Loading...
HomeMy WebLinkAboutC2015-298 - 10/7/2015 - NA DEFERMENT AGREEMENT STATE OF TEXAS § COUNTY OF NUECES § This deferment agreement ("Agreement") is entered into between the City of Corpus Christi ("City"), a Texas home-rule municipality, and CAH-DHL Properties, LLC (the "Developer"), in order to defer the completion of certain required public improvements prior to recording the final plat of CAH-DHL Commercial Tracts, Block 1 , Lot 1 , Corpus Christi, Nueces County, Texas (the "Plat"). A copy of the Rat is attached and incorporated by reference into this Agreement as Exhibit 1. WHEREAS, the Developers are obligated under Section 8.1 of the Unified Development Code ("UDC") to construct the required public improvements before the final Plat is endorsed by the City's City Engineer or Development Services Engineer, as applicable ("City Engineer"); WHEREAS, the Developers are seeking to delay the construction of the required public improvements ("Deferred Improvements") shown in Exhibit 2, which exhibit is attached and incorporated by reference into this Agreement, and to have the Plat filed immediately with the County Clerk of Nueces County, Texas; WHEREAS, in order to have the Plat filed prior to completion of the Deferred Improvements, the Developers agree to deposit with the City a form of pre-approved financial security authorized by Section 3.30.1 of the UDC in the amount of Seventy- Seven Thousand Five Hundred Thirty-Three Dollars and 50/100 ($77,533.50), representing 110% of the estimated cost of constructing the Deferred Improvements as shown in the cost estimate, which cost estimate is attached and incorporated by reference into this Agreement as Exhibit 3; WHEREAS, water and sewer service are available to serve the subdivision, and the Developers have completed all other subdivision requirements, park dedications, park deferment agreements, maintenance agreements, and all special covenants; WHEREAS, the Assistant City Manager and City Attorney have both approved this transaction; and WHEREAS, the Developers are entering into this Agreement pursuant to Section 8.1.10 of the UDC in order to defer construction and record the final Plat. NOW, THEREFORE, for the consideration set forth in this Agreement, the City and Developers agree as follows: 2015-298 10/07/15 es, LLC-CAH-DHL Commercial Tracts Block 1, Lot 1 vFinal Page 1 of 9 ?ment Template Version 1.0 8.25.15 CAH-DHL Properties LLC INDEXED 1. The preamble to this Agreement is included as substantive content in this instrument and upon which all parties to this Agreement have relied and will continue to rely during the term of this Agreement. 2. In consideration of the Developers' request to enter into this Agreement and the posting of approved financial security, the City agrees to waive the requirement that construction of the Deferred Improvements be completed before the final Plat is endorsed by the City Engineer and filed for record with the County Clerk of Nueces County, and City further agrees to allow the Developers to delay construction of the Deferred Improvements up to the expiration of the time period stated in paragraph 26 of this Agreement. 3. As a condition of this Agreement, the Developers agree to deposit with the City Seventy-Seven Thousand Five Hundred Thirty-Three Dollars and 50/100 ($77,533.50), as a form of financial security authorized in Section 3.30.1 of the UDC, upon execution of this Agreement. The financial security must provide for 110% of the estimated cost of constructing the required Deferred Improvements, as those costs are shown in Exhibit 3. 4. If a letter of credit is utilized as financial security under this Agreement, the content of the irrevocable letter of credit must be pre-approved by the City's Director of Financial Services ("Finance Director") and City Attorney, be issued by a banking institution having a local branch office within the State of Texas (Corpus Christi location preferred), be valid for a period of twelve (12) months from the date of issuance or longer, such date being the same as the date of this Agreement, and containing the terms of Exhibit 4. 5. If the form of financial security is a letter of credit, the Developers must ensure that the letter of credit is kept valid at all times. The letter of credit must be renewed by the Developers before expiration under the terms outlined in Exhibit 4. If timely renewal is not received by the City under those terms, or cash in lieu thereof is not deposited as financial security with the City, the City may, after thirty (30) days prior written notice to the Developers, call (redeem) the letter of credit for failure to timely renew. If the letter of credit is called for failure to timely renew, the funds will be held in an account as if cash had been posted by the Developers for this Agreement in lieu of the letter of credit. The City shall not be liable for interest on any letter of credit so called nor shall the City be liable to the Developers for the accrual or payment of interest on any type of financial security posted by the Developers pursuant to this Agreement. 6. In accordance with the provisions set out in Section 3.30.1 of the UDC, as it may be amended, the City may accept other types of financial guarantees for deferment agreements subject to the approval of the Finance Director and the City Attorney. In the event the Developers desire to use and the City agrees to accept an alternate form of financial guarantee other than a cash deposit or an irrevocable letter of credit as security for this Agreement, such other security- specific financial guarantee's terms and conditions pertaining to issuance, redemption, restrictions, limitations, and use as made be made subject to this Deferment Agmt CAH-DHL Properties, LLC-CAH-DHL Commercial Tracts Block 1, Lot 1 vFinal Page 2 of 9 Standard Form Deferment Agreement Template Version 1.0 8.25.15 Agreement shall be as further set out in an addendum to this Agreement, which addendum is to be attached to this Agreement and the content incorporated by reference into this Agreement as "Addendum A." The parties agree that, should there be, by the attachment and incorporation of Addendum A to this Agreement, any conflict in the terms, conditions, or requirements stated in this Agreement (including its exhibits) and Addendum A, the provisions of Addendum A take precedence over conflicting terms in the Agreement and its exhibits. All other provisions in the Agreement (and its exhibits) not in conflict with Addendum A control otherwise by agreement of the parties. 7. Unless otherwise stated in this Agreement, any notice required or permitted to be given by either party shall be in writing and must be given by personal delivery, fax, or certified mail, return receipt requested, postage prepaid, and notice is deemed sufficiently given if addressed to the appropriate party at the address shown for the party in the signature block of this Agreement or faxed to the fax phone number shown in the signature block for the party. Any party may, by notice to the other in accordance with the provisions of this paragraph, specify a different address or addressee for notice purposes. 8. Time is of the essence in the performance of this Agreement. 9. Detailed construction drawings must be provided by the Developers and approved by the City's Departments of Development Services and Engineering prior to the start of construction of the Deferred Improvements. 10. The Developers shall construct the Deferred Improvements in accordance with the City's engineering standards in effect at the time of construction and in accordance with the construction drawings approved by the City departments pursuant to the paragraph above. 11. Upon completion of the Deferred Improvements by the Developers as verified by the Assistant City Manager and Director of Development Services and within the time period stated in paragraph 26 of this Agreement, acceptance of the Deferred Improvements by the City Engineer, and compliance by the Developers with the remaining terms of the Agreement, the City Engineer shall: a. Immediately release the Developers from the need to maintain the letter of credit by mailing a release letter to Developers at the address shown above Developers' signature lines in this Agreement; or b. Return to the Developers within sixty (60) days of the completion of the construction of the Deferred Improvements and settlement of the actual construction costs, or within sixty (60) days of acceptance of the Deferred Improvements by the City, whichever is later, any balance remaining of all monies received by the City from the Developers. 12. If the Developers have not begun construction of the Deferred Improvements at least thirