resolution was passed on the Consent Agenda. Enactment No: 030857 6. Construction contract for Community Park Development and Improvements - Parker Park (Bond 2012) Motion authorizing the City Manager, or designee, to execute a construction contract with Ram-Bro Construction of Robstown, Texas in the amount of$363,559.50 for the Community Park Development and Improvements - Parker Park project for the base bid only for improvements to the existing park. (Bond 2012, Proposition 4). This Motion was passed on the Consent Agenda. Enactment No: M2016-051 8. Engineering construction contract for the Greenwood Wastewater Treatment Plant Emissions and Odor Control Improvements Motion authorizing the City Manager or designee to execute a construction contract with J.S. Haren Company of Athens, Tennessee in the amount of$207,000 for the Greenwood Wastewater Treatment Plant Emissions & Odor Control Improvements project for the Base Bid. This Motion was passed on the Consent Agenda. Enactment No: M2016-053 9. Service Agreement for Tire Disposal Service Corpus Christi Page 4 Printed on 5/26/2016 City Council Meeting Minutes May 24,2016 Motion approving a service agreement with Texas Land Reclamation LLC, dba UTW Tire Collection Services, Donna, Texas, for Used Tire Disposal Service in accordance with Bid Event No. 85, based on lowest responsive, responsible bid for an estimated annual expenditure of$112,134.00, of which $37,378.00 is required for the remainder of FY 2015-2016. The term of the contract will be for twelve months with options to extend for up to two additional twelve-month periods, subject to the approval of the Contractor and the City Manager or designee. Funds have been budgeted by the Fleet Maintenance Services and Solid Waste Departments in FY 2015-2016. This Motion was passed on the Consent Agenda. Enactment No: M2016-054 10. Service Agreement for Security Guard and Bailiff Services for Municipal Court Resolution finding the lowest responsive responsible bidder for commissioned security guard and bailiff services in response to Bid Event No. 95; awarding a service agreement to Deacon 10, LLC, of Euclid, Ohio, dba Premier Protective Services; and authorizing the City Manager or designee to execute a service agreement with the lowest responsible bidder for commissioned security guard and bailiff services. This Resolution was passed on the Consent Agenda. Enactment No: 030858 11. Resolution to intervene in AEP's filing at the Public Utility Commission for a Distribution Cost Recovery Factor Resolution of the City of Corpus Christi, Texas to authorize intervention in the Public Utility Commission of Texas Docket No. 45787 regarding AEP Texas Central Company's application for approval of a distribution cost recovery factor to increase distribution rates within the city; finding that the city's reasonable rate case expenses shall be reimbursed by the company; finding that the meeting at which this resolution is passed is open to the public as required by law; requiring notice of this resolution to the company and legal counsel. This Resolution was passed on the Consent Agenda. Enactment No: 030859 12. Resolution supporting the approval of bonds and a project relative to Texas A&M University-Corpus Christi Corpus Christi Page 5 Printed on 5/26/2016 City Council Meeting Minutes May 24,2016 Resolution of the City Council of the City of Corpus Christi, Texas, authorizing the Mayor to approve the issuance of(1) The New Hope Cultural Education Facilities Finance Corporation Student Housing Revenue Bonds (CHF - Collegiate Housing Island Campus, L.L.C. - Texas A&M University - Corpus Christi Island Campus Project) Series 2016A and to approve the project to be acquired with the proceeds of such Bonds, and (11) The New Hope Cultural Education Facilities Finance Corporation Student Housing Revenue Bonds (CHF - Collegiate Housing Corpus Christi 11, L.L.C. - Texas A&M University-Corpus Christi Project) Series 2016A and to approve the project to be acquired with the proceeds of such Bonds This Resolution was passed on the Consent Agenda. Enactment No: 030860 13. Second Reading Ordinance - Proposed Amendment to MobilityCC by adopting the Corpus Christi Metropolitan Planning Organization Strategic Plan for Active Mobility, Phase 1: Bicycle Mobility Plan (1st Reading 5/17/16) Ordinance amending MobilityCC, a transportation element of the Comprehensive Plan of the City of Corpus Christi, by adopting the Corpus Christi Metropolitan Planning Organization (CCMPO) Strategic Plan for Active Mobility, Phase 1: Bicycle Mobility Plan; providing for severance; providing for a repealer clause; and providing for publication. This Ordinance was passed on second reading on the Consent Agenda. Enactment No: 030861 14. Second Reading Ordinance - Rezoning property located at 1802 - 1820 Buford Street (1st Reading 5/17/16) Case No. 0416-02 The Salvation Army: A change of zoning from the "RS-6" Single-Family 6 District to the "CG-1/SP" General Commercial District with a Special Permit for a social service use. The property is described as being a 2.42 acre tract of land, being all of Lots 1-16, Block 6 and a 15 foot wide alley, Bay View No. 3, located between Hancock Avenue and Buford Avenue and between 16th Street and 15th Street. Planning Commission and Staff Recommendation (April 20. 2016): Denial of the change of zoning from the "RS-6" Single-Family 6 District to the "CG-1/SP" General Commercial District with a Special Permit and, in lieu thereof, approval of the "RS-6/SP" Single-Family 6 District with a Special Permit subject to nine conditions. Corpus Christi Page 6 Printed on 5/26/2016 City Council Meeting Minutes May 24,2016 Ordinance: Ordinance amending the Unified Development Code ("UDC'), upon application by The Salvation Army ("Owner"), by changing the UDC Zoning Map in reference to a 2.42 acre tract of land, being all of Lots 1-16, Block 6 and a 15 foot wide alley, Bay View No. 3, from the "RS-6" Single-Family 6 District to the "RS-6/SP" Single-Family 6 District with a Special Permit for a social service use; amending the Comprehensive Plan to account for any deviations; and providing for a repealer clause and publication. This Ordinance was passed on second reading on the Consent Agenda. Enactment No: 030862 15. Second Reading Ordinance - Rezoning property located at 22 - 26 and 34 -37 N. Country Club Drive, and 39, 41, 42, and 56 Country Club Drive (1st Reading 5/17/16) Case No. 0416-03 Magellan Terminals Holdings, LP: A change of zoning from the "RS-6" Single-Family 6 District, "ON" Office District and "RM-1" Multifamily 1 District to the "IL" Light Industrial District. The property is described as Lots 22-26, 34-42 and 55-56, Country Club Place, located on the north side of Interstate Highway 37, between Up River Road and Poth Lane. Planning Commission and Staff Recommendation (April 20, 2016): Approval of the change of zoning from the "RS-6" Single-Family 6 District, "ON" Office District and "RM-1" Multifamily 1 District to the "IL" Light Industrial District. Ordinance: Ordinance amending the Unified Development Code ("UDC'), upon application by Magellan Terminals Holdings, LP ("Owner"), by changing the UDC Zoning Map in reference to Lots 22-26, 34-42 and 55-56, Country Club Place, from the "RS-6" Single-Family 6 District, "ON" Office District and "RM-1" Multifamily 1 District to the "I L" Light Industrial District; amending the Comprehensive Plan to account for any deviations; and providing for a repealer clause and publication. This Ordinance was passed on second reading on the Consent Agenda. Enactment No: 030863 16. Second Reading Ordinance - Rezoning property located at 14102 Ambrosia Street (1st Reading 5/17/16) (3/4 vote required) Case No. 0316-06 Yun W. Hwang: A change of zoning from the "RM-3" Multifamily 3 District to the "RS-TH/PUD" Townhouse District Corpus Christi Page 7 Printed on 5/26/2016 City Council Meeting Minutes May 24,2016 with a Planned Unit Development Overlay. The property is described as Lot 1-B, Block 1, Padre Island No. 1, together with that portion of Estrada Drive (now closed), adjacent to said Lot 1-B, Block 1, Padre Island No. 1, located on the north side of Ambrosia Street between Scallop Street and Indigo Street. Planning Commission and Staff Recommendation (April 20, 2016): Approval of the change of zoning from "RM-3" Multifamily 3 District to the "RS-TH/PUD" Townhouse District with a Planned Unit Development Overlay subject to nine conditions. Ordinance: Ordinance amending the Unified Development Code ("UDC'), upon application by Yun W. Hwang ("Owner"), by changing the UDC Zoning Map in reference to Lot 1-B, Block 1, Padre Island No. 1, together with that portion of Estrada Drive (now closed), adjacent to said Lot 1-B, Block 1, Padre Island No. 1, from the "RM-3" Multifamily 3 District to the "RS-TH/PUD" Townhouse District with a Planned Unit Development Overlay; amending the Comprehensive Plan to account for any deviations; and providing for a repealer clause and publication. This Ordinance was passed on second reading on the Consent Agenda. Enactment No: 030864 17. Second Reading Ordinance -Accepting and appropriating additional Federal grant funds for the Houston High Intensity Drug Trafficking Area (HIDTA) (1st Reading 5/17/16) Ordinance authorizing the City Manager or designee to execute all documents necessary to accept additional grant funding in the amount of$9,100.65 from the Executive Office of the President, Office of National Drug Control Policy, to support the Police Departments role in the Texas Coastal Corridor Initiative in the Houston High Intensity Drug Trafficking Area (HIDTA); and appropriating the $9,100.65 in the No. 1061 Police Grants Fund. This Ordinance was passed on second reading on the Consent Agenda. Enactment No: 030865 18. Second Reading Ordinance -Abandoning and vacating an existing blanket pipeline easement, located at the northeast corner of Staples Street and Wooldridge Drive (1st Reading 5/17/16) Ordinance abandoning and vacating of an existing blanket easement, located at Lokey Subdivision, Block 16D, Lot 5 that was recorded at Nueces County Deed Records Vol. 269 pages 249-250 and located Corpus Christi Page 8 Printed on 5/26/2016 City Council Meeting Minutes May 24,2016 north of Wooldridge Drive, and west of the South Staples Street public street right-of-way; and requiring the owner of the lot, Brimhall Enterprises, Inc., to comply with the specified conditions. This Ordinance was passed on second reading on the Consent Agenda. Enactment No: 030866 19. Second Reading Ordinance -Approving agreement and appropriating funds for the construction of a sanitary sewer trunk line, force main and lift station located on the southeast corner of South Padre Island Drive and Old Brownsville Road (1st Reading 5/17/16) Ordinance authorizing city manager or designee to execute a sanitary sewer trunk line, force main and lift station construction and reimbursement agreement ("Agreement") with Peterson Properties, Ltd., ("Developer"), for the construction of a sanitary sewer trunk line, force main and lift station and appropriating $911,341.24 from the No. 4220 Sanitary Sewer Trunk System Trust Fund to reimburse the Developer in accordance with the Agreement. This Ordinance was passed on second reading on the Consent Agenda. Enactment No: 030867 7. Engineering Design Contract for the O. N. Stevens Water Treatment Plant Intermediate Sludge Removal Phase I Motion authorizing the City Manager or designee to execute an Engineering Design contract with LNV, Inc. of Corpus Christi, Texas in the amount of$95,467 for the O.N. Stevens Water Treatment Plant Intermediate Sludge Removal Phase I for design, bid and construction phase services. Mayor Martinez referred to Item 7, authorizing the City Manager or designee to execute an Engineering Design contract with LNV, Inc. of Corpus Christi, Texas. A council member thanked staff for moving this project forward. In response to a council member,Assistant City Manager Van Vleck discussed when was the last time sludge was removed from the O. N. Stevens Water Treatment Plant. Council Member Garza made a motion to approve the motion, seconded by Council Member Scott. This motion was passed and approved with the following vote: Aye: 9- Mayor Martinez, Council Member Garza, Council Member Hunter, Council Member Magill, Council Member McIntyre, Council Member Rubio, Council Member Rosas, Council Member Scott and Council Member Vaughn Corpus Christi Page 9 Printed on 5/26/2016 City Council Meeting Minutes May 24,2016 Abstained: 0 Enactment No: M2016-052 F. PUBLIC COMMENT FROM THE AUDIENCE ON MATTERS NOT SCHEDULED ON THE AGENDA WILL BE HEARD AT APPROXIMATELY 12:00 P.M. PLEASE LIMIT PRESENTATIONS TO THREE MINUTES. 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 choose to speak during this public comment period regarding an item on the agenda, you may do so. You will not be allowed to speak again, however, when the Council is considering the item. If you have a petition or other information pertaining to your subject, please present it to the City Secretary. Mayor Martinez deviated from the agenda and referred to comments from the public. Jack Gordy, 4118 Bray Dr.,spoke regarding the palm trees and the sidewalk on Airline Road and said the palm trees are in violation of the Americans with Disabilities Act(ADA), Texas Law and City Ordinances and asked that the trees be removed. A council member asked City Attorney Miles Risley to provide a brief report outlining the prioritization of ADA improvements with respect to streets with no sidewalks versus streets with at least one sidewalk. Abel Alonzo, 1701 Thames,thanked Mr. Gordy for his concern for people with disabilities;said that making the entire city ADA accessible would be very costly;thanked City staff for working on ADA accessibility issues; and said there are areas of the city that are of greater concern regarding ADA accessibility than Airline Road. Tami Romero, 15038 Santa Gertrudis Drive, asked that the City consider including an animal advocate on the search committee that is to look for a new city manager and that the police department prosecute irresponsible animal owners. Susie Luna Saldana,4710 Hakel,thanked the City for the information provided during the current boil-water notice and said, as far as the search for a new city manager, she favors the current acting city manager. Claude Axel, 741 Crestview Drive, commented on hiring a new city manager and promoting from within. David Owen, 214 Dolphin Place,spoke regarding the cost to remedy water-related issues, urged the city council to de-annex Chapman Ranch in order to avoid the City's related costs and the zoning designation of Chapman Ranch in PlanCC 2035. Carolyn Burger, 3821 Dunstain Street,spoke regarding dirty/dingy-colored water coming from the tap at her home. Benjamin Molina, 7430 Sydney Street, discussed the smell and quality of City water and said he will not drink it. L. EXECUTIVE SESSION: (ITEMS 20 - 21) Mayor Martinez deviated from the agenda and referred to the day's executive sessions. The Council went into executive session. 20. Executive session pursuant to Texas Government Code § 551.071 for consultation with attorneys regarding collective bargaining matters, (including litigation) between the City of Corpus Christi and the Corpus Christi Firefighters Association. This E-Session Item was discussed in executive session. Corpus Christi Page 10 Printed on 5/26/2016 City Council Meeting Minutes May 24,2016 21. Executive Session pursuant to Texas Government Code § 551.071 and § 551.074, and Texas Disciplinary Rules of Professional Conduct rule 1.05, for consultation with attorneys and to discuss the employment and duties of Firefighter Marco Vasquez (Texas Local Government Code § 143.073-Line of Duty Leave). Mayor Martinez referred to Item 21 regarding the employment and duties of Firefighter Marco Vasquez. Council Member Rosas made a motion to approve the following resolution, seconded by Council Member Rubio: Resolution that the line of duty injury leave provided to Fire Fighter II - EMS Marco Vasquez, pursuant to the Texas Local Government Code Section 143.073, is extended for 13 months at full salary. This Resolution was passed and approved with the following vote: Aye: 8- Mayor Martinez, Council Member Garza, Council Member Magill, Council Member McIntyre, Council Member Rubio, Council Member Rosas, Council Member Scott and Council Member Vaughn Abstained: 1 - Council Member Hunter Enactment No: 030868 N. REGULAR AGENDA: (ITEMS 23 - 26) 23. Resolution appointing Interim City Manager Resolution to appoint Interim City Manager effective June 24, 2016 until the appointment and qualification of the new City Manager and authorizing the Mayor to set interim compensation. Mayor Martinez deviated from the agenda and referred to Item 23. There were no comments from the council or the public. City Attorney Miles Risley clarified that the reason the Resolution naming an interim city manager becomes effective on June 24, 2016 is because City Manager Ron Olson's resignation becomes effective upon the expiration of City Manager Olson's leave,which is June 23,2016. City Attorney Risley also clarified that the Deputy City Manager has automatically become the Acting City Manager in the City Manager's absence. Council Member Magill made a motion to approve the resolution and naming Margie Rose Interim City Manager, effective June 24,2016,seconded by Council Member Rubio. This Resolution was passed and approved with the following vote: Aye: 9- Mayor Martinez, Council Member Garza, Council Member Hunter, Council Member Magill, Council Member McIntyre, Council Member Rubio, Council Member Rosas, Council Member Scott and Council Member Vaughn Abstained: 0 Corpus Christi Page 11 Printed on 5/26/2016 City Council Meeting Minutes May 24,2016 Enactment No: 030869 Mayor Martinez recessed the city council meeting to hold a press conference regarding the city's water quality. Mayor Martinez reconvened the city council meeting. 26. Second Reading Ordinance -Appropriating funds to execute the Engineering Construction Contract for International Boulevard Improvements (BOND 2012 Proposition 8) (1st Reading 5/10/16) (Tabled 5/17/16) Ordinance appropriating and approving a transfer in the amount of $236,810 from the Unreserved Fund Balance in No. 4612 Airport Operating Reserves Fund to and appropriating in Fund 3018 Airport Capital Reserve Fund; changing the FY 2016 Operating Budget adopted by Ordinance No. 030620 to increase expenditures by $236,810; changing the FY 2016 Capital Improvement Budget adopted by Ordinance No. 030621 to increase revenues and expenditures by $236,810 each; and authorizing the City Manager or designee, to execute a Construction contract with Bay, Ltd. of Corpus Christi, Texas in the amount of$1,683,694.35 for the International Boulevard Improvements project for the Base Bid and Additive Alternate No. 1. (BOND 2012 Proposition 8) Mayor Martinez deviated from the agenda and referred to Item 26. Director of Engineering Services Jeff Edmonds stated that this item has two parts: the appropriation from the Airport's Unreserved Fund balance and the award of an engineering construction contract to Bay, Ltd. in the amount of$1,683,694.35. A council member and Director of Aviation Fred Segundo discussed the following topics: the location and purpose of Fund 4612; and can savings from County Road 52 be used for other Proposition 8 projects. Airport Board Chair Donald Feferman discussed the following items: the Airport Board does not support using Airport funds to complete construction on International Boulevard;the Airport's funding sources; Federal Aviation Administration (FAA) entitlements and discretionary funds;that obtaining FAA discretionary funds is a competitive process;that the improvements to International Boulevard are characterized as an economic development project with the FAA;the FAA specifically prohibits the use of Airport Funds for economic development projects; questions the FAA may have regarding the City's ability to properly manage its funds should the City now ask the FAA if it can use Airport Funds for this project; the competitive disadvantage the Corpus Christi International Airport(CCIA)may then experience when competing with other airports for FAA discretionary funds; numerous projects that require funding at the CCIA;the requirement that the CCIA have FAA-matching funds for planned future projects; and the CCIA's required match and the amount of money the CCIA is able to obtain from the FAA using that match. Corpus Christi Page 12 Printed on 5/26/2016 City Council Meeting Minutes May 24,2016 Council members discussed the following additional topics: thanking the Airport staff and board; increasing the Airport Board's authority beyond its current advisory capacity; and a request that the Airport Board provide an annual update to the city council. Council Member Chad Magill made a motion to approve the ordinance, seconded by Council Member McIntyre. This Ordinance was passed on second reading and approved with the following vote: Aye: 9- Mayor Martinez, Council Member Garza, Council Member Hunter, Council Member Magill, Council Member McIntyre, Council Member Rubio, Council Member Rosas, Council Member Scott and Council Member Vaughn Abstained: 0 Enactment No: 030870 24. Discussion and possible action of process for City Manager selection. Mayor Martinez deviated from the agenda and referred to Item 24. Mayor Martinez announced that Acting City Manager Rose excused herself from the discussion on this item as she will be an applicant for the position of City Manager. Toby Futrell provided an overview of the discussion and possible action on the process of hiring the city manager, including: creating a"firewall" between the executive search firm and the internal candidate;soliciting, assessing, recommending and contracting with an executive search firm; how to keep the process moving and on task; maintaining strong communication with council throughout the process; designing and providing public feedback to council; determining if the search should be national; defining the ideal candidate characteristics and qualifications; designing the public process to provide feedback to council on top candidates; and the elements of an employment offer. Council members discussed the following topics: processes utilized during the previous city manager search;the number of executive staff who have recently left the City; maintaining Margie Rose in the capacity of Acting City Manager for a period of time; the timing of the decision and whether selecting a new city manager will be the decision of the current or the next council; whether the Acting City Manager should be appointed City Manager now, without delay;waiting to hire a search firm; promoting from within;whether or not a time limit should be imposed on when this item is to be brought back to council for consideration; council members identifying a candidate profile; who will have ownership of the upcoming budget process; council members submitting their candidate profile to the City Secretary in the next 30 days; providing Acting City Manager Rose an opportunity to perform the duties of city manager for a period of time. Scott Leeton, 3122 Leopard,spoke regarding the importance of an organization's leader; the number of issues currently facing the City and the role of an acting city manager versus the city manager. Corpus Christi Page 13 Printed on 5/26/2016 City Council Meeting Minutes May 24,2016 MOTION OF DIRECTION Council Member Magill made a motion directing staff to bring this item, regarding the selection of a city manager, back to city council on July 12, 2016, seconded by Council Member Rosas and passed unanimously. 25. Two Construction Contracts and a Construction Phase and Observation Services Contract for the Indefinite Delivery/Indefinite Quantity (IDIQ) Minor Street Improvement Project Motion authorizing the City Manager, or designee, to execute a construction contract with Ortiz Construction and Paving, Inc. for Part 1 in an amount of$1,813,485.00 and to execute a construction contract with Grace Paving & Construction, Inc. for Part 2 in the amount of $1,831,369.84 for the Indefinite Delivery/Indefinite Quantity (IDIQ) Minor Street Improvements project; and to execute a Construction Phase and Observation Services contract with Engineering & Construction Management Services, LLC of Corpus Christi, Texas in the amount of$176,880 for the Indefinite Delivery/Indefinite Quantity (IDIQ) Minor Street Improvements project. These are multi-year contracts with a 1-year base plus two 1-year extensions. Mayor Martinez referred to Item 25. Executive Director of Public Works Valerie Gray stated that this item is the award of multiple Indefinite Delivery/Indefinite Quantity(IDIQ)contracts that will supplement the work that Street Operations does and for construction and observation services. There were no comments from the public. A council member asked which contractor is responsible for the repairs and improvements to Ayers Street and offered thanks to Public Utilities for their management of this project. Council Member Rubio made a motion to approve the motion, seconded by Council Member Magill. The motion was passed and approved with the following vote: Aye: 9- Mayor Martinez, Council Member Garza, Council Member Hunter, Council Member Magill, Council Member McIntyre, Council Member Rubio, Council Member Rosas, Council Member Scott and Council Member Vaughn Abstained: 0 Enactment No: M2016-055 M. PUBLIC HEARINGS: (ITEM 22) 22. Public Hearing and First Reading Ordinance -Alley closure located between Fifteenth Street and Sixteenth Street and from Buford Avenue to Hancock Avenue Corpus Christi Page 14 Printed on 5/26/2016 City Council Meeting Minutes May 24,2016 Ordinance abandoning and vacating an undeveloped and unsurfaced 5,655-square foot (0.130 acres) portion of a 15-foot wide public right-of-way, as shown and dedicated by Plat of Bay View No. 3, Block 6, a map of which is recorded in Volume A, Page 25, Map Records of Nueces County, Texas, and requiring the owners, Corpus Christi Independent School District, and The Salvation Army, a Georgia Corporation to comply with the specified conditions. Mayor Martinez deviated from the agenda and referred to Item 22. Mayor Martinez opened the public hearing. There were no comments from the public. Mayor Martinez closed the public hearing. There were no comments from council members. Council Member McIntyre made a motion to approve the Ordinance,seconded by Council Member Magill. This Ordinance was passed on first reading and approved with the following vote: Aye: 9- Mayor Martinez, Council Member Garza, Council Member Hunter, Council Member Magill, Council Member McIntyre, Council Member Rubio, Council Member Rosas, Council Member Scott and Council Member Vaughn Abstained: 0 O. FIRST READING ORDINANCES: (NONE) P. FUTURE AGENDA ITEMS: (ITEMS 27 - 30) Mayor Martinez referred to Future Agenda Items.Acting City Manager Rose stated that staff had a presentation on Item 27. Council members requested information on Items 27, 28 and 29. 27. Resolution approving extension of Temporary Staffing Services Agreements Resolution ratifying one year contract extensions effective as of May 15, 2016, and authorizing the City Manager or designee to execute one year extensions to the service agreements with Unique Employment Services, Advance'd Temporaries, Inc., JAT Partners, LLC dba Remedy Intelligent Staffing, and Express Employment Professionals to continue the provision of temporary staffing services for a total expenditure not to exceed $9,057,000 of which approximately $3,773,750 is required for the remainder of the fiscal year. This Resolution was recommended to the consent agenda. 28. Engineering Design Services Contract for North Padre Island Beach Access Roads 3A and 2 (Bond 2014, Proposition 2) Corpus Christi Page 15 Printed on 5/26/2016 City Council Meeting Minutes May 24,2016 Motion authorizing the City Manager, or designee, to execute a contract for engineering design services with Govind Development, LLC. of Corpus Christi, Texas in the amount of$73,935.00 for the North Padre Island Beach Access Roads 3A & 2. BOND 2014 Proposition 2. This Motion was recommended to the consent agenda. 29. Approving the purchase of a water truck for Parks and Recreation beach services Motion approving the purchase of a 4,000 gallon water truck from Rush Truck Centers of Texas, L.P. of Houston, Texas, for a total cost of$125,406.00. The award is based on the cooperative purchasing agreement with the Houston-Galveston Area Council (H-GAC). Funding is available in the General Fund FY 2015-2016. This Motion was recommended to the regular agenda. 30. Resolution approving the purchase of water testing reagents for the Water Utilities Department and Health Department Resolution finding that competitive bids are not required for a procurement from IDEXX Distribution, Inc., Westbrook, Maine, for the laboratory testing reagent Colilert, and authorizing the City Manager, or designee, to enter into a supply agreement for a not to exceed amount of$135,304.00, of which $45,101.33 is required for the remainder of FY 2015-2016. Funds have been budgeted by the Water Department and Health Department in FY 2015-2016. The term of the agreement shall be for one year with an option to extend for up to two additional one year terms, subject to the approval of the supplier and the City Manager or designee. This Resolution was recommended to the consent agenda. Q. BRIEFINGS: (ITEM 31) 31. Wastewater Management Plan Mayor Martinez referred to Item 31. Assistant City Manager Mark Van Vleck stated that the purpose of this item is to: update the council on work to date on the wastewater treatment plan; provide an overview of material for Open House#2; identify work still to do and timing for next steps; and address questions. Assistant City Manager Van Vleck introduced Robert Simm of Stantec, who provided a presentation that covered the following topics: the City's wastewater management plan approach; assessment results to date; option development; options under consideration; sample of a one-site option; and sample of a two-site option. Corpus Christi Page 16 Printed on 5/26/2016 City Council Meeting Minutes May 24,2016 Council members and staff discussed the following topics: the cost of the various options; taking flood plain boundaries into consideration when building/expanding wastewater treatment plants;the cost of moving wastewater from the Island to another plant not on the Island; the monthly cost of wastewater to individual customers; the total cost of ongoing maintenance; obtaining the public's input at various meetings; odor control issues and solutions should be addressed in the plan in general and, in particular, at the Laguna Madre facility; potential cost savings from the use of uniform parts at wastewater plants;the need for multiple suppliers if using uniform parts;the importance of ensuring good communication with the public; the outfall in millions of gallons per day(mgd); the potential benefits of reducing outfall with respect to additional flood capacity; potential reuses for wastewater;various considerations regarding the location of wastewater treatment plants; the prospect of decommissioning the Greenwood Plant and transforming it into a lift station with a smaller geographic footprint;the length of time required to decommission a plant; notifying residents of upcoming meetings by means of various modes of communication, including door-to-door; offering presentations to various groups and associations throughout the city; exploring federal grant funding possibilities;securing a City grant writer; and low-interest loans from the Texas Water Development Board. Interim Director of Water&Utilities Dan Grimsbo announced that a come-and-go Wastewater Management Plan Open House will take place on Thursday, May 26,2016 from 2:00 p.m.to 7:00 p.m. at Del Mar College's Economic Development Center at 3209 South Staples Street. R. ADJOURNMENT The meeting was adjourned at 4:03 p.m. Corpus Christi Page 17 Printed on 5/26/2016 SC O� U AGENDA MEMORANDUM NOORP08 11 Future Item for the City Council Meeting of May 24, 2016 1852 Action Item for the City Council Meeting of May 31, 2016 DATE: May 4, 2016 TO: Ronald L. Olson, City Manager THRU: Mark Van Vleck, P. E., Assistant City Manager markvv@cctexas.com (361) 826-3897 Valerie H. Gray, P. E., Executive Director of Public Works valerieg@cctexas.com (361) 826-3729 FROM: J. H. Edmonds, P. E., Director of Engineering Services jeffreye@cctexas.com (361) 826-3851 Engineering Design Services North Padre Island Beach Access Roads 3A and 2 BOND 2014 CAPTION: Motion authorizing the City Manager, or designee, to execute a contract for engineering design services with Govind Development, LLC. of Corpus Christi, Texas in the amount of$73,935.00 for the North Padre Island Beach Access Roads 3A & 2. BOND 2014 Proposition 2. PURPOSE: The purpose of this Agenda Item is to obtain authority to execute an engineering design contract for the North Padre Island Beach Access Roads 3A & 2 project. (BOND 2014 Prop. 2). BACKGROUND AND FINDINGS: This project was approved in the Bond 2014 Proposition 2 Street Safety, Revitalization and Capacity Improvement Projects by the community in the general election held on November 4, 2014. Bond 2014 Brochure description: "North Padre Island Beach Access Roads (3A and 2) — This project includes reconstruction of Beach Access Roads on North Padre Island, including Beach Access Roads 3A, and consideration will be given to other beach access roads for which the City has the responsibility of maintaining as funding allows." Beach Access Roads 3A and 2 provide direct access to the beach and are in poor condition. The roads are designated as C-1 collector streets with 50-ft minimum ROW and a design speed of 15 MPH. Beach Access Road 2 is located north of the Packery Channel, while Beach Access Road 3A is located south of the Packery Channel. The proposed improvements include replacing the existing Hot-Mix-Asphalt- Concrete (HMAC) with reinforced concrete pavement structure with required grading for drainage, slope and soil stabilization, pavement markings, and signage. During preliminary design it was determined that the existing Beach Access Road 3A was constructed slightly out of the City Easement and therefore required relocation. The property owner requested the City relocate the roadway to the eastern edge of the property to minimize the impact to future development. This allowed a closer alignment with Wind Jammer and shorter roadway length to the beach. This will require a land "swap" with no additional land acquisition cost. Access Road 2 will be reconstructed at the existing location. The construction is planned for the fall to minimize impacts to peak seasonal activities. ALTERNATIVES: 1. Authorize execution of an engineering design contract. 2. Do not authorize execution of an engineering design contract. (Not Recommended) OTHER CONSIDERATIONS: Govind Development, LLC. is the design engineer that was selected for this project under RFQ 2014-08. CONFORMITY TO CITY POLICY: Complies with statutory requirements for architectural and engineering contracts. Conforms to FY 2015- 2016 Street Capital Improvement Planning (CIP) Budget. EMERGENCY/ NON-EMERGENCY: Not applicable DEPARTMENTAL CLEARANCES: Street Department FINANCIAL IMPACT: ❑ Operating ❑ Revenue X Capital ❑ Not applicable Fiscal Year Project to Date 2015-2016 Expenditures Current Year Future Years TOTALS (CIP only) -Budget $0.00 $3,500,000.00 $3,500,000.00 This item $0.00 $73,935.00 $73,935.00 Future Anticipated Expenditures This $0.00 $2,058,791.00 $2,058,791.00 Project BALANCE $0.00 $1,367,274.00 $1,367,274.00 Fund(s): ST 25 Comments: N/A RECOMMENDATION: City staff recommends the engineering design contract with Govind Development, LLC. in the amount of $73,935.00 for the North Padre Island Beach Access Roads 3A& 2 BOND 2014 project. LIST OF SUPPORTING DOCUMENTS: Project Budget Location Map Presentation PROJECT BUDGET North Padre Island Beach Access Roads 3A& 2 Bond 2014 PROJECT FUNDS AVAILABLE: Bond 2014............................................................................................................................. $ 3,500,000.00 TOTAL FUNDS AVAILABLE.................................................................................................... $ 3,500,000.00 FUNDS REQUIRED: Construction: Construction (estimate)......................................................................................................... 1,500,000.00 Contingency (10%).................................................................................................................. 150,000.00 Construction Inspection and Testing: Construction Inspection (Estimate).......................................................................................... 122,500.00 Construction Phase - Materials Testing Services (estimate) (TBD)................................................... 15,000.00 Design: Engineer (Govind) Preliminary Design........................................................................................ 49,200.00 Engineer (Govind) Engineering Design THIS ITEM.................................................................... 73,935.00 Design Phase - Geotechnical Services (Tolunay-Wong)................................................................. 13,285.00 Reimbursements: Total Reimbursements............................................................................................................ 204,750.00 Contract Administration (Engineering Svcs Admin/Finance/Capital Budget)................... 78,750.00 Engineering Services (Project Mgt/Constr Mgt)........................................................ 122,500.00 Misc. (Printing, Advertising, etc.)........................................................................... 3,500.00 Other: StaffAugmentation............................................................................................................ 4,056.00 TOTAL................................................................................................................................. $ 2,132,726.00 ESTIMATED PROJECT BUDGET BALANCE............................................................................. $ 1,367,274.00 N 361 Mustang Wand Beach Access Road 2 Mustang Saxe Pad Project Location - R r 4 � k Beach Access Road 3A �r o VICINITY MAP NOT TO SCALE Project Number: E15111 North Padre Island Beach Access Roads CITY COUNCIL EXHIBIT 3A and 2 CITY OF CORPUS CHRISTI, DEPARTMENT OFF ENGINEERINIG SERVICES Bond 2014, Prop. 2 ,, CITY OF CORPUS CHRISTI CONTRACT FOR ENGINEERING DESIGN SERVICES The City of Corpus Christi, a Texas home rule municipal corporation, P.O. Box 9277, Corpus Christi, Nueces County, Texas 78469-9277 (City)acting through its duly authorized City Manager or Designee (Director of Engineering Services) and Govind Development, LLC., a limited liability corporation, 9510 Leopard Street, Corpus Christi, Nueces County, Texas 78410, (Consultant), hereby agree as follows: 1. SCOPE OF PROJECT E15111 North Padre Island Beach Access Roads 3A and 2 — This project includes reconstruction of Beach Access Roads on North Padre Island, including Beach Access Roads 3A, and consideration will be given to other beach access roads for which the City has the responsibility of maintaining as funding allows. 2. SCOPE OF SERVICES The Consultant hereby agrees to perform services to complete the Project, as detailed in Exhibit"A". In addition, Consultant will provide monthly status updates(project progress or delays presented with monthly invoices)and provide contract administration services, as described in Exhibit "A", to complete the Project. Work will not begin on Additional Services until requested by the Consultant (provide breakdown of costs, schedules), and written authorization is provided by the Director of Engineering Services. 3. ORDER OF SERVICES The Consultant agrees to begin work on those authorized Basic Services for this contract upon receipt of the Notice to Proceed from the Director of Engineering Services. Work will not begin on any phase or any Additional Services until requested in writing by the Consultant and written authorization is provided by the Director of Engineering Services. The anticipated schedule of the preliminary phase, design phase, bid phase, and construction phase is shown on Exhibit "A". This schedule is not to be inclusive of all additional time that may be required for review by the City staff and may be amended by or with the concurrence of the Director of Engineering Services. The Director of Engineering Services may direct the Consultant to undertake additional services or tasks provided that no increase in fee is required. Services or tasks requiring an increase of fee will be mutually agreed and evidenced in writing as an amendment to this contract. Consultant shall notify the City of Corpus Christi within three (3) days of notice if tasks requested requires an additional fee. 4. FEE The City will pay the Consultant a fee as described in Exhibit "A" for providing services authorized, a total fee not to exceed $73,935.00. Monthly invoices will be submitted in accordance with Exhibit "B". Contract for Professional Services Page 1 of 5 KIENGINEERING DATAEXCHANGEIANGIEMISTREE nE15111 NORTH PADRE ISLAND BEACH ACCESS ROADS 3A AND ZAGENDA ITEM116.0311 AE AGREEMENT.DOC 5. INDEMNITY Consultant shall fully indemnify and hold harmless the City of Corpus Christi and its officials, officers, agents, employees, or other entity, excluding the engineer or architect or that person's agent, employee or subconsultant, over which the City exercises control ("Indemnitee") from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs,to the extent that the damage is caused by or results from an act of negligence, intentional tort, intellectual property infringement or failure to pay a subcontractor or supplier committed by Consultant or its agent, Consultant under contract or another entity over which Consultant exercises control while in the exercise of rights or performance of the duties under this agreement.This indemnification does not apply to any liability resulting from the negligent acts or omissions of the City or its employees, to the extent of such negligence. Consultant shall defend Indemnitee, with counsel satisfactory to the City Attorney, from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs, if the claim is not based wholly or partly on the negligence of, fault of or breach of contract by Indemnitee. If a claim is based wholly or partly on the negligence of, fault of or breach of contract by Indemnitee, the Consultant shall reimburse the City's reasonable attorney's fees in proportion to the Consultant's liability. Consultant must advise City in writing within 24 hours of any claim or demand against City or Consultant known to Consultant related to or arising out of Consultant's activities under this Agreement. 6. INSURANCE Consultant agrees to comply with the insurance requirements in Exhibit C. 7. TERMINATION OF CONTRACT The City may terminate this contract for convenience upon seven days written notice to the Consultant at the address of record. The City may terminate this agreement for cause upon ten days written notice to the Consultant. If Consultant begins, within three days of receipt of such notice, to correct its failure and proceeds to diligently cure such failure within the ten days, the agreement will not terminate. In the event of termination, the Consultant will be compensated for its services on all stages authorized based upon Consultant and City's estimate of the proportion of the total services actually completed at the time of termination. 8. LOCAL PARTICIPATION The City Council's stated policy is that City expenditures on contracts for professional services be of maximum benefit to the local economy. Contract for Professional Services Page 2 of 5 K:IENGINEERING DATAEXCHANGE%ANGIEMISTREE'RE15111 NORTH PADRE ISLAND BEACH ACCESS ROADS 3A AND ZAGENDA ITEM116-0311 AE AGREEMENT.DOC 9. ASSIGNABILITY The Consultant will not assign, transfer or delegate any of its obligations or duties in this contract to any other person without the prior written consent of the City, except for routine duties delegated to personnel of the Consultant staff. If the Consultant is a partnership, then in the event of the termination of the partnership, this contract will inure to the individual benefit of such partner or partners as the City may designate. No part of the Consultant fee may be assigned in advance of receipt by the Consultant without written consent of the City. The City will not pay the fees of expert or technical assistance and consultants unless such employment, including the rate of compensation, has been approved in writing by the City. 10.OWNERSHIP OF DOCUMENTS All documents including contract documents (plans and specifications), record drawings, contractor's field data, inspection reports and submittal data will be the sole property of the City, may not be used again by the Consultant without the express written consent of the Director of Engineering Services. However, the Consultant may use standard details that are not specific to this project. The City agrees that any modification of the plans will be evidenced on the plans, and be signed and sealed by a professional engineer prior to re-use of modified plans. 11.STANDARD OF CARE Services provided by Consultant under this Agreement shall be performed with the professional skill and care ordinarily provided by competent engineers or architects practicing in the same or similar locality and under the same or similar circumstances and professional license; and performed as expeditiously as is prudent considering the ordinary professional skill and care of a competent engineer or architect. 12.DISCLOSURE OF INTEREST Consultant agrees to comply with City of Corpus Christi Ordinance No. 17112 and complete the Disclosure of Interests form as part of this contract. 13.CERTIFICATE OF INTERESTED PARTIES For contracts that exceed $50,000, Consultant agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 Certificate of Interested Parties as part of this agreement. Form 1295 requires disclosure of"interested parties" with respect to entities that enter contracts with cities. These interested parties include: (1) persons with a "controlling interest" in the entity, which includes: a. an ownership interest or participating interest in a business entity by virtue of units, percentage, shares, stock or otherwise that exceeds 10 percent; Contract for Professional Services Page 3 of 5 MENGINEERING DATAEXCHANGE1ANGfEWSTREE RE15111 NORTH PADRE ISLAND BEACH ACCESS ROADS 3A AND 21AGENDA FTEM116-0311 AE AGREEMENT.DOC b. membership on the board of directors or other governing body of a business entity of which the board or other governing body is composed of not more than 10 members, or c. service as an officer of a business entity that has four or fewer officers, or service as one of the four officers most highly compensated by a business entity that has more than four officers. (2) a person who actively participates in facilitating a contract or negotiating the terms of a contract with a governmental entity or state agency, including a broker, intermediary, adviser or attorney for the business entity. Form 1295 must be electronically filed with the Texas Ethics Commission at https://www.ethics.state.tx.us/whatsnew/elf info forml295.htm. The form must then be printed, signed, notarized and filed with the City. For more information, please review the Texas Ethics Commission Rules at https://www.ethics.state.tx.us/legaI/ch46.htm1. 14.CONFLICT OF INTEREST Consultant agrees to comply with Chapter 176 of the Texas Local Government Code and file Form CIQ with the City Secretary's Office, if required. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at htt ://www.cctexas.com/ overnment/cit -secreta /conflict- disclosure/index. 15.ENTIRE AGREEMENT AND CONTROLLING LAW This Agreement represents the entire and integrated Agreement between City and Consultant and supersedes all prior negotiations, representations or agreements, either oral or written. This Agreement may be amended only by written instrument signed by both the City and Consultant. This Agreement is governed by the laws of the State of Texas without regard to its conflicts of laws. Venue for legal proceedings lies exclusively in Nueces County, Texas. 16.CONFLICT RESOLUTION BETWEEN DOCUMENTS Consultant hereby agrees and acknowledges if anything contained in the Consultant- prepared Exhibit A, Consultant's Scope of Services, or contained in any other document prepared by Consultant and included herein, is in conflict with this Agreement, this Agreement shall take precedence and control to resolve said conflict. Contract for Professional Services Page 4 of 5 KSENGINEERING DATAEXCHANGEIANGIENfSSTREE-RE15111 NORTH PADRE ISLAND BEACH ACCESS ROADS 3A AND 24AGENDA ITEW16-0311 AE AGREEMENT.DOC CITY OF CORPUS CHRISTI GOVIND DEVELOPMENT, LLC. J. H. Edmonds, P.E. Date Ajmer Kular, P.E. Date Director of Engineering Services Vice President 9510 Leopard Street Corpus Christi, Texas 78410 (361) 241-2777 Office akular@govinddevelopment.com RECOMMENDED Operating Department Date APPROVED AS TO LEGAL FORM Legal Department Date APPROVED Project No. E15111 Accounting Unit: 3551-051 Account: 550950 Office of Management Date Activity: E15111013551 EXP g Account Category: 50950 and Budget Fund Name: Street CIP BOND 2014 Encumbrance No. ATTEST Rebecca Huerta Date City Secretary Contract for Professional Services Page 5 of 5 K:IENGINEERING DATAEXCHANGE4ANGIEMkSTREET%E15111 NORTH PADRE ISLAND BEACH ACCESS ROADS 3A AND 21AGENDA ITEW16-0311 AE AGREEMENT.DOC r IJL"VEtL� OPM NT, LLC LNGINf'ER1NG 171 VISION - - Jeff Edmonds,P.E. April lel.2016 Director of Engineering Services City of Corpus Christi PO BOX 9277 Corpus Christi,Texas 78469-9277 Re: Contract for Professional Services - North Padre Island Beach Access Roads 3A&2(Bond 2014- Prop 2) ' Project No. E15111 Dear Mr.Edmonds: Please find enclosed the Proposed Contract(Exhibit A-I)for Professional Services for the subject project. The basic services fees include a detailed design phase, bidding phase and construction phase. The additional services fees include hydraulic and hydrologic modeling and analysis, traffic control planning and design, and engineering data and documentation needed for Texas General Land Office Permits and Nueces County Permits. If you have any questions please feel free to contact meat(361)241-2777. Sincerely, Ajmer Kular,P.E. Vice President—Civil/Structural Department Govind Development, LLC—TBPE Finn No. 10 10 1 9510 Leopard Street Corpus Christi,Texas 78410 EXHIBIT "A" Page 1 of 11 EXHIBIT "A" CITY OF CORPUS CHRISTI, TEXAS NORTH PADRE ISLAND BEACH ACCESS ROADS (3A& 2) PROJECT NO. E15111 BOND ISSUE 2014, PROP 2 I. SCOPE OF SERVICES A. BASIC SERVICES For the purpose of this contract, Preliminary Phase may include Schematic Design and Design Phase services may include Design Development as applicable to Architectural services. 1. Preliminary Phase. The Arch itectlEng ineer-A/E (also referred to as Consultant)will: MeRdees within five WGFking days of the meeting. G) teehnieal iRvestigation findings (see additional seWiGes). depaFtmeRtes potential pFejeGt needs. life GyGle GO --Pfi Fnap. served. pFepesed systems. 'Ralude the analysis of inlet Gaparalty. Gempanies that Fnay have existing faGilities and must Feleeated te aGGemmedate the PFOPOsed , hist , , G , , et. FequiFemen►#s-. EXHIBIT"A" Page 2 of 11 r sequeAGIN+ aliqRment, , + Fig Way Feqr SteF , utilities, *&Rtiftatien of Re identifiGatien of quality quantity of- mateFials, -of pFefeSSieRal � ' 2. !F;Glude summaFy output tables 40M HydFaulir.and Hy&Glegir.analyses. 3 Innlude existing site photos r and geeteGhnirsalissues; FRee RTA, r USPS, r r + . uFe n a#eGt. tl Pre ide a s+ ......nni table & Fequired RQW Pa FGele. the aft F=Rgineg 6e#eF ReneFt file, ze . MaRageF. City staff will provide one set only of the following information (as applicable): a) Electronic index and database of City's record drawing and record information. b) Requested record drawings, record information in electronic format as available from City Engineering files. b) The preliminary budget, specifying the funds available for construction. C) A copy of existing studies and plans. (as available from City Engineering files). d) Field location of existing city utilities. (A/E to coordinate with City Operating Department) e) Applicable Master Plans and GIS mapping are available on the City's website. f) City Control survey Bench marks and coordinates. g) Preliminary Traffic impact assessment. EXHIBIT"A" Page 3 of 11 The records provided for A/E's use under this contract are proprietary, copyrighted, and authorized for use only by A/E, and on1v for the intended purpose of this project. unauthorized use or distribution of the records provided under this contract is strictly prohibited. 2. Design Phase. Upon approval of the preliminary phase, designated by receiving authorization to proceed, the A/E will: a) Provide coordination with electric and communication utility companies and private pipeline companies that may have existing facilities and must relocated to accommodate the proposed improvements. b) Provide assistance to identify testing, handling and disposal of any hazardous materials and/or contaminated soils that may be discovered during construction (to be included under additional services). C) Prepare construction documents in City standard format for the work identified in the approved ELR. Construction plans to include improvements or modifications to the storm water, water and wastewater systems within the project limits. Include standard City of Corpus Christi detail sheets as appropriate. It is assumed that only one design bid package will be used for both Beach Access Roads. If at any time the City requests separate bid packages the A/E will re-negotiate fees for this phase to accommodate the City's request. d) Prepare construction plans in compliance with CPPSCF using English units on 11"x 17". 1. Prepare Traffic Control and Construction Sequencing Plans. The TCP will include construction sequencing, typical cross section and construction phasing plan sheets, warning and barricades, as well as standards sheets for barricades, traffic control plan, work zone pavement markings and signage. 2. Provide Storm Water Pollution Prevention Plan, including construction drawings. e) Furnish one (1) set of the interim plans (60% submittal - electronic and hard copies using City Standards as applicable) to the City staff for review and approval purposes with estimates of probable construction costs. Identify distribution list for plans and bid documents to all affected franchise utilities. 1. Required with the interim plans is a "Plan Executive Summary, project checklist & drawing checklist" which will identify and summarize the project by distinguishing key elements and opinion of probable project costs. 2. Attend 60% submittal meeting with City Staff to assist staff in review of 60% submittal. 0 Hold Project 60% review meeting. Prepare meeting agenda and distribute meeting minutes to attendees within five working days of the meeting. Assimilate all review comments, as appropriate and, upon Notice to Proceed. g) PFevide one (4) set of the PFe final plans and bld deGuments 0 subMi a Fneeting meetings to aft--Rdees- ;AA.WR five WGFk*-i;g days of the meeting. EXHIBIT"A" Page 4of11 i) Provide one (1) set of the final (100%) plans (unsealed and unstamped - electronic and full-size hard copy using City Standards as applicable) for City's final review. j) Assimilate all final review comments Upon approval by the Director of Engineering Services, provide one (1) set of the final plans and contract documents (electronic and full-size hard copy using City Standards as applicable) suitable for reproduction. Said bid documents henceforth become the shared intellectual property of the City of Corpus Christi and the Consultant. The City agrees that any modifications of the submitted final plans (for other uses by the City) will be evidenced on the plans and be signed and sealed by a professional engineer prior to re-use of modified plans. k) Provide Quality Assurance/Quality Control (QA/QC) measures to ensure that all submittals of the interim, pre-final (if required), and final complete plans and complete bid documents with specifications accurately reflect the percent completion designated and do not necessitate an excessive amount of revision and correction by City. Additional revisions or design submittals are required (and within the scope of Consultant's duties under this contract) if, in the opinion of the City Engineer or designee. Consultant has not adequately addressed City- provided review comments or provided submittals in accordance with City standards.. 1) Prepare and submit Monthly Status Reports to the Project Manager no later than the last Wednesday of each month with action items developed from monthly progress and review meetings. See Exhibit"A-2"for required form. m) Provide copy of contract documents along with appropriate fee to Texas Department of Licensing and Regulation (TDLR) for review and approval of accessibility requirements for pedestrian improvements (as authorized by Additional Services). The City staff will: a) Designate an individual to have responsibility, authority, and control for coordinating activities for the construction contract awarded. b) Provide the budget for the Project specifying the funds available for the construction contract. c) Provide electronic copy of the City's standard specifications, standard detail sheets, standard and special provisions, and forms for required bid documents. 3. Bid Phase. The A/E will: a) Prepare draft Authorization to Advertise (ATA). b) Participate in the pre-bid conference and provide a meeting agenda for critical construction activities and elements impacted the project. C) Assist the City in solicitation of bids by identification of prospective bidders, and review of bids by solicited interests. d) Review all pre-bid questions and submissions concerning the bid documents and prepare, in the City's format, for the Engineering Services' approval, any addenda or other revisions necessary to inform contractors of approved changes prior to bidding. e) Attend bid opening, analyze bids, evaluate, prepare bid tabulation, and make recommendation concerning award of the contract. f) In the event the lowest responsible bidder's bid exceeds the project budget as revised by the Engineering Services in accordance with the A/E's design phase estimate required above, the Engineer will, at its expense, confer with City staff EXHIBIT"A" Page5ofll and make such revisions to the bid documents as the City staff deems necessary to re-advertise that particular portion of the Project for bids. g) Prepare Agenda Memoranda and PowerPoint presentation in City format for City Council Meeting. The City staff will: a) Arrange and pay for printing of all documents and addenda to be distributed to prospective bidders. b) Advertise the Project for bidding, maintain the list of prospective bidders, receive and process deposits for all bid documents, issue (with the assistance of the A/E) any addenda, prepare and supply bid tabulation forms, and conduct bid opening. c) Receive the Engineer's recommendation concerning bid evaluation and recommendation and prepare agenda materials for the City Council concerning bid awards. d) Prepare, review and provide copies of the contract for execution between the City and the contractor. 4. Construction Administration Phase. The A/E will perform contract administration to include the following: a) Participate in pre-construction meeting conference and provide a recommended agenda for critical construction activities and elements impacted the project. b) Review, Contractor submittals and operating and maintenance manuals for conformance to contract documents. c) Review and interpret field and laboratory tests. d) Provide interpretations and clarifications of the contract documents for the contractor and authorize required changes, which do not affect the contractor's price and are not contrary to the general interest of the City under the contract. e) Make regular visits to the site of the Project to confer with the City project inspector and contractor to observe the general progress and quality of work, and to determine, in general, if the work is being done in accordance with the contract documents. This will not be confused with the project representative observation or continuous monitoring of the progress of construction. f) Prepare change orders as authorized by the City; provide interpretations and clarifications of the plans and specifications for the contractor and authorize minor changes which do not affect the contractor's price and are not contrary to the general interest of the City under the contract. g) Review, evaluate and recommend for City consideration Contractor Value Engineering proposal. h) Attend final inspection with City staff, provide punch list items to the City's Construction Engineers for contractor completion, and provide the City with a Certificate of Completion for the project upon successful completion of the project. i) Review Contractor-provided construction "red-line" drawings. Prepare Project record drawings and provide a reproducible set and electronic file (AutoCAD r.14 or later) within two (2) months of final acceptance of the project. All drawings shall be CADD drawn using dwg format in AutoCAD, and graphics data will be in dxf format with each layer being provided in a separate file. Attribute data will be provided in ASCII format in tabular form. All electronic data will be compatible with the City GIS system. The City staff will: EXHIBIT"A" Page 6of11 a) Prepare applications/estimates for payments to contractor. b) Conduct the final acceptance inspection with the Engineer. B. ADDITIONAL SERVICES This section defines the scope of additional services that may only be included as part of this contract if authorized by the Director of Engineering Services. A/E may not begin work on any services under this section without specific written authorization by the Director of Engineering Services. Fees for Additional Services are an allowance for potential services to be provided and will be negotiated by the Director of Engineering Services as required. The A/E shall, with written authorization by the Director of Engineering Services, perform the following:: 1. Permit Preparation. Furnish the City all engineering data and documentation necessary for all required permits. The A/E will prepare this documentation for all required signatures. The A/E will prepare and submit identified permits as applicable to the appropriate local, state, and federal authorities, including: D nn the a G. Wetlands Delineation end Kermit f• Texas f�em 'en of G 'renmentel Quality (T-GF=Q) Pemnits/A mendments g. Nueces County U.S.h. Texas HesteFieal Gemm'ssmen (T-HG) i. S. Fish and Wildlife 68FV'Ge (USPWS) r• ..ArmGeFps ef_rneineeFs (USAGE) k. United ted Staten 9RVirenmental Drnfertinn_Anenev ( SEPA) Texas Depart-Ment of ' . end Regulation (TDR 1 � M. Texas General Land Office(TGLO) , , Manual 4 PraGtiGe fGF Land SuFveying iR the State A-f Texas, Ninth EditieR. All WGFk must be tied to and on r.9nf9FFAanGe.1A,;th the G-44 s Global POSWORiRg System (GPS) eeRtFel netWGFk.All a) PeFf9FFA suFveys to deteFFAine appaFent Fight of way widths. b) ReseaFGh plats, ROW maps, deed, easements, and supiey fGF feRee GOFRem; te-•beasg►ired-. PFevide a pFeliMiRaFy base map Gentaining appaFent ROW,WhiGh will be used by , d) aAd tempo )R easements-. EXHIBIT"A" Page 7 of 11 MUCT • _ KIT-777--m!FTR _ Mirm ON MOMEMN • . �. '' 6. pFepesed subsuffaGe Utility IRVBstigatlwi will be as fellows, wified Meas thFough the PFGjeGt limit. (Quality Level A iRVGlVe at this quality level will be phySiGally leGated and fied te the topegmphiG suwey GOMM'. The utility will be ideRtified and an elevation will be obtained to the tep of the uW. Quality Level B (Quality Level B 4RVO'ves suFveyiFig visible above gFOURd •, and seFFelatiR@ this infeffnatiOR with exiStiRg utility FeeeFds.) These utilities will Vis: lesated to Quality Level G. 6oaat+eeoWill be Based on the-suFveyed to Quality Level G. Leeations will be based on the suFveyed leeatieRS 9 aeessi'Dible ww te,a, t r FAaRheles. W ctewate Imes. that a.e net to be real neA pa Ft of this nrniert and Vthat fall•within• the fentnrint of 7y�p—QO �7TC�c� rr within the ......1....... ... GOR6tFUGt*GR related en-avatieR shall be le-r-m-tad at Quality Level-A-. 6evel G. b) related exeavatien of the nn+ential for ennn„ntegRg their Utility linen during sem- 7. Construction Observation Services. To Be Determined. 8. 9. 1=ranshise Milky Ceerdinatien Add to meet—seerdinateand rARA14all FeGl6igFed FrRnnhise-I-Jt+lit+es that-ar private eas lines. etn EXHIBIT"Arr Page 9 of 11 10. Hydraulic and Hydroloaic Modeling and Analysis. A/E will provide a hydraulic and hydrologic analysis for the drainage basin of Beach Access Road 3A. A/E will use the analysis to evaluate and model the existing storm water system and provide recommendations for improvements. A/E will provide an electronic copy of the model to City. 11. Traffic Control Planning and Design. A/E will provide an engineered traffic control plan for this project The traffic control plan design will include multiple phases, signage, traffic calming devices pavement markings and will adhere to TMUTCD standards. A/E will coordinate the traffic control plan design with affected adjacent property owners and emergency services. Provide the services above authorized in addition to those items shown on Exhibit "A-1" Task List, which provides supplemental description to Exhibit "A". Note: The Exhibit "A-1" Task List does not supersede Exhibit"A". II. SCHEDULE Date Activity May 23, 2016 60% Submittal June 3, 2016 City Review June 27, 2016 100% Submittal July 11, 2016 City Review August 1, 2016 Final Submittal August 10, 2016 Advertise for Bids August 23, 2016 Pre-Bid Conference September 6, 2016 Receive Bids September 27,2016 Contract Award October 3, 2016 Begin Construction March 6, 2016 Complete Construction III. FEES A. Fee for Basic Services. The City will pay the A/E a fixed fee for providing for all "Basic Services" authorized as per the table below. The fees for Basic Services will not exceed those identified and will be full and total compensation for all services outlined in Section I.A.1-4 above, and for all expenses incurred in performing these services. The fee for this project is subject to the availability of funds. The Engineer may be directed to suspend work pending receipt and appropriation of funds. For services provided, A/E will submit monthly statements for services rendered. The statement will be based upon A/E's estimate (and with City's concurrence) of the proportion of the total services actually completed at the time of billing. City will make prompt monthly payments in response to A/E's monthly statements. EXHIBIT'A" Page 10 of 11 B. Fee for Additional Services. For services authorized by the Director of Engineering Services under Section I.B. "Additional Services," the City will pay the ME a not-to-exceed fee as per the table below: Summary of Fees Basic Services Fees 1. Preliminary Phase $0 2. Design Phase $66,135 3. Bid Phase $2,750 4. Construction Administration Phase $1,250 Subtotal Basic Services Fees $70,135 Additional Services Fees (Allowance) 1. Permit Preparation $1,800 2. ROW Acquisition Survey $0 3. Topographic Survey and Parcel Descriptions* $0 4. Environmental Issues* To Be Determined 5. Public Involvement* $0 6. Subsurface Utility Investigation $0 7. Construction Observation Services To Be Determined 8.Warranty Phase To Be Determined 9. Franchise Utility Coordination $0 10. Hydraulic and Hydrologic Modeling and Analysis $1,000 11.Traffic Control Planning and Design $1,006,- Sub-Total 1,000SubTotal Additional Services Fees Authorized $3,800 Total Authorized Fee $73,935 *Additional Services which are requested to be authorized in coordination with the notice to proceed for Basic Services. EXHIBIT"A" Page 11 of 11 COMPLETE PROJECT NAME Project No.xxxxxx Invoice No.12345 Invoice Date: Total Amount Previous Total Percent Basic Services: Contract Amd No.1 Amd No.2 Contract Invoiced Invoice Invoice Complete Preliminary Phase $15,117 $0 $0 $15,117 $0 $1,000 $1,000 7% Design Phase 20,818 0 0 20,818 1,000 500 1,500 7% Bid Phase 0 0 0 0 0 0 0 n/a Report Phase 14,166 0 0 14,166 0 0 0 0% Construction Phase 0 0 0 0 0 0 0 n/a Subtotal Basic Services $50,101 $0 $0 $50,101 $750 $1,500 $2,500 5% Additional Services: Permitting $0 $0 $0 $0 $0 $0 $0 n/a Warranty Phase 0 0 0 0 0 0 0 n/a Inspection 9,011 0 0 9,011 0 0 0 0% Platting Survey 29,090 0 0 29,090 0 0 0 0% Reporting 1,294 0 0 1,294 0 0 0 0% O&M Manuals TBD TBD TBD TBD TBD TBD 0 0% SCADA TBD TBD TBD TBD TBD TBD TBD 0% Subtotal Additional Services $39,395 $0 $0 $39,395 $0 $0 $0 0% Summary of Fees Basic Services Fees $50,101 $0 $0 $50,101 $750 $1,500 $2,500 5% Additional Services Fees 39,395 0 0 39,395 0 0 0 0% Total of Fees $89,496 $0 $0 $89,496 $750 $1,500 $2,500 3% �e T 0 i O1 W EXHIBIT C Insurance Requirements Pre-Design, Design and General Consulting Contracts 1.1 Consultant must not commence work under this agreement until all required insurance has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 1.2 Consultant must furnish to the Director of Engineering Services with the signed agreement a copy of Certificates of Insurance (COI) with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. A waiver of subrogation is required on all applicable policies. Endorsements must be provided with COI. Project name and or number must be listed in Description Box of COI. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-written day notice of cancellation, Bodily Injury and Property Damage required on all certificates or by Per occurrence - aggregate applicable policy endorsements PROFESSIONAL LIABILITY $1,000,000 Per Claim (Errors and Omissions) (Defense costs shall be outside policy limits) If claims made policy, retro date must be prior to inception of agreement, have extended reporting period provisions and identify any limitations regarding who is insured. 1.3 In the event of accidents of any kind related to this agreement, Consultant must furnish the City with copies of all reports of any accidents within 10 days of the accident. 1.4 Consultant shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Consultant's sole expense, insurance coverage written on an occurrence basis, by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A- VII. Consultant is required to provide City with renewal Certificates. EXHIBIT"C" Page 1 of 2 1.5 Consultant shall be required to submit a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Consultant shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Engineering Services P.O. Box 9277 Corpus Christi, TX 78469-9277 1.6 Consultant agrees that with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: 1.6.1 Provide thirty (30) calendar days advance written notice directly to City of any suspension, cancellation, non-renewal or material change in coverage, and not less than ten (10) calendar days advance written notice for nonpayment of premium. 1.7 Within five (5) calendar days of a suspension, cancellation or non-renewal of coverage, Consultant shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Consultant's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. 1.8 In addition to any other remedies the City may have upon Consultant's failure to provide and maintain any insurance or policy endorsements to the extent and within the time herein required, the City shall have the right to order Consultant to remove the exhibit hereunder, and/or withhold any payment(s) if any, which become due to Consultant hereunder until Consultant demonstrates compliance with the requirements hereof. 1.9 Nothing herein contained shall be construed as limiting in any way the extent to which Consultant may be held responsible for payments of damages to persons or property resulting from Consultant's or its subcontractor's performance of the work covered under this agreement. 1.10 It is agreed that Consultant's insurance shall be deemed primary and non- contributory with respect to any insurance or self-insurance carried by the City of Corpus Christi for liability arising out of operations under this agreement. 1.11 It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. EXHIBIT"C" Page 2 of 2 CITY F CORPUS CBRISTI DISCLOSURE OF INTEREST City of �r�p� 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 Filing Requirements,Certifications and definitions. COMPANY NAME: Govind Development,LLC. P.O.BOX: STREET ADDRESS: 9510 Leopard Street CITY: Corpus Christi ZIP: 78410 FIRM IS: 1. Corporation B 2. Partnership ❑ 3. Sole Owner ❑ 4. Association 5. Other DISCLOSURE QUESTIONS If additional space is necessary, please use the reverse side of this page or attach separate sheet. 1. State the names of each `employee" of the City of Corpus Christi having an "ownership interest"constituting 3% or more of the ownership in the above named"firm.' Name Job Title and City Department(if known) 2. State the names of each"official"of the City of Corpus Christi having an "ownership interest" constituting 3%or more of the ownership in the above named"firm." Name Title 3. State the names of each "board member" of the City of Corpus Christi having an "ownership interest"constituting 3%or more of the ownership in the above named "firm." Name Board, Commission or Committee 4. State the names of each employee or officer of a "consultant" for the City of Corpus Christi an who worked on y matter related to the supiect of this contract and has an "ownership interest"constituting 3%or more of the ownership in the above named"firm." Name Consultant FILING REQUIREMENTS If a person who requests official action on a matter knows that the requested action will confer an economic benefit on any City official or employee that is distinguishable from the effect that the action will have on members of the public in general or a substantial segment thereof,you shall disclose that fact in a signed writing to the City official, employee or body that has been requested to act in the matter, unless the interest of the City official or employee in the matter is apparent. The disclosure shall also be made in a signed writing filed with the City Secretary. [Ethics Ordinance Section 2-349(d)] CERTIFICATION I certify that all information provided is true and correct as of the date of this statement, that I have not knowingly withheld disclosure of any information requested; and that supplemental statements will be promptly submitted to the City of Corpus Christi,Texas as changes occur. Certifying Person: Ajmer Kular,P.E. Title: Vice President (Type or Print) Signature of Certifying Date: Person: DEFINITIONS a. "Board member." A member of any board, commission, or committee appointed by the City Council of the City of Corpus Christi,Texas. b. "Economic benefit". An action that is likely to affect an economic interest if it is likely to have an effect on that interest that is distinguishable from its effect on members of the public in general or a substantial segment thereof. c. "Employee." Any person employed by the City of Corpus Christi,Texas either on a full or part-time basis,but not as an independent contractor. d. "Firm." Any entity operated for economic gain, whether professional, industrial or commercial, and whether established to produce or deal with a product or service, including but not limited to, entities operated in the form of sole proprietorship, as self-employed person, partnership, corporation,joint stock company,joint venture, receivership or trust,and entities which for purposes of taxation are treated as non-profit organizations. e. "Official." The Mayor, members of the City Council, City Manager, Deputy City Manager, Assistant City Managers, Department and Division Heads, and Municipal Court Judges of the City of Corpus Christi,Texas. f. "Ownership Interest" Legal or equitable interest, whether actually or constructively held, in a firm, including when such interest is held through an agent, trust, estate, or holding entity. "Constructively held" refers to holdings or control established through voting trusts, proxies,or special terms of venture or partnership agreements." g. "Consultant."Any person or firm, such as engineers and architects, hired by the City of Corpus Christi for the purpose of professional consultation and recommendation. CERTIFICATE OF INTERESTED PARTIES FORM 1295 loll Complete Nos.1-4 and 6 if there are interested parties. OFFICE USE ONLY Complete Nos.1,2,3,5,and 6 if there are no interested parties. CERTIFICATION OF FILING 1 Name of business entity filing form,and the city,state and country of the business entity's place Certificate Number: of business. 2016-47040 Govind Development, LLC Corpus Christi,TX United States Date Filed: 2 Name of governmental entity or state agency that is a party to the contract for which the form is 04/28/2016 being filed. City of Corpus Christi Date Acknowledged: 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract,and provide a description of the services,goods or other property to be provided under the contract. E15111 Engineering Services 4 Nature of interest(check applicable) Name of Interested Party City,State,Country(place of business) Controlling Intermediary Nadkarni, Govind Corpus Christi,TX United States X 5 Check only if there is NO Interested Party, 6 AFFIDAVIT I swear,or affirm,under penalty of perjury,that the above disclosure is true and correct. jPsµp SANDRA LUZ LARA Notary IA # 125406924 My Cammissian Expires / 11,or��*° May 23, 2019 ignature of authorized agent of contracting business entity AFFIX NOTARY STAMP/SEAL ABOVE Sworn to and subscribed before me,by the said Pi\We I-ulaV this the day of 20__L(XL to certify which,witness my hand and seal of office. Signature of o is allmVnghath Printed name of officer administering oath Title of o &r administering oath Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0,1021 '(�??i;)i•?ti' '� t;i �;�8.'OM is r^';, i 4 _..._ __ - ,,,,a ,,.}y.-,9 .-�•..:;,�.r#"'^v`= rnrA+nF-,fir :..... "- Corpus Chr sti Engineering North Padre Island Beach Access Roads (3A & 2) BOND 2014 Proposition 2 Council Presentation May 24, 2016 Project Vicinity CorpusCs Engineering N i�sf1 Mustang IsJansf Beach Access Road 2 Mustang stand Project Location 5rate Park , _ - Beach Access Road 3A Project Location —n C.,,..Chrsti Engineering N N` BEACH ACCESS ROAD 3A BEACH ACCESS ROAD 2 1 } Q Y' 91 = J] � 1 LL ❑ i w z J S GVCF OF GULF OF 7 -; WEX!CO MEXICO 3 Project Scope Corpus Ch r sti Engineering Existing conditions include: Beach Access Road 3A • Full reconstruction of the existing 2-lane HMAC roadway with new 850LF concrete 2-lane roadway with new slope protection,markings and signage • New concrete roadway will be relocated closer to the beach to minimize the impact for future development of the property • A land swap was proposed by the property owner at no additional cost Beach Access Road 2 • Full reconstruction of the existing 2-lane HMAC roadway with new 1450LF concrete 2-lane roadway with new slope protection,markings and signage • Requires minor storm water culvert improvements 4 Project Schedule A Corpu*Ch, Engineering 2015 • 2017 Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Jan W75we-s--i—gn—JEBid Construction Construction Estimate: 150 Calendar Days ;z� 5 Months SC o� Va. v AGENDA MEMORANDUM NORROPpEO Future Item for the City Council Meeting of May 24, 2016 1852 Action Item for the City Council Meeting of May 31, 2016 DATE: May 24, 2016 TO: Ronald L. Olson, City Manager FROM: Dan Grimsbo, Interim Director of Water Utilities DanGCa-).cctexas.com (361) 826-1718 Annette Rodriguez, Director of Public Health annetter(ccctexas.com (361) 826-7205 Maria Pedraza, Procurement Manager Maria Pe(a�cctexas.com (361) 826-3176 Laboratory Testing Reagent Colilert Supply Agreement CAPTION: Resolution finding that competitive bids are not required for a procurement from IDEXX Distribution, Inc., Westbrook, Maine, for the laboratory testing reagent Colilert, and authorizing the City Manager, or designee, to enter into a supply agreement for a not to exceed amount of $135,304.00, of which $45,101.33 is required for the remainder of FY 2015-2016. Funds have been budgeted by the Water Department and Health Department in FY 2015-2016. The term of the agreement shall be for one year with an option to extend for up to two additional one year terms, subject to the approval of the supplier and the City Manager or designee. PURPOSE: Colilert is used by the Water and Health Departments to test water for bacteria. Colilert is the only testing reagent approved by the Texas Commission on Environmental Quality for this type of testing. BACKGROUND AND FINDINGS: IDEXX Distribution, Inc., is the sole manufacturer and sole source supplier in the United States water testing market. This testing is required by the Environmental Protection Agency and administered by the Texas Commission on Environmental Quality. The Water Department tests the water for the City of Corpus Christi. The Health Department is a regional testing lab and tests the water for various cities in the surrounding area. The Health Department charges for the service and the fees are reimbursed to the City. ALTERNATIVES: Not applicable. OTHER CONSIDERATIONS: Not applicable. CONFORMITY TO CITY POLICY: The proposed purchase conforms to City purchasing policies and procedures. IDEXX Distribution, Inc., is the sole source procurement according to Local Government code 252.022(a)(7)(A). EMERGENCY / NON-EMERGENCY: Non-Emergency. DEPARTMENTALCLEARANCES: Water Department, Health Department FINANCIAL IMPACT: x Operating ❑ Revenue ❑ Capital ❑ Not applicable Project to Date Fiscal Year: 2015- Expenditures Current 2016 (CIP only) Year Future Years TOTALS Line Item Budget $239,189.03 $90,202.67 $329,391.70 Encumbered / Expended Amount $171,907.76 $0 $171 ,907.76 This item $45,101.33 $90,202.67 $135,304.00 BALANCE $22,179.94 $0 $22,179.94 Fund(s): Water Fund, Nueces County Health District Fund Comments: The $45,101.33 financial impact shown above represents four months of expenditures that will be encumbered through the end of this fiscal year. The remaining $90,202.67 for the last eight months of the contract will be requested for next fiscal year during the normal budget process. RECOMMENDATION: Staff recommends approval of the resolution as presented. LIST OF SUPPORTING DOCUMENTS: Resolution Price sheet Supply Agreement Resolution finding that competitive bids are not required for a procurement from IDEXX Distribution, Inc., Westbrook, Maine, for the laboratory testing reagent Colilert, and authorizing the City Manager, or designee, to enter into a supply agreement for a not to exceed amount of $135,304.00, of which $45,101.33 is required for the remainder of FY 2015-2016. Funds have been budgeted by the Water Department and Health Department in FY 2015-2016. The term of the agreement shall be for one year with an option to extend for up to two additional one year terms, subject to the approval of the supplier and the City Manager or designee. WHEREAS, IDEXX Distribution, Inc., is the sole manufacturer and sole source supplier in the US water testing market; WHEREAS, State law provides that such procurements, as outlined above, are subject to statutory procurement requirements, including competitive bids, unless an exception applies; WHEREAS, there are two applicable statutory exceptions for this procurement, as follows: Local Government Code, Sections 252.022(a)(7)(A), as items available from only one source due to patents, copyrights, secret processes, or natural monopolies. Be it resolved by the City Council of the City of Corpus Christi, Texas: Section 1. The City Council specifically finds that the foregoing statements included in the preamble of this resolution are true and correct and adopts such findings for all intents and purposes related to the authorization of this procurement. Section 2. The City Manager, or his designee, is authorized to enter into a supply agreement for a not to exceed amount of$135,305.00 with IDEXX Distribution, Inc. ATTEST: CITY OF CORPUS CHRISTI Rebecca Huerta, City Secretary Nelda Martinez, Mayor Corpus Christi, Texas day of 20 The above resolution was passed by the following vote: Nelda Martinez Rudy Garza Michael T. Hunter Chad Magill Colleen McIntyre Lucy Rubio Brian Rosas Mark Scott Carolyn Vaughn CITY OF CORPUS CHRISTI PURCHASING DIVISION COLILERT BUYER: DOMINGO VALDEZ PRICE SHEET IDEXX DISTRIBUTION, INC. WESTBROOK, MAINE EST. UNIT TOTAL ITEM DESCRIPTION QTY. UNIT PRICE PRICE 1 Colilert, P/N WP2001, 200 packs/case 15 case $515 $7,725 2 Colilert 18, P/N WP2001-18, 200 packs/case 60 case $515 $30,900 3 Colilert Vessels, P/N WV120SBST-200, 200 each/case 200 case $70 $14,000 4 Enterolert, P/N WENT200, 200 packs/case 60 case $721 $43,260 5 Quanti-Tray, P/N WQT100, 100 trays/case 15 case $105 $1,575 6 Quanti-Tray/2000, P/N WQT2K, 100 trays/case 100 case $158 $15,800 7 Colilert Comparator, P/N WP 104, 1 bottle/box 4 box $11 $44 8 Colilert Vessels, 290ml, P/N WV290SBST-100 200 case $110 $22,000 TOTAL: $135,304 a� v SUPPLY AGREEMENT NO, 630 7,85?, THIS Colilert Supply Agreement (this "Agreement") is entered into by and between 1DEXX Distribution, Inc._ (the "Supplier"), Westbrook, Maine and the City of Corpus Christi, a Texas home-rule municipal corporation (the "City") effective for all purposes upon execution by the City Manager or designee ("City Manager"). WHERE=AS, Supplier is the sole manufacturer and sole source supplier in the US water testing market to provide Colilert; NOW, THEREFORE, Supplier and City enter into this Agreement and agree as follows: 1. Scope. Supplier will deliver Colilert in accordance with the Price Sheet as shown In Attachment 1. 2. Term. This Agreement is for 12 months, commencing on _05/23/2016_ and continuing through _05/22/2017. The Agreement includes an option to extend the term for up to two additional twelve month periods provided the parties do so prior to expiration of the original Agreement and subject to the written approval of the Supplier and the City Manager. 3. Compensation and Payment. The total value of this Agreement is not to exceed $ 135,304.00 subject to extensions and changes. Payment will be made for goods delivered and accepted by the City within 30 days of acceptance and receipt of an acceptable invoice. All pricing must be in accordance with the Price Sheet as shown in Attachment 1. 4, Quality or Quantity Adjustments. Any quantities indicated on the Price Sheet are estimates only and do not obligate the City to order or accept more than the City's actual requirements during the Agreement, nor do the estimates limit the City to ordering less than its actual needs during the Agreement, subject to availability of appropriated funds. Substitutions or deviations from product requirements or specifications are prohibited without prior written approval of the Contract Administrator Poge 1 of 7 5. Release Order. The City will exercise its right to specify time, place and quantity of products to be delivered in the following manner: Any City department or division may send to Supplier a purchase release order. The purchase release order will refer to this Agreement, products will remain with the Supplier until such time as they are delivered and accepted by the City. 6. Inspection and Acceptance. Any Colilert reagent that are delivered but not accepted must be corrected or replaced immediately at no charge to the City or a replacement may be bought on the open market and any costs incurred including additional costs over the item's bid price must be paid by the Contractor within 30 days of receipt of City's invoice. 7. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement including deductions for non-performance and authorizations for payment. All of the Supplier's notices or communications regarding this Agreement must be directed to the Contract Administrator or designee, as follows: Marisa Juarez Utilities - Water Lab 13101 Leopard St. Phone: (361) 826-1201 Email: MarisaJC�cctexas.com 8. Assignment. No assignment of this Agreement or any right or interest herein by the Supplier is effective unless the City Manager first gives its written consent to such assignment. The performance of this Agreement by the Supplier is of the essence of this Agreement and the City's right to withhold consent to such assignment is within the sole discretion of the City on any ground whatsoever. 9. Fiscal Year. All parties recognize that the continuation of any contract after the dose of any fiscal year of the City (the City's fiscal year ends on September 30th), is subject to appropriations and budget approval providing for such contract item as an expenditure in said budget. The City does not represent that said budget item will be actually adopted as that determination is within the sole discretion of the City Council at the Time of adoption of each budget. Page2of7 10.Waiver. No waiver of any breach of any term or condition of this Agreement, or the Supplier's bid offer waives any subsequent breach of the same. 11.Governing Law. This Agreement is subject to all federal, State, and local laws, rules, and regulations. The applicable law for any legal disputes arising out of this Agreement is the law of Texas, and such form and venue for such disputes is the appropriate district, county or justice court in and for Nueces County, Texas. 12.Amendments. This Agreement may be amended only by written instrument signed by the parties. Such amendment will be in the form of a change order. Change orders may be used to modify quantities as deemed necessary by the City. 13.Termination. The City Manager may terminate this Agreement for Supplier's failure to perform the work specified in this Agreement. Failure to keep any required insurance policies in force for the entire term of this Agreement is grounds for termination. The Contract Administrator must give the Supplier 10 work days written notice of the breach and set out a reasonable opportunity to cure. It the Supplier has not cured within the cure period, the City Manager may terminate this Agreement immediately thereafter. Alternatively, the City may terminate this Agreement for convenience upon 30 days' written notice to the Supplier. However, the City may terminate this Agreement on 24 hours written notice to the Supplier for failure to pay or provide proof of payment of taxes as set out herein. 14.Taxes. The Supplier covenants to pay payroll taxes, Medicare taxes, FICA faxes, unemployment taxes and all other related taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. Failure to pay or provide proof of payment is grounds for the City Manager to immediately terminate this Agreement. 15.Certificate of Interested Parties. Supplier agrees to comply with Texas Government Code Section 2252.908 and complete Form 1295 "Certificate of Interested Parties" as part of this Agreement. Page 3 of 7 16. Notice. Notice may be given by fax, email, hand delivery or certified mail, postage prepaid, and is received on the day faxed or hand - delivered and on the third day after deposit if sent certified mail. Notice must be sent as follows: IF TO CITY: City of Corpus Christi - Utilities Attention: Marisa Juarez TITLE: Lab Manager ADDRESS: 13101 Leopard St., Corpus Christi, TX 78410 FAX: (361) 242-9131 EMAIL: MarisaJ@cctexas.com IF TO SUPPLIER IDEXX Distribution Inc. Attention: Chin -Ming Chen TITLE: General Manager and Sr. Director ADDRESS: One Idexx Dr., Westbrook, ME 04092 FAX: (207) 556-4630 EMAIL: water@idexx.com 17. Extension. This Agreement is subject to extension at the sole discretion of the City. 18.Severability. Each provision of the Agreement is considered to be severable and, if, for any reason, any such provision or any part hereof is determined to be invalid and contrary to any existing or future applicable law, such invalidity shall not impair the operation of or affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part hereof had been omitted. 19. SUPPLIER AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS AND CAUSES OF ACTION OF ANY NATURE ON ACCOUNT OF DEATH, PERSONAL INJURIES, PROPERTY LOSS OR DAMAGE OR ANY OTHER KIND OF DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' Page 4 of 7 FEES AND EXPERT WITNESS FEES WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH THIS CONTRACT OR THE PERFORMANCE OF THIS CONTRACT, REGARDLESS OF WHETHER THE INJURIES, DEATH OR DAMAGES ARE CAUSED OR ARE CLAIMED TO BE CAUSED BY THE CONCURRENT OR CONTRIBUTORY NEGLIGENCE OF INDEMNITEES, BUT NOT IF BY THE SOLE NEGLIGENCE OF INDEMNITEES UNMIXED WITH THE FAULT OF ANY OTHER PERSON OR GROUP. SUPPLIER MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO INDEMNITEES AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF SUPPLIER UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. 20. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties. 21. Order of Precedence. In the event of conflicts or inconsistencies between this Agreement and its exhibits or attachments, such conflicts or inconsistencies will be resolved by reference to the documents in the following order of priority: this Agreement and its Attachments, the bid solicitation documents including Addenda, the Bid Response. Page 5 of 7 SUPPLIER Signature:+P, (7j -fa. Printed Name: CAW- VAVVI Title: QINM+r qi,01 Date: CITY OF CORPUS CHRISTI Signature: Printed Name: Title: Date: Attachments: Attachment 1: Price Sheet Page 6 of 7 ATTACHMENT 1: PRICE SHEET CITY OF CORPUS CHRISTI PURCHASING DIVISION COLILERT BUYER: DOMINGO VALDEZ PRICE SHEET ITEM DESCRIPTION EST. QTY. UNIT IDEXX DISTRIBUTION, INC. WESTBROOK, MAINE UNIT TOTAL PRICE PRICE 1 2 3 4 5 6 7 8 Coiilert, P/N WP2001, 200 packs/case Coiilert 18, P/N WP200I-18, 200 packs/case Coiilert Vessels, P/N WV120SBST-200, 200 each/case Enterolert, P/N WENT200, 200 packs/case Quanti-Tray, P/N WQT100, 100 trays/case Quanti-Tray/2000, P/N WQT2K, 100 trays/case Coiilert Comparator, P/N WP104, 1 bottle/box Coiilert Vessels, 290m1, P/N WV290SBST-100 Page 7 of 7 15 case $515 $7,725 60 case $515 $30,900 200 case $70 $14,000 60 case $721 $43,260 15 case $105 $1,575 100 case $158 $15,800 4 box $11 $44 200 case $110 $22,000 TOTAL: $135,304 CERTIFICATE OF INTERESTED PARTIES FORM 1295 1 of 1 Complete Nos. 1 - 4 and 6 if there are interested parties. Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. 1 Name of business entity filing form, and the city, state and country of the business entity's place of business. 1DEXX Distribution, Inc. Westbrook, ME United States 2 Name of governmental entity or state agency that is a party to the contract for which the form is being filed. City of Corpus Christi OFFICE USE ONLY CERTIFICATION OF FILING Certificate Number: 2016-44852 Date Filed: 04/25/2016 Date Acknowledged: 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a description of the services, goods or other property to be provided under the contract. 630 Water Testing Supplies 4 Name of Interested Party City, State, Country (place of business) Nature of interest check applicable) Controlling Intermediary 5 Check only if there is NO Interested Party. 6 AFFIDAVIT I swear, or affirm, under penalty of perjury, that the above disclosure is true and correct. ignature of authorized agent of contracting b/isiness entity AFFIX NOTARY STAMP / SEAL ABOVE )} '�} Swornlto and subscribed before me, by the said CJikkit... 1 �/{ ►LQ '�-�"t'k , this the c7C 1� day of 20 k+Le to certify which, witness my hand and seal of office. CYNTHIA M. COOMBS Notary Public, Maine My Commission Expires December 16, 2019 Sign•ture of officer administering oath Printed name of officer administering oath Title of officer administering oath Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.312 AGENDA MEMORANDUM Public Hearing and First Reading for the City Council Meeting of May 24, 2016 Second Reading for the City Council Meeting of May 31, 2016 DATE: March 17, 2016 TO: Ronald L. Olson, City Manager FROM: Daniel McGinn, Director, Development Services Department DaielMc@cctexas.com (361) 826-3595 Alley closure located between Fifteenth Street and Sixteenth Street and from Buford Avenue to Hancock Avenue CAPTION: Ordinance abandoning and vacating an undeveloped and unsurfaced 5,655 -square foot (0.130 acres) portion of a 15 -foot wide public right-of-way, as shown and dedicated by Plat of Bay View No. 3, Block 6, a map of which is recorded in Volume A, Page 25, Map Records of Nueces County, Texas, and requiring the owners, Corpus Christi Independent School District, and The Salvation Army, a Georgia Corporation to comply with the specified conditions. PURPOSE: The purpose of this item is to abandon and vacate a 15 -foot wide public right-of-way in conjunction with the re -plat of Lots 1 through 16, Block 6, as Plat of Bay View No. 3, Block 6, Lot 1R (to be submitted at a later date). BACKGROUND AND FINDINGS: The Salvation Army, a Georgia Corporation is requesting the abandonment and vacation of an undeveloped and unsurfaced 5,655 -square foot (0.130 acres) of a 15 -foot wide public right-of-way, dedicated by Plat of Bay View No. 3, Block 6, a map of which is recorded in Volume A, Page 25, Map records of Nueces County, Texas. The abandonment and vacation of the undeveloped public street right-of-way is being requested in conjunction with the re -plat of Lots 1 through 16, Block 6, as Plat of Bay View No. 3, Block 6, Lot 1R (to be submitted at a later date). Staff recommends that the payment of the fair market value be waived since the alley contains no public utilities and has never been improved. The Owners have been advised of and concur with the conditions of the public alley abandonment and vacation ordinance. ALTERNATIVES: Denial of the street closure. This will, however, adversely impact the Owner's ability to move forward with future development or sale of the subject property. OTHER CONSIDERATIONS: Not applicable CONFORMITY TO CITY POLICY: The conditions of the ordinance are in compliance with City of Corpus Christi, Code of Ordinances §49-12 (a), as amended and approved on July 13, 2004, by Ordinance No. 025816. EMERGENCY / NON -EMERGENCY: Non -Emergency DEPARTMENTAL CLEARANCES: None of the City departments or franchised utility companies had any facilities within the public street right-of-way, or objections regarding the proposed public right-of-way abandonment. FINANCIAL IMPACT: ❑ Operating ❑ Revenue ❑ Capital ❑x Not applicable Fiscal Year: 2015- 2016 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item BALANCE Fund(s): Comments: None RECOMMENDATION: Staff recommends approval of the ordinance. Owners must comply with the following conditions: a. Upon approval by the City Council and issuance of the ordinance, all grants of streets/alleys closures must be recorded at the Owners' expense in the real property Official Deed and Map Records of Nueces County, Texas, in which the subject portion of the property is located, with a copy of the recording provided to the City. Prior to the issuance of any permits for construction on the land, an up-to-date survey, abstracted for all streets, alleys or public rights-of-way, and items of record must be submitted by the Owners to the Director of Development Services. LIST OF SUPPORTING DOCUMENTS: Ordinance with Exhibits Ordinance abandoning and vacating an undeveloped and unsurfaced 5,655 -square foot (0.130 acres) portion of a 15 -foot wide public right-of-way, as shown and dedicated by Plat of Bay View No. 3, Block 6, a map of which is recorded in Volume A, Page 25, Map Records of Nueces County, Texas, and requiring the owners, Corpus Christi Independent School District, and The Salvation Army, a Georgia Corporation to comply with the specified conditions. WHEREAS, the Salvation Army, a Georgia Corporation is requesting the abandonment and vacation of an undeveloped and unsurfaced 5,655 -square foot (0.130 acres) of a 15 -foot wide public right-of-way, dedicated by Plat of Bay View No. 3, Block 6, a map of which is recorded in Volume A, Page 25, Map records of Nueces County, Texas. The abandonment and vacation of the undeveloped public street right-of-way is being requested in conjunction with the re -plat of Lots 1 through 16, Block 6, as Plat of Bay View No. 3, Block 6, Lot 1R (to be submitted at a later date). WHEREAS, with proper notice to the public, a public hearing was held on Tuesday, May 24, 2016, during a meeting of the City Council, during which all interested parties and citizens were allowed to appear and be heard. WHEREAS, it has been determined that it is feasible and advantageous to the City of Corpus Christi to abandon and vacate the subject portion of the undeveloped and unsurfaced 5,655 -square foot (0.130 acres) of a 15 -foot wide public right-of-way, dedicated by Plat of Bay View No. 3, Block 6, a map of which is recorded in Volume A, Page 25, Map records of Nueces County, Texas, subject to compliance by the Owners with the conditions specified in this ordinance. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. Pursuant to the request of the Salvation Army, a Georgia Corporation ("Owner") has requested the abandonment and vacation of an undeveloped and unsurfaced 5,655 -square foot (0.130 acres) of a 15 -foot wide public right-of-way, dedicated by Plat of Bay View No. 3, Block 6, a map of which is recorded in Volume A, Page 25, Map records of Nueces County, Texas is abandoned and vacated by the City of Corpus Christi ("City"), subject to the Owners' compliance with the conditions specified in Section 2 of this ordinance. Exhibit "A," which is a metes and bounds description of the subject portion, Exhibit "B," which is the graphical representation for the metes and bounds description, and Exhibit "C," which is the location map, are attached to and incorporated in this ordinance by reference as if each were fully set out herein in their entireties. SECTION 2. The abandonment and vacation of the public street right-of-way described in Section 1 of this ordinance is expressly conditioned upon the Owners' compliance with the following requirements: a. Upon approval by the City Council and issuance of the ordinance, all grants of streets/alleys closures must be recorded at the Owners' expense in the real property Official Deed and Map Records of Nueces County, Texas, in which the subject portion of the property is located, with a copy of the recording provided to the City. Prior to the issuance of any permits for construction on the land, an up-to-date survey, abstracted for all streets, alleys or public rights-of-way, and items of record must be submitted by the Owners to the Director of Development Services. The foregoing ordinance was read for the first time and passed to its second reading on this the day of , 20 , by the following vote: Nelda Martinez Brian Rosas Rudy Garza Lucy Rubio Michael Hunter Mark Scott Chad Magill Carolyn Vaughn Colleen McIntyre The foregoing ordinance was read for the second time and passed finally on this the day of 20 , by the following vote: Nelda Martinez Brian Rosas Rudy Garza Lucy Rubio Michael Hunter Mark Scott Chad Magill Carolyn Vaughn Colleen McIntyre PASSED AND APPROVED this the day of , 20 ATTEST: Rebecca Huerta City Secretary Nelda Martinez Mayor Exhibit A 0.130 Acres, 15 Foot Wide Alley Closure STATE OF TEXAS COUNTY OF NUECES Job No. 43055.00.01 January 19th 2016 Revised: April 4, 2016 Fieldnotes, for a 0.130 Acre, 15 Foot Wide Alley Closure, more or less, of Block 6, Bay View No. 3, a map of which is recorded in Volume A, Page 25, Map Records of Nueces County, Texas; said 0.130 Acre Tract, being more fully described by metes and bounds as follows: Beginning, on the South line of Hancock Avenue, a public roadway, the Northeast corner of Lot 16, said Block 6, for the Northwest corner of this Tract; Thence, North 85°45'10" East, with the South line of the said Hancock Avenue, 15.00 Feet, to the Northwest corner of Lot 1, said Block 6, for the Northeast corner of this Tract; Thence, South 04°14'50" East, with the West line of Lots 1-8, said Block 6, 377.00 Feet, to the North line of .Buford Avenue, a public roadway, to the Southwest corner of the said Lot 8, for the Southeast corner of this Tract; Thence, South 85°45'10" West, with North line of the said Buford Avenue, 15.00 Feet, to the Southeast corner of Lot 9, said Block 6, for the Southwest corner of this Tract; Thence, North 04°14'50" West, with the East line of Lots 9-16, said Block 6, 377.00 Feet, to the Point of Beginning, containing 0.130 acres (5,655 Square Feet) of Land, more or less. Bearings based on GPS, NAD83 (2011), Texas Coordinate System of 1983, Texas South Zone 4205. This description was prepared from record information and does not represent a current on the ground Survey. Unless this fieldnote description, including preamble, seal and signature, appears in its entirety, in its original form, surveyor assumes no responsibility for its accuracy. Also reference accompanying sketch of Tract describe UR(1.B ENGI ING S:1Surveying143055100011OFFICEIMETES AND BOUNDS1430550001_O.130Acre.doc Page 1 of 1 (361)854-3101 2725 SWANTNER DR. • CORPUS CHRISTI,TEXAS 78404 www.urbaneng,com TBPE Firm #145 TBPLS Firm #10032400 1 ' 1W1 James D. Carr, R.P.L.S. License No. 6458 FAX (361)854-6001 Point of Lot 16 Lot 15 Lot 14 N Lot 13 L..- -'J _co hJ CC Co CO Lot 1 Z .,J X Lot 11 Lot 10 Lot 9 Exhibit B Sketch to Accompany Hancock Avenue (60 R.O.W.) •51 N8 5 O'O0sE Beginning Lot 1 15' Wide Alley Closure 0.130 Acre (5,655 Sq. Ft.) Lot 2 Lot 3 0 0 6) x —0 0 F- 00 Q Q r ° of 4 N = - N) M ° o n o U z N �zN W o _� a o 0 m>� z m > - I0 w TQ Lot m O o m O > (r)0 0o _ —Z o " U CO z Lot Lot Lot S85.4591 0"W 15.00 Buford Avenue (60' R,0 \N) Qi 4-' i o -N IX aD N� 5 -N 6 7 8 REV: DAT March 2 DATE: Jan. 166 200 6 16 SCALE: 1"=601 JOB NO.: 43055.00.01 SHEET: 1 of 2 DRAWN BY: RLG urbansurveyl®urbaneng.com 02016 b Urban Engineering riw0-/7/7n1(, 1n•1d•nn nn� g - URBAN — ENGINEERING TBPE FIRM N0.145, TBPLS FIRM N0.10032400 2725 SWANTNER DR, CORPUS CHRISTI, TX 78404 FIELDNOTES for 0.130 Acre, 15.00 foot wide alley closure, more or less, Block 6, Bay View No. 3, a mapof which is recorded in Volume A, Page 25, Map Records of Nueces County, Texas. PHONE: 361.854.3101 WWW.URBANENG.COM S•\Sllrvayin0\4•IHSS\nnnl\FX4.1nSSnnn1 VICINITY MAP BAYVIEW UNIT 3. BLOCK 6 ALLEY CLOSURE A ALLEY CLOSURE Corpus Christi Bay \ L3541 - Exhibit "0" Guff of Mexico Aerial Overview 1 N Aerial 1 N AGENDA MEMORANDUM Action Item for the City Council Meeting of May 31, 2016 DATE: May 26, 2016 TO: Mayor and City Council FROM: Margie C. Rose, Acting City Manager MargieR(c�cctexas.com (361) 826-3220 Discussion and possible action regarding possible scope for third party investigation related to the past three boil water notices. CAPTION: Discussion and possible action regarding possible scope for third party investigation related to the past three boil water notices. PURPOSE: This item proposes discussion of the scope for an independent investigation into the recent boil water advisories for the City of Corpus Christi. BACKGROUND AND FINDINGS: Due to the recent third boil water notice in the past 10 months, we informed the citizens that we would get an independent group to investigate the repeated boil water advisories. This item is being proposed to address that need. Attached within this item is a possible scope for an independent investigation related to the boil water advisories. ALTERNATIVES: Not applicable. OTHER CONSIDERATIONS: Not applicable. CONFORMITY TO CITY POLICY: EMERGENCY / NON -EMERGENCY: This item is a discussion with possible action to allow Council an opportunity to take action on the day the item is presented. DEPARTMENTAL CLEARANCES: None. FINANCIAL IMPACT: ❑ Operating ❑ Revenue ❑ Capital x Not applicable Fiscal Year: 2015-2016 Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item BALANCE Fund(s): Comments: RECOMMENDATION: Provide opportunity for Council to discuss proposed scope and allow for changes or additions to scope. LIST OF SUPPORTING DOCUMENTS: Proposed scope for investigation related to boil water notices. CORPUS CHRISTI WATER UTILITY — BOIL WATER NOTICE INVESTIGATION 1.0 IMMEDIATE ACTION PLAN 1.1 Conduct a Root Cause Analysis for Past 3 Boil Water Notices Consider the following factors: • Nitrification response plan • Monitoring plan and action triggers • Regulatory response • Infrastructure configuration and condition factors • Organizational factors • Cross -connection control plan • Laboratory staffing and resources • Laboratory procedures • Maintenance procedures • Personnel qualifications • Overall policies and procedures • Decision-making processes 1.2 Immediate Recommendations to Avoid a Repeat Boil Water Occurrence in the Near-term (0-12 months) Suggest near-term responses to reduce the risk of Boil Water Notices or other regulatory violations. • Safety plan • Process control plan • Testing and monitoring plan • Regulatory compliance plan • Laboratory certification and procedures • New and revised procedures • Suggested resource acquisitions • Organizational maturity assessment • Recommended organizational changes 2.0 LONG-RANGE ACTION PLAN 2.1 Recommendations for Long-range Improvements (beyond 12 months) Suggest a series of long range actions to bring the water utility into a stable operating posture. • Business plan changes • Process control and instrumentation improvements • Operator and staff training plan • Laboratory management plan • Quality control plan • Preventative maintenance management • Staff #'s, organization structure and qualifications • New capital equipment • New capital projects • Asset recapitalization plan • Water resource planning • Financial plan and rate model AGENDA MEMORANDUM Future Item for the City Council Meeting of May 24, 2016 Action Item for the City Council Meeting of May 31, 2016 DATE: May 24, 2016 TO: Ronald L. Olson, City Manager FROM: Steven Viera, Interim Director of Human Resources SteveV(c�cctexas.com (361) 826-3445 Maria Pedraza, Procurement Manager MariaPe(c�cctexas.com (361) 826-3176 Temporary Staffing Services Service Agreement Extension CAPTION: Resolution ratifying one year contract extensions effective as of May 15, 2016, and authorizing the City Manager or designee to execute one-year extensions to the service agreements with Unique Employment Services, Advance'd Temporaries, Inc., JAT Partners, LLC dba Remedy Intelligent Staffing, and Express Employment Professionals to continue the provision of temporary staffing services for a total expenditure not to exceed $9,057,000 of which approximately $3,773,750 is required for the remainder of the fiscal year. Unique Employment Services JAT Partners, LLC Corpus Christi, Texas Dba Remedy Intelligent Staffing $5,222,000 Corpus Christi, Texas $1,236,000 Advance'd Temporaries, Inc. Express Employment Professionals Corpus Christi, Texas Corpus Christi, Texas $2,500,000 $99,000 PURPOSE: Approval to extend service agreements with temporary staffing agencies to continue to provide temporary staffing to departments as needed for day-to-day operations. BACKGROUND AND FINDINGS: On 02/28/2012, staff inadvertently proposed to City Council to take action to approve service agreements for temporary staffing services with staffing agencies for terms of two years with options to extend for up to two additional years instead of the option to extend for up to three additional years as specified in the solicitation and service agreements signed by contractors acknowledging the additional three year -year extension terms. The term of the third one-year extension will extend the contractors' service agreements from May 15, 2016 through May 14, 2017. The contractors agree to be bound by the same terms and conditions specified in existing service agreements made effective May 15, 2012. Bid solicitations have been created to establish new temporary staffing agreements; however the Human Resources Department is currently in the process of transitioning to an in-house temporary staffing services program. The goal of this extension is to allow time for the Human Resources Department to develop and provide administrative control and oversight to the agreements and implement an internal City temporary employee program to reduce the City's dependency on staffing agencies. ALTERNATIVES: There are no other alternatives at this time to establish new service agreements in time. OTHER CONSIDERATIONS: N/A CONFORMITY TO CITY POLICY: This purchase conforms to the City's purchasing policies and procedures along with the State statutes regulating procurement. EMERGENCY / NON -EMERGENCY: N/A DEPARTMENTAL CLEARANCES: Various City Departments FINANCIAL IMPACT: x Operating ❑ Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2015-2016 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Line Item Budget $3,773,750 $5,283,250 $9,057,000 Encumbered / Expended Amount $0 $0 $0 This item $3,773,750 $5,283,250 $9,057,000 BALANCE $0 $0 $0 Fund(s): Various City Departments RECOMMENDATION: Staff recommends approval of the resolution LIST OF SUPPORTING DOCUMENTS: Resolution, Presentation Extension III SA12-061 Extension III SA12-063 Extension III SA 12-064 Extension III SA12-065 „,,,. 1852 Service Agreement No.: SA12-065 Current Agreement Value: $410,886.30 AMENDMENT CITY OF CORPUS CHRISTI PURCHASING DIVISION Amendment No.: 5 Date: May 11, 2016 The CITY OF CORPUS CHRISTI, TEXAS, hereinafter referred to as the City, and Express Employment Professionals, hereinafter referred to as the Contractor, do hereby make and enter into this Amendment which, together with the Contract and all other duly executed amendments, constitutes the entire agreement under the above -referenced Service Agreement between the City and the Contractor. Contractor agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 "Certificate of Interested Parties” as part of this amendment. The contract is hereby extended for an additional twelve-month period. New effective dates are May 15, 2016 through May 14, 2017.. This amendment increases the current agreement value by an amount not to exceed $99,000 from $410,886.30 to a total contract amount not to exceed $509,886.30. Increased value is an estimated projection for extension year three. Contractor and the City agree to and shall abide by all terms and conditions of the original Contract and any amendments to that Contract, to the extent they are not in conflict with the terms of this Amendment. L" 1twt (. (UC f-0 S iw oicr Margot Villarreal Date Kim Baker Date General Manager Assistant Director of Finance Express Employment Professionals City of Corpus Christi, Texas CERTIFICATE OF INTERESTED PARTIES FORM 1295 1 of 1 Complete Nos. 1 - 4 and 6 if there are interested parties. Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. OFFICE USE ONLY CERTIFICATION OF FILING 1 Name of business entity filing form, and the city, state and country of the business entity's place of business. Express Employment Professionals Corpus Christi, TX United States Certificate Number: 2016-55133 Date Filed: 2 Name of governmental entity or state agency that is a party to the contract for which the form is being filed. City of Corpus Christi 05/13/2016 Date Acknowledged: 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a description of the services, goods, or other property to be provided under the contract. SA12-065 Staffing Services 4 Name of Interested Party City, State, Country (place of business) Nature of interest (check applicable) Controlling Intermediary 5 Check only if there is NO Interested Party. X 6 AFFIDAVIT I swear, or affirm, under penalty of perjury. that the above disclosure is true and correct. . • State elites Signatufe of authorized agent of contracting business entity AFFIX NOTARY STAMP / SEAL ABOVE Swyrn to and subscribed before me, by the said q Jj/'� 1.----i V1,--Q1CLOd ; this the \ day of C' -t (.t 20 y LP , to certify which, witness my hand and seal of o ice. 401 1111 -1.•iAn , . otax u rl'cJ Signature of officer administering oath Printed name of officer administering oath Title of officer administering oath orms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.1021 Resolution ratifying one year contract extensions effective as of May 15, 2016, and authorizing the City Manager or designee to execute one year extensions to the service agreements with Unique Employment Services, Advance'd Temporaries, Inc., JAT Partners, LLC dba Remedy Intelligent Staffing, and Express Employment Professionals to continue the provision of temporary staffing services, for a total expenditure not to exceed $9,057,000 of which approximately $3,773,750 is required for the remainder of this fiscal year. WHEREAS, on February 28, 2012, staff inadvertently proposed that City Council approve temporary staffing service agreements (each for a term of two years) with options to extend for up to two additional one-year periods instead of including options to extend for up to three additional one-year periods, as was specified in both the solicitation and agreements signed by Unique Employment Services, Advance'd Temporaries, Inc., JAT Partners, LLC doing business as Remedy Intelligent Staffing, and Express Employment Professionals (collectively, the "Contractors"); WHEREAS, the term of the third one-year extension will extend the Contractors' respective services agreements from May 15, 2016, through May 14, 2017; WHEREAS, the Contractors agree to be bound by the same terms and conditions specified in the existing service agreements made effective on May 15, 2012; WHEREAS, bid solicitations have been created to establish new temporary staffing service agreements; however, the Human Resources Department ("HR") is currently in the process of transitioning to an in-house temporary staffing services program to hire temporary workers as City temporary employees to fulfill this need, as the in-house program will be more cost effective than procuring new multi-year service agreements with staffing agencies; and WHEREAS, the one-year term extensions to the existing agreements will allow sufficient time for HR to make the transition to the new in-house program. Be it resolved by the City Council of the City of Corpus Christi, Texas: The City Council ratifies one-year contract extensions effective as of May 15, 2016, and authorizes the City Manager or designee to execute one-year extensions to the existing staffing service agreements with Unique Employment Services, Advance'd Temporaries, Inc., JAT Partners, LLC, doing business as Remedy Intelligent Staffing, and Express Employment, all of Corpus Christi, Texas, to continue providing temporary staffing services in accordance with the same terms and conditions in each respective service agreement made effective on May 15, 2012, for a total expenditure not to exceed $9,057,000 of which approximately $3,773,750 is required for the remainder of this fiscal year. ATTEST: CITY OF CORPUS CHRISTI Rebecca Huerta, City Secretary Nelda Martinez, Mayor Corpus Christi, Texas day of , 2016 The above resolution was passed by the following vote: Nelda Martinez Rudy Garza Michael Hunter Chad Magill Colleen McIntyre Lucy Rubio Brian Rosas Mark Scott Carolyn Vaughn Temporary Staffing Services Service Agreement Extension Council Presentation May 24, 2016 DEPARTMENT Development Services Engineering Facilities Finance Fire Gas General Services 7 7 7 18 3 45 19 Health 5 Human Relations 1 Library 2 Marina 4 MIS 7 Neighborhood Services 2 Parks & Recreation 37 Police 6 Streets 3 Solid Waste 13 Utilities 37 Wastewater 1 Water 108 Temporary/ Leased Employee Summary Leased Worker Summary 1 Total 332 LEASED WORKER COUNT ■ Public Safety 9 Other 116 Public Safety 9 3% Utilities 207 2 Personnel Cost Summary Personnel Costs May 2015 -April 2016 $8,808,662; 4.02% $210,145,467; 95.98% ■ Salaries+fringe, Full-time employees Temporary Services • City's Total Payroll $210,145,467 (Full-time Employees) • Temporary Services $8,808,662 (Temporary/Leased Employees) • Temporary employees account for 4.02% of total City payroll. Hiring Cost Comparisons $14,000,000 $12,000,000 $10,000,000 $8,000,000 $6,000,000 $4,000,000 $2,000,000 $0 Cost Comparisons - Hiring Options Temp Agency Direct Hire City Temp $8,808,661 $12,551,364 $8,211,082 ■ Fees / ACA / W -C /Agency markup ■ Benefits /Accruals ■ TMRS FICA ■ Salary 4 Future - City Temporary Program Fiscally Responsible " Efficient Processes " Sound Oversight Implementation Process: • Create a temporary candidate pool for current and future openings • Evaluate the performance of staffing agency employees at all tenure levels • Meet with departments to understand their staffing needs • Discuss the transitioning of current leased workers into open City positions 1882 AMENDMENT CITY OF CORPUS CHRISTI PURCHASING DIVISION Service Agreement No.: SA12-061 Amendment No.: 23 Current Agreement Value: $12,395,078.42 Date: May 11, 2016 The CITY OF CORPUS CHRISTI, TEXAS, hereinafter referred to as the City, and Unique Employment Services hereinafter referred to as the Contractor, do hereby make and enter into this Amendment which, together with the Contract and all other duly executed amendments, constitutes the entire agreement under the above -referenced Service Agreement between the City and the Contractor. Contractor agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 "Certificate of Interested Parties" as part of this amendment. The contract is hereby extended for an additional twelve-month period. New effective dates are May 15, 2016 through May 14, 2017. This amendment increases the current agreement value by an amount not to exceed $5,222,000.00 from $12,395,078.42 to a total contract amount not to exceed $17,617,078.42. Increased value is an estimated projection for extension year three. Contractor and the City agree to and shall abide by all terms and conditions of the original Contract and any amendments to that Contract, to the extent they are not in conflict with the terms of this Amendment. • 4 alb/ l ' G. ry B -•ford iDate Kim Baker Date esi•t/CEO Assistant Director of Finance Unique Employment Services City of Corpus Christi, Texas orms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.1021 CERTIFICATE OF INTERESTED PARTIES FORM 1295 1 of 1 Complete Nos. 1- 4 and 6 if there are interested parties. Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. OFFICE USE ONLY CERTIFICATION OF FILING Certificate Number: 2016-57180 Date Filed: 05/17/2016 Date Acknowledged: 1 Name of business entity filing form, and the city, state and country of the business entity's place of business. Unique Employment Services Corpus Christi, TX United States 2 Name of governmental entity or state agency that is a party to the contract for which the form is being filed. City of Corpus Christi 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a description of the services, goods, or other property to be provided under the contract. SA12-061 Leased Workers 4 Name of Interested Party City, State, Country (place of business) Nature of interest (check applicable) Controlling Intermediary 5 Check only if there is NO Interested Party. X 6 AFFIDAVIT I swear, or affirm, under penalty of perjury, that the above ..closure is true and correct. 44EVELYN W. DESROSIERS li April 22, 2017 — My Commissbn Expires 4. 1 nature of authorize agent of cont • cting business entity AFFIX NOTARY STAMP / SEAL ABOVE Sworn to and subscribed before me, by the said( -7f jee/ S t-Z(ZA'jN —zo (�.1, , this the _ ) 1 day of t•AMA , 20 )tP , to certify which, witness my hand and seal of office.III j i C Signature of officer administering oath Printed name of officer administering oath Title of officer administering oath orms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.1021 AMENDMENT CITY OF CORPUS CHRISTI PURCHASING DIVISION Service Agreement No.: SA12-063 Amendment No.: 23 Current Agreement Value: $6,323,555.95 Date: May 11, 2016 The CITY OF CORPUS CHRISTI, TEXAS, hereinafter referred to as the City, and Advance'd Temporaries, Inc., hereinafter referred to as the Contractor, do hereby make and enter into this Amendment which, together with the Contract and all other duly executed amendments, constitutes the entire agreement under the above -referenced Service Agreement between the City and the Contractor. Contractor agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 "Certificate of Interested Parties" as part of this amendment. The contract is hereby extended for an additional twelve-month period. New effective dates are May 15, 2016 through May 14, 2017. This amendment increases the current agreement value by an amount not to exceed $2,500,000 from $6,323,555.95 to a total contract amount not to exceed $8,823,555.95. Increased value is an estimated projection for extension year three. Contractor and the City agree to and shall abide by all terms and conditions of the original Contract and any amendments to that Contract, to the extent they are not in conflict with the terms of this Amendment. /-j.-/Zz 5 f Felisha Moye c7 Date Vice President Advance'd Temporaries, Inc. Kim Baker Date Assistant Director of Finance City of Corpus Christi, Texas CERTIFICATE OF INTERESTED PARTIES FORM 1295 1 of 1 Complete Nos. 1 - 4 and 6 if there are interested parties. Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. 1 Name of business entity filing form, and the city, state and country of the business entity's place of business. Advance'd Temporaries Corpus Christi, TX United States 2 Name of governmental entity or state agency that is a party to the contract for which the form Is being tiled. City of Corpus Christi OFFICE USE ONLY CERTIFICATION OF FILING Certificate Number: 2016-55469 Date Flied: 05/13/2016 Date Acknowledged; 3 Provide the Identification number used by the governmental entity or state agency to track or Identify the contract, and provide a description of the services, goods, or other property to be provided under the contract. SA12-063 TEMPORARY PERSONNEL Name of interested Party 5 Check only if there is NO interested Party. 6 AFFIDAVIT KRiSTI LOPE HOLDER "• *; MY COMMISSION I,.XPIRES Aprli 24, 2017 AFFIX NOTARY STAMP 1 SEAL ABOVE Sworn to and subscribed before me, by the said 20 t(i , to certify which, witness my hand and seal of office. City, State, Country (place of business) Nature of Interest (check applicable) Controlling intermediary I swear, or affirm, under penalty of perjury, that the above disclosure is true and correct, Signatur- uthorized agent of contracting business entity L Forms provided by Texas Ethics Commission www.ethics.state.tx.us gnature of officer administering oath Printed name of officer administering oath is the f day of Title of office administering oath Version V1.0.1021 AMENDMENT CITY OF CORPUS CHRISTI PURCHASING DIVISION Service Agreement No.: SA12-064 Amendment No.: 5 Current Agreement Value: $3,284,680.09 Date: May 11, 2016 The CITY OF CORPUS CHRISTI, TEXAS, hereinafter referred to as the City, and JAT Partners LLC, DBA Remedy Intelligent Staffing, hereinafter referred to as the Contractor, do hereby make and enter into this Amendment which, together with the Contract and all other duly executed amendments, constitutes the entire agreement under the above - referenced Service Agreement between the City and the Contractor. Contractor agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 "Certificate of Interested Parties" as part of this amendment. The contract is hereby extended for an additional twelve-month period. New effective dates are May 15, 2016 through May 14, 2017. This amendment increases the current agreement value by an amount not to exceed $1,236,000 from $3,284,680.09 to a total contract amount not to exceed $4,520,680.09. Increased value is an estimated projection for extension year three. Contractor and the City agree to and shall abide by all terms and conditions of the original Contract and any amendments to that Contract, to the extent they are not in conflict with the terms of this Amendment. 5y/3 Penny R:se Date Branch Manage JAT Partners LLC, DBA Remedy Intelligent Staffing Kim Baker Date Assistant Director of Finance City of Corpus Christi, Texas r CERTIFICATE OF INTERESTED PARTIES FORM 1295 1 of 1 Complete Nos. 1- 4 and 6 if there are interested parties. Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. OFFICE USE ONLY CERTIFICATION OF FILING Certificate Number: 2016-54565 Date Filed: 05/12/2016 Date Acknowledged: 1 Name of business entity filing form, and the city, state and country of the business entity's place of business. JAT Partners LLC dba Remedy Intelligent Staffing Corpus Christi, TX United States 2 Name of governmental entity or state agency that is a party to the contract for which the form is being filed. City of Corpus Christi g Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a description of the services, goods, or other property to be provided under the contract. SA12-064 Leased Worker Services 4 Name of Interested Party City, State, Country (place of business) Nature of interest (check applicable) Controlling Intermediary 5 Check only if there is NO interested Party. ❑ X 6 --------_ AFFIDAVIT I swear, or affirm, under penalty of perjury, that the above disclosure is true and correct. oma'?' boe I_AURIS A LYNN BAKLIK my commission Expires .Ar7-6 :2, 2019 fj _ AFFIX NOTARY STAMP / SEAL ABOVE , Signature off authorized agent f contracting business entity �'P,-P___., this the i 3 day of X11, Sworny,to and subscribed before me, by the said 142- u! 20 1 l l7 to certify which, witness my hand and seal of office. r iSolu 1111 � )� R ,.K I �ni � , - -cit U L Cla3 . �11 ,4 na.) \� Sigcure of officer admini' 'r oath Printed name of officer administeri'e oath Title of officer administeringoath g i Forms provided b9Texas Ethics Commission www.ethics.state.bc.us Version V1.0.1021 AGENDA MEMORANDUM Future Item for the City Council Meeting of May 24, 2016 Action Item for the City Council Meeting of May 31, 2016 DATE: May 24, 2016 TO: Ronald L. Olson, City Manager FROM: Maria Pedraza, Procurement Manager mariape(c�cctexas.com (361) 826-3176 Jim Davis, Director of General Services iimdcctexas.com (361) 826-1909 Stacie Talbert, Interim Director of Parks & Recreation StacitT(c�cctexas.com (361) 826-3464 Purchase of 4,000 Gallon Water Truck CAPTION: Motion approving the purchase of a 4,000 gallon water truck from Rush Truck Centers of Texas, L.P. of Houston, Texas, for a total cost of $125,406.00. The award is based on the cooperative purchasing agreement with the Houston -Galveston Area Council (H - GAC). Funding is available in the General Fund FY 2015-2016. PURPOSE: To approve the purchase of the 4,000 gallon water truck for the Parks & Recreation Department. BACKGROUND AND FINDINGS: This unit will replace the 4000 gallon water truck that is currently being rented on a monthly basis for $5,436.00 per month. This equipment is needed to enable Beach Operations to maintain driving lanes along the Gulf Beaches and to reduce the amount of motor grader and front-end loader time on the sand. Utilizing the water truck for this beach operation has proven to be very beneficial; therefore, the Parks & Recreation Department recommends purchasing a water truck to allow this operation to continue at a reduced cost. ALTERNATIVES: None. OTHER CONSIDERATIONS: The Park & Recreation Department can continue to rent a 4,000 water truck at a higher rate than the outright purchase. CONFORMITY TO CITY POLICY: This purchase conforms to the City's purchasing policies and procedures and State statutes regulating procurement. EMERGENCY / NON -EMERGENCY: Non -emergency. DEPARTMENTAL CLEARANCES: Fleet Maintenance Parks & Recreation FINANCIAL IMPACT: ❑ Operating ❑ Revenue x Capital ❑ Not applicable Fiscal Year: 2015-2016 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Line Item Budget $396,041.00 $0.00 $396,041.00 Encumbered / Expended Amount $117,795.72 $0.00 $117,795.72 This item $125,406.00 $0.00 $125,406.00 BALANCE $152,839.28 $0.00 $152,839.28 Fund(s): Parks & Recreation Fund Comments: Funding for the purchase of the 4,000 gallon water truck is approved in the FY 2015- 2016 budget. RECOMMENDATION: Staff recommends approval of the motion as presented. LIST OF SUPPORTING DOCUMENTS: Price Sheet CITY OF CORPUS CHRISTI PURCHASING DIVISION BUYER: ROBERTA ORTIZ ITEM 1 DESCRIPTION QTY. UNIT PRICE SHEET 4,000 GALLON WATER TRUCK H -GAC CONTRACT: HT06-14 RUSH TRUCK CENTERS OF TEXAS, L.P. HOUSTON, TEXAS UNIT PRICE Peterbilt 348 Water Truck with 4,000 Gallon Tank 1 EA $125,406.00 Total Price EXTENDED PRICE $125,406.00 $125,406.00 AGENDA MEMORANDUM Future Item for the City Council Meeting of May 31, 2016 Action Item for the City Council Meeting June 14, 2016 DATE: TO: FROM: May 31, 2016 Margie C. Rose, Acting City Manager Annette Rodriguez, Director of Health annetter@cctexas.com (361) 826-7205 Isidoro Prado, Public Health Administrator IsidoroP@cctexas.com (361) 826-7321 Maria Pedraza, Procurement Manager, Finance MariaPe@cctexas.com 361-826-3176 First Amendments to Mind Exercise Nutrition Do it (MEND) Childhood Obesity Program Service Agreements Delivery Partners: Advanced Cheer Athletics, LLC; Apex Personal Training and Nutrition; Benavides Fitness, LLC; and Twisted Cheer Company CAPTION: Motion authorizing the Director of the Public Health District or designee to execute contract amendments with Advanced Cheer Athletics LLC; Apex Personal Training and Nutrition; Benavides Fitness, LLC; and Twisted Cheer Company to provide additional services and funding pursuant to existing MEND Childhood Obesity Program service agreements for a total expenditure not to exceed $770,000. Funds have been budgeted by Corpus Christi-Nueces County Public Health District (CCNCPHD) in the 1115 Transformation Waiver Fund. Advanced Cheer Athletics, LLC 6801 Weber Road. Corpus Christi, Texas $250,000 Benavides Fitness LLC 1504 Redbird Drive Rockport, Texas $170,000 Apex Personal Training and Nutrition, LLC 4117 South Staples Suite 260 Corpus Christi, Texas $ 150,000 Twisted Cheer Company 3010 Old Kingsville Road Alice, Texas $200,000 PURPOSE: The purpose of this agenda Item is to obtain authority to execute Amendment No.1 to Advanced Cheer Athletics, LLC; Apex Personal Training and Nutrition; Benavides Fitness, LLC and Twisted Cheer Company, for the MEND Childhood Obesity Program for the Corpus Christi Nueces County Public Health District (CCNCPHD). BACKGROUND AND FINDINGS: Delivery Partners will exceed original contract amount of $49,000 due to increased number of MEND program participants. Additional contract funds will enable CCNCPHD to reach more children in our surrounding community that will benefit from the MEND Childhood Obesity Program. ALTERNATIVES: Not applicable. OTHER CONSIDERATIONS: Not applicable CONFORMITY TO CITY POLICY: This purchase conforms to the City's purchasing policies and procedures and State statutes regulating procurement. EMERGENCY / NON -EMERGENCY: Non -emergency. DEPARTMENTAL CLEARANCES: Health Department FINANCIAL IMPACT: x Operating ❑ Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2015-2016 Current Year Future Years TOTALS Line Item Budget $1,390,085.00 $0.00 $1,390,085.00 Encumbered / Expended Amount $553,391.00 $0.00 $553,391.00 This item $770,000.00 $0.00 $770,000.00 BALANCE $66,694.00 $0.00 $66,694.00 Fund(s): Corpus Christi Nueces County Health District's (CCNCPHD) 1115 Transformation Waiver Fund Comments: None. RECOMMENDATION: Staff recommends approval of the motion as presented. LIST OF SUPPORTING DOCUMENTS: Amendment No.1: Advanced Cheer Athletics, LLC Amendment No.1: Apex Personal Training and Nutrition, LLC Amendment No.1: Benavides Fitness LLC Amendment No.1: Twisted Cheer Company STATE OF TEXAS COUNTY OF NUECES FIRST AMENDMENT TO THE AGREEMENT BETWEEN THE CITY OF CORPUS CHRISTI AND ADVANCED CHEER & ATHLETICS, LLC § § § WHEREAS, the City of Corpus Christi ("City") and Advanced Cheer and Athletic, LLC ("Contractor") entered into an existing agreement ("Agreement'), approved on March 15, 2016; WHEREAS, the parties mutually desire to increase the total contract value through execution of an amendment to the existing service contract with this ("First Amendment") in order to provide additional program services for the "Mind — Exercise — Nutrition — Do it!" ("MEND") Childhood Obesity Program. 1. Incorporation of Preamble. The preamble provisions set out above in this First Amend- ment are incorporated by reference into the body of this document and constitute additional provisions under the Agreement. 2. Effective Date. This First Amendment takes effect following the final approval by the City Council and execution by the City Manager, or designee on the day of 2016. 3. Effect of First Amendment. This First Amendment supplements and expands the provisions of the Agreement and the duties and responsibilities undertaken by the parties. The parties acknowledge and agree that all terms, conditions, and covenants of the Agreement not changed by execution of this First Amendment continue in full force and effect. For purposes of this First Amendment, the parties agree that the specific language included in this document modifies the terms and conditions of the Agreement as necessary and desired to effectuate the purposes and plans of the parties. 4. Amendment. This First Amendment to Service Contract MEND Childhood Obesity Program Contract No. 698 with Advanced Cheer & Athletics, LLC shall be revised to increase the maximum not to exceed total contract value of the existing service contract from $49,000 to $250,000 as shown in Exhibit "A" Specification No. 10280 (last page) Section N. Fee Schedule of Exhibit A Scope of Work Mend Childhood Obesity Program. 5. Entire Agreement. This First Amendment (and the attachments and exhibits attached to this document and incorporated by reference, if applicable) set forth the entire agreement of the parties with respect to undertaking additional duties and responsibilities as described in this document. Excluding the executed Agreement and First Amendment, no other agreements, assurances, conditions, covenants (express or implied), or other terms of any kind exist between the parties regarding this First Amendment. EXECUTED in duplicate by the parties, to take effect upon the date indicated in Section 2 of this First Amendment. Page 1 of 3 CITY OF CORPUS CHRISTI Annette Rodriguez, Director of Public Health Date: Approved as to legal form: , 2016 Elizabeth Hundley Assistant City Attorney for the City Attorney CONTRACTOR: Signature / Name: /#-•.� �5 - q ///y 7 Q ✓< Title: Q 14)4 e- - 4 c4 Date: (36.-- /6 ATTACHED AND INCORPORATED EXHIBIT: Exhibit A - Specification No. 10280 (last page) Section N. Fee Schedule of Exhibit A Scope of Work Mend Childhood Obesity Program Page 2 of 3 CITY OF CORPUS CHRISTI HEALTH DEPARTMENT N. FEE SCHEDULE SPECIFICATION NO. 10280 SECOND REVISED DATE: 05/5/2016 The total contract value to be paid under this agreement shall not exceed $250,000. Page 3 of 3 DESCRIPTION UNIT UNIT COST MINIMUM NUMBER OF PARTICIPANTS Delivery of MEND ages 2- 5: 10 -week course (10 weeks x one 1.5 -hour sessions per week). EACH FULL CLASS $3,000 12 minimum Delivery of MEND ages 7- 13: 10 -week course (10 weeks x two 2 -hour sessions per week). EACH FULL CLASS W/10 $2,500 10 minimum ONLY FOR MEND 7-13 Each additional child, numbers 11 to 20 EACH $250 Must complete 10 - week course Each additional child, numbers 21-30 EACH $200 Must complete 10 - week course Class Size: Greater than or equal to 30 children per class Maximum $7,000 The total contract value to be paid under this agreement shall not exceed $250,000. Page 3 of 3 CERTIFICATE OF INTERESTED PARTIES FORM 1295 1of1 Complete Nos. 1 - 4 and 6 if there are interested parties. Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. OFFICE USE ONLY CERTIFICATION OF FILING Certificate Number: 2016-60803 Date Filed: 05/24/2016 Date Acknowledged: 1 Name of business entity filing form, and the city, state and country of the business entity's place of business. Advanced Cheer & Athletics, LLC Corpus Christi, TX United States 2 Name of governmental entity or state agency that is a party to the contract for which the form is being filed. Health and Human Services Commission, Texas 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a description of the services, goods, or other property to be provided under the contract. 698 Mend Childhood obesity program 4 Name of Interested Party City, State, Country (place of business) Nature of interest (check applicable) Controlling 1 Intermediary 5 Check only if there is NO interested Party. ❑ X 6 Ailarigibmieiramilboilimaraludliwilmeime FFIDAVIT I swear, or affirm, under penalty of perjury, that the above disclosure is true and correct. 0 4 µ 4 7-C/ 'toe DINA L CHAVEZ My Commission Expires January 21, 2018 M M _ Signature of auth agent of contracting business entity AFFIX NOTARY STAMP I SEAL ABOVE M �(- `� Swam to and subscribed before me, by the said O'hfI$LI4*, M. Vet. Z et. , this the �'7 �+ day of �l 2011, to certify which, witness my hand and seal of office. DINA I. CHAVEZ Explfas ` ,�� Co bion J 7018 arm r 1'f offic'r : dmini , ing oath Printed name of officer administering oath `"` jam"'} - .. - I ,a orms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.1021 FIRST AMENDMENT TO THE AGREEMENT BETWEEN THE CITY OF CORPUS CHRISTI AND APEX PERSONAL TRAINING AND NUTRITION, LLC STATE OF TEXAS COUNTY OF NUECES § § § WHEREAS, the City of Corpus Christi ("City") and Apex Personal Training and Nutrition, LLC ("Contractor") entered into an existing agreement ("Agreement'), approved on March 31, 2016; WHEREAS, the parties mutually desire to increase the total contract value through execution of an amendment to the existing service contract with this ("First Amendment") in order to provide additional program services for the "Mind — Exercise — Nutrition — Do it!" ("MEND") Childhood Obesity Program. 1. Incorporation of Preamble. The preamble provisions set out above in this First Amend- ment are incorporated by reference into the body of this document and constitute additional provisions under the Agreement. 2. Effective Date. This First Amendment takes effect following the final approval by the City Council and execution by the City Manager, or designee on the day of 2016. 3. Effect of First Amendment. This First Amendment supplements and expands the provisions of the Agreement and the duties and responsibilities undertaken by the parties. The parties acknowledge and agree that all terms, conditions, and covenants of the Agreement not changed by execution of this First Amendment continue in full force and effect. For purposes of this First Amendment, the parties agree that the specific language included in this document modifies the terms and conditions of the Agreement as necessary and desired to effectuate the purposes and plans of the parties. 4. Amendment. This First Amendment to Service Contract MEND Childhood Obesity Program Contract No. 713, Apex Personal Training and Nutrition, LLC shall be revised to increase the maximum not to exceed total contract value of the existing service contract from $49,000 to $ 150,000 as shown in Exhibit "A" Specification No. 10280 (last page) Section N. Fee Schedule of Exhibit A Scope of Work Mend Childhood Obesity Program. 5. Entire Agreement. This First Amendment (and the attachments and exhibits attached to this document and incorporated by reference, if applicable) set forth the entire agreement of the parties with respect to undertaking additional duties and responsibilities as described in this document. Excluding the executed Agreement and First Amendment, no other agreements, assurances, conditions, covenants (express or implied), or other terms of any kind exist between the parties regarding this First Amendment. EXECUTED in duplicate by the parties, to take effect upon the date indicated in Section 2 of this First Amendment. Page 1 of 3 CITY OF CORPUS CHRISTI Annette Rodriguez, Director of Public Health Date: Approved as to legal form: , 2016 Elizabeth Hundley Assistant City Attorney for the City Attorney CONTRACTOR: /64.elt-r2 ignature Name: ((-7-(-767c:,_' Title: /e/'%lM,,,�Ar Date: 0,5/704. ATTACHED AND INCORPORATED EXHIBIT: Exhibit A — Specification No. 10280 (last page) Section N. Fee Schedule of Exhibit A Scope of Work Mend Childhood Obesity Program Page 2 of 3 CITY OF CORPUS CHRISTI HEALTH DEPARTMENT N. FEE SCHEDULE SPECIFICATION NO. 10280 SECOND REVISED DATE: 05/5/2016 The total contract value to be paid under this agreement shall not exceed $150,000. Page 3 of 3 DESCRIPTION UNIT UNIT COST MINIMUM NUMBER OF PARTICIPANTS Delivery of MEND ages 2- 5: 10 -week course (10 weeks x one 1.5 -hour sessions per week). EACH FULL CLASS $3,000 12 minimum Delivery of MEND ages 7- 13: 10 -week course (10 weeks x two 2 -hour sessions per week). EACH FULL CLASS W/10 $2,500 10 minimum ONLY FOR MEND 7-13 Each additional child, numbers 11 to 20 EACH $250 Must complete 10 - week course Each additional child, numbers 21-30 EACH $200 Must complete 10 - week course Class Size: Greater than or equal to 30 children per class Maximum $7,000 The total contract value to be paid under this agreement shall not exceed $150,000. Page 3 of 3 orms provided by Texas Ethics Commission www.ethtcs.state tx.us Version V1.0.1021 CERTIFICATE OF INTERESTED PARTIES FORM 1295 1 of 1 Complete Nos. 1- 4 and 6 if there are interested para s Cornplete Nos, 1 2, 3, 5 and G if there are no interested parties. OFFICE USE ONLY CERTIFICATION OF FILING Certificate Number: 2016-60433 Date Filed: 05/23/2016 Date Acknowledged: 1 Name of business entity filing form, and the city, state and country of the business entity's place of business. Apex Personal Training & Nutrition, LLC Corpus Christi. TX United States 2 Name of governmental entity or state agency that is a party to the contract for which the form is being filed. Apex Personal Training & Nutrition LLC 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a description of the services, goods, or other property to be provided under the contract. 47-3803990 Mend Program 4 Name of Interested Party City, State, Country (place of business) Nature of interest (check applicable) Controlling Intermediary JOANNLANEHART (�, Notary Publb �! y 3TATN orTt A5 f Ny Comm. Exp. 0512012020 5 Check only if there is NO Interested Party. X 6 AFFIDAVIT AFFIX Sworn 204142_, I�V�YV� I swear, of affirm imdei 1 enalty of perjury, that the above disclosure is true and correct g/7 -..g -P/2\ -f-C'L� c5. '' JOANN LANENART tf Wow" Plibllet ! STATE OF NEW 2 Q "�':• EV COMM. El*.OW+1H llU Signature of authorized agent of contracting business entity 3 pS , this the ��i ay of . NOTARY STAMP / SEAL ABOVE to and subscribed before me, by the said to certify which, witness my hand arid seal or offic . s 4 i 674 Signature of officer administering oath - Printed name of officer adnnn ;tering oath Title of ofti er administering oath orms provided by Texas Ethics Commission www.ethtcs.state tx.us Version V1.0.1021 STATE OF TEXAS COUNTY OF NUECES FIRST AMENDMENT TO THE AGREEMENT BETWEEN THE CITY OF CORPUS CHRISTI AND BENAVIDES FITNESS, LLC § § § WHEREAS, the City of Corpus Christi ("City") and Benavides Fitness, LLC ("Contractor") entered into an existing agreement ("Agreement'), approved on March 31, 2016; WHEREAS, the parties mutually desire to increase the total contract value through execution of an amendment to the existing service contract with this ("First Amendment") in order to provide additional program services for the "Mind — Exercise — Nutrition — Do it!" ("MEND") Childhood Obesity Program. 1. Incorporation of Preamble. The preamble provisions set out above in this First Amend- ment are incorporated by reference into the body of this document and constitute additional provisions under the Agreement. 2. Effective Date. This First Amendment takes effect following the final approval by the City Council and execution by the City Manager, or designee on the day of 2016. 3. Effect of First Amendment. This First Amendment supplements and expands the provisions of the Agreement and the duties and responsibilities undertaken by the parties. The parties acknowledge and agree that all terms, conditions, and covenants of the Agreement not changed by execution of this First Amendment continue in full force and effect. For purposes of this First Amendment, the parties agree that the specific language included in this document modifies the terms and conditions of the Agreement as necessary and desired to effectuate the purposes and plans of the parties. 4. Amendment. This First Amendment to Service Contract MEND Childhood Obesity Program Contract No. 714 Benavides Fitness, LLC shall be revised to increase the maximum not to exceed total contract value of the existing service contract from $49,000 to $170,000 as shown in Exhibit "A" Specification No. 10280 (last page) Section N. Fee Schedule of Exhibit A Scope of Work Mend Childhood Obesity Program. 5. Entire Agreement. This First Amendment (and the attachments and exhibits attached to this document and incorporated by reference, if applicable) set forth the entire agreement of the parties with respect to undertaking additional duties and responsibilities as described in this document. Excluding the executed Agreement and First Amendment, no other agreements, assurances, conditions, covenants (express or implied), or other terms of any kind exist between the parties regarding this First Amendment. EXECUTED in duplicate by the parties, to take effect upon the date indicated in Section 2 of this First Amendment. Page 1 of 3 CITY OF CORPUS CHRISTI Annette Rodriguez, Director of Public Health Date: Approved as to legal form: , 2016 Elizabeth Hundley Assistant City Attorney for the City Attorney CONTRACTOR: Name:'Atli )7, Title: eclie,- aP 1 4 v dI f �`f /1�fI LLC Date: S m l /6 ATTACHED AND INCORPORATED EXHIBIT: Exhibit A — Specification No. 10280 (last page) Section N. Fee Schedule of Exhibit A Scope of Work Mend Childhood Obesity Program Page 2 of 3 CITY OF CORPUS CHRISTI HEALTH DEPARTMENT N. FEE SCHEDULE SPECIFICATION NO. 10280 SECOND REVISED DATE: 05/5/2016 The total contract value to be paid under this agreement shall not exceed $170,000. Page 3 of 3 DESCRIPTION UNIT UNIT COST MINIMUM NUMBER OF PARTICIPANTS Delivery of MEND ages 2- 5: 10 -week course (10 weeks x one 1.5 -hour sessions per week). EACH FULL CLASS $3,000 12 minimum Delivery of MEND ages 7- 13: 10 -week course (10 weeks x two 2 -hour sessions per week). EACH FULL CLASS W/10 $2,500 10 minimum ONLY FOR MEND 7-13 Each additional child, numbers 11 to 20 EACH $250 Must complete 10 - week course Each additional child, numbers 21-30 EACH $200 Must complete 10 - week course Class Size: Greater than or equal to 30 children per class Maximum $7,000 The total contract value to be paid under this agreement shall not exceed $170,000. Page 3 of 3 CERTIFICATE OF INTERESTED PARTIES FORM 1295 1 of 1 Complete Nos. 1 - 4 and 6 if there are interested parties. Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. OFFICE USE ONLY CERTIFICATION OF FILING Certificate Number: 2016-59938 Date Filed: 05/23/2016 Date Acknowledged: 1 Name of business entity filing form, and the city, state and country of the business entity's place of business. Benavides Fitness LLC Rockport, TX United States 2 Name of governmental entity or state agency that is a party to the contract for which the form is being filed. City of Corpus Christi 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a description of the services, goods, or other property to be provided under the contract. 714 MEND Program 4 Name of Interested Party City, State, Country (place of business) Nature of interest (check applicable) Controlling 1 Intermediary 5 Check only if there is NO Interested Party. X 6 AFFIDAVIT < < < <kor,sy I swear, or affirm, under penalty of perjury, that the above disclosure is true and correct. _ eor°� Flf.B;,< ERIC ANTHONY SAENZ j�'i.4. , % Notary Public ; PA ./ STATE OF TEXAS • My Comm Exp. 08-25-2016 > C oma Signature of authorized agent of contracting business entity re,Q am,,,,,,er , this the eSe? day of /41 , P"-Ne- AFFIX Sworn 20 IL. -sr-v.—v.- -- -v-- -- NOTARY STAMP / SEAL ABOVE to and subscribed before me, by the said to certify which, witness my hand and seal of office. SCh M .4NL•N 0,94/4/46.10 Sign ure of o er administering oath Printed name of officer administering oath Title of officer administering oath FIRST AMENDMENT TO THE AGREEMENT BETWEEN THE CITY OF CORPUS CHRISTI AND TWISTED CHEER COMPANY STATE OF TEXAS COUNTY OF NUECES WHEREAS, the City of Corpus Christi ("City") and Twisted Cheer Company ("Contractor") entered into an existing agreement ("Agreement'), approved on May 12, 2016; WHEREAS, the parties mutually desire to increase the total contract value through execution of an amendment to the existing service contract with this ("First Amendment") in order to provide additional program services for the "Mind — Exercise — Nutrition — Do it!" ("MEND") Childhood Obesity Program. 1. Incorporation of Preamble. The preamble provisions set out above in this First Amend- ment are incorporated by reference into the body of this document and constitute additional provisions under the Agreement. 2. Effective Date. This First Amendment takes effect following the final approval by the City Council and execution by the City Manager, or designee on the day of 2016. 3. Effect of First Amendment. This First Amendment supplements and expands the provisions of the Agreement and the duties and responsibilities undertaken by the parties. The parties acknowledge and agree that all terms, conditions, and covenants of the Agreement not changed by execution of this First Amendment continue in full force and effect. For purposes of this First Amendment, the parties agree that the specific language included in this document modifies the terms and conditions of the Agreement as necessary and desired to effectuate the purposes and plans of the parties. 4. Amendment. This First Amendment to Service Contract MEND Childhood Obesity Program Contract No. 735, Twisted Cheer Company shall be revised to increase the maximum not to exceed total contract value of the existing service contract from $49,000 to $200,000 as shown in Exhibit "A" Specification No. 10280 (last page) Section N. Fee Schedule of Exhibit A Scope of Work Mend Childhood Obesity Program. 5. Entire Agreement. This First Amendment (and the attachments and exhibits attached to this document and incorporated by reference, if applicable) set forth the entire agreement of the parties with respect to undertaking additional duties and responsibilities as described in this document. Excluding the executed Agreement and First Amendment, no other agreements, assurances, conditions, covenants (express or implied), or other terms of any kind exist between the parties regarding this First Amendment. EXECUTED in duplicate by the parties, to take effect upon the date indicated in Section 2 of this First Amendment. Page 1 of 3 CITY OF CORPUS CHRISTI Annette Rodriguez, Director of Public Health Date: Approved as to legal form: , 2016 Elizabeth Hundley Assistant City Attorney for the City Attorney CONTRACTOR: AIIIS Alia Signa(re 3--,7- Name:VSSG1 Linn 5onchrz 1� Title: ( V\R-3( Date: 5 • 1 q - I lP ATTACHED AND INCORPORATED EXHIBIT: Exhibit A — Specification No. 10280 (last page) Section N. Fee Schedule of Exhibit A Scope of Work Mend Childhood Obesity Program Page 2 of 3 CITY OF CORPUS CHRISTI HEALTH DEPARTMENT N. FEE SCHEDULE SPECIFICATION NO. 10280 SECOND REVISED DATE: 05/5/2016 The total contract value to be paid under this agreement shall not exceed $200,000. Page 3 of 3 DESCRIPTION UNIT UNIT COST MINIMUM NUMBER OF PARTICIPANTS Delivery of MEND ages 2- 5: 10 -week course (10 weeks x one 1.5 -hour sessions per week). EACH FULL CLASS $3,000 12 minimum Delivery of MEND ages 7- 13: 10 -week course (10 weeks x two 2 -hour sessions per week). EACH FULL CLASS W/10 $2,500 10 minimum ONLY FOR MEND 7-13 Each additional child, numbers 11 to 20 EACH $250 Must complete 10 - week course Each additional child, numbers 21-30 EACH $200 Must complete 10 - week course Class Size: Greater than or equal to 30 children per class Maximum $7,000 The total contract value to be paid under this agreement shall not exceed $200,000. Page 3 of 3 CERTIFICATE OF INTERESTED PARTIES FORM 1295 1 of 1 Complete Nos. 1 - 4 and 6 if there are interested parties. Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. OFFICE USE ONLY CERTIFICATION OF FILING Certificate Number: 2016-60019 Date Filed: 05/23/2016 Date Acknowledged: 1 Name of business entity filing form, and the city, state and country of the business entity's place of business. Twisted Cheer Company Alice, TX United States 2 Name of governmental entity or state agency that is a party to the contract for which the form is being filed. Corpus Christi Health Department 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a description of the services, goods, or other property to be provided under the contract. 735 Mend Childhood Obesity Program 4 Name of Interested Party City, State, Country (place of business) Nature of interest (check applicable) Controlling Intermediary 5 Check only if there is NO Interested Party. ell 6 AFFIDAVIT I swear, or affirm, under penalty of perjury, that the above disclosure is true and correct. S. re of authorized agent of contra . ess entity AFFIX NOTARY STAMP / SEAL ABOVE Sworn to and subscribed before me, by the said 4 s5 ( Stmch GZ , this the 23 (al day of 20 it( t ., a c ice. .N 17,1': `�4p• KYPpeG is° 1 ':<"&_ "7;,, ELENA MALDONADO Notary Public, State of Texas m Ex.ires O6iO3 2017 '85 ki4R) ��% f %� % 6(J � + `i � / hll`Al ignatu e o officer adminis eying oath Printecrname of officer administering oath Title of offic r administering oath Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.1021 AGENDA MEMORANDUM Future Item for the City Council Meeting of May 31, 2016 Action Item for the City Council Meeting of June 14, 2016 DATE: TO: Margie C. Rose, Acting City Manager May 26, 2016 THRU: Mark Van Vleck, P.E., Assistant City Manager, Public Works and Utilities MarkVV@cctexas.com (361) 826-3082 FROM: Valerie H. Gray, P.E., Executive Director, Public Works ValerieG@cctexas.com (361) 826-3729 J. H. Edmonds, P. E., Director of Engineering Services jeffreye@cctexas.com (361) 826-3851 Stacie Talbert-Anaya, Interim Director Parks & Recreation StacieT@cctexas.com (361) 826-3476 Execute Construction Contract Collier Pool Renovations (Bond 2012) Rebid — Part B (Restroom and Office Building) CAPTION: Motion authorizing the City Manager, or designee, to execute a construction contract with Cruz Maintenance & Construction, Inc. of Corpus Christi, Texas in the amount of $598,874 for the Collier Pool Renovations Rebid — Part B (Restroom and Office Building) project for replacement of the existing building. (Bond 2012 Proposition 4 — Aquatic Facilities) PURPOSE: The purpose of this Agenda Item is to execute a Construction Contract with Cruz Maintenance & Construction, Inc. of Corpus Christi, Texas for the Collier Pool Renovations Rebid — Part B (Restroom and Office Building) project only. BACKGROUND AND FINDINGS: This project is part of Bond 2012 Proposition 4 — Aquatic Facilities for Repairs, Upgrades, and Improvements. Bond 2012 Brochure Language: "Collier Pool is one of the most utilized public facilities in the park system. Dedicated lap swimmers, open swim participants, learn to swim participants and neighborhood groups patronize the pool on a regular basis, maximizing the pool's capacity as well as the city resources used to keep it operational on a year-round basis. West Guth is the second most popular park in Corpus Christi. That pool is one of the most popular places for residents in the Northwest to congregate on hot summer day. Updates to these facilities, and other neighborhood pools, may include construction of splash pads, wading and zero depth entry pools, extension of lap lanes and swimmer amenities." This project is for the award of Part B for the construction of a new masonry building for restrooms, showers, offices and shade. The project also includes an ADA ramp from the existing parking lot to the pool entrance. The original project was developed with two parts bid as a single project as follows: • Part A for the Pool and Pump House • Part B for the outlying buildings including shade structure, restrooms and office facility as well as a new ADA Ramp from the existing parking lot to the pool entrance. The bids for the original project were rejected as the bid prices for the single bid package with both Parts A & B exceeded the available funds. Based on the feedback from the contractors, the package was redeveloped into two separate bid packages. The revised bid packages resulted in a $380,000 cost reduction for the project. Part A for the Pool and Pump House was awarded by City Council on April 12, 2016. On April 6, 2016 the City received proposals from four (4) bidders for the Part B rebid. One bid was deemed non-responsive due to an invalid bid -bond submittal. The three (3) responsive and responsible bids are as follows: Contractor Total Bid, Part B Barcom Construction, Inc. Corpus Christi, Texas $632,673.00 Cruz Maintenance & Construction, Inc. Corpus Christi, Texas $598,874.00 SpewGlass Contractors, Inc. Harlingen, Texas $816,182.00 The apparent low Bidder was Cruz Maintenance & Construction, Inc. Therefore, it is recommended to award Part B to Cruz Maintenance & Construction, Inc. of Corpus Christi, Texas, who was determined as the lowest responsible bidder. ALTERNATIVES: 1. Execute the Construction Contract for the Base Bid, Part B (Restroom and Office Building) with Cruz Maintenance & Construction, Inc. as proposed. (Recommended). 2. Do not execute the Construction Contract for the Base Bid, Part B (Restroom and Office Building) with Cruz Maintenance & Construction, Inc. as proposed. (Not Recommended). OTHER CONSIDERATIONS: West Guth Pool upgrades are also programmed within the remaining budget and developed as a separate design/bid/build project. CONFORMITY TO CITY POLICY: Conforms to statutes regarding Request for Bids process; FY 2015-2016 Capital Budget. EMERGENCY / NON -EMERGENCY: Not applicable DEPARTMENTAL CLEARANCES: Parks and Recreation FINANCIAL IMPACT: ❑ Operating ❑ Revenue X Capital ❑ Not applicable Fiscal Year 2015-2016 Project to Date Budget and Expenditures Current Year Future Years TOTALS Line Item Budget $3,500,000.00 $3,500,000.00 Encumbered/Expended Amount 377,298.00 377,298.00 This item $598,874.00 $598,874.00 Future Anticipated Expenditures This Project 2,180.605.60 2,180.605.60 BALANCE $3,122,702.00 -$2,779,479.60 $343,222.40 Fund(s): Park CIP Funds Comments: The Construction Contract will result in the expenditure of an amount not to exceed $598,874 and the project is estimated to be complete in 9 months from the issuance of the Notice to Proceed. RECOMMENDATION: City Staff recommends the approval of the Construction Contract for the Base Bid, Part B (Restroom and Office Building) with Cruz Maintenance & Construction, Inc. of Corpus Christi, Texas. LIST OF SUPPORTING DOCUMENTS: Project Budget Location Map Presentation Form 1295 PROJECT BUDGET Aquatic Facility Upgrades and Improvements Collier Pool - Parts A & B BOND 2012 FUNDS AVAILABLE: Parks and Recreation Bond 2012 CIP $3,500,000.00 ADA Improvements Bond 2008 $20,000.00 TOTAL $3,520,000.00 FUNDS REQUIRED: Construction: Construction - Part B (Cruz Maintenance & Construction) THIS ITEM $ 598,874.00 Construction Contingency (7.5%) 44,915.55 Construction - Part A (Atlantis Aquatics Group) 1,782,412.00 Construction Contingency (10%) 178,241.20 Construction Inspection & Testing: Construction Inspection - Part B (Estimate) 35,000.00 Construction Phase - Part B Materials Testing Services (Rock Engineering) 7,359.00 Construction Inspection - Part A (Estimate) 70,000.00 Construction Phase - Part A Materials Testing Services (Rock Engineering) 12,377.00 Design: * Design Architect (Turner Ramirez, LLC.) 329,550.00 Design Phase - Geotechnical & Materials Testing (Rock Engineering) 4,900.00 **Reimbursements: Contract Administration (Engineering Svcs Admin/Capital Budget/Finance) 17,500.00 Engineering Services (Project Mgt/Constr Mgt) Misc. (Printing, Advertising, etc.) 1,500.00 Other: Staff Augmentation 42,848.00 TOTAL $3,125,476.75 ESTIMATED PROJECT BUDGET BALANCE $394,523.25 * Includes design of both Collier and West Guth Pools **Both Collier and West Guth Pools *** Remaining balance is reserved for improvements to the West Guth pool facility. Aquatic Facility Upgrades and Improvements Collier Pool CITY COUNCIL EXHIBIT CITY OF CORPUS CHRISTI, TEXAS DEPARTMENT OF ENGINEERING SERVICES CORPUS CHRISTI PARKS& RECREATION Corpus Chr sti Capital Programs Collier Pool Improvements (Package B) Aquatics Facility Upgrades and Improvements Bond Issue 2012 Proposition 4 Council Presentation May 31, 2016 Vicinity Map Corpus Chr sti Engineering Services Project Location Location Map Corpus Chr sti Engineering Services Project Scope h F..a Corpus Christi Engineering Services CORPUS CHRISTI PARKS& RECREATION COLLIER POOL FLOOR PLAN THIS PROJECT TURNER RAMIREZ ARCHITECTS s PLANNERS Project Scope Corpus Chrsti Engineering Services Collier Pool Aquatic Facility Upgrade and Improvement was split into two packages in order to increase competition on a project with major components that required specialty contractors. • Package A (Pool and Pump House) PREVIOUSLY AWARDED • Package B (Bathhouse and Other Improvements) THIS ITEM Project Scope Corpus Chr sti Engineering Services Construction of the Restroom and Office Building with the following features: • New 500 S.F. restroom facility with shower • New 400 S.F. office for Park and Recreation personnel • New 1,600 S.F. shade structure • New Entrance Gate Project Schedule Corpus Chr sti Engineering Services Collier Pool Package A (Pool) M®® 2015 Aug Sep Oct Nov Dec Keesign 2016 U Apr MI®® Feb Bid / Award Aug Sep Oct Nov Dec Construction Projected Schedule reflects City Council award of Collier Pool construction in April 2016 with anticipated construction completion in January 2017. Collier Pool Package B (Bathhouse Building) Bid Opening - April 6, 2016 Anticipated Council Award - May 2016 Contractor NTP - July 2016 Construction Completion - March 2017 West Guth Pool Upgrades Currently being designed in conjunction with West Guth Park Improvements CERTIFICATE OF INTERESTED PARTIES FORM 1295 1 of 1 Complete Nos. 1- 4 and 6 if there are interested parties. Complete Nos, 1, 2, 3, 5, and 6 if there are no interested parties. OFFICE USE ONLY CERTIFICATION OF FILING Certificate Number: 2016-57597 Date Filed: 05/18/2016 Date Acknowledged: 1 Name of business entity filing form, and the city, state and country of the business entity's place of business. Cruz Maintenance & Construction, Inc. Corpus Christi, TX United States 2 Name of governmental entity or state agency that is a party to the contract for which the form is being filed. City of Corpus Christi 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a description of the services, goods, or other property to be provided under the contract. E14008 Construction 4 Name of Interested Party City, State, Country (place of business) Nature of interest (check applicable) Controlling Intermediary Cruz, Christopher Corpus Christi, TX United States X 5 Check only if there is NO Interested Party. ❑ 6 AFFIDAVIT I swear, or affirm, under penalty of perjury, that the above disclosure is true and correct. r REBECCA BENAVIDEZft Notary Public, State of Taxes 's 1 .f. My Commission Expires t�` 03, 2017 , % Jt1 ignature of aut AFFIX Sworn �� cod i7, / NOTARY STAM ` r' SEAL ABOVE to and subscribed before me, by the said CA 1r prized agent of contra Un usiness entity r ,e. LL R� (C'C� LL , this the 1� day of 1' \0..I.\ , 20, I to , to certify which, witness my hand and seal of offic . i / �,.� i /.f// I_ mal it -111---.1... C< 00<i0E _ S' -ture • officer administering oath Printed nam- of officer administering oath Title of officer administering oath arms provRied by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.1021 AGENDA MEMORANDUM Future item for the City Council Meeting of May 31, 2016 Action item for the City Council Meeting of June 14, 2016 DATE: May 10, 2016 TO: Margie C. Rose, Acting City Manager THRU: Mark Van Vleck, Assistant City Manager markvv@cctexas.com (361) 826-3897 Valerie H. Gray, P. E., Executive Director of Public Works valerieg©cctexas.com (361) 826-3729 FROM: Andy Leal, P.E., Interim Director of Street Operations andyl@cctexas.com (361) 857-1957 J. H. Edmonds, P. E., Director of Engineering Services jeffreye@cctexas.com (361) 826-3851 Engineering Construction Contract Award Street Preventative Maintenance Program - Seal Coat Work CAPTION: Motion authorizing the City Manager or designee, to execute a construction contract with J. Carroll Weaver, Inc. of Sinton, Texas in the amount of $1,987,973.61 each for bid Part 1, Part 2 & Part 3, for a total fee of $5,963,920.83 for the Street Preventative Maintenance Program 2015 (Year 2) Remaining and 2016 (Year 3) Seal Coat project. PURPOSE: The purpose of this Agenda Item is to execute a construction contract with J. Carroll Weaver, Inc. for the remaining Street Preventative Maintenance Program 2015 (Year 2) seal coat work and the 2016 (Year 3) seal coat program. BACKGROUND AND FINDINGS: This project is part of the Citywide Street Preventative Maintenance Program (SPMP) providing for the implementation of the 2016 (Year 3) seal coat program for selected arterial, collector and local (residential) streets. The contract includes completion of the 2015 (Year 2) seal coat program. This is a multi-year Indefinite Delivery Indefinite Quantity (IDIQ) construction contract with one base year plus two 1 -year optional renewals. Multiple "Delivery Orders" (DO's) will be issued to the contractor with specific scope and quantities for each street to implement the approved street work -plan throughout the City. The contractor's bid prices will be used for each item. The construction work includes seal coat application to extend the life of the Hot -Mix -Asphalt - Concrete (HMAC) pavement after required repairs to the existing pavement and road base with limited curb & gutter replacement and adjustments to utility manhole ring and covers. The DO's will identify specific streets and quantity for tracking all work and cost per street. It is anticipated that a total of twelve DO's incorporating locations for both the 2015 and 2016 Work Plans will be issued. The combined 2015 (Year 2) and 2016 (Year 3) Seal Coat project was developed and bid as a single project with three Base Bid Schedules; Parts 1, 2 and 3. The three smaller Base Bid Schedules were provided to increase opportunities for small businesses to participate and potentially allowing award to multiple contractors. The three Base Bids Schedules are based on three defined areas of the City as follows: • Base Bid Part 1 (West) • Base Bid Part 2 (Central) • Base Bid Part 3 (East) On May 18, 2016, the City received proposals from two (2) bidders and the bidders are as follows: Contractor Part 1 Part 2 Part 3 J. Carroll Weaver, Inc. Sinton, Texas $1,987,973.61 $1,987,973.61 $1,987,973.61 Berry Contracting, L.P. Dba Bay, LTD. Corpus Christi, Texas $2,687,745.20 $2,884,384.65 $2,836,365.70 The contract bid document required the bidders to fully demonstrate sufficient capacity and resources to perform all parts simultaneously in accordance with the contract documents. This includes sufficient crews and equipment for each Part to be considered for award. Although staff wished to make multiple contractor awards to mitigate performance risk, the additional costs represented by the bid differential outweigh concerns over award to a single contractor. J. Carroll Weaver has demonstrated the ability to field four separate crews with equipment plus additional subcontractor capacity. The City Staff and Design Engineer are therefore recommending the award of Parts 1, 2 and 3 to the lowest responsible bidder and J. Carroll Weaver, Inc. Staff will administratively renew for two (2) additional 12 -month periods dependent upon the contractor's successful performance of the work on all Delivery Orders and the concurrence of the contractor. ALTERNATIVES: 1. Authorize execution of a construction contract for all three parts to J. Carroll Weaver, Inc. 2. Do not authorize execution of a construction contract. (Not Recommended) OTHER CONSIDERATIONS: Coym, Rehmet & Gutierrez Engineering, L.P. is the design engineer that was selected for this project under RFQ 2011-05. CONFORMITY TO CITY POLICY: Complies with statutory requirements for construction contracts. Conforms to FY 2015-2016 Street Capital Improvement Planning (CIP) Budget. EMERGENCY / NON -EMERGENCY: Not applicable DEPARTMENTAL CLEARANCES: Street Department FINANCIAL IMPACT: X Operating ❑ Revenue ❑ Capital ❑ Not applicable Fiscal Year 2015-2016 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Budget $0.00 $20,300,000 $0.00 $20,300,000.00 Encumbered / Expended Amount $0.00 $0.00 $0.00 $0.00 This item $0.00 $5,963,920.83 $0.00 $5,963,920.83 Future Anticipated Expenditures This Project $0.00 $14,045,125 $0.00 $14,045,125 BALANCE $0.00 $ 290,954.17 $0.00 $ 290,954.17 Fund(s): Comments: N/A RECOMMENDATION: City staff and Coym, Rehmet & Gutierrez Engineering, L.P. recommend the construction contract award to J. Carroll Weaver, Inc. in the amount of $5,963,920.83 for the 2015 (Year 2) Remaining and 2016 (Year 3) Street Preventative Maintenance Program for the Base Bid. LIST OF SUPPORTING DOCUMENTS: Project Budget Location Map Presentation PROJECT BUDGET ESTIMATE Citywide Street Preventative Maintenance Program 2015 & 2016 (Year 2 & 3) Seal Coat E 14021 & E15140 PROJECT FUNDS AVAILABLE: Bond 2014 ADA Improvements Project Street Maintenance Fee RTA FY 2015-2016 Street Operating Fund FY 2014-2015 Street Operating Funds TOTAL $ 2,300,000.00 11,000,000.00 2,700,000.00 1,200,000.00 3,100,000.00 20,300,000.00 FUNDS REQUIRED: Construction (2015 & 2016)This Item (Seal Coat only) Construction (preliminary estimate) 2016 Overlay Contingency (0%) Construction Inspection (estimate) Design Fees and Geotech: Engineering (Coym, Rehmet & Gutierrez) Engineering (Coym, Rehmet & Gutierrez) Amendment No. 1 Geotechnical (Rock) Construction Materials Testing (Rock) Seal Coat Construction Materials Testing (Estimate) Overlay Reimbursements: Contract Administration (Engineering/Finance/Capital Budget) Engineering Services (Project Mgt / Constr Mgt) Misc. (Printing, Advertising, etc.) TOTAL 5,963,920.83 12,650,000.00 49,500.00 49,365.00 867,370.00 49,713.00 22,677.00 100,000.00 126,500.00 126,500.00 3,500.00 $ 20,009,045.83 ESTIMATED PROJECT BUDGET BALANCE $ 290,954.17 t :1 i Taft TradewmdF. Ingleside on the Bay Petronila Tierra Grande 1 PART 2 CENTRAL Chapman Ranch 7. 74 thirird LOCATION MAP NOT TO SCALE AmiteEsc Ind PROJECT: E15140 Citywide Street Preventative Maintenance Program Seal Coats CITY COUNCIL EXHIBIT CITY OF CORPUS CHRISTI, TEXAS DEPARTMENT OF ENGINEERING SERVICES CERTIFICATE OF INTERESTED PARTIES FORM 1295 1 of 1 Complete Nos. 1- 4 and 6 if there are interested parties. Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. OFFICE USE ONLY CERTIFICATION OF FILING 1 Name of business entity filing form, and the city, state and country of the business entity's place of business. J. Carroll Weaver, Inc. Sinton, TX United States Certificate Number: 2016-58903 Date Filed: 2 Name of governmental entity or state agency that is a party to the contract for which the form is being filed. City of Corpus Christi, Texas 05/19/2016 Date Acknowledged: 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a description of the services, goods, or other property to be provided under the contract. E15140 Citywide Street Preventative Maintenance Program (SPMP) Year 3 Indefinite Delivery Indefinite Quantity (IDIQ) Seal Coats 4 Name of Interested Party City, State, Country (place of business) Nature of interest (check applicable) Controlling Intermediary 5 Check only if there is NO Interested Party. X 6 AFFIDAVIT I swear, or affirm, under penalty of perjury, that the above disclosure is true and correct. AR' P49 BARBARA GREENWOOD a +, c) NOTARY PUBLIC * %\ * STATE OF TEXAS 0TTt My Comm. Expires 06-12-2016 1 i r �, - - - '�� . OP tt$P� Signature of authorized agent of co tracting siness entity AFFIX NOTARY STAMP / SEAL ABOVE Sworn to and subscribed before me, by the said Gary Kelley , this the Bary Kelley 19 day of May , 20 16 , to certify which, witn-:s my hand and s; al of office. ZAAlAF lehaartit Barbara Greenwood Assistant Secretary Signature of officer administering oath Printed name of officer administering oath Title of officer administering oath Forms provided by Texas Ethics Commission www.ethics.state.tx.us ersion vl.U. Corpus Chr sti Engineering Street Preventative Maintenance Program Seal Coats Council Presentation May 31, 2016 Project Location �hrsti Engineering Petronila Tierra Grande PART 2 CENTRAL Chapman Hench 2 Project Scope �hrsti Engineering The Year 3 Seal Coat project was developed and bid as a single project with three Base Bid Schedules; Parts 1 (West), 2 (Central) and 3 (East). This is a multi-year Indefinite Delivery Indefinite Quantity (IDIQ) construction contract with one base year plus two 1 -year optional renewals. Three smaller Base Bid Schedules provides increased opportunities for small businesses maximizing competition and potentially allowing award to multiple contractors. The work includes: • Seal coat application • Repairs to the existing pavement and road base • Limited curb & gutter replacement and • Adjustments to utility manhole ring and covers • Multiple Delivery Orders will be issued with specific scope and quantities for each street 3 Project Schedule �hrsti Engineering 2016 2017 Jul Aug Sep Oct Nov Dec Jan Fe b Construction Mar Apr May Construction Estimate: 365 Calendar Days 12 Months AGENDA MEMORANDUM Future Item for the City Council Meeting of May 31, 2016 Action Item for the City Council Meeting of June 14, 2016 DATE: TO: May 20, 2016 Margie Rose, Acting City Manager THRU: Mark Van Vleck, P.E., Assistant City Manager MarkVV@cctexas.com (361) 826-3082 Valerie H. Gray, P.E., Executive Director, Public Works ValerieG@cctexas.com (361) 826-3729 FROM: Dan Grimsbo, Interim Director of Water and Utilities DanG@cctexas.com (361) 826-1718 Jeffrey H. Edmonds, P.E., Director, Engineering Services JeffreyE@cctexas.com (361) 826-3851 Engineering Construction Contract Whitecap Wastewater Treatment Plant Ultra -Violet System Upgrade CAPTION: Motion authorizing the City Manager or designee to execute a construction contract with J.S. Haren Company of Athens, Tennessee in the amount of $5,266,997.75 for the Whitecap Wastewater Treatment Plant Ultra -Violet System Upgrade for the Base Bid. PURPOSE: The purpose of this agenda item is to obtain authority to execute a construction contract for the Whitecap Wastewater Treatment Plant Ultra -Violet System Upgrade for the Base Bid. CIP Description: Whitecap Wastewater Treatment Plant Ultra -Violet System Upgrade (E10179) "The purpose of this project is to upgrade the UV disinfection system in order to meet new Texas Commission of Environmental Quality (TCEQ) requirements. Work will provide for the design and construction of a new ultra -violet disinfection system with additional filter upgrades to meet recently upgraded TCEQ Enterococcus Bacterial permit levels." BACKGROUND AND FINDINGS: This project is necessary to ensure continued disinfection capability to meet the current Texas Commission on Environmental Quality (TCEQ) permit limits for Enterococci Bacteria. The original disinfection system has reached the end of its useful life with obsolete parts and service that was not designed to address Enterococci bacteria. This project is required regardless of the City's decision to consolidate the Wastewater Plants as the current disinfection system cannot meet current permit requirements. The proposed project was developed with a Base Bid and Additive Alternative as follows: Base Bid: Includes a new cloth filtration system with disinfection chamber and ultra -violet (UV) disinfection system in addition to necessary electrical improvements to support compliance with TCEQ permit. The project also provides a new effluent pump station to discharge into the Laguna Madre during storm events and/or during high tide, and an onsite generator. Additive Alternate No. 1 includes a different filter system manufactured by Aqua -Aerobic Systems, Inc. required in the base bid. The maintenance requirements of the Aqua -Aerobic Systems requires more complicated and expensive maintenance and therefore not recommended for the minor cost reduction. On March 23, 2016, the City received proposals from four (4) bidders and the respective bids were as follows: CONTRACTOR BASE BID ADDITIVE ALTERNATE J.S. Haren Company Athens, Tennessee $5,266,997.75 ($1,000.00) Associated Construction Partners, LTD. Boerne, Texas $5,423,997.75 $20,000.00 CSA Construction, Inc. Houston, Texas $5,454,000.00 ($5,000.00) MGC Contractors, Inc. Pleasanton, Texas $5,555,997.75 ($110,000.00) The City's consultant, Freese and Nichols, Inc. analyzed the four proposals and recommended the project be awarded to J.S. Haren Company for the Base Bid only. Based on a review of J.S. Haren Company's experience and resources, they are qualified to provide the construction services for the project. ALTERNATIVES: 1. Authorize the execution of the construction contract. 2. Do not authorize the execution of the construction contract. (Not Recommended) OTHER CONSIDERATIONS: Not applicable CONFORMITY TO CITY POLICY: Conforms to City Fiscal Policy EMERGENCY / NON -EMERGENCY: Non -Emergency DEPARTMENTAL CLEARANCES: Utilities Department FINANCIAL IMPACT: ❑ Operating ❑ Revenue ®Capital ❑ Not applicable Fiscal Year 2015-2016 Project to Date Expenditures Current Year Future Years TOTALS Line Item Budget $3,174,200.00 $4,500,000.00 $1,400,000.00 $9,074,200.00 Encumbered / Expended Amount $870,486.00 $870,486.00 This Item $5,266,997.75 $5,266,997.75 Future Anticipated Expenditures This Project $938,766.25 $938,766.25 BALANCE $2,303,714.00 (766,997.75) $461,233.75 $1,997,950.00 Fund(s): Wastewater CIP #1 Comments: This project requires approximately 482 calendar days with anticipated completion in October 2017. The construction contract will result in the expenditure of an amount not to exceed $5,266,997.75. RECOMMENDATION: City Staff recommends approval of a construction contract with J.S. Haren Company of Athens, Tennessee in the amount of $5,266,997.75 for the Whitecap Wastewater Treatment Plant Ultra - Violet System Upgrade for the Base Bid. LIST OF SUPPORTING DOCUMENTS: Project Budget Location Map Presentation Form 1295 PROJECT BUDGET Whitecap Wastewater Treatment Plant Ultra -Violet System Upgrade FUNDS AVAILABLE: Wastewater CIP $ 9,074,200 FUNDS REQUIRED: Construction: Construction (J.S. Haren Company) THIS ITEM $ 5,266,997 Contingency (10%) 526,700 Construction Observation and Testing: Construction Materials Testing Estimate (Rock) 16,316 Construction Observation Estimate (TBD) 200,000 Design: Engineer Contract (Freese and Nichols, Inc.) 743,640 Engineer Original* $249,352 Engineer Amendment No. 1 $46,922 Engineer Amendment No. 2 $30,826 Engineer Amendment No. 3** $416,540 Reimbursements: Total Reimbursements 322,597 Contract Administration (Engineering Svcs Admin/Capital Budget/Finance) $136,113 Engineering Services (Project Mgmt/Constr Mgmt) $181,484 Misc $5,000 TOTAL $ 7,076,250 ESTIMATED PROJECT BUDGET BALANCE $ 1,997,950 *The original contract was approved by City Council on June 19, 2012 by Motion No. M2012-113 **Amendment No. 3 was approved by City Council on February 11, 2014 by Motion No. M2014-012 Yard Island Corpus Christi Bay Df 000 -a V etp F7 kro. 4 ,57 Flour Bluff Waldron Field Noli 474 PROJECT LOCATION ca LOCATI NOT TO * Project Number: E10179 Whitecap Wastewater Treatment Plant Ultra -Violent Disinfection System Upgrade CITY COUNCIL EXHIBIT CITY OF CORPUS CHRISTI, TEXAS DEPARTMENT OF ENGINEERING SERVICES wa.. Corpus Chr sti Engineering Whitecap Wastewater Treatment Plant Ultraviolet System Upgrade Council Presentation May 31, 2016 Project Location • s,„ Flour Bluff wma Noir / CP74, GM. say PROJECT LOCATION Corpus Chr sti Engineering 2 Project Location Corpus Chr'sti Engineering 3 Project Scope Corpus Chr sti Engineering " 1'111 \Willi 111111111/ 1111111 ''I 41 4 • 1 A\ */k/" f Provides new UV system to meet current TCEQ permit limits. The existing system is at end of its useful life and was not designed to address Enterococci Bacteria. The Base Bid provides the new UV system includes new cloth filters with a disinfection chamber and UV disinfection unit with electrical improvements required for the new system. The project also includes a new effluent discharge pump and generator with a new Motor Control Center (MCC). The construction award is recommended to J.S. Haren Company, who was determined to be the Lowest Responsive and Responsible Bidder in the amount of $5,266,997.75. Project Schedule Corpus Chr sti Engineering 2016 2017 Jan Feb Mar Apr May Jun Bid & Award Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep Oct Construction Project Construction Estimate: 482 Calendar Days = 16 Months Projected Schedule reflects City Council construction award in June 2016 with anticipated construction completion by October 2017. orms provided by Texas Ethics Commission www.ethics.state.tx.us Version V .0. 021 CERTIFICATE OF INTERESTED PARTIES FORM 1295 1 of 1 Complete Nos. 1 - 4 and 6 if there are interested parties. Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. OFFICE USE ONLY CERTIFICATION OF FILING Certificate Number: 2016-58810 Date Filed: 05/19/2016 Date Acknowledged: 1 Name of business entity filing form, and the city, state and country of the business entity's place of business. J S Haren Company Athens, TN United States 2 Name of governmental entity or state agency that is a party to the contract for which the form is being filed. City of Corpus Christi 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a description of the services, goods, or other property to be provided under the contract. E10179 Whitecap Wastewater Treatment Plant Ultra -Violet Disinfection System Upgrade 4 Name of Interested Party City, State, Country (place of business) Nature of interest (check applicable) Controlling Intermediary 5 Check only if there is NO Interested Party. 6 AFFIDAVIT %, , ''•.,,,. I swear, or affirm, under penalty of perjury, that the above disclosure is true and correct. ,. • ,:e.•.., , , 0 .-, - ," _ .'A:,:.4.Sz7r- NOT,A.--1 V Signature of authorized agent of contracting business entity \ ''', ,---J,-. .•' AFFIXNOTAY;:TMp/SEAtPb. SWO 17 1 to and subsCrrretrbtftWe me, by the saith , his the day of 20 , to certify which, witness my hand and seal of office. Mare n -Presidio ,..(i‘-^"------ U • S • Signatureofof officer administering oath Printed name of officer administering oath Title of officer administering oath orms provided by Texas Ethics Commission www.ethics.state.tx.us Version V .0. 021 AGENDA MEMORANDUM Future Item for the City Council Meeting of May 31, 2016 Action Item for the City Council Meeting of June 14, 2016 DATE: TO: Margie C. Rose, Acting City Manager May 31, 2016 FROM: Constance P. Sanchez, Director of Finance constancep@cctexas.com (361) 826-3227 Maria Pedraza, Procurement Manager MariaPe@cctexas.com (361) 826-3176 External Audit Firm Service Agreement CAPTION: Motion authorizing the City Manager or his designee to execute a service agreement with Padgett Stratemann & Co. L.L.P. ("PS&Co.") of San Antonio, Texas, to provide professional auditing services for a total contract value of $601,000, inclusive of an allowance of $36,000 for bond examination reports/statements and comfort letters that may be requested by the City during the term of this Agreement in accordance with Request for Qualifications No 66. The agreement is established for a three year period, subject to the approval of the City Manager or designee and the contractor. PURPOSE: The City of Corpus Christi's charter requires an independent annual audit. Article II, Section 27 of the City reads, in part, as follows: "The council shall provide for an independent annual audit for all city accounts and may provide for such more frequent audits as it deems necessary." BACKGROUND AND FINDINGS: Request for Qualifications (RFQ) Event No. 66 for External Auditing Services was issued on October 31, 2015. The Selection Committee (comprised of the Director of Financial Services, Assistant Director of Financial Services, Controller, Chief Accountant, Senior Buyer, Assistant City Attorney, and City Auditor) assigned preliminary rankings to each qualified firm. The top four firms were presented to the Audit Committee on January 12, 2016, and each firm made a short presentation to the Audit Committee. After the presentations, the Audit Committee and Selection Committee ranked each firm by a score of 1 to 10 which was added to the preliminary scores. The final scoring follows: 1. Weaver and Tidwell, L.L.P. - 159 points 2. Collier, Johnson & Woods P.C. - 157 points 3. Padgett Stratemann & Co., L.L.P - 155 points 4. BKD, L.L.P. - 142 points Weaver and Tidwell's cost proposal was then opened in the meeting and cost read aloud. A question was raised about whether the cost included the preparation of the CAFR, which was an option in the pricing. Calls were placed to Weaver and Tidwell to clarify and Staff was asked to bring back the results and to discuss whether the pricing proposed was fair and reasonable. At the February 9th meeting, the Selection Committee presented to the Audit Committee clarifications on issues raised since the January meeting - including bid pricing, historical cost of the City's external audits, and confirmation of independence from Weaver and Tidwell, L.L.P ("Weaver") to conduct the City's external audit. Weaver and Tidwell's pricing did include the preparation of the CAFR and therefore Weaver provided a split out of the costs so Staff could examine just the cost of the Audit alone. Staff was then able to determine that Weaver's cost were in line with what Staff expected and had spent on past Audits. Staff recommended the Audit Committee move forward with the selection of Weaver for RFQ Event No. 66. However, the Audit Committee made a decision to delay making a final decision on the external audit firm due to concerns over Weaver not being a local firm and asked to re -interview two of the top four firms that were invited to present to the Audit Committee at the January 12th meeting. Legal recommended that Weaver be allowed to continue in the process also. The three firms that were invited to return and re -interview were Padgett Stratemann and Collier, Johnson & Woods P.0 and Weaver. At the March 8th meeting, the Audit Committee was given the opportunity to ask each of the three highest ranked firms additional questions. The firms were then ranked again exclusively by the Audit Committee based upon these discussions, and Padgett Stratemann was determined to be the highest ranked firm. Staff was directed to then negotiate the proposed costs with Padgett Stratemann to see if a fair and reasonable value could be reached for the Services. Staff met with Padgett Stratemann on March 10, 2016 and discussed the proposed costs. Costs were compared to both last year's expenses for the Audit and benchmarked against Weaver's proposed costs that were previously opened and read publicly at the January 12, 2016 meeting. Management hours to conduct the audit were also evaluated and compared to traditional hours for this level of effort. At the conclusion of this negotiation, Staff feels a fair and reasonable cost was reached of $183,000 for year 1, $188,000 for year 2 and $194,000 for year 3 for a total contract value of $565,000. This was a reduction of $53,000 from what was proposed. At the April 12th meeting, The Selection Committee presented to the Audit Committee the negotiated proposed costs with Padgett Stratemann on March 10, 2016. Staff asked the Audit Committee to vote on a recommendation to the City Council to authorize the award of a contract to Padgett Stratemann utilizing a local firm by Ernest R. Garza and Company P.C. ("Ernest R. Garza"), of 40% participation. The Audit Committee determined the negotiated proposed costs to be fair and reasonable and motion to take the recommendation to the City Council for final approval with Padgett Stratemann to perform the external audit firm for fiscal years 2016 — 2018. ALTERNATIVES: N/A OTHER CONSIDERATIONS: N/A CONFORMITY TO CITY POLICY: This conforms to Procurement Procedure P-11, Selection of Professional Services as clarified by the Audit Committee on October 13, 2015 and discussed with Legal at the February 9th meeting when the decision was made to depart from the process outlined in the RFP. EMERGENCY / NON -EMERGENCY: N/A DEPARTMENTAL CLEARANCES: Financial Services Department City Auditor's Office City Attorney's Office FINANCIAL IMPACT: X Operating ❑ Revenue X Capital ❑ Not applicable Fiscal Year: 2015- 2016 Current Year Future Years TOTALS Line Item Budget 463,950.00 0 463,950.00 Encumbered / Expended Amount 377,494.81 0 377,494.81 This item 18,000.00 583,000.00 601,000.00 BALANCE $68,455.19 $0 $68,455.19 Fund(s): General Fund and applicable CIP Funds for cost of comfort letters Comments: The $601,000 financial impact shown above represents the cost of the total contract value. Of this amount, $565,000 for the financial audit will be paid from the General Fund, and the remaining $36,000 for the issuance of up to 6 "comfort letters" at a cost of $6,000 each will be paid from bond proceeds, if applicable. The amount of the contract to be paid in FY2015-2016 is $18,000 from the General Fund. The remaining contract balance will be funded through future fiscal years. RECOMMENDATION: Staff recommends approval of the Motion. LIST OF SUPPORTING DOCUMENTS: Service Agreement- Auditing Services SERVICE AGREEMENT FOR AUDITING SERVICES Service Agreement No. 739 THIS Auditing Services Agreement (this "Agreement") is entered into by and between the City of Corpus Christi, a Texas home -rule municipal corporation ("City"), acting by and through its City Manager or designee ("City Manager"), and Padgett, Stratemann & Co., L.L.P ("Contractor"), effective for all purposes upon execution by the City Manager. WHEREAS Contractor has proposed to provide Auditing Services in response to Request for Proposal Event No. 66 incorporated by reference into this Agreement as Exhibit "1"; WHEREAS the City has determined Contractor to be the most qualified proposer on the basis of demonstrated competence and qualifications to perform the service for a fair and reasonable price for the City; NOW, THEREFORE, Contractor and City enter into this Agreement and agree as follows: 1. Services. Contractor shall provide Auditing Services in accordance with the Scope of Work ("Services"), which request for proposal and related specifications, if any, are attached to this Agreement and incorporated by reference into this Agreement as Attachment "A". Contractor's proposal to provide the services is attached to this Agreement and incorporated by reference into this Agreement as Attachment "D". 2. Term. This Agreement is for a term of three years, commencing on the date signed by the City Manager. 3. Compensation and Payment. The total amount to be allocated under this Agreement is not to exceed $601,000., inclusive of an allowance of $36,000 for bond examination reports/statements and conduct letters that may be requested by the City during the term of this Agreement. Fees will be paid as outlined in Attachment "B" "Contractor's Billing Schedule" attached and incorporated by reference into this Agreement. Contractor shall submit monthly invoices for all Services rendered in accordance with this Agreement. Payment will be made to Contractor within 30 days of receipt of a correct invoice. Page 1 of 6 The City may require bond examination reports/statements or comfort letters for one or more bond issuances each fiscal year; depending on complexity of the report or letter, the esfimated cost will range $4,500-$6,000. The decision as to whether or not to proceed with production of any reports or letters is within the City's complete discretion as an allowance. If the City notifies the Contractor of its potential intent to proceed with a request, the City and Contractor will establish and agree upon the cost of the official report or letter in advance. The Contractor must receive the City's advance written approval by task order before proceeding with preparation of any report or letter. Any portion of the unused allowance belongs at all times to the City and can be re -appropriated for other uses by the City at any time during the term of this Agreement. Should any portion of the allowance remain upon termination or expiration of the Agreement, a final change order will be issued to re -appropriate any portion of the unused allowance that remains upon close out of the Agreement. 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement including deductions for non-performance and authorizations for payment. All of the Contractor's notices and communications regarding this Agreement must be directed to the Contract Administrator, who serves as the Director of Financial Services, unless indicated otherwise in this Agreement. 5. Independent Contractor. Contractor shall perform the Services hereunder as an independent contractor and furnish such Services in its own manner and method, and under no circumstances will any employee, agent, or representative of the Contractor be considered an employee of the City. 6. Insurance. Before activities can begin under this Agreement, the Contractor's insurance company, or companies, must deliver a Certificate of Insurance, as proof of the required insurance coverage, to the Contract Administrator and City's Risk Manager. The Contractor's insurance requirements are attached to and incorporated by reference into this Agreement as Attachment "C". 7. Assignment. No assignment of this Agreement nor any right or interest herein held by the Contractor is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is the essence of this Agreement, and the City's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 8. Fiscal Year. All parties recognize that the continuation of any contract after the dose of any fiscal year of the City (the City's fiscal year ends each September 30th) is subject to budget approval and appropriations providing Page 2 of 6 for such contract item as an expenditure in the fiscal budget. The City does not represent that a budget item for this Agreement will be actually adopted, as that determination is within the sole discretion of the City Council at the time of adoption of each fiscal budget. 9. Waiver. No waiver of any breach of any term or condition of this Agreement, or the Consultant's response to RFP, which exhibit is incorporated into this Agreement, waives any subsequent breach of the same. 10. Compliance with Laws. This Agreement is subject to all applicable federal, state and local laws. All duties of the parties will be performed in Corpus Christi, Texas. The applicable law for any legal disputes arising out of this Agreement is the law of Texas, and the forum and venue for such disputes is the appropriate district or county court in and for Nueces County, Texas. 11. Subcontractors. The Contractor may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Contractor must obtain prior written approval from the Contract Administrator. In using subcontractors, the Contractor is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Contractor. All requirements set forth as part of this Agreement are applicable to all subcontractors and their employees to the same extent as if the Contractor and its employees had performed the services. 12. Amendments. This Agreement may be amended only in writing and signed by persons authorized to execute the same by both parties. 13. Termination. A. The City Manager may terminate this Agreement for Contractor's failure to perform the services specified in this Agreement and its exhibits. The Contract Administrator must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period stated in the notice, the City Manager may terminate this Agreement immediately thereafter. Failure to keep all insurance policies in force for the entire term of this Agreement is grounds for termination. B. Alternatively, the City may terminate this Agreement without cause upon 30 days advance written notice to the Contractor. However, the City may terminate this Agreement upon 24 hours advance written notice to the Contractor for the Contractor's failure to pay any required taxes or to provide proof of payment of taxes as set out in this Agreement. 14. Taxes. The Contractor covenants to pay all applicable federal and state payroll taxes, Medicare taxes, FICA taxes, unemployment taxes, and all other Page 3 of 6 taxes in accordance with Circular E "Employer's Tax Guide", Publication 15, as it may be amended. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 15. Notice. Notice must be given by personal delivery, facsimile (fax), or by certified mail, postage prepaid and return receipt requested, and is deemed received on the date hand -delivered or faxed, with proof of accepted transmission, and on the third day after deposit in the U.S. mail if sent certified mail. Notice must be sent as follows: IF TO CITY: City of Corpus Christi Attention: Director of Financial Services P. O. Box 9277 Corpus Christi, Texas 78469-9277 1201 Leopard St. Corpus Christi, Texas 78401 Fax # (361) 826-3601 IF TO CONTRACTOR: Contractor Name: Contact Person: Mailing Address: City, State, ZIP: Fax #: Padgettt, Stratemann & Co., L.L.P Marc Sewell, CPA Partner 100 NE Loop 410, Suite 1 100 San Antonio, Texas, 78216 210.826.8606 16. Order of Precedence. In the event of conflicts or inconsistencies between this Agreement and its exhibits or attachments, such conflicts or inconsistencies will be resolved by reference to the documents in the following order of priority: Agreement and its Attachments A, B and C Contractor's Proposal Attachment D RFP documents including Addenda Exhibit 1 17. Certificate of Interested Parties. Contractor agrees to comply with Texas Government Code Section 2252.908 and complete Form 1295 "Certificate of Interested Parties" as part of this Agreement. 18. Severability. Each provision of this Agreement is severable and if, for any reason, any provision or any part thereof is determined to be invalid and contrary to any applicable law, such invalidity shall not impair the operation of or affect those portions of this Agreement that are valid, but this Agreement Page 4 of 6 shall be construed and enforced in all respects as if the invalid or unenforceable provision or part thereof had been omitted. 19 INDEMNIFICATION. CONTRACTOR CONVENANTS AND AGREES TO FULLY IDEMNIFY, DEFEND AND HOLD HARMLESS, THE CITY AND THE ELECTED OFFICIALS, EMPLOYEES, OFFICERS, DIRECTORS, VOLUNTEERS AND REPRESENATIVES OF THE CITY, INDIVIDUALLY AND COLLECTIVELY, FROM AND AGAINST ANY AND ALL COSTS, CLAIMS, LIENS, DAMAGES, LOSSES, EXPENSES ,FEES ,FINES , PENALTIES, PROCEEDINGS, ACTIONS, DEMANDS, CAUSES OF ACTION, LIABILITY AND SUITS OF ANY KIND AND NATURE, INCLUDING BUT NOT LIMITED TO, PERSONAL OR BODILY INJURY, DEATH AND PROPERTY DAMAGE, MADE UPON THE CITY DIRECTLY OR INDIRECTLY ARISING OUT OF, RESULTING FROM OR RELATED TO CONTRACTOR'S ACTIVITIES UNDER THIS CONTRACT, INCLUDING ANY ACTS OR OMISSIONS OF CONTRACTOR, ANY AGENT, OFFICER, DIRECTOR, REPRESENATIVE, EMPLOYEE, CONSULTANT OR SUBCONTRACTOR OF CONTRACTOR, AND THEIR RESPECTIVE OFFICERS, AGENTS, EMPLOYEES,DIRECTORS AND REPRESENATIVES WHILE IN THE EXERCISE OF THE RIGHTS OR PERFORMANCE OF THE DUITES UNDER THIS CONTRACT. THE INDEMNITY PROVIDED FOR IN THIS PARAGRAPH SHALL NOT APPLY TO ANY LIABILITY RESULTING FROM THE NEGLIGENCE OF CITY, ITS OFFICERS OR EMPLOYEES, IN INSTANCES WHERE SUCH NEGLIGENCE CAUSES PERSONAL INJURY, DEATH, OR PROPERTY DAMAGE. IN THE EVENT CONTRACTOR AND CITY ARE FOUND JOINTLY LIABLE BY A COURT OF COMPETENT JURISDICTION, LIABILITY SHALL BE APPORTIONED COMPARATIVELY IN ACCORDANCE WITH THE LAWS FOR THE STATE OF TEXAS, WITHOUT, HOWEVER, WAIVING ANY GOVERNMENTAL IMMUNITY AVAILABLE TO THE CITY UNDER TEXAS LAW AND WITHOUT WAIVING ANY DEFENSES OF THE PARTIES UNDER TEXAS LAW. 20. Conflict of Interest. Contractor agrees to comply with Chapter 176 of the Texas Local Government Code and file Form CIQ with the City Secretary's Office, if required. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at: www.cctexas.com/government/cify-secretary/conflict-disclosurelindex Page 5 of 6 CONTRACTOR: Signature: Printed Name: c -c. c- SeLNJ6 Title: ?Ct.-4( 1r Date: 51 (201 CITY OF CORPUS CHRISTI: Signature: Printed Name: Title: Date: Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Contractor's Billing Schedule Attachment C: Insurance Requirements Attachment D: Contractor's Proposal Incorporated by Reference: Exhibit 1: Request for Proposal Event No. 66 (Available upon request) Poge 6 of 6 Attachment A: Scope of Work 3.1 General Information A. The Contractor will audit the City's financial statements for the fiscal years ending September 30, 2016, 2017 and 2018. These audits are to be performed in accordance with auditing standards generally accepted in the United States of America, the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States, the provisions of the federal Single Audit Act Amendments of 1996, U.S. Office of Management and Budget (OMB), Subpart F of Title 2 CFR, part 200, Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards, and/or the State of Texas Single Audit Circular, as applicable. B. The Audit, as outlined in this Scope of Work, must be complete no later than 6 months after the City's fiscal year end unless an extension is mutually agreed upon by the Contractor and the City. 3.2 Background information A. General 1. The City of Corpus Christi is comprised of a 504 square mile area with an estimated population of 325,477. The City of Corpus Christi's fiscal year begins on October 1 and ends on September 30. 2. The City of Corpus Christi operates under a Council -Manager form of government and provides such services as are authorized by its charter to advance the welfare, health, morale, comfort, safety, and convenience of the City and its inhabitants. 3. The City of Corpus Christi provides the following services to its citizens: a. Public Safety (police and fire protection, building inspection, street lighting and traffic signals, and civil defense) Page 1 of 12 b. Public Services (water, wastewater collection and disposal, gas, garbage collection and disposal, maintenance of streets, and storm water drainage) c. Community Enrichment (libraries, parks, recreational facilities, marina, municipal beaches, golf courses, swimming pools, tennis courts, baseball and softball diamonds, and senior citizen centers) d. Airport e. Preventive Health Facilities f. Convention Center and Arena 4. The City of Corpus Christi had a total payroll of $170,695,496 in Fiscal Year 2014, representing 14 months of operations, covering 3,172 full time employees. 5. The City of Corpus Christi is organized into 31 departments and agencies. The accounting and financial reporting functions of the City of Corpus Christi are centralized. 6. More detailed information on the government and its finances, including the City's Comprehensive Annual Financial Reports, can be found at the City's website located at http://www.cctexas.com/government/financial- services/index, as well as the Official Statements available on Municipal Securities Rulemaking Board (www.msrb.org). B. Fund Structure The City of Corpus Christi uses the following fund types and account groups in its financial reporting: Number of Fund Type/Account Group Individual Funds Number with Legally Adopted Annual Budgets General Fund 1 1 Special Revenue Funds 24 18 Debt Service Funds 4 4 Capital Projects Funds 13 0 Enterprise Funds 6 6 Internal Service Funds 6 6 Page 2 of 12 Expendable Trust Funds Discretely Presented Component Units Predominantly Proprietary C. Budgetary Basis of Accounting 2 2 0 N/A Annual budgets are legally adopted on a basis consistent with generally accepted accounting principles for all governmental funds except the Federal/State Grant Fund, capital project funds, community enrichment fund, infrastructure fund, the Corpus Christi Community Improvement Corporation Fund (CCCIC), the Corpus Christi Housing Finance Corporation Fund (CCHFC), the Corpus Christi Industrial Development Corporation Fund (CCIDC), and the Corpus Christi Health Facilities Development Corporation (CCHFDC). The Federal/State Grant Funds and the capital projects funds adopt project -length budgets. Budgets were not adopted for the CCCIC, CCHFC, CCIDC, and the CCHFDC. All appropriations lapse at fiscal year-end. In fiscal year 2015, consideration will be given to annual budgeting for federal and state grants. D. Federal and State Awards During the fiscal year to be audited, the City of Corpus Christi received or will receive Federal and State awards. E. Pension Plans The City participates in funding two retirement plans: (1) all City employees, except firefighters, are provided benefits through a non - institutional, joint contributory, defined benefit plan in the state-wide Texas Municipal Retirement System (TMRS), an agent multiple - employer public employee retirement system; and (2) all firefighters are covered by the Fire Fighters Retirement System of Corpus Christi, a single -employer defined benefit pension plan (a separate standalone report is audited by other auditors). F. Component Units Management of the City of Corpus Christi has addressed all potential component units for which the City may be financially accountable and, as such, have been included within the City's financial statements. The City (the primary government) is financially accountable if it appoints a voting majority of the organization's governing board and (1) it is able to impose its will on the Page 3 of 12 organization, or (2) there is a potential for the organization to provide specific financial benefits to or burdens on the City. h doing so, management has considered other organizations for which the nature and significance of their relationship with the City of Corpus Christi are such that exclusion would cause the City of Corpus Christi's financial statements to be misleading or incomplete. G. Blended Component Units 1. The following entities have been identified as blended component units due to the closeness of their relationship with the City of Corpus Christi: Corpus Christi Community Improvement Corporation, Corpus Christi Housing Finance Corporation, Corpus Christi Industrial Development Corporation, Corpus Christi Crime Control and Prevention District, Corpus Christi Business and Job Development Corporation Reinvestment Zone No. 3, and the North Padre Island Development Corporation. a. The Corpus Christi Community Improvement Corporation was formed to provide financing for the rehabilitation of residential property in the City. The City manages the day-to-day operations of this corporation, and the Mayor and Council Members are directors of the corporation. b. The Corpus Christi Housing Finance Corporation promotes business development and issues housing revenue bonds. The City manages the day-to-day operations of this corporation, and the Mayor and Council Members are directors of the corporation. c. The Corpus Christi Industrial Development Corporation promotes business development and issues industrial development bonds. The City manages the day-to-day operations of this corporation, and the Mayor and Council Members are directors of the corporation. d. The Corpus Christi Crime Control and Prevention District (District) is a public non-profit corporation created under State law to provide funding for public safety programs. Although the District is legally separate from the City, the District is reported as if it were part of the primary Page 4 of 12 government because it is a financing mechanism for the City to provide public safety to the citizens of the City. e. The Corpus Christi Business and Job Development Corporation (CCBJDC) is a public non-profit corporation created by State law to provide funding of voter approved capital improvement programs. The City Council appoints the Board and has financial accountability. Although it is legally separate from the City, CCBJDC is reported as if it were part of the primary government because its primary purpose is to issue revenue bonds to finance major capital improvements on behalf of the City. f. Reinvestment Zone No. 3 was created pursuant to the Tax Increment Financing Act to facilitate planning, design, and construction of public improvements and to encourage the development of new land uses and the redevelopment or rehabilitation of existing uses in the city's downtown area. Reinvestment Zone No. 3 became effective December 16, 2008 and will terminate on December 31, 2022. The receipt of post - 2008 incremental property taxes on properties within the boundaries of the zone provides funding for the projects and for the repayment of debt issued by Zone No. 3. The Mayor and Council members appoint a voting majority of the board, and the City manages ifs day-to-day operations. g. North Padre Island Development Corporation (NPID) was created by the City pursuant to the Tax Increment Financing Act to facilitate development of the land within the boundaries of the tax increment zone, namely Packery Channel. NPID became effective on November 14, 2000, and will terminate on December 31, 2022. The receipt of post -2000 incremental property taxes from taxing units with property within the boundaries of the zone provides the funding for its projects. The Mayor and Council Members are a voting majority of the board, and the City manages its day-to- day operations. Page 5 of 12 2. The blended component units are included in the government fund statements as non -major government funds. H. Discretely Presented Component Units 1. The following entities have been identified as discretely presented component units: the Coastal Bend Health Facilities Development Corporation and the Corpus Christi Convention and Visitors Bureau. The component unit column in the government -wide financial statements includes the financial data of the City's other component units for which the City Council appoints the majority of the Board and has financial accountability. A. The Coastal Bend Health Facilities Development Corporation (CBHFDC) is a public, non-profit corporation created by the City under State law to facilitate financing and development of health and health- related facilities. The CBHFDC is presented as a governmental activity. B. The Corpus Christi Convention and Visitors Bureau (Visitors Bureau) is a private Texas nonprofit corporation organized for the purpose of promoting convention and visitors' activity in the Corpus Christi Bay area. The Visitors Bureau has been presented as a governmental activity (a separate standalone report is audited by other auditors). Related Organizations and Jointly Governed Organizations 1. Related organizations and jointly governed organizations provide services within the City that are administered by separate boards or commissions, but the City is not financially accountable, and such organizations are therefore not component units of the City, even though the City Council may appoint a voting majority of an organization's board members. Consequently, financial information for the Coastal Bend Council of Governments, the Regional Transit Authority, the Corpus Christi Housing Authority, and the Corpus Christi Regional Economic Development Corporation are not included in the Cify's financial statements. Page 6 of 12 2. The City of Corpus Christi does not participate in joint ventures with other governments. J. Separately audited financial statements for American Bank Center The American Bank Center is operated by an independent entity through a management agreement with the City. The financial statements for both the American Bank Center Area Operations Fund and the American Bank Center Convention Center Fund are audited by other auditors. These funds combine with City -managed operations related to Visitor's activities to be presented as the Visitor's Facilities Fund in CAFR. K. Magnitude of Financial Operations The financial services department is headed by Constance Sanchez, Director of Financial Services, and consists of 95 employees. The principal functions performed and the numbers of employees assigned to each are as follows: Function Number of Employees Finance Administration 4 Accounting 28 Treasury 15 Collections 31 Purchasing/Inventory 17 Total 95 L. Computer Systems HARDWARE Type of Equipment Number Make of Equipment Networked H.T.E. Server 1 AS400 Yes • SOFTWARE Make Major Applications INFOR Financials. General Ledger, Accounts Payable, Activities, Asset Management, Purchasing, Travel and Expense, Flex Budgeting (Commitment Control) and Inventory INFOR CPM Budget Page 7 of 12 INFOR HR & Payroll Human Resources, Benefits Administration, e -Recruit & Payroll Sympro Debt Service & Investments H.T.E., inc. Utility Systems: • Customer Information • Land Management • Work Orders Financials: • Accounts Receivable • Cash Receipts Community Service: • Building Permits • Business Licenses • Code Enforcement Note: All HTE applications are being replaced by INFOR products. This is to take effect on or about December 1, 2015. DATABASES Type Uses Hosted Managed Services DB2 M. Working Papers INFOR H.T.E. 1 All working papers and reports must be retained, at the auditor's expense, for a minimum of three 13) years, unless the firm is notified in writing by the City of Corpus Christi of the need to extend the retention period. The auditor will be required to make working papers available, upon request, to the following parties or their designees: a. United States Department of Housing and Urban Development, Page 8 of 12 b. U. S. General Accounting Office (GAO), c. Parties designated by the federal or state governments or by the City of Corpus Christi as part of an audit quality review process, and d. Auditors of entities of which the City of Corpus Christi is a sub -recipient of grant funds. 2. In addition, the Contractor shall respond to the reasonable inquiries of successor auditors and allow successor auditors to review working papers relating to matters of continuing accounting significance. 3.3 Nature of Services Required A. The City of Corpus Christi desires the Contractor to express an opinion on the fair presentation of its basic financial statements. In conformity with auditing standards generally accepted in the United States of America as included in Statements on Auditing Standards, published by the American Institute of Certified Public Accountants on and Government Auditing Standards issued by the Comptroller General of the United States. The Contractor is required to report on compliance and internal control over financial reporting and is also required to audit the compliance of the City with the types of compliance requirements described in the U.S. Office of Management and Budget (OMB) Compliance Supplement and/or the State of Texas Single Audit Circular that are applicable to each of its major federal and/or state programs. The Contractor is not required to audit the statistical section, introductory, or required supplementing information, of the report. B. The Contractor is required to issue an independent auditor's report on compliance and internal controls based on an audit of the basic financial statements performed in accordance with Government Auditing Standards, as well as an independent auditor's report on compliance with requirements applicable to each major program and internal control over compliance in accordance with Uniformed Guidance and State of Texas Single Audit Circular. 3.3 Requirements Following the completion of the audit of the fiscal year's financial statements, the Contractor shall issue: Page 9 of 12 A. A report on the fair presentation of the financial statements in conformity with the accounting principles generally accepted in the United States of America, including an opinion on the fair presentation of the supplementary schedule of expenditures of federal awards in relation to the audited financial statements. B. A report on compliance and internal control over financial reporting based on an audit of the basic financial statements conducted in accordance with Government Auditing Standards. C. A report on compliance and internal control over compliance applicable to each major federal program and each major state program. D. The Contractor shall communicate in a letter to management any reportable conditions found during the audit. A reportable condition shall be defined as a significant deficiency or material weakness in the design or operation of the internal control structure, which could adversely affect the organization's ability to record, process, summarize, and report financial data consistent with the assertions of management in the financial statements. E. The report on compliance and internal controls shall include all material instances of noncompliance with laws, contracts regulations, grant agreements which could have a direct and material impact on the financial statements. All nonmaterial instances of noncompliance shall be reported in a separate management letter, which shall be referred to in the report on compliance and internal controls. F. Irregularities and Illegal Acts. The Contractor shall be required to make an immediate, written report of all irregularities and illegal acts or indications of illegal acts of which they become aware to the City Manager and Audit Committee who will report to the City Council. G. During the term of the engagement, the Contractor shall assure themselves that the City Council through the Audit Committee is informed of each of the following: 1. The Contractor's responsibility under generally accepted auditing standards 2. Significant accounting policies 3. Management judgments and accounting estimates Page 10 of 12 4. Significant audit adjustments 5. Other information in documents containing audited financial statements 6. Disagreements with management 7. Management consultation with other accountants 8. Major issues discussed with management 9. Difficulties encountered in performing the audit 3.4 Special Considerations A. The City of Corpus Christi will send its comprehensive annual financial report to the Government Finance Officers Association of the United States and Canada for review in their Certificate of Achievement for Excellence in Financial Reporting program. It is anticipated that the Contractor will be required to provide special assistance to the City of Corpus Christi to meet the requirements of that program. B. The City of Corpus Christi currently anticipates it will prepare one or more official statements per year in connection with the sale of debt securities which will contain the government -wide financial statements and the Contractor's audit report thereon. The Contractor shall be required, if requested by the financial advisor and/or the underwriter, to issue a "consent and citation of expertise" as the auditor and any necessary "comfort letters." The Contractor as the audit firm performs agreed upon procedures with respect to the City's computation of pro forma annual debt service coverage and provides a certificate to that effect. The cost for these reports is estimated to be $ 4,500 to $6,000. C. The United States Department of Housing and Urban Development was the City's oversight agency, for fiscal year ending September 30, 2014, in accordance with the provisions of the Single Audit Act Amendments of 1996, U.S. Office of Management and Budget (OMB) Circular A-133, Audits of States, Local Governments, and Non -Profit Organizations. D. The Schedule of Expenditures of Federal Awards and related Contractor's auditor report, as well as the reports on compliance and internal controls, are to be issued as part of the CAFR. Page 11 of 12 E. A list of findings and other internal control weaknesses from the City of Corpus Christi's financial statement audit is to be issued. F. Beginning in 2016, the CAFR will show comparatives in the financial statements. This will require individual financial statements for Internal Service funds and Enterprise funds in order to show the comparatives. G. A separate agreed-upon procedures engagement will be required annually related to the City's financial assurances to the Texas Commission on Environmental Quality required by the Texas Administrative Code Title 30, Part 1, Chapter 37. Page 12 of 12 Attachment B: Contractor's Billing Schedule City of Corpus Christi Billing Schedule 2016 2017 2018 *Total Fee {3 years $565,000) $ 183,000 $ 188,000 $ 194,000 Initial Planning Procedures July / Aug. 18,000 18,500 19,400 Interim Fieldwork & Single Audit October 82,000 84,000 86,500 Year -End Fieldwork Dec. / Jan. 69,000 71,200 73,500 Quality Control Procedures Feb. 9,000 9,200 9,400 Review of CAFR March 5,000 5,100 5,200 * The bond examination reports/statements or comfort letters is a separate cost from the above fee schedule. The cost range of any reports or letters is estimated $4,500-$6,000 and shall not exceed the allocated allowance of $36,000 for bond examination reports/statements and comfort letters that may be requested by the City during the term of this Agreement. Page 1 of 5 Attachment C: Insurance Requirements I. FINANCIAL AUDITOR'S LIABILITY INSURANCE A. Financial Auditor must not commence work under this contract until all insurance required has been obtained and such insurance has been approved by the City. Financial Auditor must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. B. Financial Auditor must furnish to the City's Risk Manager and Director of Finance. two (2) copies of Certificates of Insurance with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies, and a waiver of subrogation is required on all applicable policies. Endorsements must be provided with Certificate of Insurance. Project name and/or number must be listed in Description Box of Certificate of Insurance. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30 -day advance written notice of cancellation, non -renewal, material change or termination required on all certificates and policies. Bodily Injury and Property Damage Per occurrence -- aggregate Commercial General Liability including: 1. Commercial Broad Form 2. Premises -- Operations 3. Products/Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury $1,000,000 Per Occurrence AUTO LIABILITY (including) 1. Owned 2. Hired and Non -Owned 3. Rented/Leased $1,000,000 Combined Single Limit Or State of Texas Minimum Limits for personal or rental autos. Page 2of5 PROFESSIONAL LIABILITY $1,000,000 Per Claim (Errors and Omissions) (Defense costs not included in face value of the policy) If claims made policy, retro date must be prior to inception of agreement, have extended reporting period provisions and identify any limitations regarding who is insured. WORKERS'S COMPENSATION Statutory (All States Endorsement if Company is not domiciled in Texas) Employer's Liability $500,000/$500,000/$500,000 C. In the event of accidents of any kind related to this contract, Financial Auditor must furnish the Risk Manager with copies of all reports of any accidents within 10 days of the accident. II. ADDITIONAL REQUIREMENTS A. Applicable for paid employees, Financial Auditor must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in an amount sufficient to assure that all workers' compensation obligations incurred by the Financial Auditor will be promptly met. An All States Endorsement shall be required if Financial Auditor is not domiciled in the State of Texas. B. Financial Auditor shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Financia[ Auditor's sole expense, insurance coverage written on an occurrence basis by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A- VII. C. Financial Auditor shall be required to submit a copy of the replacement Certificate of Insurance to City at the address provided below within 10 days of any change made by the Financial Auditor or as requested by the City. Financial Auditor shall pay any costs incurred resulting from said changes. All notices under this Exhibit shall be given to City at the following address: City of Corpus Christi Attn: Risk Manager Page 3 of 5 P.O. Box 9277 Corpus Christi, TX 78469-9277 D. Financial Auditor agrees That, with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: • List the City and its officers, officials, employees, and volunteers, as additional insureds by endorsement with regard to operations, completed operations, and activities of or on behalf of the named insured performed under contract with the City, with the exception of the workers' compensation policy; • Provide for an endorsement that the "other insurance clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; • Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and • Provide thirty (30) calendar days advance written notice directly to City of any, cancellation, non -renewal, material change or termination in coverage and not less than ten (10) calendar days advance written notice for nonpayment of premium. E. Within five (5) calendar days of a cancellation, non -renewal, material change or termination of coverage, Financial Auditor shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Financial Auditor's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. F. In addition to any other remedies the City may have upon Financial Auditor's failure to provide and maintain any insurance or policy endorsements to the extent and within the time herein required, the City shall have the right to order Financial Auditor to stop work hereunder, and/or withhold any payment(s) which become due to Financial Auditor hereunder until Financial Auditor demonstrates compliance with the requirements hereof. G. Nothing herein contained shall be construed as limiting in any way the extent to which Financial Auditor may be held responsible for payments of damages to persons or property resulting from Financial Auditor's or its subcontractor's performance of the work covered under this contract. Page 4 of 5 H. Itis agreed that Financial Auditor's insurance shall be deemed primary and non-contributory with respect to any insurance or self insurance carried by the City of Corpus Christi for liability arising out of operations under this contract. I. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this contract. 2015 insurance Requirements Finance Department Professional Financial Auditing Services 7/17/2015 ds Risk Management Page 5 of 5 Attachment D: Contractor's Proposal S&Co. Padgett Stratemann City of Corpus Christi Request for Qualifications — Event No. 66 Professional Auditing Services Submitted by: Marc Sewell, Partner 100 NE Loop 410, Suite 1100 San Antonio, Texas 78216 210-828-6281 marc.sewell@padgett-cpa.com December 4, 2015 Ps&co. December 4, 2015 Padgett Stratemann Ms. Lydia Juarez, Sr. Buyer City of Corpus Christi P.O. Box 9277 Corpus Christi, Texas 78469-9277 Dear Ms. Juarez: Thank you for the opportunity to present our statement of interest and qualifications to provide audit services to the City of Corpus Christi (the "City") for the year ending September 30, 2016, with the option to renew this contract for two additional one-year periods. We strive to provide our clients with Service - More than Expected and will elaborate more on this mission throughout this proposal. Since 1945, Padgett, Stratemann & Co., L.L.P. ("PS&Co.") has served clients in San Antonio and surrounding Texas areas. Approximately 200 team members strive each day to exceed our clients' expectations by offering trusted financial and business advice and quality service. Professionalism and commitment to excellence is built into every relationship, every service, every time. We have prepared and arranged this qualifications statement in accordance with the selection criteria described in your request. We are confident PS&Co. is the right choice to deliver upon your expectations. Team Experience We have assembled your PS&Co. team with an emphasis on technical and interpersonal skills that are a good fit for the City and its management team. Our public sector niche currently provides audit services for a number of central and south Texas area government agencies. Our dedicated public sector professionals have extensive experience in this area. Our goal is to become your trusted advisor on accounting matters. We have also teamed up with a local accounting firm, Ernest R. Garza and Company, P.C. ("Ernest R. Garza"), which also has significant experience serving governments. Ernest R. Garza is a certified Historically Underutilized Business and will be an integral part of the team. PS&Co. will be the prime - contractor firm and will supervise and review all work performed by the subcontractor firm of Ernest R. Garza. PS&Co. has significant experience working with HUB firms and provides access to our electronic workpaper and audit system which includes training and supervision and technical support. PS&Co. will be the prime -contractor firm at 60% of the audit fee and Ernest R. Garza will be the subcontractor firm at 40% of the audit fee. AUSTIN 811 BARTON SPRINGS ROAD, SUITE 550 AUSTIN, TEXAS 78704 512 476 0717 HOUSTON SAN ANTONIO 1980 POST OAK BOULEVARD, SUITE 1500 100 N.E. LOOP 410, SUITE 1100 TOLL FREE: 800 879 4966 HOUSTON, TEXAS 77056 SAN ANTONIO, TEXAS 78216 WEB: PADGETT-CPA.COM 800 879 4966 210 828 6281 Ms. Lydia Juarez, Sr. Buyer City of Corpus Christi Corpus Christi, Texas December 4, 2015 — page 2 Team Leader Involvement I will serve as the engagement partner for all services to the City. I have over 17 years of public accounting and industry experience, primarily servicing public sector entities. I will be heavily involved in the audit process. Ashley Alejos will be your audit manager. She has over six years of experience and will oversee and coordinate the audit process and will review all work by team members on site. We have enclosed a service team overview as a part of our qualifications statement. Relationship We believe our business depends heavily on relationships to build a successful and growing organization. We are committed to do the following to continually build our relationship with you and earn the right to be your trusted advisor. Communication — Meet periodically with City personnel to share planning ideas and receive feedback on our services. Routine accounting support/inquiries are not billed unless significant time and effort is required. Proactive Service — Continually search for new ideas and concepts that will add value to the City. Review upcoming accounting pronouncements applicable to the Authority and communicate to management. Efficiency and Timing You should expect audit services to be provided in an efficient and timely manner. Our audit process, technology, and firm resources enable us to meet your expectations and contain costs. First, our "lights out" approach means we will complete our review process in the field which allows us to deliver the results of the audit at the completion of audit fieldwork. Second, we utilize the latest technology to complete audits effectively and efficiently. Audit documentation is maintained on a paperless software system which provides all audit team members real time access to the workpapers. Third, PS&Co. has over 75 dedicated professionals in its audit department. The benefit to you is an efficient audit, performed by experienced professionals who can provide value-added recommendations. Timely Resources We will provide our PS&Co. newsletters, seminars, and e-mail news on current tax, audit, accounting, and human resource issues. In addition, we commit to meet with you on a regular basis to share planning opportunities and learn more about your business. Management Letter Recommendations If we identify any suggestions for improvement during our audit, we will deliver a management letter with recommendations. Ps&co. 1 Ms. Lydia Juarez, Sr. Buyer City of Corpus Christi Corpus Christi, Texas December 4, 2015 — page 3 Value -Added Seminars Through the year we offer a variety of continuing education seminars on topics of current interest related to audit, accounting, tax, and human resource matters, including industry -specific seminars, to clients and friends of the firm. Seminars are presented by PS&Co. business professionals. Additional Value -Added Services PS&Co. is a full service CPA firm. As the second largest CPA firm in San Antonio and the largest independently -owned CPA firm in Central and South Texas, we have the right team to meet your every need. We also offer the following services should the need arise: • Strategic Planning & Retreat Facilitation • Tax Planning & Consulting • Workforce Solutions, including recruiting key employees, human resource diagnostic reviews, and human resource outsourcing National Firm Strength with a Local Firm Service Philosophy As a member of the McGladrey Alliance we are able to offer our clients the strength of a national firm while maintaining the benefits of an independently owned local firm. The McGladrey Alliance is a business of RSM US LLP, the fifth largest U.S. professional services firm and a leading provider of assurance, tax, and consulting services. Our alliance membership provides us the opportunity to learn best practices from other not-for-profit agencies throughout our nation, in addition to having access to RSM US LLP's national resources in consulting, information technology, auditing, continuing education, and industry -specific training. Information Technology Security PS&Co. has implemented state-of-the-art information technology security to protect the information of its clients and the firm. We have included a white paper, as Exhibit 4, on our Secure Padgett Portal Solution. The City and PS&Co. can use the Secure Portal to safely and effectively transmit data files. The Secure Portal has been tested by a leading supplier of IT security and uses SSL encryption that automatically steps up a user's browser to the highest level of passable encryption, including stepping old 40 -bit Netscape and IE browsers to 128 -bit encryption. In addition, the solution we have developed has achieved United States Department of Defense 5015.2 certification for managing records and documents. Ps&co. 1 Ms. Lydia Juarez, Sr. Buyer City of Corpus Christi Corpus Christi, Texas December 4, 2015 — page 4 Certificate of Achievement Program The Government Finance Officers Association ("GFOA") awards a certificate to entities whose annual financial reports are equal to or exceed the established reporting standards. This recognition, considered by rating organizations when rating new bond issues, indicates the highest standards of reporting have been met. A number of our clients have earned this prestige with our assistance, which has allowed our firm to become thoroughly familiar with the requirements. Additionally, our service team will include a member of the Special Review Committee for GFOA. AICPA Governmental Audit Quality Center PS&Co. is a voluntary member of the Governmental Audit Quality Center (the "Center") established by the American Institute of Certified Public Accountants ("AICPA"). PS&Co.'s membership in the Center demonstrates the firm's commitment to audit quality in the critical area of governmental audits. PS&Co. is committed to the governmental sector and the Center's strict membership requirements. Additionally, Ernest R. Garza is also a volunteering member of the Center. Acknowledgement of Addendum: We acknowledge that we have received and considered all addendums to the RFQ. We received the addendum dated November 23, 2015 and the City's response to questions dated November 20, 2015. Our office is located at 100 NE Loop 410, Suite 1100, San Antonio, Texas 78216. All the services you have requested will be managed from this location. If you have any questions regarding this proposal or the services offered by PS&Co., please feel free to contact us at 210.828.6281 or fax us at 210.826.8606. I am authorized to obligate PS&Co. in contracts for the firm. This proposal is a firm and irrevocable offer for a period of 60 days subsequent to December 4, 2015. Our proposal is contingent upon the satisfactory completion of our routine due diligence procedures for all new engagements. Sincerely, 61606 S6,6426/4 Marc Sewell, CPA Partner MDS:cmh Ps&co. 1 Table of Contents -5- Page Letter of Transmittal 1 Table of Contents 5 A. City of Corpus Christi Disclosure of Interest 6 B. City of Corpus Christi Business Designation Form 10 C. Technical Solution 12 D. Firm Profile and Qualifications 22 E. Exhibits Exhibit 1— Firm History Exhibit 2 —Top Southwest Firms and Largest San Antonio Accounting Firms Exhibit 3 — Peer Review Letter Exhibit 4 — Padgett Secure Client Portal Solution Exhibit 5 — Primary Service Team Continuing Education Schedule Exhibit 6—Team Member Resumes Exhibit 7 — Subcontractor Firm HUB Certificate Exhibit 8 — Subcontractor Firm Profile Exhibit 9 — Exceptions Ps&co. A. CITY OF CORPUS CHRISTI DISCLOSURE OF INTEREST ps co. City of Corpus Christi SUPPLIER NUMBER TO BE ASSIGNED BY CITY PURCHASING DIVISION ATTACHMENT F CITY OF CORPUS CHRISTI DISCLOSURE OF INTEREST Corpus Christi Code § 2-349, 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 next page for Filing Requirements, Certification and Definitions. COMPANY NAME: Padgett, Stratemann & Co., L.L.P. STREET ADDRESS: 100 NE Loop 410, Suite 1100 P.O. BOX: CITY: San Antonio STATE: Texas ZIP: 78216 FIRM IS: 1. Corporation ❑ 2. Partnership R( 3. Sole Owner ❑ 4. Association ❑ 5, Other ❑ If additional space is necessary, please use the reverse side of this page or attach separate sheet. 1. State the names of each "employee" of the City of Corpus Christi having an "ownership interest" constituting 3% or more of the ownership in the above named "firm." Name N/A Job Title and City Department (if known) 2. State the names of each "official" of the City of Corpus Christi having an "ownership interest" constituting 3% or more of the ownership in the above named "firm." Name N/A Title 3. State the names of each "board member" of the City of Corpus Christi having an "ownership interest" constituting 3% or more of the ownership in the above named "firm." Name Board, Commission or Committee N/A 4. State the names of each employee or officer of a "consultant" for the City of Corpus Christi who worked on any matter related to the subject of this contract and has an "ownership interest" constituting 3% or more of the ownership in the above named "firm." Name -6 - Consultant FILING REQUIREMENTS If a person who requests official action on a matter knows that the requested action will confer an economic benefit on any City official or employee that is distinguishable from the effect that the action will have on members of the public in general or a substantial segment thereof, you shall disclose that fact in a signed writing to the City official, employee or body that has been requested to act in the matter, unless the interest of the City official or employee in the matter is apparent. The disclosure shall also be made in a signed writing filed with the City Secretary. [Ethics Ordinance Section 2-349 (d)]. CERTIFICATION I certify that all information provided is true and correct as of the date of this statement, that I have not knowingly withheld disclosure of any information requested, and that supplemental statements will be promptly submitted to the City of Corpus Christi, Texas, as changes occur. Certifying Person: Signature of Certifying Person: Marc Sewell Title: Partner Date: DEFINITIONS December 2, 2015 a. "Board member." A member of any board, commission, or committee of the city, including the board of any corporation created by the city. b. "Economic benefit". An action that is likely to affect an economic interest if it is likely to have an effect on that interest that is distinguishable from its effect on members of the public in general or a substantial segment thereof. c. "Employee." Any person employed by the city, whether under civil service or not, including part- time employees and employees of any corporation created by the city. d. "Firm." Any entity operated for economic gain, whether professional, industrial or commercial, and whether established to produce or deal with a product or service, including but not limited to, entities operated in the form of sole proprietorship, as self-employed person, partnership, corporation, joint stock company, joint venture, receivership or trust, and entities which for purposes of taxation are treated as non-profit organizations. e. "Official." The Mayor, members of the City Council, City Manager, Deputy City Manager, Assistant City Managers, Department and Division Heads, and Municipal Court Judges of the City of Corpus Christi, Texas. f. "Ownership Interest." Legal or equitable interest, whether actually or constructively held, in a firm, including when such interest is held through an agent, trust, estate, or holding entity. "Constructively held" refers to holdings or control established through voting trusts, proxies, or special terms of venture or partnership agreements. g. "Consultant." Any person or firm, such as engineers and architects, hired by the City of Corpus Christi for the purpose of professional consultation and recommendation. -7- SUPPLIER NUMBER TO BE ASSIGNED BY-CITY- =- YCITY- = PURCHASING DIVISION City of Corpus Christi ATTACHMENT CITY OF CORPUS CHRISTI DISCLOSURE OF INTEREST Corpus Christi Code § 2-349, 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 next page for Filing Requirements, Certification and Definitions. COMPANY NAME: /4ltfi , a pt. STREET ADDRESS: /QZI%/ / %V ,rI 41 P.O. BOX: CITY: aAlgl Cv-/v/7/ STATE: ( ZIP: 7n/70 FIRM IS: 1. Corporation 2. Partnership ❑ 3. Sole Owner ❑ 4. Association ❑ 5. Other 0 If additional space Is necessary, please use the reverse side of this page or attach separate sheet. 1. State the names of each "employee" of the City of Corpus Christi having an "ownership interest" constituting 3% or more of the ownership in the above named "firm." Name Job Title and City Department (if known) 2. State the names of each "official" of the City of Corpus Christi having an "ownership interest" constituting 3% or more of the ownership in the above named "firm." Name Title 3. State the names of each "board member" of the City of Corpus Christi having an "ownership interest" constituting 3% or more of the ownership in the above named "firm." Name Board, Commission or Committee 4. State the names of each employee or officer of a "consultant" for the City of Corpus Christi who worked on any matter related to the subject of this contract and has an "ownership interest" constituting 3% or more of the ownership in the above named "firm," Name Consultant -8- FILING REQUIREMENTS If a person who requests official action on a matter knows that the requested action will confer an economic benefit on any City official or employee that is distinguishable from the effect that the action will have on members of the public in general or a substantial segment thereof, you shall disclose that fact in a signed writing to the City official, employee or body that has been requested to act in the matter, unless the interest of the City official or employee in the matter is apparent. The disclosure shall also be made in a signed writing filed with the City Secretary. [Ethics Ordinance Section 2-349 (d)]. CERTIFICATION I certify that all information provided is true and correct as of the date of this statement, that I have not knowingly withheld disclosure of any information requested, and that supplemental statements will be promptly submitted to the City of Corpus Christi, Texas, as changes occur. Certifying Person: Signature of Certifying Person: Title: Date: DEFINITIONS //0/O,r . Il/2 /S" a. "Board member," A member of any board, commission, or committee of the city, including the board of any corporation created by the city. b. "Economic benefit". An action that is likely to affect an economic interest if it is likely to have an effect on that interest that is distinguishable from its effect on members of the public in general or a substantial segment thereof. c. "Employee." Any person employed by the city, whether under civil service or not, including part- time employees and employees of any corporation created by the city. d. "Firm." Any entity operated for economic gain, whether professional, industrial or commercial, and whether established to produce or deal with a product or service, including but not limited to, entities operated in the form of sole proprietorship, as self-employed person, partnership, corporation, joint stock company, joint venture, receivership or trust, and entities which for. purposes of taxation are treated as non-profit organizations. e. "Official." The Mayor, members of the City Council, City Manager, Deputy City Manager, Assistant City Managers, Department and Division Heads, and Municipal Court Judges of the City of Corpus Christi, Texas. f. "Ownership Interest." Legal or equitable interest, whether actually or constructively held, in a firm, including when such interest is held through an agent, trust, estate, or holding entity. "Constructively held" refers to holdings or control established through voting trusts, proxies, or special terms of venture or partnership agreements. g. -9- "Consultant." Any person or firm, such as engineers and architects, hired by the City of Corpus Christi for the purpose of professional consultation and recommendation. B. CITY OF CORPUS CHRISTI BUSINESS DESIGNATION FORM ps co. CITY OF CORPUS CHRISTI PURCHASING DIVISION BUSINESS DESIGNATION FORM ENSURE THIS FORM IS SUBMITTED WITH YOUR BID RESPONSE PLEASE INDICATE WHETHER YOUR COMPANY IS ANY ONE OF THE FOLLOWING: ❑ YES [T NO - CERTIFIED HISTORICALLY UNDERUTILIZED BUSINESS (HUB) Select all that are appropriate: ❑ ASIAN PACIFIC ❑ BLACK ❑ HISPANIC ❑ NATIVE AMERICAN ❑ WOMAN ❑ VETERAN Please visit the following website for information on becoming a Texas Certified HUB: http://www.window.state.tx.us/procurement/prog/hub/ ❑ YES NO - LOCAL SMALL BUSINESS (LSB) A for-profit entity employing less than 49 employees located within the City limits of Corpus Christi, Texas ❑ YES ❑ NO OTHER (PLEASE SPECIFY): THIS COMPANY IS NOT A CERTIFIED HUB or LSB THE INFORMATION REQUESTED IN THIS FORM IS FOR STATISTICAL REPORTING PURPOSES ONLY AND WILL NOT INFLUENCE AWARD DECISIONS OR THE AMOUNT OF MONIES EXPENDED WITH ANY GIVEN COMPANY. EVENT NO: 66 Firm Name: Padgett, Stratemann & Co., L.L.P. Telephone: 210-828-6281 Ext. 1506 Address: 100 NE Loop 410, Suite 1100 Fax: 210-826-8606 City: San Antonio State: Texas Zip:78216- E-mail: marc.sewell a(�,padgett-cpa.com Ow& Signature of Person Authorized to Sign Form Signer's Name: Marc Sewell (Please print or type) - 10 - Date: Title: December 2, 2015 Partner CITY OF CORPUS CHRISTI PURCHASING DIVISION BUSINESS DESIGNATION FORM ENSURE THIS FORM IS SUBMITTED WITH YOUR BID RESPONSE PLEASE INDICATE WHETHER YOUR COMPANY IS ANY ONE OF THE FOLLOWING: 'ES ❑ NO - CERTIFIED HISTORICALLY UNDERUTILIZED BUSINESS (HUB) Select all that are appropriate: ❑ ASIAN PACIFIC ❑ BLACK RthSPANIC ❑ NATIVE AMERICAN ❑ WOMAN ❑ VETERAN Please visit the following website for information on becoming a Texas Certified HUB: htt.://www.window.state_tx.us/ rocurement/ ro • ub/ ES [ NO - LOCAL SMALL BUSINESS (LSB) A for-profit entity employing less than 49 employees located within the City limits of Corpus Christi, Texas ❑ YES [ NO OTHER (PLEASE SPECIFY): ❑ THIS COMPANY IS NOT A CERTIFIED HUB or LSB THE INFORMATION REQUESTED IN THIS FORM IS FOR STATISTICAL REPORTING PURPOSES ONLY AND WILL NOT INFLUENCE AWARD DECISIONS OR THE AMOUNT OF MONIES EXPENDED WITH ANY GIVEN COMPANY. EVENT NO: Firm Name: "i ej r/Z, 6�(t 4-- Ld, ec r�91 //w/ /y/640 l T State: Zip:/*) Address: City: Signature o erson ed to Sign Form Signer's Name: i 6S7 fl- l4z / Q (Please print or type) -11- Telephone: 3 6/ -'f12'ff Ext, Fax: E-mail: Date: Title: C. TECHNICAL SOLUTION 1. Understanding of the Services We will conduct the audit of the City of Corpus Christi for the fiscal years ending September 30, 2016, 2017 and 2018. The audit will be performed in accordance with auditing standards generally accepted in the United States of America, the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States, the provisions of the federal Single Audit Act Amendments of 1996, U.S. Office of Management and Budget (OMB), Uniform Guidance for Federal Awards, OMB Circular A-133, Audits of States, Local Governments, and Non -Profit Organizations, and/or the State of Texas Single Audit Circular, as applicable. The audit will be completed no later than 6 months after the fiscal year end unless another date is mutually agreed upon. We are proposing under Option 1 (Section 3.1 B. 1.) of the RFQ. We have read Section 3 — Scope of Work of the RFQ and understand the scope of work. As part of our audit we will issue the following reports — a. A report on the fair presentation of the financial statements in conformity with the accounting principles generally accepted in the United States of America, including an opinion on the fair presentation of the supplementary information in relation to the audited financial statements as required by federal/state requirements or GFOA. b. A report on internal control over financial reporting and on compliance and other matters based on an audit of financial statements in accordance with Government Auditing Standards. c. A report on compliance for each major federal and state program and on internal control over compliance in accordance with OMB Circular A-133, Uniform Guidance for Federal Awards, and Texas Singe Audit Circular, as applicable. d. A schedule of findings and questioned costs for federal and state grants. e. A Report on the Conduct of Audit that includes the required communication to those charged with governance in accordance with AU Section 260, The Auditors Communication with Those Charged with Governance. This report also contains communication of material weakness or significant deficiencies in internal control as required by AU Section 265, Communication Internal Control Related Matters Identified in an Audit. f. A Management Letter that will include other internal control matters, immaterial items of non- compliance and best practice recommendations. g. - 12 - Discovery of Fraud, Noncompliance with Provisions of Laws, Regulations, Contracts, and Grant Agreements, and Abuse will be communicated in accordance with Government Auditing Standards, Chapter 4, Standards for Financial Audits and well as the requirements included in the AISCP Auditing Standards Codification. Ps&co. C. TECHNICAL SOLUTION We understand the City prepares a comprehensive annual financial report that is submitted to the Government Finance Officers Association of the United States and Canada for review in their Certificate of Achievement for Excellence in Financial Reporting program. We agree to provide technical assistance in responding to previous year's questions and any other technical matters related to this program. Additionally, a member of the engagement team reviews CAFR's as part of the Special Review Committee. We also understand the City expects to issue official statements related to the sale of debt securities and may need the auditors to provide certain reports in conjunction with these debt issuances. Furthermore, we understand that an agreed-upon procedures engagement will be required annually related to the City's financial assurances to the Texas Commission on Environmental Quality required by the Texas Administrative Code Title 30, Part 1, Chapter 37. Additionally, PS&Co. confirms our response to the minimum requirements included in Section 3.4 of the RFQ as follow. - 13 - Minimum Requirement Response 1. At least 3 CPA's employed by the office that will handle the City's audit. Yes 2. Must have an affiliation with a nationwide association of CPA firms upon which to draw resources and expertise. Yes 3. Minimum of 5 current municipal or other local government audit clients, of which at least 3 clients are comparable in size and complexity with the City of Corpus Christi as noted in Section 3.6, that have at least the same number and types of funds, that have applied for and received GFOA Certificate of Achievement for Excellence in Financial Reporting Program in the past 2 years. At least 1 of the clients that have received the GFOA Certificate of Achievement for Excellence in Financial Reporting Program must have had a total of at least $500 million in the certificate application, Section IV: Fee Calculation. Yes 4. Minimum of 1 current or former client with grant expenditures of at least $20 million on the Schedule of Federal/State Expenditures in each of the last 2 years during which they were Responder's client. Yes ps&co. C. TECHNICAL SOLUTION 2. Technical Plan Clients expect the services provided by their professional accounting firm to go beyond financial statements. We understand the needs and expectations of our clients and welcome the opportunity to serve not only as auditors and accountants, but also as business advisors. As part of our commitment to client service, we developed a business advisory approach to audit services. Our business advisory approach emphasizes looking beyond the accounting entries to the underlying transactions and business systems. Throughout our audit planning processes, we place substantial emphasis on the need to thoroughly understand your operations and your fundamental business strategies. Although our primary objective is to provide an opinion on the financial statements, we are interested in your growth, profitability and overall success. Our audit approach is designed so you can expect us to contribute recommendations about your internal controls, operating and accounting procedures, and other important matters. We believe one of the keys to an efficient and quality audit is to spend a considerable amount of time up- front planning and communicating with our clients. This up -front process includes identifying audit strategies and accounting issues. Equally important, we provide your people with an understanding of what is expected from them to minimize disruptions during their internal work schedules and to eliminate surprises. A. Effective Communication We recognize the necessity to cooperate and communicate both closely and regularly with your accounting staff and management during the audit process. From the preliminary audit planning work through delivery of the reports and presentation of the management letter, we maintain open communication. We are committed to frequent communication with management and the Board or audit committee throughout the year to help avoid last minute complications and continue to gain knowledge regarding your unique operations. In order to ensure this type of communication takes place, we will meet with you and other members of your management team on a quarterly basis with an open agenda. These meetings are designed to discuss operational matters which should be identified prior to year-end. As our client, you receive a variety of technical and advisory publications intended to provide you helpful business advice, including information about current events and changes in laws and regulations. We also offer information about recent accounting or auditing changes, such as summaries of new GASB statements, Statements of Position, and other authoritative pronouncements. We spend time, either on- site or telephonically, helping you better understand how this new information affects your organization. We do not charge you for these newsletters and general business and technical information. - 14 - ps&co. C. TECHNICAL SOLUTION 2. Technical Plan (continued) B. Audit Risk Analysis One of the most important aspects of the audit process is the proper analysis of your risk environment. Because we work primarily with various governmental organizations, we define risk based on the organization's operations. We work with your senior management to complete a risk assessment of the business activities of your organization in order to determine how audit resources can be used in a cost- effective and efficient manner without sacrificing quality. The design of our audit approach and risk assessment process meaningfully incorporates the involvement of your management team. Incorporating what you deem as key business risks, the information and areas of focus of the audit become consistent with what is already emphasized within your organization. C. Internal Controls in the Audit Process The internal control structure consists of five elements: the control environment, risk assessment, control activities, information and communication, and monitoring. As part of the audit process, we strive to understand each of the five elements by performing procedures to determine the design of policies and procedures and resolve whether or not they have been placed in operation. Effective internal controls help to avoid errors and fraud, as well as safeguarding your assets and ensuring you are in compliance with current laws. They are equally important for helping to ensure reliable and accurate financial statements. Ultimately, what a transparent and sound system of internal controls delivers is improved communication and trust. The public will gain a greater sense that their tax dollars are going to the intended purpose and that your organization's mission is being achieved. Your benefit, as a member of a public organization, is resting assured you are doing all you can to maximize your organization's potential. People affect internal control. It's not merely policy manuals and forms, but individuals at every level of an organization. Under SAS 99, we will gather and consider information to assess fraud risk. The new SAS provides expanded guidance on evaluating this information and identifying the risks that may result in a material misstatement due to fraud. Information gathered during our audit process is communicated to management and the Board in an effort to assist you in effectively governing risk. We develop and document procedures that help us understand the internal control structure of your organization, including the following: • Inquiries of appropriate management, supervisory, and staff personnel • Inspection of the City documents and records • Observations of the City activities and operations The extent of inquiry, inspection, and observation procedures vary depending upon the size and complexity of the City internal control structure. -15- ps&Co. C. TECHNICAL SOLUTION 2. Technical Plan (continued) D. Timing of the Audit We establish a schedule to complete your audit in a timely manner, and within the deadlines outlined in your request for proposal with minimal interruption to your staff. Our tailored work plan has a strong emphasis on early planning. It focuses on your organization and how it functions. This enables us to identify key components and tailor our procedures to the unique aspects of your organization. With early planning and dedicated staff, we are able to respond to your needs and requests in a timely fashion. E. Information Technology System Information technology is an integral part of your entire operational system. Our evaluation of the internal control structure extends to your information technology system. We make substantial efforts to extend computer literacy to our entire professional staff. Our team is able to understand, document, and evaluate controls in computerized environments and work with your IT specialists to better understand the implications of your organizations systems. F. Computerized -Assisted Audit Techniques We developed several computer-based audit tools and techniques so you can expect, whenever possible, that we will request and utilize electronic copies of your records. Not only are electronic records typically easier to provide than a hard copy, but they also allow us to perform fewer manual procedures, thereby improving the efficiencies of your audit. In fact, we have converted all of our audit clients to a paperless approach. Under this approach, we maintain audit -related records in a secure electronic database. G. Preplanning The first step in an audit is the preplanning process. This consists of a meeting with senior management and the appropriate Board or audit committee member to clearly identify the lines of communication, perform a risk analysis, discuss concerns or issues, and set expectations. This includes establishing a preliminary timetable to ensure all of the following steps are performed seamlessly and memorialized in an expectation letter, which specifically identifies the audit fieldwork, meeting, and statement delivery dates. H. Planning and Timing The next step is to develop the audit plan. This includes tailoring every audit program and procedure to your organization's specific need, and providing you with a list of schedules, as well as the exact timing of all preliminary and final fieldwork, and performing certain analytical procedures prior to the audit date - ensuring that every risk is identified and addressed. And for those engagements that require it, we developed - from the McGladrey Alliance governmental audit program, specialized programs tailored for clients that include financial, compliance, and internal control requirements. - 16 - ps&co. C. TECHNICAL SOLUTION 2. Technical Plan (continued) I. Fieldwork Fieldwork is the largest part of the audit process and consists of substantive audit tests, such as confirmation work and analytical review, and variance analysis. At the conclusion of the preliminary and final fieldwork, we discuss with senior management and the appropriate levels of your Board or audit committee the results and recommendations offered by our firm based upon our findings. J. Resolution of Accounting Issues During the course of an engagement, our approach to issue resolution regarding management's recording, presentation of an accounting transaction, or application of a new accounting standard is as follows: Proactive Approach Because our approach to every engagement includes regular meetings with management to review monthly or quarterly financial information, we become aware of any accounting related issues early in the process. Rather than analyzing how management recorded or presented an accounting transaction after the fact, we assist management with their decision-making process as each accounting issue arises. Understanding Your Organization Most accounting issues arise from a misunderstanding of facts, circumstances, and complexities unique to each organization and its industry. Because we take a business advisory approach to auditing, we believe we are better equipped to understand the issues surrounding management's position on accounting and reporting matters. K. Management Letter Philosophy Our Approach To Preparing Management Letters As with any client service project, proper planning is essential in generating good comments within a management letter. Our client service teams meet periodically to discuss opportunities to provide business advice to each of our clients, as well as to plan for the delivery of compliance services. Our goal is to not only meet but exceed every client's expectations. Generating Points For Management Letters During the audit, each engagement team understands they have a responsibility to generate ideas that may be used in the management advice letter. The planning sessions discussed in Our Approach to Preparing Management Letters is in place to guide our team members towards the areas with the greatest amount of process improvement opportunity for each client. - 17 - • Problems Noted During The Audit — The engagement partner and manager encourage staff to identify potential issues and opportunities. The engagement team understands the need to record pertinent information and is instructed to investigate, with the appropriate client supervisory personnel, any problems or concerns noted on the engagement. It is important that all ideas be documented and the judgment on materiality be made later. Our expertise has taught us that small problems may be an indicator for greater ones. ps&co. C. TECHNICAL SOLUTION 2. Technical Plan (continued) K. Management Letter Philosophy (continued) Generating Points For Management Letters (continued) • Industry Information And Statistics — Understanding a client's needs and industry is vital for audit effectiveness. Industry specialization allows us to effectively identify and offer solutions to problems confronting each specific industry. • Discussions With Client Service Team Members —The entire engagement team will attend a wrap-up conference to review ideas and develop the basis for our management letter. Communication Of Management Letter Comments Our main objective is to effectively communicate our recommendations to every client. Our approach is to accumulate comments and observations throughout the engagement, so that management has access to our in-depth experience. Our findings will be discussed with key personnel as significant matters are identified. At the end of our field work, a management letter is drafted and reviewed with your management team to ensure accuracy of the factual circumstances. Prior to the release of the management letter it is subjected to the same quality review process as the remainder of the firm's audit reports. - 18 - ps co. C. TECHNICAL SOLUTION Below is a projected timeline for the audit of the City, upon award, PS&Co. and the City will work together to mutually develop a timeline and milestones to complete the audit within the timeline of the City. ACTIVITY LEVEL OF RESPONSIBLE STAFF Engagement letter to the City Council Planning, scheduling, conferences, and other administration Document internal control systems, including risk and fraud analysis Identify federal/state program and requirements Perform major systems walk through Design detail audit plan Perform and review interim fieldwork including compliance audit procedures Perform and review final fieldwork Partner/Manager/ Subcontractor/Senior/Sta Partner IPartner/Manager/Senior Manager/Senior/Staff Manager/Senior .il Senior/Staff Partner/Manager/ Subcontractor/Senior/Staff Perform internal quality review process Hold exit conference and discuss audit adjustments to financial statements and management letter findings Review draft CAFR and Compliance Report Deliver management letter Review draft CAFR and Compliance Report with the City Council and other members of management Conclude final quality control procedures Complete final review of the CAFR and Compliance Report Present CAFR and Compliance Report to the City Council 1 Partner/Manager Partner/Manager/Senior Partner/Manager Partner/Manager Partner/Manager/Senior Partner/Manager DATE July Hours 4 August August August August August August December/ January January/ February February February February March March March March 30 24 350 40 40 8 20 Total 1,600 -19- Ps&co.l C. TECHNICAL SOLUTION 3. Expected City Resources We expect the City to prepare requested audit schedules, pull requested documentation, provide responses to our inquires, and prepare the CAFR. We expect to perform interim fieldwork and therefore will need some information before the end of the fiscal year. 4. Hours Required by City Staff Currently, we do not anticipate requiring any direct assistance from the City auditor's office. Any additional hours required by the City would be limited to those disclosed in Item 3 in this section. 5. Quality Control Process for the CAFR Audit quality is one of our primary focuses. As part of our audit quality process we invest a significant amount of resources on reviewing the CAFR. Below is a highlight of our CAFR review process — a. All engagements are assigned a second partner reviewer. This partner is independent from the engagement team and one of their primary focuses is to review all issues reports for quality and compliance with accounting and reporting requirements. b. As part of this engagement we have identified Kevin Smith a government audit partner from McGladrey (our national affiliate) to provide a review of the CAFR of the City. Kevin performs a similar role for us at the City of San Antonio. c. The audit partner, audit manager and audit senior all perform a review of the CAFR. As part of this process the CAFR is tied out to the trial balance, workpapers, and a disclosure checklist is completed (both our internal check list and the GFOA checklist). d. The audit partner for this engagement is a member of the Special Review Committee for GFOA. The engagement team assigned primarily works with governments, the vast majority of their continuing professional education is related to governments and their complex reporting requirements. Additionally, the firm is a member of the AICPA and, as such, complies with the requirements set forth by the AICPA's Peer Review Program. In addition to the quality control review requirements set forth by the AICPA, we have an existing in-house quality control program based upon the AICPA standards for quality control for public accounting firms. We have met all quality review requirements and received an unqualified opinion on our peer review dated October 2, 2014. We are required to have these reviews every three years. A copy of the peer review report is attached as Exhibit 3. - 20 - ps&co. C. TECHNICAL SOLUTION 6. Consultation on Accounting and Other Technical Matters Consultations on accounting and technical matters that require 1 to 2 hours are included within the fee of this engagement. We have found that regular communication regarding these items throughout the year adds to the efficiency of the audit process and therefore are not billed separately. More complex matters that require extensive research or additional work will be discussed with the City and determine the impact, if any, on the overall engagement fee. We will discuss this with the City before any work has been started. 7. Continued Professional Education for City Staff From time to time when either new GASBs are issued that are significant or complex, or there are other changes to other requirements that have a significant impact on our clients we will host complementary continuing education training. Over the past year we have hosted two different sessions covering the new pension requirements and the changes to federal single audit requirements. Additionally, our audit partners and managers are frequent presenters for various trade associations and other groups. 8. Software Used in Processing the CAFR Not Applicable — We are proposing under Option 1 included in Section 3.1 B. 1. of the RFQ, and therefore not preparing the CAFR. 9. Other Information Additional information not specifically requested by the request for proposal, but that should be considered in your review of our proposal, is included in the Exhibits section of this proposal and listed in the table of contents, accordingly. 10. Concluded Remarks We have prepared this proposal according to the format and instructions included in the request for proposals to facilitate your review. However, if you need additional information or have any questions about information included in this proposal, please do not hesitate to contact us for clarification. -21- ps&Co. D. FIRM PROFILE AND QUALIFICATIONS 1. Firm's Experience Government organizations and utilities are striving for greater levels of transparency. It has become increasingly important for a range of publically-owned organizations and cooperatives to clearly articulate where they are allocating resources. For organizations in this sector to thrive, clear and comprehensive financial reporting is critical. PS&Co. and its assurance team have served the government sector for decades with a host of financial and consulting services designed to ensure clarity in reporting. With many government entities focused on an enterprise -style financial management strategy, it is important to have a team with real-world experience in the complex and regulated government sector. Our Services Depth Of the 180 firm team members, approximately 40 service governmental organizations each year Technical Our team members serve as instructors of accounting and reporting technical updates for various governmental trade organizations Audit Quality Member of the AICPA Governmental Audit Quality Center Service Diversification Over 50 public sector clients take advantage of our One Stop Resource Center Training Our team members average more than 40 hours of CE per year due to our national, local, and in-house training programs National Resources An Independently Owned Member MCGLADREY ALLIANCE McGladrey Government and Utility Experience and Expertise • Local municipalities — cities and special purpose governments • Independent school districts and community colleges • River authorities and water districts • Utilities (power/electric and water) and cooperatives • Federal and state agencies • Public employee retirement systems - 22 - Governmental Industry Member of the Special Review Committee for the GFOA's Certificate of Achievement for Excellence in Financial Reporting ("CAFR) program. We perform several CAFR reviews annually. ps&ca � D. FIRM PROFILE AND QUALIFICATIONS 1. Firm's Experience (continued) One-stop Resource Center Accounting and Auditing Services • Assurance services, including OMB A-133 Circular federal compliance audits • Internal control process reviews • Operational performance audits • Employee benefit plan audits • Special projects or agreed-upon procedures • Accounting Solutions Group • Bookkeeping • Outsourced accounting Consulting and Other Services • Mergers and acquisitions • Business valuation • Human Resources Consulting Group • Strategic planning 2. Total Audit Clients PS&Co. provided audit services to approximately 350 clients through our San Antonio, Austin, and Houston offices in calendar year 2014. 3. Municipal and Other Government Clients PS&Co. provided audit services to approximately 55+ municipalities and other local governments in calendar year 2014. Below is a partial list of clients we currently provide audit and other services similar to the nature and scope of services which are requested by the City. Experience Servicing Local Municipalities — Cities and Special Purpose Governments • Alamo Regional Mobility Authority • Brooks Development Authority • Capital Metro • Central Texas Regional Mobility Authority • City of Austin (consulting and other special engagements only) • City of Boerne • City of Buda • City of Kyle -23- PS&Co. D. FIRM PROFILE AND QUALIFICATIONS 3. Municipal and Other Government Clients (continued) Experience Servicing Local Municipalities — Cities and Special Purpose Governments (continued) • City of McAllen • City of San Antonio • Port Authority of San Antonio • San Antonio Housing Authority • VIA Metropolitan Transit Experience Servicing Community Colleges and Independent School Districts • Austin Community College District • Austin Independent School District • Comal Independent School District • Dripping Springs Independent School District • Floresville Independent School District • Fort Sam Houston Independent School District • Lackland Independent School District • Northside Independent School District • Randolph Field Independent School District • Southside Independent School District Experience and Qualifications Servicing River Authorities, Water Districts, Utilities, and Cooperatives • Brazos River Authority • City of Boerne Utilities • East Medina County Special Utility District • Guadalupe Valley Electric Cooperative • Kerrville Public Utility Board • Lavaca-Navidad River Authority • McAllen Public Utilities • Nueces River Authority • San Antonio River Authority • San Antonio Water System • Travis County ESD No. 2 • Travis County WCID No. 19 - 24 - ps&co. D. FIRM PROFILE AND QUALIFICATIONS 3. Municipal and Other Government Clients (continued) Experience Servicing Federal and State Agency Programs • HQ Air Force Services Agency • State Bar of Texas • Texas Higher Education Coordinating Board • Texas Local Government Investment Pool • Texas Local Government Investment Pool Prime • Texas Treasury Safekeeping Trust Company • Tobacco Settlement Permanent Trust Experience Servicing Public Employee Retirement Systems • City of McAllen Firemen Retirement Plan • CPS Energy Pension; Health; Life; and Disability Plans • Retirement Plan for the Employees of Brazos River Authority • San Antonio Housing Authority Pension Plan and Trust • VIA Metropolitan Transit Retirement Plan 4. Clients Gained/Lost Last Two Years — Government Over the last two years, PS&Co. lost four government clients due to the normal bidding process and has won five government audit clients over the same period. Additionally, PS&Co. successfully won seven government re -bids of existing clients over the last two years. 5. Disciplinary Action PS&Co. has not had any disciplinary action imposed on the firm by the AICPA, State Board, or the State Society of SEC in the past five years. 6. Rotation and Training Currently we have four audit partners that serve the public sector which allows PS&Co. to rotate partners, if needed, to allow for a "fresh -look" perspective while still maintaining some continuity to the engagement team. Additionally, PS&Co. has eight audit managers that serve the public sector. Any rotation of key team members would discussed with our clients to ensure we have the right team in place to serve the needs of our clients. Our local office is approximately 150 individuals of which approximately 55 work in our audit department. We have not experienced any significant turnover in the past 24 months, the turnover would be considered routine turnover. Based on the size of our audit team including our public sector team we do not anticipate the need to replace staff assigned to this engagement. However, if such circumstances arise we believe our firm size and structure would allow us to identify another team member with direct industry experience which will allow us to meet your expectations. -25- ps&Co. D. FIRM PROFILE AND QUALIFICATIONS 7. Organizational Chart Overview The people selected to fill the roles of your client service team are vital to a successful audit. We have formed a team with the capabilities and experience we believe are indispensable for this engagement. This includes background in: • A variety of local government entities • The water utility industry • Large and small organizations with multiple functions and divisions • Sophisticated computer auditing and statistical sampling techniques • Full -scope audits encompassing management efficiency and economy, as well as financial matters • Accounting, auditing, and financial reporting principles applicable to local government entities Overall Engagement Partner — Marc Sewell, CPA In order to properly coordinate the services of the firm, Marc will have overall responsibility for all services performed for the City. Marc will be available to members of the City for technical consultation and information on the status of the engagement, special services required, and general business matters. Concurring Review Partner—Joel Perez, Jr., CPA As part of PS&Co.'s upgraded quality control policies and procedures, the proposed engagement team includes the services and assistance of a second independent partner. Joel will serve in the role of quality control partner and will be responsible for a second technical review. Further, he will provide an objective (healthy skepticism) review of the audit plan, fieldwork stage, as well as an audit and accounting review of the audit work papers and the financial statements. National Resource Partner — Kevin Smith, CPA (McGladrey) Kevin is an assurance partner with McGladrey. His role will be to assist the engagement team with high-end and complex technical matters, review and assess white papers prepared by the City, as well as perform a final technical review of the annual financial report, among others. Ernest R. Garza and Company, P.C. Ernest R. Garza will be a part of the overall engagement team and will be assigned various financial and compliance areas of the audit. They will be incorporated into the overall audit team and under the direct supervision of the PS&Co. supervisory team. Ernest R. Garza is a certified Historically Underutilized Business and is a local Corpus Christi business. Ernest R. Garza's team will serve in a significant role in the audit of the City and will include 40% of the audit fee. - 26 - ps co.l D. FIRM PROFILE AND QUALIFICATIONS 7. Organizational Chart (continued) Engagement Manager — Ashley Alejos, CPA Ashley will serve as manager on this engagement. As the manager, she will coordinate the activities of the professional team members assigned to the engagement, participate in planning and developing the overall audit approach, and monitor all phases of the audit to ensure timely completion. Ashley will manage the day-to-day performance and conduct of the audit of the City. Engagement Senior (Audit Field In -Charge) — Carla Contreras CPA Carla will serve as the audit senior on this engagement. As an audit senior, she will perform fieldwork under the direction of the manager. Her function will include gathering data, preparing analysis, and designing detailed tests. Carla will direct the day-to-day performance and conduct of the audit staff. Single Audit Manager — Michelle Hyde, CPA Michelle will serve as the audit manager for the single audit portion of this engagement. Single Audit Supervisor — Taylor Wightman, CPA Taylor will serve as the audit supervisor for the single audit portion of this engagement. As an audit supervisor, she will perform fieldwork under the direction of the manager. Her function will include gathering data, preparing analysis, and designing detailed tests. Taylor will direct the day-to-day performance and conduct of the audit staff. Internal Control and IT Specialist — Sundeep Bablani, CPA, CISA, CITP Sundeep will assist the audit team in reviewing computerized systems controls, and general access and security controls over information technology systems. -27- ps&Co. D. FIRM PROFILE AND QUALIFICATIONS 7. Organizational Chart (continued) Kevin Smith, CPA, Technical Reviewer Partner McGladrey • Role: Kevin will perform an independent review of CAFR. Kevin will also act in technical support capacities. Ernest R. Garza, Partner Ernest R. Garza and Company, P.C. (Subcontractor at 40%) • Role: To perform various aspects of the financial and compliance audits under the supervision and review of PS&Co. L _ - 28 - Marc Sewell, CPA, Overall Engagement Partner Padgett, Stratemann & Co., L.L.P. • Role: To lead and coordinate all audit activities and responsibilities. Will serve as the main contact for the City. 1 1 Ashley Alejos, CPA, Engagement Manager Michelle Hyde, CPA, Resource Single Audit Manager Padgett, Stratemann & Co., L.L.P. • Role: Ashley will manage the activities of the professional team members and assist in planning, developing, and executing the audit approach. Michelle will assist with the single audit. 1 1 ■ 1 Carla Contreras, CPA, In -Charge Auditor Taylor Wightman, CPA, Single Audit Supervising Senior Padgett, Stratemann & Co., L.L.P. • Roles: Carla will be the primary fieldwork contact for the audit engagement and will be the in -charge over audit staff. Taylor will lead the single audit portion. Ernest R. Garza and Company, P.C. (Subcontractor at 40%) Audit Staff Joel Perez, Jr., CPA, Concurring Reviewer Partner n��lgett, Stratemann R. Co., 1 ID • Role: To serve as quality control partner. Will also direct the planning and development of the single audit portion of the engagement. r IT Specialists Sundeep Bablani, IT Manager Padgett, Stratemann & Co., L.L.P. • Rale: To work with the audit team to integrate effective IT auditing strategies and procedures. J Padgett, Stratemann & Co., L.L.P. Audit Staff ps&c..1 D. FIRM PROFILE AND QUALIFICATIONS 8. Office Location/Resumes PS&Co. will staff this engagement from our San Antonio office and Ernest R. Garza will staff this engagement from their Corpus Christi office. See the previous section for the organizational chart and brief description of each team member's role. Resumes are included in Exhibit 6 of the proposal. 9. Professional Licenses Padgett, Stratemann & Co., L.L.P. ("PS&Co.") and Ernest R. Garza are properly licensed in the state of Texas for public practice. PS&Co. or Ernest R. Garza does not have any outstanding public or private reprimands by the Texas State Board of Public Accounting or other organizations. PS&Co. firm is licensed, and in good standing, as a certified public accounting firm for public practice in Texas and California, with the respective state boards of public accountancy. The firm does not have a history of sub -standard practice and has never received a public or private reprimand from the Texas State Board of Public Accountancy. The team members included as the proposed engagement team are independent of the City as defined by the American Institute of Certified Public Accountants ("AICPA") auditing standards generally accepted in the United States of America, and Government Auditing Standards issued by the Comptroller General of the United States. See resumes in Exhibit 6, for all key team members which includes any certifications the poses. 10. Similar Clients The following are similar projects that PS&Co. has been awarded that are similar or larger than the City. • Austin Community College District • Austin Independent School District* • Brazos River Authority* • Capital Metro • City of Austin Convention Center* • City of Kyle • City of San Antonio • San Antonio Housing Authority* • VIA Metropolitan Transit * Existing client won upon re -bid 11. Firm Capacity PS&Co. has approximately 200 team members and has capacity to serve the City. PS&Co. has a productivity team that projects production. Compared to our available hours. This committee drives our hiring practices to ensure we have the staff capacity to meet our clients' needs. - 29 - ps&co. D. FIRM PROFILE AND QUALIFICATIONS 12. Ranges of Services and National Resources In order to provide superior financial and business advice to all its clients, PS&Co. is comprised of industry - specific niches. This organization allows us to understand our clients' businesses, their challenges, and their industry in the best way possible. We do this by not only providing superior services, but also by maintaining industry -specific knowledge. PS&Co. is celebrating our 70th anniversary of being in business. Additionally, PS&Co. has been servicing the public sector for over 25 years. Industry -specific niches: • Public Sector — Government, not-for-profit organizations, and special purpose entities such as utilities, river authorities • Manufacturing, Retail, and Distribution • Construction • Health Sciences • Professional Services • Banking and Financial Services • Real Estate • Private Client Services • Governmental Contractors • Energy • International Business • Technology, Communication, and Entertainment Team members in each industry -specific niche represent various departments within PS&Co. Our goal is to keep abreast of each unique industry so the needs of our clients' within that respective industry are taken into consideration as we execute their business matters. PS&Co. is a full service CPA firm offering a comprehensive array of attestation, tax, accounting, and advisory services. Attestation Services Independent Audit Services - 30 - The performance of independent audits of financial statements is the largest practice segment within the firm. Our audit department is organized into three main areas of expertise, which allows us to develop and maintain the expertise and critical mass needed to serve our varied client base. Our three functional audit areas are as follows: • SEC Practice • Public Sector — Governmental and not-for-profit organizations, including federal and state single audits • Private Sector and Regulated Industries Ps&co. D. FIRM PROFILE AND QUALIFICATIONS 12. Ranges of Services and National Resources (continued) Attestation Services (continued) Other Attestation Services In addition to audit services, our firm offers other attestation services including, but not limited to, those listed below: • Review and compilation services under Statement of Standards for Accounting and Review Services • Agreed-upon procedure engagements • SSAE No. 16 — Service Organization Control Report • Attestation Standards engagements — such as debt service coverage Tax Services Our tax department offers a broad spectrum of services covering all types of entities. We consult with and provide services to individuals, partnerships, estates, trusts, and corporate and not-for-profit entities in the areas of payroll, sales, franchise, estate (including gift and generation -skipping transfer), and income taxation. For our not-for-profit and tax-exempt clients, we can assist in applying for and retaining tax-exempt status recognition. We also can assist in identifying and advising clients regarding exposure to the unrelated business income tax and the complex rules and regulations relating to self-dealing and excess benefit transactions. While our most common tax service involves assistance in tax compliance, i.e. tax return preparation, we encourage and are heavily involved in planning tax transactions so as to minimize or defer the related tax impact. By keeping current on new tax laws and legislation, we are in a position to identify and communicate key tax planning opportunities that may minimize both your current and future tax liabilities. We provide business and entity planning, especially in the areas of formation, operation, and dissolution. We have extensive experience in business acquisitions, including mergers and acquisitions, and other related reorganizations. We can assist business owners and executives in planning compensation packages (including the implementation of qualified and nonqualified retirement programs), analyzing shareholder buy -sale agreements, and succession planning for your closely -held business. If the need arises, we can provide audit representation during examination of returns before the Internal Revenue Service and other governmental agencies. -31- pS&Co. D. FIRM PROFILE AND QUALIFICATIONS 12. Ranges of Services and National Resources (continued) Tax Services (continued) We provide assistance in estate and gift tax planning opportunities for our individual clients, including the utilization of trusts and family limited partnerships. Also, when the need arises, we can assist the family of a deceased individual by locating legal counsel, assist in accounting and accumulating the information necessary for probate, and assist with all applicable federal and state estate/inheritance tax returns. Our goal is to assist our clients in reaching their maximum potential. Our commitment is to quality service and long-term personal relationships with our clients, which is the foundation and trademark of our tax practice. Accounting Solutions Our firm offers a full scope of accounting and bookkeeping services. Accounting services offered by the firm include, but are not limited to, those listed below: • Complete client accounting and bookkeeping services • Client write-up services • On-site accounting assistance and/or review of in-house accounting procedures Advisory Services Advisory services vary widely in size, complexity, and scope, as well as in technical subject matter. Our firm has substantial expertise and experience in a wide variety of advisory service engagements for our clients. The focus of advisory services performed by the firm is to identify and define client needs, select and supervise appropriate staff, apply an analytical approach appropriate to the engagement, apply knowledge of the technical subject matter under consideration, communicate recommendations effectively, and when required, assist in implementing recommendations. Through our qualifications in the advisory services area, we provide advice and technical assistance, which will enable client management to conduct its affairs more effectively. These qualifications include technical competence; familiarity with the client's finance and control systems and business problems; analytical ability and experience in problem -solving; and professional independence, objectivity, and integrity. - 32 - ps&co. D. FIRM PROFILE AND QUALIFICATIONS 12. Ranges of Services and National Resources (continued) Advisory Services (continued) Advisory services offered by the firm include, but are not limited to, those listed below: • Insurance receivership services • Bankruptcy services • Litigation support and expert testimony • Internal control review and compliance • Forensic and fraud accounting investigation • Merger and acquisition analysis • Cost accounting and profit analysis • General business consulting In 1995, PS&Co. joined the McGladrey Alliance, a business of RSM US LLP - the 5th largest accounting firm in the U.S. and a leading provider of assurance, tax, and consulting services with nearly 8,000 professionals in more than 80 cities nationwide. RSM US LLP is a licensed CPA firm and the U.S. member of RSM International, a global network of independent accounting, tax, and consulting firms with more than 37,500 professionals in over 110 countries around the world. This alliance provides the City with the personalized service of a local firm and the strength and resources of a national firm with global reach. Our clients receive the combined benefits of PS&Co. and the national resources of RSMUS LLP. PS&Co. has successfully and seamlessly used this alliance to the benefit of our clients. We have specifically identified Keven Smith, Partner with RSM in their public sector group as our national resource. We have used Keven in this role in our audit of the City of San Antonio where he performs a second partner review of the CAFR, and is available to our clients and our engagement team for any technical matters. 13. Local Office We will be providing audit services out of our San Antonio office which is located at 100 NE Loop 410, Suite 1100, San Antonio, Texas 78216. Our phone number is (210) 828-6281 or (800) 879-4966. 14. Government Audit Quality Control Center Membership PS&Co. is a voluntary member of the Governmental Audit Quality Center (the "Center") established by the American Institute of Certified Public Accountants ("AICPA"). PS&Co.'s membership in the Center demonstrates the firm's commitment to audit quality in the critical area of governmental audits. PS&Co. is committed to the governmental sector and the Center's strict membership requirements. We have been members of the Center since its inception. - 33 - ps co. D. FIRM PROFILE AND QUALIFICATIONS 15. Peer Review The firm is a member of the AICPA and, as such, complies with the requirements set forth by the AICPA's Peer Review Program. In addition to the quality control review requirements set forth by the AICPA, we have an existing in-house quality control program based upon the AICPA standards for quality control for public accounting firms. We have met all quality review requirements and received a pass rating on our peer review dated October 2, 2014. We are required to have these reviews every three years. A copy of the peer review report is attached as Exhibit 6. 16. Letter of Comment N/A — PS&Co. and Ernest R. Garza did not have any comments for our peer reviews. 17. Client References See client reference on the following page. - 34 - ps co.l 1. CURRENT CLIENT Reference 1 Organization name: City of San Antonio Contact and title: Troy Elliot, Director of Finance Address: 111 Soledad, 5th Floor, SA, TX 78205 Phone number: (210) 207-8604 Effective date of contract: 2012 Number of employees: 10,235 Participated in GFOA Certificate of Achievement for Excellence in Reporting Program?O'N If yes, provide the total of Section IV Fee Calculation of most recent GFOA certificate application. $5,946,880,000 Was the certificate awarded? ON Description of services provided: Financial and compliance audit 2. CURRENT CLIENT Reference 2 Organization name: City of Boerne Contact and title: Sandra Mattick, CFO Address: P.O. Box 1677, Boerne, TX 78006-1677 Phone number: (830) 249-9511 Effective date of contract: 1995 Number of employees: 218 Participated in GFOA Certificate of Achievement for Excellence in Reporting Program? ON If yes, provide the total of Section IV Fee Calculation of most recent GFOA certificate application. $45,658,078 Was the certificate awarded? ON Description of services provided: Financial audit 3. CURRENT CLIENT Reference 3 San Antonio Water Organization name: System Contact and title: Doug Evanson, CFO & Senior VP Address: 2800 US Hwy 281 North, TX 78212 Phone number: (210) 233-3803 Effective date of contract: 2015 (renewed from previous 5 year term) Number of employees: 1,699 Participated in GFOA Certificate of Achievement for Excellence in Reporting Program? 0/N If yes, provide the total of Section IV Fee Calculation of most recent GFOA certificate application. $501,562,000 Was the certificate awarded? ON Description of services provided: Financial and compliance audit - 35 - 4. FORMER CLIENT Reference 1 Organization name: City of McAllen Contact and title: Susan Lozano, Director of Finance Address: 1330 Houston, McAllen, TX 78501 Phone number: (956) 681-1080 Effective date of contract: N/A Number of employees: 1 755 Participated in GFOA Certificate of Achievement for Excellence in Reporting Program? CIN If yes, provide the total of Section IV Fee Calculation of most recent GFOA certificate application. $233,873,259 Was the certificate awarded? @N Description of services provided:Financial anc. Reason for termination Routine RFP and policy of Compliance rotation 5. FORMER CLIENT Reference 2 Organization name: Bexar County Contact and title: Susan Yeatts, County Auditor Address: 101 W. Nueva, Suite 800, SA, TX 78205 Phone number: (210) 335-2301 Effective date of contract: N/A Number of employees: 4,609 Participated in GFOA Certificate of Achievement for Excellence in Reporting Program?Yal If yes, provide the total of Section IV Fee Calculation of most recent GFOA certificate application. $1,522,518,200 Was the certificate awarded?QN Description of services provided.-inanciai and Reason for termination Routine bidding Compliance 6. FORMER CLIENT Reference 3 Organization name: Northside ISD Contact and title: David Rastellini, Deputy Superintendent Address: 5900 Evers Road. San Antonio. TX 78238 Phone number: (210) 397-8903 Effective date of contract: N/A Number of employees: 12,835 Participated in GFOA Certificate of Achievement for Excellence in Reporting Program? ©'N If yes, provide the total of Section IV Fee Calculation of most recent GFOA certificate application. $1,016,645,335 Was the certificate awarded?ON Description of services provided.- Reasonand Reason for termination Routine bidding Compliance - 36 - E. EXHIBITS Ps&co. EXHIBIT 1- FIRM HISTORY Ps&co. 1 pS&Co.I Padgett Stratemann FIRM HISTORY We continue to grow based on a solid foundation. 1945 1958 1967 1969 1970s 1973 1977 1980s 1992 1995 2001 2005 2006 2007 2008 2009 Sidney Padgett realizes his dream by opening an accounting firm in downtown San Antonio. Sidney Padgett, Jr. joins his father and the firm name changes to Padgett & Padgett, CPAs. Ray E. Berend joins the firm. Malcolm Stratemann merges with Padgett & Padgett. A new partnership is formed — Padgett, Stratemann, and Berend — along with a new name, Padgett & Stratemann, CPAs. Construction becomes the firm's first niche. Focusing on small businesses serving the booming economy, the firm grows from 7 to 19 professionals and support staff and relocates to the new "hot spot," Northeast San Antonio. The firm changes its name to Padgett, Stratemann & Co., L.L.P. As members of both the AICPA's SEC and Private Practice sections since their inception, PS&Co. participates in the voluntary triennial peer review. This review ensures firms are adhering to the stringent quality control standards set forth by the AICPA. The firm expands when new partners join, focusing on key growth sectors in the Texas economy - banking, medical, wholesale, and manufacturing. Acquisition of the San Antonio Grant Thornton International office strengthens the governmental service niche. PS&Co. enters into a strategic alliance with RSM McGladrey. The network provides invaluable access to resources of one of the nation's largest accounting, tax, and consulting firms. In addition, the alliance provides access to RSM International, offering the firm valuable resources world-wide. The firm is ranked as the second largest firm in the San Antonio marketplace. Due to expansion and growth, PS&Co. moves offices to its current location in North Central San Antonio. Recognized by the San Antonio Business Journal as one of the city's "Best Places to Work." Recognized for the second time as one of the "Best Places to Work" in San Antonio. The firm is awarded the "Business Ethics Award" by the Ecumenical Center for Religion and Health, in collaboration with the UTSA College of Business and the San Antonio Business Journal. PS&Co. enters the Austin market by merging with Sprouse & Anderson, an established Austin - based firm. The merger solidifies PS&Co.'s place as one of the largest regional firms within the state of Texas, with over 180 team members. The San Antonio and Austin offices are recognized by each city's respective Business Journal as one of the "Best Places to Work". PS&Co. is listed as the sixth largest Southwest accounting firm in a survey conducted by Practical Accountant magazine. The San Antonio and Austin offices are once again recognized as "Best Places to Work". Toll Free: 800 879 4966 Padgett-CPA.com pS&Co.I Padgett Stratemann 2010 2011 2012 2013 2014 2015 INSIDE Public Accounting magazine names PS&Co. one of the nation's Top 25 Best Accounting Firms. Recognized for the fifth time as one of the "Best Places to Work" by the San Antonio Business Journal. Recognized for the sixth time as one of the "Best Places to Work" by the San Antonio Business Journal. INSIDE Public Accounting magazine ranks PS&Co. as the 107" largest U.S. CPA firm in its Top 200. Accounting Today ranks PS&Co. 9' on it's Beyond The Top 100 Firms To Watch. The firm is also ranked as the 3rd largest CPA firm in the Southwest United States Texas Lawyer magazine and the legal community select PS&Co. as one of the 'Best Accounting Providers' in Austin. The firm creates a new Technology, Communications, and Entertainment niche. Recognized for the seventh time as one of the "Best Places to Work" by the San Antonio Business Journal. INSIDE Public Accounting magazine ranks PS&Co. as the 104th largest U.S. CPA firm in its Top 200. It also ranks the firm as one of the Top 10 firms in the U.S. for staff member training. Accounting Today ranks PS&Co. 4th on it's Beyond The Top 100 Firms To Watch. The firm is also ranked as the 3rd largest CPA firm in the Southwest United States. Texas Lawyer magazine and the legal community select PS&Co. as one of the 'Best Accounting Providers' in Austin for the second year in a row. Recognized for the eighth time as one of the "Best Places to Work" by the San Antonio Business Journal. Accounting Today ranks PS&Co. 6" on it's Beyond The Top 100 Firms To Watch. The firm is also ranked as the 4th largest CPA firm in the Southwest United States. Austin Business Journal ranks PS&Co. as the 6th largest Accounting Firm. PS&Co. enters the Houston market by opening its third office. INSIDE Public Accounting magazine ranks PS&Co. as the 106" largest U.S. CPA firm in its Top 200. San Antonio Business Journal ranks PS&Co. as the 2nd largest CPA firm in San Antonio in its annual Book of List, for the ninth year. Austin Business Journal ranks PS&Co. as the 5th largest firm in the Austin area. INSIDE Public Accounting magazine ranks PS&Co. as the 99' largest U.S. CPA firm in its Top 100. Toll Free: 800 879 4966 Padgett-CPA.com EXHIBIT 2 - TOP SOUTHWEST FIRMS AND LARGEST SAN ANTONIO ACCOUNTING FIRMS ps co. accountingroDAy accountingtoday.com March 2015 BEYOND THE TOP 100: FIRMS TO WATCH Firm Padgett, Stratemann & Co. Brown Smith Wallace Bennett Thrasher Gursey1 Schneider PBMares Briggs & Veselka Co. Baker Newman & Noyes Somerset CPAs Brady, Martz & Associates Lurie Besikof Lapidus & Co. Jackson Thornton & Co. Anders Lutz & Co. Hutchinson and Bloodgood Janover Peterson Sullivan Bou lay Johnson Lambert* Windes Hagen, Streiff, Newton & Oshiro Green Hasson Janks ORBA Mize Houser & Co. * Firm estimate NA Headquarters San Antonio St. Louis Atlanta Los Angeles Newport News, Va. Houston Portland, Maine Indianapolis Grand Forks, N.D. Minneapolis Montgomery, Ala. St. Louis Omaha, Neb. Glendale, Calif. Garden City, N.Y. Seattle Minneapolis Falls Church, Va. Long Beach, Calif. Dallas Los Angeles Chicago Topeka, Kan. Not available or not applicable Managing partner John Wright Harvey Wallace Rick Bennett Stephan Wasserman Alan Witt John Flatowicz Eleanor Baker Pat Early Ronald Johnke Beth Kieffer Leonard Ned Sheffield Robert Minkler Gary Witt Richard Preciado Mark Goodman Chris Russell Mark DeNucci D. Lambert /J. Prescott John Di Carlo NA Leon Janks Mark Thomson NA Year end July Dec June Dec Dec Sept Dec Dec Sept April Dec Dec April Sept Dec June May Dec June Feb Dec May Dec Revenue % ($ mn.) chg. 32.61 8.45 32.60 5.16 32.49 8.73 31.30 10.99 29.78 2.97 29.72 13.57 29.70 7.22 28.76 7.23 28.16 3.91 28.10 2.93 27.33 4.51 27.14 5.23 27.10 13.39 26.82 5.47 26.67 37.19 26.30 59.78 24.36 5.09 24.02 4.48 23.90 1.23 23.86 6.66 23.50 1.73 23.30 6.88 23.25 6.07 Offices 3 3 1 3 8 2 4 1 5 1 5 1 1 4 2 1 1 8 3 14 1 1 3 Partners 31 21 27 11 33 20 30 27 31 15 21 20 28 34 23 17 29 13 16 16 13 16 21 Total employees 197 223 168 139 182 181 191 186 184 121 183 149 145 116 141 146 149 147 127 98 125 115 210 Firm Weaver Whitley Penn Montgomery Coscia Greilich Padgett, Stratemann & Co. Briggs & Veselka Co. REDW Hagen, Streiff, Newton & Oshir PKF Texas Cain Watters & Associates BeachFleischman* Johnson, Miller & Co. CPAs Maxwell Locke & Ritter Henry & Horne Lane Gorman Trubitt PMB Helin Donovan TOP FIRMS: SOUTHWEST Headquarters Fort Worth, Texas Fort Worth, Texas Plano, Texas San Antonio Houston Albuquerque, N.M. o Dallas Houston Plano, Texas Tucson, Ariz. Odessa, Texas Austin, Texas Tempe, Ariz. Dallas Austin, Texas Notes: * Firm estimate or projection NC No change Rev. $ mn. chg. Offices Partners 88.10 5.64 7 35 65.95 12.33 4 41 42.86 27.79 2 19 32.61 8.45 3 31 29.72 13.57 2 20 26.23 -0.83 2 14 23.86 6.66 14 16 22.79 5.75 1 10 22.70 9.13 1 10 21.83 7.54 2 25 21.12 8.09 3 14 20.79 13.36 2 21 20.10 8.65 3 14 20.00 5.26 1 16 19.00 NC 6 22 Profess- Total Fee split ionals emps. A&A Tax MAS Other 361 477 34 43 15 8 242 333 47 38 0 15 243 281 27 41 26 6 119 197 49 39 12 0 135 181 39 51 8 2 121 173 52 22 12 14 60 98 0 0 70 30 95 122 48 42 10 0 60 114 10 15 0 75 81 138 29 55 2 14 88 114 31 51 6 12 59 90 38 41 0 21 78 110 31 59 10 0 66 97 55 39 0 6 74 114 44 48 0 8 (#85623) Excerpted and adapted with permission. © 2015 SourceMedia Inc. and Accounting Today. All rights reserved. SourceMedia, One State Street Plaza, New York, N.Y. 10004 For more information about reprints from Accounting Today, visit PARS International Corp. at www.SourceMediaReprints.com. Ps&Co.1 Padgett Stratemann SAN ANTONIO BUSINESS JOURNAL FEBRUARY 13, 2015 Business name Website AC0tWEING ys %RANKED BY NUMBER OF CPAs LOCALLY ,/j / 1 / Address Phone No. of CPAs locally No. of non CPA professionals locally No. of partners locally Year est. locally Local Managing Partner O Ernst & Young LLP ey.com 100 W Houston St. #1800 San Antonio, TX, 78205 83 210-228-9696 I 131 19 1922 Lisa Friel, lisa.frielraey.com © Padgett Stratemann & Co. LLP 100 N.E. Loop 410 #1100 John Wright, padgett-cpa.com San Antonio, TX, 78216 62 51 22 1945 john.wrightno padgett-cpa.com 210-828-6281 © BKD LLP bkd.com 10001 Reunion PL #40-61/4 San Antonio, TX, 78216 29 210-341-9400 30 9 1985 Jon McDowell, jmcdowellabkd.com O KPMG I kpmg.com/us 17802 IH -10 W #101 San Antonio, TX, 78257 27 210-227-9272 35 6 1958 Joseph McLauchlan, jmdauchlanrakpmg.com Weaver and Tidwell LLP © weaver.com 9311 San Pedro Ave. #1400 San Antonio, TX, 78216 21 210-737-1042 22 6 1998 Greg Baffles, greg.bailes aweaver.com Laura McNutt, laura.mcnuttraweaver.com O Sol Schwartz & Associates PC ssacpa.com 7550 IH San Anto-10 W #1200 Antonio, TX, 78229 21 210-384-8000 20 11 1980 Jeff Albrecht, jeffaassacpa.com OAkin Doherty Klein & Feuge PC adl¢.com 8610 N. New Braunfels Ave. #101 19 San Antonio, TX, 78217 210-829-1300 33 7 1991 Howard KleinJr., howard.ldeinraadkf.com Thomas Akin, tom.akinraadkf.com O Brehm Havel & Company LLP brehmhavefcpa.com 7809 Broadway St. San Antonio, TX, 78209 19 210-826-7000 16 6 1980 Gene Brehm, generagenebrehm.com OTsakopulos Brown Schott & • Anchors PC TBSACPA.COM 9901 IH -10 W #900 San Antonio, TX, 78230 17 210-696-5177 10 5 1990 Jim Tsakopulos, jimtriiltbsacpa.com ATKG LLP atkgcpa.com 13750 San Pedro Ave. #400 San Antonio, TX, 78232 16 210-733-6611 12 3 1982 Melanie Kirk, mkirkraatkgcpa.com m Boldt & Boldt Inc. boldtcpa.com 6800 One Park Ten #149E Bldg. San Antonio, TX, 78213 16 210-737-1050 1 2 1981 Blake Boldt, bboldtraboldtcpa.com ® Ridout Barrett & Co. PC ridoutbarrett.com 10843 GuEfdeTX l7 St. San Antonio, TX, 78216 13 210-829-1793 14 5 1986 Anthony Ridout, tridoutraridoutbarrett.com ® ABIP PC abipcpa.com 4801 N.W. Loop 410 #725 San Antonio, TX, 78229 12 210-341-2581 9 2 1966 Scott Irvine, sirvineriilabipcpa.com m Gilliam and Associates PC giffiamcpapc.com t 11010 CoaX, 78200 San Antonioo,, TTX, 78216 9 210-979-7055 9 4 1983 Tim Gilliam, timagilliamcpapccom ® Findling Milam & Pyle fmpcpa.com 3011 Nacogdoches Rd. Bldg 2 San Antonio, TX, 78217 9 210-824-3224 2 4 1964 Dave Zurbriggen, dzafmpcpa.com OHill & Ford PC hf-cpa.com 8620 N. New Braunfels Ave. #300 8 San Antonio, TX, 78217 210-340-8351 7 1 1976 mberly Ford, kford ahf-cpa.com m Lange Poteet & Co. LLP fpcpa.com P.OBox 12199 San Antonio, TX, 78212 8 210-735-6181 4 3 1967 Pat Lange, pataEpcpa.com O Oroian Guest & Little PC txcpa.com 11955 Antonio, TXl<Blvd. San TX, 78249 7 210-641-5600 7 3 1983 Paul Oroian • Randy Walker & Co. randywaflrercpa.com 78001H- s San Antonio,, TX, TX, 78 78230 7 210-366-9430 7 1 1995 Randy Walker, rwalkerracpatx.com Armstrong Vaughan & ✓ • Associates PC avacpa.com 941 W. Byrd Blvd. #101 Universal City, TX, 78148 6 210-658-6229 12 3 1978 Nancy Vaughan, vaughanriilavacpa.com ® Wayne E. Collie CPA CoffieCPA.com 20742 Stone Oak Pkwy. #107 San Antonio, TX, 78258 6 210-828-1505 7 1 1980 Wayne Collie, WayneCriilCollieCPA.com g ® Nettin & Pace CPAs nettingpace.com 7373 Broadway St.#400 San Antonio, TX, 78209 6 210-738-3888 6 3 1986 Conrad Netting ® Weilbacher & Associates wacpas.com 1250 N.E. Loop 410 #405 San Antonio, TX, 78209 6 210-828-8800 4 2 1996 Bruce Weilbacher, blwrawacpas.net m Rodriguez Holland & Co. PC cpasat.com 1250 N.ELoop 410 #330 San Antonio, TX, 78209-1550 5 210-822-9950 9 2 1981 Joseph Rodriguez, jrodriguezacpasat.com ®Darilek Butler & Associates PLLC darilelrbutleccom 2702 N. Loop 1604 E #202 San Antonio, TX, 78232 5 210-979-0055 5 3 1993 Robert Darilek, rdarilekradarilekbutleccom Steve Butler, sbutlerradarilekbutleccom This article appeared in the San Antonio Business Journal on February 13, 2015 on page & It has been reprinted by the San Antonio Business Jow-nal and further reproduction by any other party Is strictly prohibited_ Copyright ©2015 San Antonio Business Journal, 8200 IH 10 West, Suite 820, San Antonio TX 78230 EXHIBIT 3 - PEER REVIEW LETTER Prime -Contractor Firm ps co. ps&co.1 Padgett Stratemann Audit Results "A peer review provides assurance that the firm has an appropriate quality control system for its accounting and auditing practice and that it is complying with that system." In 1977, the American Institute of Certified Public Accountants established the Division for CPA Firms to provide a new level of voluntary self-regulation and quality control to firms engaged in public accounting. Previously, only individual CPAs were subject to such scrutiny and professional regulation. The reviews subsequently became mandatory for firms registered to serve publicly traded companies. Many states, including Texas, now require that firms providing audit and attest services, have a triennial peer review. Peer Reviews The peer review is conducted by a team of CPAs under guidelines established by the American Institute of Certified Public Accountants. The reviewers make an independent assessment of the firm's quality control policies and procedures and examine the working papers and reports on a representative sample of accounting and auditing engagements. The team also inspects the firm's administrative files and records and interviews professional personnel. The reviewers issue a report on the firm's compliance with the stringent quality control standards set by the American Institute of Certified Public Accountants, the national professional organization of CPAs. In addition, Padgett, Stratemann & Co., L.L.P. is subject to review and oversight as a firm registered with The Public Company Accounting Oversight Board. Padgett, Stratemann & Co., L.L.P. Padgett, Stratemann & Co., L.L.P. recently completed its triennial peer review. We are pleased to report that the peer review committee unconditionally, for the fourteenth consecutive time, approved the policies and practices of Padgett, Stratemann & Co., L.L.P. A copy of the audit results can be found on the reverse side. Padgett, Stratemann & Co., L.L.P. is proud of this achievement and continues to strive to provide quality in both compliance with the standards of our profession and service to our clients. AUSTIN HOUSTON SAN ANTONIO 811 BARTON SPRINGS ROAD, SUITE 550 1980 POST OAK BOULEVARD, SUITE 1500 100 N.E. LOOP 410, SUITE 1100 AUSTIN, TEXAS 78704 HOUSTON, TEXAS 77056 SAN ANTONIO, TEXAS 78216 512 476 0717 800 879 4966 210 828 6281 TOLL FREE: 800 879 4966 WEB: PADGETT-CPA.COM KraftCPAs SYSTEM REVIEW REPORT October 2, 2014 To the Partners of Padgett Stratemann & Co., L.L.P. and the National Peer Review Committee We have reviewed the system of quality control for the accounting and auditing practice of Padgett Stratemann & Co., L.L.P. (the firm) applicable to engagements not subject to PCAOB permanent inspection in effect for the year ended June 30, 2014. Our peer review was conducted in accordance with the Standards for Performing and Reporting on Peer Reviews established by the Peer Review Board of the American Institute of Certified Public Accountants. As a part of our peer review, we considered reviews by regulatory entities, if applicable, in determining the nature and extent of our procedures. The firm is responsible for designing a system of quality control and complying with it to provide the firm with reasonable assurance of performing and reporting in conformity with applicable professional standards in all material respects. Our responsibility is to express an opinion on the design of the system of quality control and the firm's compliance therewith based on our review. The nature, objectives, scope, limitations of, and the procedures performed in a System Review are described in the standards at www.aicpa.org/prsummary. As required by the standards, engagements selected for review included engagements performed under Government Auditing Standards, audits of employee benefit plans, audits performed under FDICIA, and examinations of service organizations [Service Organization Control (SOC) 1 engagements]. In our opinion, the system of quality control for the accounting and auditing practice of Padgett Stratemann & Co., L.L.P. applicable to engagements not subject to PCAOB permanent inspection in effect for the year ended June 30, 2014, has been suitably designed and complied with to provide the firm with reasonable assurance of performing and reporting in conformity with applicable professional standards in all material respects. Firms can receive a rating of pass; pass with deficiency (ies) or fail. Padgett Stratemann & Co., L.L.P. has received a peer review rating of pass. ttE Com' "WC KraffCPAs PLLC - Certified Public Accountants and Consultants 555 Great Circle Road • Nashville, TN 37228 • Phone 615-242-7351 • Fax 615-782-4271 • www.kraftcpascom Subcontractor Firm Ps&co. FARRIS & FARRIS, CPA'S CERTIFIED PUBLICACCOUNTANTS PALM W. FARR75, CPA DEBRA E. PARRIS,, CPA 18484 Leopard St., #429A Corpus Christi, TX 78410 (861) 241-0656 Far (861) 241.0658 larrlsepeaaol, com System Review Report May 5, 2014 To the Owner Ernest R. Garza & Company, P.C. and the Peer Review Committee of the Texas Society of Certified Public Accountants We have reviewed the system of quality control for the accounting and auditing practice of Ernest R. Garza & Company, P.C. (the firm) in effect for the year ended August 31, 2013. Our peer review was conducted In accordance with the Standards for Performing and Reporting on Peer Reviews established by the Peer Review Board of the American Institute of Certified Public Accountants. The firm is responsible for designing a system of quality control and complying with it to provide the firm with reasonable assurance of performing and reporting in conformity with applicable professional standards in all material respects. Our responsibility is to express an opinion on the design of the system of quality control and the firm's compliance therewith based on our review. The nature, objectives, scope, limitations of, and the procedures performed In a System Review are described in the standards at www.aicpa.org/prsummarv. As required by the standards, engagements selected for review included engagements performed under the Government Auditing Standards. In our opinion, the system of quality control for the accounting and auditing practice of Ernest R. Garza & Company, P.C. in effect for the year ended August 31, 2013, has been suitably designed and complied with to provide the firm with reasonable assurance of performing and reporting in conformity with applicable professional standards in all material respects. Firms can receive a rating of pass, pass with deficiency(ies), or fail. Ernest R. Garza & Company, P.C. has received a peer review rating of pass. Farris & Farris, CPA's MEMBER TEXAS SOCIETY OF CERTIFIED PUBLIC ACCOUNTANTS * AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS AICPAj AICPA Peer Review Program and TSCPA Peer Review Program Administered by the Texas Society of CPM October 7, 2014 Ernest Garza, CPA Ernest R. Garza & Company, P. C. 10201 Leopard St #A Corpus Christi, TX 78410 Dear Mr. Garza: Texan Society of Certified Public Accountants On October 7, 2014 the Texas Society of CPAs 2014-15 Peer Review Committee determined that your most recent peer review is complete. The due date for your next review is February 28, 2017. This is the date by which all review documents should be completed and submitted to the administering entity. Since your firm's due date is between January and April, you may arrange to have your review a few months earlier to avoid having a review during tax season. Sincerely, Jerry L. Cross, CPA Director, Peer Review jcross@tscpa.net 800 428-0272 cc: Paul Wesley Farris Firm No. 10110336 Review No. 354244 Letter ID: 929679 25 14651 Dallas Parkway, Suite 700, Dallas, TX 75254-7408 • (972) 887-8500 • (800) 428-0272 • Fax (972) 687-8575 EXHIBIT 4 - PADGETT'S SECURE CLIENT PORTAL SOLUTION The Importance of Secure Portal Technology Per Boomer Consulting, Inc. — a leading advisory firm to the certified public accountant (CPA) industry, accounting firms have always placed the highest priority on the protection and confidentiality of client financial information. While this commitment remains high, the practical challenges of fulfilling it are greater than ever. The increasing use of Internet -based interactions with clients and the exchange of growing amounts of confidential data from widely -scattered locations demand careful management of electronic security. In addition, federal and state laws and regulations have introduced a legal requirement to protect data. It is imperative that firms conduct a careful review of their risk in handling confidential client information in order to ensure the appropriate tools and controls are in place to manage the risk. It is critical to understand that email alone, in the absence of additional protective measures, is inherently insecure and inadequate. Transmitting client information via email attachment does not meet the specified legal requirements and fails to live up to the CPA commitment to client confidentiality. Therefore an alternative means of electronic document transfer must be used. The Padgett Secure Client Portal PS&Co. has always considered confidentiality and protection of client financial information as its highest priority. Through its investment in The Padgett Secure Client Portal, informational security is not only ensured, but is accomplished using a tool, ShareFile, which allows the easy exchange of confidential content in a professional manner. Listed below are some of the features offered through The Padgett Secure Client Portal: Security • Provides a secure avenue for uploading and downloading sensitive documents • Files securely transferred and stored using 256 -bit SSL encryption — the same technology used by online banking and e-commerce. Files are also encrypted while they are stored. • Complete audit trail of all activity • Prevents access by unauthorized personnel with user name and password protection feature Ease of Use • Allows for a collaborative environment to manage files • Creates efficiencies in the audit process • Ability to send/receive any type of file and size: Word, Excel, PDF, Quickbooks, etc. • Compatible with both Mac and PC Ps&co. EXHIBIT 4 - PADGETT'S SECURE CLIENT PORTAL SOLUTION (continued) Mobile Access • ShareFile offers mobile apps for all major mobile operating systems and devices as well as a mobile optimized website. The Apple iOS, Windows mobile, Android, and BlackBerry mobile applications are free to download and use. • Mobile apps allow access to all files and folders in your account on the go. CPAs and clients can access data on their preferred devices for immediate communication at any time. Browse files or folders and share them via ShareFile without having to download them. Also features built-in access to previously downloaded files, allowing users to view files without re -downloading them. • Since data security is paramount to Padgett and its clients, the mobile application has a remote wipe feature to protect against data breaches if a device is lost or stolen. This allows content to be removed from a selected device immediately — without direct contact with the phone or tablet. Ps&co. EXHIBIT 5 — PRIMARY SERVICE TEAM CONTINUING EDUCATION SCHEDULE • The continuing education schedules for Ernest R. Garza can be found in Exhibit 8. Ps co.l Certificate of Completion Employee Name: Marc Sewell, CPA Professional Session Start Credits Date Provider December 2013 to December 2015 Learning Unit Title Sarno. Padgett Stratemann Code 12 01/24/2014 PSCO-0113 2014 Leadership Council Peer Group Sessions LDR14 16 06/01/2015 TSCPA-260 2015 Texas School Districts Accounting and Auditing Conference (TSCPA) TSCAC01-2015.16 8 09/04/2014 AuditSense-109165/TX-00958E Accounting and Auditing Update 2014 409414 21 10/19/2015 AICPA -0215 AICPA Governmental and Not -for -Profit Training Program - 2015 GOV15.21 17 08/11/2014 AICPA -215 AICPA National Governmental Accounting and Auditing Update Conference (GAAC) East - 2014 492014 8 09/05/2014 PSCO-0113 Audit Team Training 2014 409514.8 1 08/26/2015 PSCO-0113 Career Advisor Refresher Training 2015 F082615 8 06/02/2014 PSCO-0113 City of San Antonio Technical Training - Spring 2014 4053014 8 06/30/2014 PSCO-0113 City of San Antonio Technical Training - Summer 2014 406114 1 04/03/2014 TASBO-132 Code of Ethics 440214 1 10/07/2015 ASBO-132 Conflict of Interest Disclosure Z100715 1 04/08/2015 TASBO-132 Different Generations in the Workplace Z040815 7 07/15/2014 PSCO-0113 Effective Presentation Skills 107214 2 03/04/2015 AICPA -215 GASB Pensions Are You Ready for June 30 2015 Audit Implementation Webcast 4030415 1 09/21/2015 PSCO-0113 Inspection Results and Update on New SSARS 21 - Review/Compilation/Preparation Standards A092115 3 09/28/2015 McGladrey-4283 Introduction to Not -for -Profit Audit and Accounting Issues Webcast 29000 2 01/17/2014 The Whetstone Group -113062 MLA - Basic Client Marketing I & II MLA BCM 1 06/05/2014 PSCO-0113 MLA - Business Communication Skills MLA BCS 4 11/11/2015 PSCO-0113 MLA - Center for Character Based Leadership - Group 2, Session 1 MLA 112015.4 6 06/16/2014 PSCO-0113 MLA - Client Cross Selling and Client Service that Creates Loyalty MLA CS.6 1 06/10/2014 PSCO-0113 MLA - Working Events (Making Events Work for You) MLA WE 4 07/23/2014 PSCO-0113 MLA: Understanding the Current Sales Process and Related Tools MLA Module 1 4 10/14/2014 PSCO-0113 New Pension Standards and Government Auditing Standards Training 4101414 7 05/08/2015 PSCO-0113 Partner -In -Training - Training Day May 2015 F050815 4 09/02/2015 Pass Online-102626/TX-00759 Personal and Professional Ethics for Texas CPAs -2015 EXTX14 7.5 06/30/2014 PSCO-0113 Public Sector Training 2014 4063014 2 05/06/2014 AICPA-112891/Tx-215 The GASB's Pension Standards Part 1: Considerations for Plans, Participating 4050614 2 05/07/2014 AICPA-112891/TX-215 The GASB's Pension Standards Part II: Considerations for Agent Plans and Participating Employers 450714 1 08/06/2014 PSCO-0113 Update on 2014 Compliance Supplement and New Grant Requirements 4080614 1 08/05/2015 PSCO-0113 Update on GASB 68 and Accounting and Financial Reporting for Pensions 00805215 2 10/31/2014 EdMis-108413/TX-05155 Using Audit L.E.A. for Analysis, Testing and Preparation of Government Wide Adjustments - 2014 ATG103114 3 07/21/2015 PSCO-0113 weConnect '15 - Audit Team Breakout WC15 13.3 1 07/20/2015 PSCO-0113 weConnect '15 - Living a Kung Fu Life WC15 1 4.5 07/20/2015 PSCO-0113 weConnect '15 - Niche Pitch and Service Lines WC15 6.4.5 3 07/21/2015 PSCO-0113 weConnect '15 - Public Sector Niche Breakout WC15 9 1 07/20/2015 PSCO-0113 weConnect '15 - Risk Management WC15 2 1 07/20/2015 PSCO-0113 weConnect '15 - Sensitivity Training WC15 3 1 07/20/2015 PSCO-0113 weConnect '15 - State of the Firm WC15 5 8 07/21/2014 PSCO-0113 weConnect Retreat 2014 107314 186.0 Total Hours Certificate of Completion Employee Name: Joel Perez, Jr., CPA Professional Session Start Credits Date Provider December 2013 to December 2015 Learning Unit Title Sarno. Padgett Stratemann Code 12 08/04/2014 AICPA -215 2014 Peer Review Conference 480414 15.5 10/06/2014 TSCPA-260 2014 Single Audits & Governmental Accounting Conference CHC01-14.15.5 15 10/19/2015 TSCPA-260 2015 Single Audits & Governmental Accounting Conference CGC01-15.15 14 06/01/2015 TSCPA-260 2015 Texas School Districts Accounting and Auditing Conference (TSCPA) TSCAC01-2015.14 8 09/04/2014 AuditSense-109165/TX-009585 Accounting and Auditing Update 2014 409414 8 09/05/2014 PSCO-0113 Audit Team Training 2014 409514.8 1 08/26/2015 PSCO-0113 Career Advisor Refresher Training 2015 F082615 7 07/15/2014 PSCO-0113 Effective Presentation Skills 107214 2 04/29/2014 AICPA-112891/TX-215 GAQC 2014 Annual Update Webcast 442914 1 06/05/2014 PSCO-0113 MLA - Business Communication Skills MLA BCS 8 05/19/2014 PSCO-0113 MLA - Center for Character Based Leadership - Session 2 MLA 2014 2.8 2 11/21/2014 PSCO-0113 MLA - Center For Character Based Leadership Final Meeting 2014 MLA 2112114.2 2.5 07/30/2015 PSCO-0113 New Audit Manager Training 2015 A073015 4 10/14/2014 PSCO-0113 New Pension Standards and Government Auditing Standards Training 4101414 4 10/16/2015 TSCPA-260 Personal and Professional Ethics for Texas CPAs (TSCPA 2015) PPET406 4 12/16/2013 Pass Online -102626 Personal and Professional Ethics for Texas CPAs -2013 CLQCHA 7.5 06/30/2014 PSCO-0113 Public Sector Training 2014 4063014 2 05/06/2014 AICPA-112891/Tx-215 The GASB's Pension Standards Part 1: Considerations for Plans, Participating Employers 4050614 2 05/07/2014 AICPA-112891/TX-215 The GASB's Pension Standards Part II: Considerations for Agent Plans and Participating Employers 450714 1 08/05/2015 PSCO-0113 Update on GASB 68 and Accounting and Financial Reporting for Pensions 00805215 3.5 07/21/2015 PSCO-0113 weConnect '15 - Audit Team Breakout WC15 13.3.5 1 07/20/2015 PSCO-0113 weConnect '15 - Living a Kung Fu Life WC15 1 4.5 07/20/2015 PSCO-0113 weConnect '15 - Niche Pitch and Service Lines WC15 6.4.5 3 07/21/2015 PSCO-0113 weConnect '15 - Public Sector Niche Breakout WC15 9 1 07/20/2015 PSCO-0113 weConnect '15 - Risk Management WC15 2 1 07/20/2015 PSCO-0113 weConnect '15 - Sensitivity Training WC15 3 1 07/20/2015 PSCO-0113 weConnect '15 - State of the Firm WC15 5 8 07/21/2014 PSCO-0113 weConnect Retreat 2014 107314 143.5 Total Hours Certificate of Completion Employee Name: AshleyAlejos, CPA Professional Session Start Credits Date Provider December 2013 to December 2015 Learning Unit Title Sarno. Padgett Stratemann Code 2 05/23/2014 PSCO-0113 2014 Annual EBP Audit Training - Afternoon Session 452314A 3 05/23/2014 PSCO-0113 2014 Annual EBP Audit Training - Morning Session 452314M 16 05/23/2014 TSCPA-260 2014 Texas School Districts Accounting and Auditing Conference (TSCPA) TSDAC01-2014 3 05/01/2015 PSCO-0113 2015 Annual EBP Audit Training - Morning Session A050115am 16 06/01/2015 TSCPA-260 2015 Texas School Districts Accounting and Auditing Conference (TSCPA) TSCAC01-2015.16 8 09/04/2014 AuditSense-109165/TX-00958E Accounting and Auditing Update 2014 409414 16 06/16/2014 GFOA-103133/TX-865 Advanced Governmental Accounting Seminar 462614 15.5 06/15/2015 AICPA -215 AICPA Not -For -Profit Industry Conference - 2015 Z061515.15.5 2 12/02/2014 PSCO-0113 Annual Construction Team Refresher Training - 2014 412214 6 09/03/2014 PSCO-0113 Annual Construction Team Training - 2014 409114 8 09/05/2014 PSCO-0113 Audit Team Training 2014 409514.8 1 09/15/2015 PSCO-0113 Best Practices for Working with the Report Production Team A091515 2 06/16/2014 GFOA-103133/TX-865 How to Get from Governmental Funds to Governmental Activities Webcast 461914 4 08/14/2015 EdMis-108413/TX-5155 Implementing GASB Statement #68 GSB081415 8 07/24/2015 PSCO-0113 In -Charge Training 2015 A072415.8 1 09/21/2015 PSCO-0113 Inspection Results and Update on New SSARS 21 - A092115 3 07/07/2015 McGladrey-4283 Introduction to Not -for -Profit Audit and Accounting Issues Webcast 29000 1 06/03/2014 PSCO-0113 Managing Your Time so It Doesn't Manage You 106214 1 05/04/2015 McGladrey-4283 McGladrey Assurance Resources and the Portal 27139 16 11/10/2015 PSCO-0113 MLA - Center for Character Based Leadership - Group 2, Session 1 MAL 112015.16 2.5 07/30/2015 PSCO-0113 New Audit Manager Training 2015 A073015 4 08/21/2015 PSCO-0113 Overview of Audit L.E.A. A082115 4 09/02/2014 Pass Online -102626 Personal and Professional Ethics for Texas CPAs -2014 CLQMNA-14 1.5 08/24/2015 PSCO-0113 Practice Management Billing Workshop F072715 3 02/24/2015 Ed MIS-108413/TX-5155 Preparing the Indirect Cost Rate Proposal - 2015 ICP022415 7.5 06/30/2014 PSCO-0113 Public Sector Training 2014 4063014 8 06/29/2015 EdMis-108413/TX-05255 Texas School District Accounting and Auditing Update - 2015 UPD062915 8 06/13/2014 EdMis-108413/TX-05255 Texas Schools Accounting and Auditing Update - 2014 UPD062614 2 05/06/2014 AICPA-112891/Tx-215 The GASB's Pension Standards Part 1: Considerations for Plans, Participating Employers 4050614 2 05/07/2014 AICPA-112891/TX-215 The GASB's Pension Standards Part II: Considerations for Agent Plans and Participating Employers 450714 1 08/05/2015 PSCO-0113 Update on GASB 68 and Accounting and Financial Reporting for Pensions 00805215 2 10/21/2015 PSCO-0113 Updated Revenue Testing Audit Procedures A102115 3.5 07/21/2015 PSCO-0113 weConnect '15 - Audit Team Breakout WC15 13.3.5 1 07/20/2015 PSCO-0113 weConnect '15 - Living a Kung Fu Life WC15 1 4.5 07/20/2015 PSCO-0113 weConnect '15 - Niche Pitch and Service Lines WC15 6.4.5 3 07/21/2015 PSCO-0113 weConnect '15 - Public Sector Niche Breakout WC15 9 1 07/20/2015 PSCO-0113 weConnect '15 - Risk Management WC15 2 1 07/20/2015 PSCO-0113 weConnect '15 - Sensitivity Training WC15 3 1 07/20/2015 PSCO-0113 weConnect '15 - State of the Firm WC15 5 8 07/21/2014 PSCO-0113 weConnect Retreat 2014 107314 201.0 Total Hours Certificate of Completion Employee Name: Michelle Hyde, CPA Professional Session Start Credits Date Provider December 2013 to December 2015 Learning Unit Title Sarno. Padgett Stratemann Code 15.5 10/06/2014 TSCPA-260 2014 Single Audits & Governmental Accounting Conference CHC01-14.15.5 3 05/01/2015 PSCO-0113 2015 Annual EBP Audit Training - Afternoon Session A050115pm 3 05/01/2015 PSCO-0113 2015 Annual EBP Audit Training - Morning Session A050115am 16 06/01/2015 TSCPA-260 2015 Texas School Districts Accounting and Auditing Conference (TSCPA) TSCAC01-2015.16 8 09/04/2014 AuditSense-109165/TX-009585 Accounting and Auditing Update 2014 409414 9.5 06/15/2015 AICPA -215 AICPA Not -For -Profit Industry Conference - 2015 Z061515.9.5 8 09/05/2014 PSCO-0113 Audit Team Training 2014 409514.8 1.5 06/10/2014 AICPA -215 Auditing and Accounting for Alternative Investments 5061314-1 1 09/15/2015 PSCO-0113 Best Practices for Working with the Report Production Team A091515 1 08/26/2015 PSCO-0113 Career Advisor Refresher Training 2015 F082615 8 06/02/2014 PSCO-0113 City of San Antonio Technical Training - Spring 2014 4053014 5.5 06/27/2014 PSCO-0113 City of San Antonio Technical Training - Summer 2014 406114 (5.5) 1 04/08/2015 TASBO-132 Different Generations in the Workplace Z040815 1.5 06/10/2014 AICPA -215 Endowments and Split -Interest Accounting and Reporting 5061214-1 1 10/01/2014 TASBO-132 Energy Management Z100114 1 06/10/2014 AICPA -215 GAAP Update Part 1 4061214 1.5 06/18/2014 AICPA -215 GAAP Update Part 2 5061214-2 2 03/04/2015 AICPA -215 GASB Pensions Are You Ready for June 30 2015 Audit Implementation Webcast 4030415 4 08/18/2015 EdMis-108413/TX-5155 Implementing GASB Statement #68 GSB081815 1 09/21/2015 PSCO-0113 Inspection Results and Update on New SSARS 21 - A092115 1.5 06/10/2014 AICPA -215 Investment Valuation Isn't Just Your Fund Manager's Responsibility 5061314 16 11/10/2015 PSCO-0113 MLA - Center for Character Based Leadership - Group 2, Session 1 MAL 112015.16 2 08/18/2014 PSCO-0113 New Audit Manager Training 481814 2.5 07/30/2015 PSCO-0113 New Audit Manager Training 2015 A073015 1.5 08/28/2014 PSCO-0113 New Manager Billing Workshop 2014 1082814 4 10/30/2014 PSCO-0113 New Pension Standards and Government Auditing Standards Training 4101414 1.5 06/10/2014 AICPA -215 NFP Audit Risk Alert 5061314-2 4 08/21/2015 PSCO-0113 Overview of Audit L.E.A. A082115 4 08/21/2014 Pass Online -102626 Personal and Professional Ethics for Texas CPAs -2014 CLQMNA-14 3 02/24/2015 Ed MIS-108413/TX-5155 Preparing the Indirect Cost Rate Proposal - 2015 ICP022415 7.5 06/30/2014 PSCO-0113 Public Sector Training 2014 4063014 8 07/28/2015 EdMis-108413/TX-05255 Texas School District Accounting and Auditing Update - 2015 UPD062915 1 08/06/2014 PSCO-0113 Update on 2014 Compliance Supplement and New Grant Requirements 4080614 1 08/05/2015 PSCO-0113 Update on GASB 68 and Accounting and Financial Reporting for Pensions 00805215 2 10/21/2015 PSCO-0113 Updated Revenue Testing Audit Procedures A102115 2 10/31/2014 EdMis-108413/TX-05155 Using Audit L.E.A. for Analysis, Testing and Preparation of Government Wide Adjustments - 2014 ATG103114 3 07/21/2015 PSCO-0113 weConnect '15 - Audit Team Breakout WC15 13.3 1 07/20/2015 PSCO-0113 weConnect '15 - Living a Kung Fu Life WC15 1 4.5 07/20/2015 PSCO-0113 weConnect '15 - Niche Pitch and Service Lines WC15 6.4.5 3 07/21/2015 PSCO-0113 weConnect '15 - Public Sector Niche Breakout WC15 9 1 07/20/2015 PSCO-0113 weConnect '15 - Risk Management WC15 2 1 07/20/2015 PSCO-0113 weConnect '15 - Sensitivity Training WC15 3 1 07/20/2015 PSCO-0113 weConnect '15 - State of the Firm WC15 5 8 07/21/2014 PSCO-0113 weConnect Retreat 2014 107314 177.0 Total Hours Certificate of Completion Employee Name: Carla Contreras, CPA Professional Session Start Credits Date Provider December 2013 to December 2015 Learning Unit Title Sarno. Padgett Stratemann Code 15.5 10/06/2014 TSCPA-260 2014 Single Audits & Governmental Accounting Conference CHC01-14.15.5 17 10/19/2015 TSCPA-260 2015 Single Audits & Governmental Accounting Conference CGC01-15.17 8 09/04/2014 AuditSense-109165/TX-00958E Accounting and Auditing Update 2014 409414 11 06/16/2015 AICPA -215 AICPA Not -For -Profit Industry Conference - 2015 Z061615.11 8 09/05/2014 PSCO-0113 Audit Team Training 2014 409514.8 1 09/15/2015 PSCO-0113 Best Practices for Working with the Report Production Team A091515 1 08/26/2015 PSCO-0113 Career Advisor Refresher Training 2015 F082615 7.5 06/30/2014 PSCO-0113 Public Sector Training 2014 4063014 4 05/25/2015 Accountants Education Group- Texas: Accountant's Ethics in Texas PDFETEXE 1 08/05/2015 PSCO-0113 Update on GASB 68 and Accounting and Financial Reporting for Pensions 00805215 2 10/21/2015 PSCO-0113 Updated Revenue Testing Audit Procedures A102115 3.5 07/21/2015 PSCO-0113 weConnect '15 - Audit Team Breakout WC15 13.3.5 1 07/20/2015 PSCO-0113 weConnect '15 - Living a Kung Fu Life WC15 1 4.5 07/20/2015 PSCO-0113 weConnect '15 - Niche Pitch and Service Lines WC15 6.4.5 3 07/21/2015 PSCO-0113 weConnect '15 - Public Sector Niche Breakout WC15 9 1 07/20/2015 PSCO-0113 weConnect '15 - Risk Management WC15 2 1 07/20/2015 PSCO-0113 weConnect '15 - Sensitivity Training WC15 3 1 07/20/2015 PSCO-0113 weConnect '15 - State of the Firm WC15 5 8 07/21/2014 PSCO-0113 weConnect Retreat 2014 107314 99.0 Total Hours Certificate of Completion Employee Name: Taylor Wightman, CPA Professional Session Start Credits Date Provider December 2013 to December 2015 Learning Unit Title Sarno. Padgett Stratemann Code 2 05/23/2014 PSCO-0113 2014 Annual EBP Audit Training - Afternoon Session 452314A 3 05/23/2014 PSCO-0113 2014 Annual EBP Audit Training - Morning Session 452314M 18 10/06/2014 TSCPA-260 2014 Single Audits & Governmental Accounting Conference CGC01-14.18 3 05/01/2015 PSCO-0113 2015 Annual EBP Audit Training - Afternoon Session A050115pm 3 05/01/2015 PSCO-0113 2015 Annual EBP Audit Training - Morning Session A050115am 18 10/19/2015 TSCPA-260 2015 Single Audits & Governmental Accounting Conference CGC01-15.18 8 09/04/2014 AuditSense-109165/TX-00958E Accounting and Auditing Update 2014 409414 4 09/22/2014 McGladrey-4283 Accounting Research Skills for In -Charges - EICC 41222.4 2 12/02/2014 PSCO-0113 Annual Construction Team Refresher Training - 2014 412214 6 09/03/2014 PSCO-0113 Annual Construction Team Training - 2014 409114 4 12/01/2015 PSCO-0113 Annual Construction Team Training - 2015 A120115.4 4 09/24/2014 McGladrey-4283 Audit Update - ASAP and EICC 2014 41322 4.5 09/24/2014 McGladrey-4283 Auditing with Technology - IDEA - EICC 2014 41330 2 05/21/2014 McGladrey-4283 Audits of Health and Welfare Plans 68152 1 09/15/2015 PSCO-0113 Best Practices for Working with the Report Production Team A091515 4 09/26/2014 McGladrey - 4283 Building Business Networks - EICC 41402.4 1 08/26/2015 PSCO-0113 Career Advisor Refresher Training 2015 F082615 4.5 09/24/2014 McGladrey-4283 Engagement Management - EICC 41307.4.5 1 06/03/2014 PSCO-0113 Managing Your Time so It Doesn't Manage You 106214 4 09/22/2014 McGladrey-4283 Performing Analytical Procedures- EICC 41317.4 8.5 09/25/2014 McGladrey-4283 Presenting Across the Table - EICC 2014 41414 4 09/22/2014 McGladrey-4283 Public Sector - Compliance Audit Update - EICC 2014 62095 7.5 06/30/2014 PSCO-0113 Public Sector Training 2014 4063014 2 07/28/2015 McGladrey-4283 Q2 Emerging Topics In Auditing -2015 45113 2 10/21/2015 PSCO-0113 Updated Revenue Testing Audit Procedures A102115 3.5 07/21/2015 PSCO-0113 weConnect '15 - Audit Team Breakout WC15 13.3.5 1 07/20/2015 PSCO-0113 weConnect '15 - Living a Kung Fu Life WC15 1 4.5 07/20/2015 PSCO-0113 weConnect '15 - Niche Pitch and Service Lines WC15 6.4.5 3 07/21/2015 PSCO-0113 weConnect '15 - Public Sector Niche Breakout WC15 9 1 07/20/2015 PSCO-0113 weConnect '15 - Risk Management WC15 2 1 07/20/2015 PSCO-0113 weConnect '15 - Sensitivity Training WC15 3 1 07/20/2015 PSCO-0113 weConnect '15 - State of the Firm WC15 5 8 07/21/2014 PSCO-0113 weConnect Retreat 2014 107314 144.0 Total Hours Certificate of Completion Employee Name: Sundeep Bablani, CPA, CISA, CITP Professional Session Start Credits Date Provider December 2013 to December 2015 Learning Unit Title Sarno. Padgett Stratemann Code 15 06/10/2015 TBA -2705 12th Annual CFO Conference 2355-2015 17 09/22/2014 TSCPA-260 2014 Financial Institutions Conference FIC01-2014 17 09/28/2015 TSCPA-260 2015 Financial Institutions Conference F1 C01-2015.17 8 09/04/2014 AuditSense-109165/TX-00958E Accounting and Auditing Update 2014 409414 4 08/25/2014 McGladrey-4283 Accounting Estimates and the McGladrey Professional Judgment - ASAP and El 47338-2014 3 03/28/2014 SWACHA ACH Audit: Preventative Measures for a Chaning Marketplace 441514 13.2 06/02/2015 SWACHA ACH Boot Camp - Compliance Specialist Training School Z060215 2 08/28/2014 McGladrey-4283 Advanced Stock Based Compensation - ASAP 48117 2 08/27/2015 McGladrey-4283 Answering Your Audit Questions - ASAP 48224 8 09/05/2014 PSCO-0113 Audit Team Training 2014 409514.8 4 08/27/2014 McGladrey-4283 Audit Update - ASAP and EICC 2014 41322 6 10/03/2014 PSCO-0113 Bank Team Interim Training 2014 410314 7.5 10/12/2015 PSCO-0113 Bank Team Interim Training 2015 A101215 1 09/15/2015 PSCO-0113 Best Practices for Working with the Report Production Team A091515 1.5 08/27/2015 McGladrey-4283 Better Proposals, Less Hassle: Developing Winning Proposals with Minimal Pain 41407.1.5 2 08/26/2015 McGladrey-4283 Bring Your Audit Questions 48225 1.5 08/28/2014 McGladrey-4283 Common Practice Issues in Derivatives - ASAP 2014 48119 2 08/24/2015 McGladrey-4283 Economics 101 - ASAP 48230 2 06/09/2014 McGladrey-4283 FI - Mid Year Update for Financial Institutions Auditors - 2014 65519 2 06/09/2015 McGladrey-4283 FI - Mid Year Update for Financial Institutions Auditors - 2015 65520 4.5 08/26/2015 McGladrey-4283 FI Update - 2015 - ASAP 65437 4.5 08/27/2014 McGladrey-4283 FI Update - ASAP 2014 64086-2014 2 08/26/2015 Mcgladrey-4283 Financial Institutions: New Developments in 2015 - ASAP 65021 2 08/25/2015 McGladrey-4283 FS - Broker Dealer Update - 2015 - ASAP 65013 2 08/27/2014 McGladrey-4283 Internal Control Risk Assessment Procedures - ASAP 2014 48116 3.5 08/28/2014 McGladrey-4283 Listening Beyond the Words - ASAP 2014 41415 1 06/03/2014 PSCO-0113 Managing Your Time so It Doesn't Manage You 106214 1 05/04/2015 McGladrey-4283 McGladrey Assurance Resources and the Portal 27139 3 05/13/2015 McGladrey-4283 McGladrey Risk Assessment Process 27137 16 05/21/2014 PSCO-0113 MLA - Center for Character Based Leadership - Session 2 MLA 2014 2.16 6 06/16/2014 PSCO-0113 MLA - Client Cross Selling and Client Service that Creates Loyalty MLA CS.6 2 08/06/2014 PSCO-0113 MLA: The Initial Meeting MLA Module 2 4 07/24/2014 PSCO-0113 MLA: Understanding the Current Sales Process and Related Tools MLA Module 1 4 09/21/2015 Pass Online-102626/TX-00759 Personal and Professional Ethics for Texas CPAs -2015 EXTX14 4 08/28/2014 McGladrey-4283 Real Estate Update - ASAP 2014 65007 4 08/25/2015 McGladrey-4283 Recent Accounting Developments and Practice Issues - 2015 - ASAP 48223 40 07/28/2014 MIS -103321 Securing and Auditing Virtualized Environments 572814 13 04/15/2015 TBA -2705 TBA 131st Annual Convention - 2015 2343.13 2 08/27/2014 McGladrey-4283 Testing Internal Controls - ASAP 2014 48115 2 08/24/2015 McGladrey-4283 The Revenue Cycle - ASAP 48227.2 2 08/25/2015 McGladrey-4283 Understanding ITGC's in a Private Company Audit - ASAP 48228 3.5 07/21/2015 PSCO-0113 weConnect '15 - Audit Team Breakout WC15 13.3.5 3 07/21/2015 PSCO-0113 weConnect '15 - Bank Niche Breakout WC15 10 4.5 07/20/2015 PSCO-0113 weConnect '15 - Niche Pitch and Service Lines WC15 6.4.5 1 07/20/2015 PSCO-0113 weConnect '15 - Risk Management WC15 2 1 07/20/2015 PSCO-0113 weConnect '15 - Sensitivity Training WC15 3 1 07/20/2015 PSCO-0113 weConnect '15 - State of the Firm WC15 5 8 07/21/2014 PSCO-0113 weConnect Retreat 2014 107314 263.20 Total Hours EXHIBIT 6 - TEAM MEMBER RESUMES Ps&co. 1 Prime -Contractor Firm ps co. Marc Sewell, CPA Partner marc.sewell@padgett-cpa.com ps&co. Padgett Stratemann Marc has more than 17 years of industry and public accounting experience, serving primarily the public sector industry. Marc's primary responsibilities include financial audits, federal and state compliance audits, implementation of new accounting requirements, and consulting. His client experience includes municipalities, school districts, charter schools, college districts, utilities, governmental employee benefit plans, not -for -profits, and other local government agencies. EXPERIENCE ■ Governmental auditing, accounting, and reporting ■ Financial accounting and reporting ■ OMB Circular A-133 compliance audits ■ Instructor of accounting and reporting technical updates AFFILIATIONS ■ American Institute of Certified Public Accountants (AICPA) ■ Texas Society of Certified Public Accountants (TSCPA) ■ San Antonio Chapter of TSCPA ■ GFOA Certificate of Achievement Program — Special Review Committee Member ■ Alamo Area Association of School Business Officials (AAASBO) ■ Communities in Schools —Treasurer and Executive Committee Member ■ Alamo Area Academies, Inc. — Treasurer EDUCATION AND CERTIFICATION ■ BBA in Accounting — The University of Texas at San Antonio, San Antonio, Texas ■ Certified Public Accountant NOTEWORTHY ACCOMPLISHMENTS ■ TSCPA Rising Star Award — 2013 ■ Leadership San Antonio — Class 37 ■ Padgett Stratemann Berend Trophy Recipient — 2011 ■ Padgett Stratemann Professional Provider of the Year — 2009 Joel Perez, Jr., CPA Partner joel.perez@padgett-cpa.com ps&co. Padgett Stratemann Joel has more than 20 years of public accounting and industry experience, primarily serving the public sector industry. His client responsibilities include serving as lead engagement partner for financial audits, federal and state compliance audits, consulting engagements, internal control process reviews, and operational performance audits. His industry expertise includes local municipalities, water utilities, river authorities, independent school districts, charter schools, government-sponsored retirement plans, private schools, and tax exempt (not-for-profit) organizations. EXPERIENCE ■ Firm quality control reviewer for attest engagements ■ Local municipality, utility, and education industry leader ■ GAS and OMB Circular A-133 technical reviewer ■ Internal accounting control systems ■ Financial accounting and reporting ■ Performance audits and special reviews ■ Instructor of technical accounting and reporting updates for public sector trade associations AFFILIATIONS ■ American Institute of Certified Public Accountants (AICPA) ■ Texas Society of Certified Public Accountants (TSCPA) ■ San Antonio Chapter of TSCPA ■ Texas Association of School Business Officials ■ Alamo Area Association of School Business Officials ■ Governmental Finance Officers Association ■ Governmental Finance Officers Association of Texas EDUCATION AND CERTIFICATION ■ BBA in Accounting —The University of Texas at Brownsville, Brownsville, Texas ■ Fluent in Spanish ■ Certified Public Accountant NOTEWORTHY ACCOMPLISHMENTS ■ San Antonio Hispanic Chamber of Commerce — Board member and Finance Committee Co -Chairman ■ Leadership San Antonio Class 32 — Graduate ■ Leadership San Antonio Class 34 — Steering Committee member ■ Leadership San Antonio Class 37 — Co -Chairman ■ Graduate of Center for Character Based Leadership Program ■ 2011 San Antonio Business Journal 40 under 40 Rising Star Award ■ 2012 Texas Society of CPAs Rising Star Award ■ Frequent instructor/presenter at: — Texas Association of School Boards Convention — Texas Charter Schools Association Conference — Texas Association of School Business Officials Conference — Alamo Area Associations of School Business Officials Kevin Smith Assurance Partner McGladrey & Pullen, LLP kevin.smith@mcgladrey.com 816.751.4027 Summary of Experience Kevin specializes in the public sector industry. As a public sector specialist for the firm, he focuses on providing audit, consulting and reporting services to governmental and not-for-profit entities. In his role as a public sector specialist, Kevin brings an in-depth understanding of governmental and not-for-profit accounting, auditing and compliance reporting to his clients. As a condition of meeting the firm's standards for this designation, he is versed in the financial and compliance -related requirements of governmental entities. Kevin is an internal control specialist for the firm. This designation is given to auditors who receive special training in internal control understanding and evaluation and requires him to assist on engagement teams of all industries in understanding and documenting internal control. Kevin is a reviewer for the GFOA's Certificate of Achievement for Excellence in Financial Reporting. Kevin is involved in teaching professional education courses on a national and local level. These courses include yellow book seminars. He has received specific training for governmental units and future governmental accounting standard changes and has received the necessary continuing professional education to be considered yellow book certified. Kevin currently serves as the audit partner on many municipalities, including the following: City of Tulsa, Oklahoma; City of Columbia, Missouri; City of Overland Park, Kansas; City of Fort Collins, Colorado; City of Longmont, Colorado; City of Waterloo, Iowa; City of Excelsior Springs, Missouri; City of Roeland Park, Kansas; City of Riverside, Missouri. Professional Affiliations and Credentials • Certified Public Accountant • American Institute of Certified Public Accountants • Missouri Society of Certified Public Accountants • Government Finance Officers Association • Kansas Government Finance Officers Association • Colorado Government Finance Officers Association • Government Finance Officers Association of Missouri Education • St. Ambrose University, Bachelor of Arts Degree in Accounting AI lit Ashley K. Alejos, CPA Manager ashley.alejos@padgett-cpa.com PS8C0.1 Padgett Stratemann Ashley has more than six years of public accounting experience, serving many industries including commercial, construction, manufacturing, employee benefit plans, governmental, and not-for- profit. EXPERIENCE ■ Financial accounting and reporting ■ Employee benefit plan audits ■ Governmental and not-for-profit auditing, accounting, and financial reporting AFFILIATIONS ■ American Institute of Certified Public Accountants (AICPA) ■ Texas Society of Certified Public Accountants (TSCPA) ■ Governmental Finance Officers Association (GFOA) ■ Texas Association of School Business Officials (TASBO) EDUCATION AND CERTIFICATION ■ BBA in Accounting — University of Texas at San Antonio, San Antonio, Texas ■ MAC — University of Texas at San Antonio, San Antonio, Texas ■ Certified Public Accountant Michelle Hyde, CPA Audit Manager michelle.hyde@padgett-cpa.com psatco. Padgett Stratemann Michelle has more than 14 years of industry and public accounting experience, primarily serving the public sector industry and auditing various public sector entities, including school districts, not -for - profits, municipalities, local government agencies, and various state agencies. EXPERIENCE • Government auditing, accounting, and reporting • Financial accounting and reporting • OMB Circular A-133 compliance audits • Instructor of accounting and reporting technical updates AFFILITATIONS • American Institute of Certified Public Accountants (AICPA) • Texas Society of Certified Public Accountants (TSCPA) • San Antonio Chapter of TSCPA • Green Spaces Alliance — Executive Committee Member, Treasurer EDUCATION AND CERTIFICATION • BBA in Accounting — The University of Texas at San Antonio, San Antonio, Texas • Certified Public Accountant PS8C0.1 Padgett Stratemann Carla Contreras, CPA Supervisor carla.contreras@padgett-cpa.com Carla has more than six years of public accounting experience, serving many industries including commercial, construction, manufacturing, retail, governmental, and not-for-profit. EXPERIENCE ■ Financial accounting and reporting ■ Governmental auditing, accounting, and reporting ■ OMB Circular A-133 compliance audits ■ Employee benefit plan audits EDUCATION AND CERTIFICATION ■ BBA in Accounting — University of Texas at San Antonio, San Antonio, Texas psstco. Padgett Stratemann Taylor Wightman, CPA Supervisor taylor.wightman@padgett-cpa.com Taylor has more than three years of public accounting experience. She serves the public sector industry auditing various entities, including school districts, not -for -profits, and local government agencies. She also serves the construction industry auditing both general and sub contractors. EXPERIENCE • Financial accounting and reporting • Government auditing, accounting, and reporting • OMB Circular A-133 compliance audits AFFILITATIONS • American Institute of Certified Public Accountants (AICPA) • Texas Society of Certified Public Accountants (TSCPA) • San Antonio Chapter of TSCPA EDUCATION AND CERTIFICATION • BBA and MS in Accounting — Texas Tech University, Lubbock, Texas • Certified Public Accountant • Sundeep Bablani, CPA, CISA, CITP Senior Manager sundeep.bablani@padgett-cpa.com ps&co. Padgett Stratemann Sundeep has more than 16 years of accounting experience. He primarily serves the banking industry and provides information technology (I.T.) consulting services to various niches within the firm. EXPERIENCE ■ Financial statement audits Internal audit outsourcing ■ Loan review outsourcing ■ I.T. audits, as well as consulting projects, including the review of management policies, risk assessments, disaster recovery policies, general controls, I.T. security, management oversight, etc. Employee benefit plan and 401(k) audits ■ ACH audit and risk assessment ■ Enterprise wide risk assessment for financial institutions AFFILIATIONS ■ American Institute of Certified Public Accountants (AICPA) Texas Society of Certified Public Accountants — Financial Institutions Committee Information Systems Audit and Control Association Big Brothers Big Sisters of Central Texas — Volunteer Jimenez Foundation Meals on Wheels — Volunteer Capital Area Food Bank — Volunteer EDUCATION AND CERTIFICATION ■ BBA —Texas A&M University, College Station, Texas ■ Certified Public Accountant ■ Certified Information Systems Auditor (CISA) ■ Certified Information Technology Professional (CITP) Subcontractor Firm Ps&co. ERNEST R. GARZA Office 10201 Leopard St. #A, Corpus Christi, Texas 78410 Office: (361) 241-2452, (800) 241-1272, Fax: (361) 242-1525, E-mail: emestrgarza@hotmail.com QUALIFICATION SUMMARY As a local CPA, contractor, and real estate broker, I have worked from the initial stages of developments of projects to the close out procedures. I have dealt with numerous contracts and construction projects that have provided invaluable insight as an accountant and auditor. My experience on various volunteer boards, many of which I have served in an executive capacity, demonstrates my leadership ability and commitment in areas that I have or currently serve. 1981-1982 1979-1980 EDUCATION Corpus Christi State University, Corpus Christi, Texas Bachelor of Business Administration in Accounting, December 1982. University of Texas, Austin, Texas Del Mar Junior College, Corpus Christi, Texas Completed 60 hours of degree program, emphasis in Accounting EMPLOYMENT 1998 to Present Ernest R. Garza and Company, P.C. Certified Public Accountants — Corpus Christi, Texas — President, Founder Regional area public accounting firm. Performing audits, tax, accounting and consulting services for various entities including and specializing in governmental, non-profit as well as profit institutions. Firm employs twelve full-time and two part-time staff. 1988 to 1998 Ernest R. Garza, C.P.A. — Corpus Christi, Texas - Owner Regional area public accountant. Perform audits, tax, accounting and consulting services for various entities including and specializing in governmental, non-profit as well as profit institutions. Employ three full-time and three part-time staff. 1994 to Present E.G Investments, Inc. Dba\ EGI, Paladin Painting Company, E.G.I. Construction Company — Corpus Christi, Texas — President\Founder Oversee and maintain operations of a staff of twenty personnel for commercial and residential contraction projects. Annual sales average over $1.7 million dollars. 1996 to 1998 City of Robstown Utility System — Robstown, Texas - Superintendent of Utilities Supervised a staff of 57 employees in the following departments: electric distribution, power plant, sewer, gas and administration. Responsible to the Board of Trustees/citizens for all financial, budget and administrative policy procedures. Developed and managed a budget of almost $10 million dollars annually. Responsible for maintaining compliance with the Texas Railroad Commission, Texas Natural Resource Conservation Commission and Public Utility Commission along with the related City Charter provisions. 1989 to 1996 1990- to 1991 City of Robstown Utility System — Robstown, Texas - Director of Finance Supervised the Administration office staff of eleven. Responsible for preparing the audit and budget of the Utility System along with monthly financial reporting requirements. Conviser, Miller and Duffy C.P.A. Review Class — Corpus Christi, Texas — Instructor, Corpus Christi State University, answer any questions regarding practice, audit, theory and business law questions related to the C.P.A. examination. ERNEST R. GARZA - Resume Page 2 of 2 Employment - Continued - 1984 to Present Rolling Hills Realty Company — Corpus Christi, Texas — Broker/Owner Supervise office of four realtors in commercial and residential real estate services. 1983 to 2002 Garza Farming Company — St. Paul, Texas — A Small Texas Farming operation harvesting sorghum, and other various grain crops and employing seasonal personnel. 1987 to 1989 Dove, Miller and Company, C.P.A.'s, — Corpus Christi, Texas - Staff Auditor Perform audits of non-profit, profit and governmental entities and Federal income tax returns. Maintain monthly write-up and accounting for multiple clientele. 1986 to 1987 Arturo Vasquez and Company, C.P.A.'s, Corpus Christi, Texas - Staff Auditor. Perform audits of non-profit, profit and governmental entities. Maintain tax write-up and accounting for clientele. 1983 to 1986 State Comptroller of Public Accounts, Austin, Texas — Auditor Performing sales and franchise audits of various businesses. Administrator of Local Governments — Assisted various city and county governments in establishing internal controls and reviewing related compliance issues. Revenue Examiner — Maintain financial records for manufactured housing tax obligations due the State of Texas. Responsible for filing of state liens, judgements, bankruptcy claims along with payment agreements. PERSONAL Director, 2000 -Present, Nueces River Authority Board, State Appointment by former Governor George W. Bush. Chairperson — 2002, Vice Chair — 2001, Hispanic Contractor's Association, Corpus Christi, Texas Accountant of the Year — 2002, ValueBank of Texas Member - Corpus Christi Chamber of Commerce - Ambassador, 2001. President, 1998-1999 Robstown Area Development Commission, Robstown, Texas. President, 1994-1999 River Acres Water Supply Corporation, Corpus Christi, Texas. Robstown Area Development Commission, 1997 Award — In Recognition and Appreciation for Excellent Business Performance and Management of Diversified Business Endeavors. President, Robstown Lions Club, 1994 to 1996, Robstown, Texas. President, Robstown Chamber of Commerce, 1994-1995, Robstown, Texas. Treasurer, Harbor Playhouse, 1989 to 1991, Corpus Christi, Texas. Workforce Development Corporation, Board Member, 1990-1992. Corpus Christi Hispanic Chamber of Commerce —1989 Financial Advocate of the Year. Former Member — Hispanic Chamber of Commerce, Corpus Christi, Texas. 1990-2000. Northwest Optimist Club — Five Points, 2003. Optimist Club — Texas A & M University, Corpus Christi, Texas, Charter Member, 1998 to 1999. Member — Northwest Business Association, Corpus Christi, Texas. Former member of the Kiwanis, Robstown Lions Club — President — 1993 to 1998. Married — wife Cynthia, two children, Ernest Reed Garza 21 years Old. 11/19/94 D.O.B. Andria Celine Garza, 17 years Old. 04/02/98 D.O.B. Hobbies - Hunting, fishing, golf and getting involved. EDUCATION 01/96-08/04 Leslie Garza 806 West Avenue E Robstown, Texas 78380 (361) 387-3044 Leslie_Garza806@hotmail.com Texas A&M University, Kingsville, Texas 78363 Master 's of Professional Accountancy, August 2004 Bachelor 's of Business Administration in Accounting, December 2003 09/93-12/95 Del Mar College, Corpus Christi, Texas 78404 Business Administration in Accounting 06/93 Robstown High School, Robstown, Texas 78380 Diploma EXPERIENCE 06/06 -present Ernest R. Garza & Company, P.C., Corpus Christi, Texas 78410 Auditor • Assess compliance of financial regulations and controls • Assess risks and internal controls • Verify assets and liabilities • Perfoini testing, collect and analyze data and communicate findings • Assist with audit reports 10/03-05/06 09/03-10/03 07/03-09/03 02/03-07/03 City of Driscoll, Driscoll, Texas 78351 Accountant • Record all general ledger transactions for the City • Process and post all payroll, account payables, account receivables • Maintain all financial records, investments and debt information • Assist with recording the minutes for the City Council Meetings Access Ford, Ltd., Corpus Christi, Texas 78412 Accounts Payable Clerk • Trained another person for Accounts Payable Clerk(09/29/03-10/03/03) • Processed, posted, and paid payables for Access Ford and Access Chevrolet • Reconciled vendor statements • Printed vendor checks and on -demand checks Snelling Personnel Service, Corpus Christi, Texas 78411 Temp—Accounts Payable and Payroll Clerk • Processed, posted and paid vendor invoices and inter -company payables • Printed and reviewed technician reports and employee timesheets • Posted and processed payroll checks for technicians and hourly employees • Maintained, updated and created spreadsheets for advertising and certain vendors • Faxed, mailed, copied, and filed paperwork Leslie Garza 2 02/02-12/02 Temp --GIS Technician • Read and obtained information from Project Plans (Water & Wastewater) • Used Access Database to search for projects and to input problem areas ♦ Updated and queried attribute information in ArcGIS 01/02 —01/02 Stephen Computer Center, Inc., Corpus Christi, Texas 78415 Accounting Assistant • Assisted with printing 941s, 940s, W -3s, W -2s, and Quarterly Reports • Checked that Social Security, and Medicare balances were calculated correctly • Entered SUTA and FUTA tax amounts in computer system • Wrote and faxed new hire forms • Bank Reconciliations 09/01-01/02 04/97-03/01 12/91-01/97 09/93-12/94 Snelling Personnel Services,Corpus Christi, Texas 78411 Temp ---Office Assistant • Data Entry for a law office Kleberg County Auditor-Kleberg County Courthouse, Kingsville, Texas 78363 First Assistant County Auditor • Ensured Grant regulation compliance • Audited county departments • Worked with fixed assets • Processed accounts payable and printed checks • Assisted with fiscal year close-out and budgeting ♦ Distributed reports through AS400 system • Helped assistant auditors with computer problems and assisted commissioners Assistant County Auditor • Processed Budget Amendments and Line -Item Transfers • Assisted with payroll and departmental audits • Processed accounts payable and printed checks • Assisted with budgeting • Filed, typed, mailed, and order supplies • Distributed reports Alamo Fireworks, Corpus Christi, Texas Salesperson (Seasonal Work) • Handled cash, sales revenue $10,000-20,000 • Organized supplies • Posted price signs • Stocked and'counted ending inventory • Provided customer assistance Del Mar College -Business Technology Department, Corpus Christi, Texas 78404 Computer/Typing Lab Monitor • Supervised students • Kept daily inventory of supplies and changed supplies as needed • Assisted students with computer hardware/typewriter problems • Assisted students with computer software problems Leslie Garza 3 ACTIVITIES AND HONORS Accounting Society, member, 2 semesters, 1998-1999 Delta Mu Delta Honor Society, member, 1997 Garnett & Emogene Davis Scholarship, recipient, 1997 Certificate of Participation, Navigating the Internet Workshop, recipient, 1996 Certificate of Completion, Bank Teller Training, recipient, 1995 Bank of Robstown Scholarship, recipient, 1993 ADDITIONAL SKILLS Software: Alphanumeric, dBase, Lotus 1-2-3, Word Perfect 3.0 & 5.1, MS -Dos, Quattro Pro 6, Windows 95, 98 (Excel, Word), ArcGIS 8.2 (ArcMap, ArcToolbox, ArcCatalog); Other: Reynolds & Reynolds system, ADP database. Other Skills: 10 -key by touch, fluent in Spanish REFERENCES Beatrice Lopez Teacher 1115 Hidalgo Rd Robstown, TX 78380 (361) 387-0071 Blandina Costley Accountant 10913 Annaville Rd Corpus Christi, TX 78410 (361)241-2644 Karen Albright Assistant Treasurer 715 E. Shelton Kingsville, TX 78363 (361) 593-8535 ERNEST R. GAR/A COMPANY- Mark OMIA Y Mark J. Wright Audit Team Member Summary of Experience Education • Corpus Christi State University Currently known as Texas A & M University, Texas Bachelor of Business Administration Finance Major 1988-1990 • Del Mar College Corpus Christi, Texas Business Administration Completed 64 hours 1986-1988 Special Training • Introduction to Texas School District Accounting and Auditing, June 2015 • Introduction to Texas School District Accounting and Auditing Update, June 2015 • Global CPE -Yellow Book In Depth, July 2015 • Federal Funds Management Advisor- Single Audit -Good Bye Circular A-133, February 2014 • Government and Nonprofit Update, April 2014 • ACPEN-2014 Texas School District Accounting Conference, June 2014 • Accounting & Auditing Update, July 2014 • Everything You Wanted To Know About (GAGAS) For Financial Audits, July 2014 • Fundamental Audit Strategies, August 2014 • Tackle the New Pensions Standards -GASB Statements No.67 and 68, September 2014 • Wrap Up of Texas Schools Accounting and Auditing, September 2014 • Year End Government and Nonprofit Update, February 2013 • Audit Sampling Considerations in Single Audits, March 2013 • Auditing Standards Update : Including Significant Clarity Issues, March 2013 • Performing Effective and Efficient Single Audits, March 2013 • PPC -101 Materiality, Sampling, Scoping, Tests of Controls, March 2013 1 Use or disclosure of data contained on this sheet is subject to the restriction on the title page of this proposal or quotation ERNEST R. (MARIA RT � A)MPANV Security Clearance None at this time Work Experience • October 2008 to present Ernest R. Garza & Company, P.C. Present position: Audit team member Perform governmental auditing for various government entities. These entities include City and County governments, Municipal Districts, Independent School Districts. • December 2006 to October 2008 Hunter Industries Heavy equipment operator Road construction, participated in construction of Highway 59 from Interstate 37 to George West, Texas. • June 2003 to December 2006 Bay Inc. Equipment operator Participate in construction of Highway 44 bypass and runway repairs at Corpus Christi international airport. • August 2002 to June 2003 City of Corpus Christi Temporary position Stevens Water Plant and Solid Waste Division Relevant experience • Texas Department of Human Resources Eligibility Specialist II 1991-1996 Interview and screen applicants for governmental assistance programs such as 2 Use or disclosure of data contained on this sheet is subject to the restriction on the title page of this proposal or quotation RNI,ST R. GA RZA COMPANY Aid to Families with dependent children, SNAP (formerly known as food stamp Program) and Medicaid. M.A.P.A. Medical Assistance Program Advisor 1996-1999 Assist hospital patients with third party reimbursement programs for Christus Spohn Hospital System which included Medicaid, Social Security disability, Crime Victims assistance and County assistance programs. 3 Use or disclosure of data contained on this sheet is subject to the restriction on the title page of this proposal or quotation EXHIBIT 7 - SUBCONTRACTOR FIRM HUB CERTIFICATE Ps&c� 1 5658 Bear Lane I Corpus Christi. Texas 78405 I p. 361-2892712 I f. 361-259-3057 I www.ccrta.org December 4, 2014 Ernest R. Garza and Company, P.C. Mr. Ernest R. Garza 10201 Leopard Street, Suite #A Corpus Christi, TX 78410-1923 Dear Mr. Garza, TUCP E eoti on The Regional Transportation Authority's DBE liaison officer has received your 2014 annual update affidavit as a Disadvantaged Business Enterprise (DBE). The annual review has been completed in accordance with Department of Transportation Regulation 49 CFR, Part 26. We are pleased to inform you that the annual review for certification in our Disadvantaged Business Enterprise (DBE) Program has been approved. Your firm met the requirements in accordance with United States Department of Transportation's (US DOT) DBE standards set forth in 49 Code of Federal Regulations (CFR) Part 26. Your DBE certification is valid at any Texas entity that receives DOT funds and has a DBE Program. This certification allows your firm to bid on federally assisted (public transit, highway, and aviation) contracts as a DBE certified vendor in the following work function(s): NAICS Code 541211— Offices of Certified Public Accountants NAICS Code 541213 — Tax Preparation Services NAICS Code 236220 — Commercial and Institutional Building Construction Your certificate number 120704 remains the same. Please do not release your certificate number to prime contractors prior to signing a contract with them. Federal regulations 49 CFR, Part 26 requires DBEs to provide annually, on the anniversary date of their certification (for Ernest R. Garza and Company, P.C. — anniversary date falls every December 7th), a no- change affidavit form and requested documents. The affidavit form will be mailed to you 30 days prior to your anniversary. Please notify our office should any changes occur in the ownership, management control, or contact information (i.e. address or phone numbers) of your company. Changes in ownership, management control, or contact information must be submitted in writing within 30 days of the change. If you fail to comply with these requirements, you will be deemed to have failed to cooperate under 49 CFR, Part 26 Section 26.109 (c) which will initiate the decertification process of your firm as a DBE. Your firm will be listed in Texas Department of Transportation (TxDOT) TUCP DBE Directory. The directory is on http://txdot,txdotcros.com. If we can be of further assistance regarding the DBE Program, please feel free to contact our office at (361) 289-2712. We Zook forward to a mutually beneficial working relationship with your company. Sincerely, Jo ana "---------- ruz-Aedo ng Director of Admi istration/DBE Officer Enclosure: DBE Certificate RPUS IS° EG INA ANSPORTATI1DN AUTHORITY Texas Unified Certification Program.�s"�. Disadvantaged Business Enterprise (DBE) Certificate OR The Corpus Christi Regional Transportation Authority hereby certifies that Ernest R. Garza and Company, P. C, Certificate No, 120704 Has Met the Requirements of the Department of Transportation's Disadvantaged Business Enterprise Program to be certified as a Disadvantaged Business Enterprise (DBE) in the industry area(s) of: NAICS Code 541211— Offices of Certified Public Accountants NAICS Code 541213 — Tax Preparation Services NAICS Code 236220 — Commercial and Institutional Building Construction Anniversary Date: December 7th Jorge.' Aedo, DBison Officer Certification is contingent upon the CCRTA receiving an affidavit of continued eligibility each year. This certification must be updated annually every anniversary date by submission of an Annual Update Affidavit. At any time there is a change in ownership or control of the firm, notification must be made immediately to the Corpus Christi Regional Transportation Authority. Diversity Management System - Texas Department of Transportation Page 1 of 1 Vendor Information Vendor Information Business Name Owner Address > Mao This Address Phone Fax Email Certification Information Certifying Agency Certification Type Certified Business Description Commodity Codes NAICS 236220 NAICS 54121 TxDOT 12 ERNEST R. GARZA & COMPANY, P.C. ERNEST GARZA, R. 10201 LEOPARD ST., SUITE A CORPUS CHRISTI, TX 78410-1923 361-241-2452 361-242-1525 ERNESTRGARZA@HOTMAIL.COM CLOSE WINDOW EX H ELP Corpus Christi Regional Transportation Authority DBE - Disadvantaged Business Enterprise Accounting, Tax Preparation, Bookkeeping, and Payroll Services Commercial and Institutional Building Construction (More) Accounting, Tax Preparation, Bookkeeping, and Payroll Services (More) Professional Services - includes consulting engineers, architects, and surveyors Additional Information Work Districts/Regions All work districts/regions Customer Support Print This Paoe Copyright © 2014 B2Gnow. All rights reserved, https://txdot.txdotcros.com/FrontEnd/VendorSearchPublicDetail.asp?XID=2153 &TN=txd... 12/4/2014 EXHIBIT 8 - SUBCONTRACTOR FIRM PROFILE Ps&co. 1 AFFIRMATION OF FIRM PROFILE We affirm the following: 1. We are a regional firm and Ernest R. Garza is a licensed Texas Certified Public Accountant — No. 48518. Member of the Texas State Society of CPA's, AICPA, AICPA Governmental Audit Quality Center. 2. Our office is located at 10201 Leopard #A, Corpus Christi, Texas 78410 (Audit office) and 6102 Ayers St., Corpus Christi, Texas 78415 (Tax office). 3. Range of year round services performed by our offices include tax, audit, accounting and management services. 4. The audit will be performed by several of our auditors — See qualification summary. QUALIFICATION SUMMARY All auditors with the firm are required to receive 40 hours in governmental auditing annually. Quality control is achieved by changing personnel from their prior year assignments as well as internal reviews by other staff not originally assigned to specific tasks. Additionally, we utilize other external auditors that periodic reviews of our work -papers besides our required 3 year peer review. Audit personnel may be changed at the discretion of the Offeror provided that replacements have substantially the same or better qualifications or experience. ERNEST R. GARZA, CPA — President — I have worked for several local CPA firms before establishing the firm in 1988. I have worked and assisted in such audits as the Counties of Bee, Nueces, Starr, Refugio, Duval, Dimmit, Sterling, Maverick, Dallas and Jim Hogg. Other audits that I have worked on are the following: the Coastal Bend Council of Governments, the City of Beeville, Ingleside, Robstown, San Diego, Driscoll, Mathis, Bayside and Taft along with the School Districts of Tuloso-Midway, Driscoll, Robstown, San Diego, Taft, Premont, Ramirez Common, Banquete and others governmental entities such as Nueces County Drainage District No. 2 and 3, the Corpus Christi Downtown Management District, Robstown Utility System, Town of Refugio, Nueces Water Supply Corporation, Ricardo Water Supply Corporation, Maverick Markets Pension and Trust Fund and various schools districts along with numerous other government grantees and entities. My prior experience includes three years of service with the State Comptroller's Office in the local governmental assistance program establishing accounting/ internal control systems, and accounts examiner responsible for tax collections of delinquent taxes including any necessary legal actions. Other information regarding Ernest R. Garza, C.P.A. — A former instructor for several years at Corpus Christi State University for the nationally known CPA Preparation course — Conviser Duffy. Classes taken in the last two years (annually taken for updates by all staff) include: Yellow Book Update Annual Audit Update — Accounting and Auditing Audit Sampling in a Single Audit Texas Ethics Update PPC Smart Tools - Risk Assessment PPC Smart Tools - Disclosure/Field Work Federal Tax Update Single Audit - New Circular A-133 Revised Procedures Peer Review and Other Issues Governmental and Nonprofit Update Generally Accepted Auditing Standards for Financial Statements Introduction to Texas School District Accounting and Auditing Texas School District Auditing Conference The District's Responsibility for Preparing the Annual Financial Report Yellow Book and the Single Audit Act Truth In Taxation — Annual Update Texas Open Meetings Act Public Investment Act Pension Standards - GASB Statements 67 and 68 Everything you wanted to know about GASAS for Financial Statements 2015 OMB Compliance Supplement and Single Audit Update QUALIFICATION SUMMARY LEE TRUJILLO, CPA — Lee works with the firm in various capacities as a lead auditor. His experience with schools include (Robstown, San Diego, Taft, Premont and Tuloso Midway Independent School Districts) counties (Nueces, Duval) and city government (Taft, Ingleside, Robstown, Driscoll, San Diego) and many other governmental entities. Classes taken in the last two years including annual updates: Yellow Book Update Annual Audit Update — Accounting and Auditing Audit Sampling in a Single Audit Texas Ethics Update PPC Smart Tools - Risk Assessment PPC Smart Tools - Disclosure/Field Work Federal Tax Update Single Audit - New Circular A-133 Revised Procedures Governmental and Nonprofit Update Generally Accepted Auditing Standards for Financial Statements Introduction to Texas School District Accounting and Auditing Texas School District Auditing Conference The District's Responsibility for Preparing the Annual Financial Report Yellow Book and the Single Audit Act Truth In Taxation — Annual Update Pension Standards - GASB Statements 67 and 68 Everything you wanted to know about GASAS for Financial Statements LESLIE GARZA, CPA Candidate (Auditor) - Leslie is an experienced auditor with various experience in schools (Robstown, Premont, Taft, Ramirez Common, San Diego and Tuloso- Midway Independent School Districts) counties (Nueces, Bee, Jim Hogg, Duval) and city government (Ingleside, Taft, Robstown, Driscoll, San Diego, Mathis, Beeville) and many other governmental entities. Classes taken in the last two years including annual updates: Yellow Book Update Annual Audit Update — Accounting and Auditing Audit Sampling in a Single Audit PPC Smart Tools - Risk Assessment PPC Smart Tools - Disclosure/Field Work Single Audit - New Circular A-133 Revised Procedures Governmental and Nonprofit Update Generally Accepted Auditing Standards for Financial Statements Introduction to Texas School District Accounting and Auditing Texas School District Auditing Conference The District's Responsibility for Preparing the Annual Financial Report Yellow Book and the Single Audit Act Pension Standards - GASB Statements 67 and 68 Everything you wanted to know about GASAS for Financial Statements Texas School District Auditing The District's Responsibility for Preparing the Annual Financial Report Internal Controls for Schools Yellow Book and the Single Audit Act 2015 OMB Compliance Supplement and Single Audit Update QUALIFICATION SUMMARY TERRY WENDERSKI (Auditor) - Terry is part of our audit/tax team and is an experienced auditor with various experience in schools (Robstown, Premont, Taft, San Diego and Tuloso Midway Independent School Districts) counties (Nueces, Duval) and city government (Ingleside, Taft, Robstown, Driscoll, San Diego, Mathis) and many other governmental entities. Classes taken in the last two years including annual updates Yellow Book Update Annual Audit Update — Accounting and Auditing Audit Sampling in a Single Audit PPC Smart Tools - Risk Assessment PPC Smart Tools - Disclosure/Field Work Single Audit - New Circular A-133 Revised Procedures Governmental and Nonprofit Update Generally Accepted Auditing Standards for Financial Statements Introduction to Texas School District Accounting and Auditing Texas School District Auditing Conference The District's Responsibility for Preparing the Annual Financial Report Yellow Book and the Single Audit Act Everything you wanted to know about GASAS for Financial Statements Texas School District Auditing The District's Responsibility for Preparing the Annual Financial Report Internal Controls for Schools Yellow Book and the Single Audit Act Federal Tax Update VICTOR GARCIA (Auditor) - Victor is an experienced auditor with various experience in schools (Robstown, Premont, Taft, San Diego and Tuloso Midway Independent School Districts) counties (Nueces, Bee, Jim Hogg, Duval) and city government (Ingleside, Taft, Robstown, Driscoll, San Diego, Mathis, Beeville) and many other governmental entities. Classes taken in the last two years including annual updates: Yellow Book Update Annual Audit Update — Accounting and Auditing Audit Sampling in a Single Audit PPC Smart Tools - Risk Assessment PPC Smart Tools - Disclosure/Field Work Single Audit - New Circular A-133 Revised Procedures Governmental and Nonprofit Update Generally Accepted Auditing Standards for Financial Statements Introduction to Texas School District Accounting and Auditing Texas School District Auditing Conference Yellow Book and the Single Audit Act Everything you wanted to know about GASAS for Financial Statements Texas School District Auditing The District's Responsibility for Preparing the Annual Financial Report Internal Controls for Schools Yellow Book and the Single Audit Act Audit LEA in Testing, Analyzing and Reporting for Texas Schools 2015 OMB Compliance Supplement and Single Audit Update QUALIFICATION SUMMARY MARK WRIGHT (Auditor assistant) - Mark is part of our audit/tax team and is an experienced auditor with various experience in schools (Robstown, Premont, Taft, San Diego and Tuloso Midway Independent School Districts) counties (Nueces, Duval) and city government (Ingleside, Taft, Robstown, Driscoll, San Diego, Mathis) and many other governmental entities. Classes taken in the last two years including annual updates: Yellow Book Update Annual Audit Update — Accounting and Auditing Audit Sampling in a Single Audit PPC Smart Tools - Risk Assessment PPC Smart Tools - Disclosure/Field Work Single Audit - New Circular A-133 Revised Procedures Governmental and Nonprofit Update Generally Accepted Auditing Standards for Financial Statements Introduction to Texas School District Accounting and Auditing Texas School District Auditing Conference Yellow Book and the Single Audit Act Everything you wanted to know about GASAS for Financial Statements Texas School District Auditing The District's Responsibility for Preparing the Annual Financial Report Internal Controls for Schools Yellow Book and the Single Audit Act FRANK BUELL - CPA Candidate (Auditor) — Frank is part of our audit/tax team and is an experienced auditor with various experience in schools (Robstown, Premont, Taft, San Diego and Tuloso Midway Independent School Districts) counties (Nueces, Duval) and city government (Ingleside, Taft, Robstown, Driscoll, San Diego, Mathis) and many other governmental entities. Classes taken in the last two years including annual updates: Yellow Book Update Annual Audit Update —Accounting and Auditing Audit Sampling in a Single Audit PPC Smart Tools - Risk Assessment Single Audit - New Circular A-133 Revised Procedures Governmental and Nonprofit Update Generally Accepted Auditing Standards for Financial Statements Introduction to Texas School District Accounting and Auditing Texas School District Auditing Conference Yellow Book and the Single Audit Act Everything you wanted to know about GASAS for Financial Statements Texas School District Auditing The District's Responsibility for Preparing the Annual Financial Report Internal Controls for Schools Yellow Book and the Single Audit Act Texas School District Auditing Audit LEA in Testing, Analyzing and Reporting for Texas Schools Various tax classes - retirement, pension, individual, corporate. QUALIFICATION SUMMARY GABRIEL LEE SANEZ - CPA Candidate (Auditor) — Gabriel is part of our audit/tax team and is an experienced auditor with various experience in schools (Robstown, Premont, Taft, San Diego and Tuloso Midway Independent School Districts) counties (Nueces, Duval) and city government (Ingleside, Taft, Robstown, Driscoll, San Diego, Mathis) and many other governmental entities. Classes taken in the last two years including annual updates: Yellow Book Update Annual Audit Update — Accounting and Auditing Audit Sampling in a Single Audit PPC Smart Tools - Risk Assessment Single Audit - New Circular A-133 Revised Procedures Governmental and Nonprofit Update Generally Accepted Auditing Standards for Financial Statements Introduction to Texas School District Accounting and Auditing Texas School District Auditing Conference Yellow Book and the Single Audit Act Everything you wanted to know about GASAS for Financial Statements Texas School District Auditing AUDIT CLIENT INFORMATION The following are some of current/past county/local government audit clients: All audits are performed from the Audit office of 10201 Leopard #A, Corpus Christi, Texas 78410. Meetings may be held at the Ayers office for client convenience. Ernest R. Garza, CPA is the engagement partner on all engagements. Ernest R. Garza & Company, P.C. CPA's - Current and Prior Entities: City of Ingleside Contact — Jim Gray - City Manager, Paul Bien, CPA, Financial Consultant (361) 776-2517 Nine Years — 2006 to 2014, Single Audit, 500 hours, Annual Budget — 6 million all funds City of Robstown Contact — Paula Wakefield, City Secretary, Sylvia Hernandez - Finance Director (361) 387-4589 Twelve Years — 2003 to 2014, Single Audit, 350 hours, Annual budget —10 million all funds City of Taft Contact — Mary Alice Sandoval, Finance Director (361) 528-3512 Seven Years — 2007 to 2013, Single Audit, 250 hours, Annual Budget — 2.5 million all funds City of San Diego Contact — City Manager - Isabelle Garcia (361) 279-3571 Fifteen Years — 2000 to 2014, Single Audit, 250 hours, Annual Budget — 2.5 million all funds Nueces County, Texas Contact - Dale Atchley, CPA — County Auditor (361) 888-0556 Eleven Years — 1995 to 2002, 2008-2014 Certificate of Achievements all years, Single Audit, 800 hours, Annual Budget — 98 million all funds Duval County, Texas Contact — Rosie Chapa, County Auditor (361) 279-3322 Twenty Four Years — 1990 to 2014, Single Audit, 500 hours, Annual Budget —16 million all funds Nueces County Drainage District No. 2 Contact — Amanda Rodriguez, Office Manager (361) 387-4015 Twenty Four Years — 1990 to 2014, Annual Audit, 200 hours, Annual Budget — 1 7 million Nueces County Drainage District No. 3 Contact — Fred Chavarria, Accountant (361) 888-0556 Twenty Four Years — 1990 to 2014, Annual Audit, 80 hours, Annual Budget — .075 million Taft Independent School District Contact — Noel Snedeker, CPA, Business Manager (361) 528-2636 Fourteen Years— 2001 to 2014, Single Audit, 450 hours, ADA 1,030, Annual Budget — 15 mil. Ernest R. Garza & Company, P.C. CPA's - Current and Prior Entities: San Diego Independent School District Contact — Dr. Samuel Bueno, School Superintendent (361) 279-3382, ext. 2222 Seventeen Years— 1997 to 2014, Single Audit, 450 hours, ADA 1,208, Ann. Bud. — 17. mil. all funds Premont Independent School District Contact — Deanna Shaw, Business Manager (361) 348-3915 Seven Years 2008-2014, Single Audit, 400 hours, ADA 545, Annual Budget — 7.9 mil. all funds Robstown Independent School District Contact — Ismael Gonzalez, Business Manager (361) 767-6600, ext 2222 Twelve Years 1994-2000, 2009-2014, Single Audit, 850 hours, ADA 2,705 Annual Budget — 40 million all funds Tuloso Midway Independent School District Contact — Dr. Sue Nelson, School Superintendent (361) 903-6411 Six Yrs 2009-2014, Single Audit, 420 hours. ADA 3,365, Annual Bud.— 36 mil. All funds City of Robstown Utility System Contact — Roy Gutierrez, Superintendent of Utilities (361) 387-3554 Six Yrs 2009-2014, Annual Bud.— 10 mil. All funds City of Benavides Contact - Dahlia Hernandez (361) Six Yrs 2009-2014, Annual Budget - 2 mil. All funds Duval County Conservation Reclamation District Contact - Ernesto Sanchez (361) 256-3605 Six Yrs 2009-2014, Single Audit, 420 hours Corpus Christi Downtown Management District Contact — Terry Sweeney (361) 256-3605 Twenty Yrs 1995-2014, Audit, 80 hours San Diego Municipal Utility District No. 1 Contact — Rudy Torres (361) 256-3605 Seventeen Yrs 1998-2014, Single Audit, 285 hours Ernest R Garza and Company, P.C. audits other clients, this list is not all - inclusive EXHIBIT 9 — EXCEPTIONS PS&Co. has included a separate fee for any "special reports" that could be required by Section 3.5 Special Considerations B. related to any debt issuances by the City. Since it would be difficult to predict the number of issues that would require such special reports. Based on this we cannot include an all-inclusive fee for these reports, however we have included an estimated cost in our separate sealed fee proposal for each report prepared. Ps co.l Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.1021 CERTIFICATE OF INTERESTED PARTIES FORM 1295 1 of 1 Complete Nos. 1- 4 and 6 if there are interested parties. Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. OFFICE USE ONLY CERTIFICATION OF FILING Certificate Number: 2016-50968 Date Filed: 05/05/2016 Date Acknowledged: 1 Name of business entity filing form, and the city, state and country of the business entity's place of business. Padgett Stratemann & Co. LLP San Antonio, TX United States 2 Name of governmental entity or state agency that is a party to the contract for which the form is being filed. City of Corpus Christi Texas 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a description of the services, goods, or other property to be provided under the contract. 739 Auditing Services 4 Name of Interested Party City, State, Country (place of business) Nature of interest (check applicable) Controlling Intermediary 5 Check only if there is NO Interested Party. X 6 AFFIDAVIT I swear, or affirm, under penalty of perjury, that the above disclosure is true and correct. / / ,,,,For AV BERNICE BOULER / ' ,0116. R Notary Public "( fa* STATE OF TEXAS • 1\:.. Ably My Comm, Exp. 01/1012020 ID# 4995697 AFFIX NOTARY STAMP / SEAL ABOVE Sworn to and subscribed before me, by the said 20 / , to certify which, witness my hand Signature of authorized agent of contracting business entity J i t E 6 . etc t e L , this the 6 day of } Y , N) C�' and seal of office. er/Vir e,736* 1e/ /Y iii �G��'�' 'L �'' Signature of officer administering oath Printed name of officer administering oath Title of officer administering oath Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.1021 AGENDA MEMORANDUM for the City Council Meeting of May 31, 2016 DATE: TO: Margie C. Rose, Acting City Manager May 24, 2016 FROM: Daniel McGinn, AICP CFM, Interim Director, Development Services Department DanielMc@cctexas.com (361) 826-3595 Presentation: Carport Regulations STAFF PRESENTER(S): Name 1. Daniel McGinn OUTSIDE PRESENTER(S): None BACKGROUND: Title/Position Department Interim Director Development Services The purpose of this item is to update the City Council about the regulations concerning the construction of carports within single family subdivisions. Within the community, we have a large number of carports that would be considered non- conforming, as they are located within the street yard (or commonly called the front yard). Most single-family residential subdivisions are developed with a minimum 20 -foot street yard. Historically, all structures have been prohibited from being constructed within the minimum -required street yard. LIST OF SUPPORTING DOCUMENTS: Presentation — Carport Regulations Carport Regulations City Council Presentation May 31, 2016 Carport Definition A roofed structure with three or more open sides used for vehicle shelter and parking. A carport may either be free standing or attached to the primary building. Carports in the City: Wood/Metal Carports in the City: Metal Carports in City '',... i ..Q' ....,./ '',. -?••• —...i...X.,14.-, .• ' —FA. --:-----,; i__,..'s —,--.;----,_._ NI •••:' I k I • ' ',- . ...---"--s'i''''-'t MI Carports M Carports - Fond DIN Pert reat.... San. 4,5E 10,000 per NCAD filter of property records Issues: • Location on the property, structures are prohibited from being located within the front yard building setback. • Permitting and structural integrity of the carport. — Why? Relatively low cost and can be installed over the weekend. Typical layout 6" Cone Driveway Ap on 25' ROW — Dedication Property Line N88'47'17"E 110.95' In 6' Side Setbac 5' Walk IL 6' Side Setback 36.8' J /Property Line 25'—` O S88'47'17"W 110.99' Property Line Permitting: • 250 permits have been pulled since 1995 for carport structures (3% of the 9,800). — Issues in determining if a permit was pulled: • Records only available through 1995 • Inconsistent data entry into building permit system (accessory structure vs. carport) over the years. Questions?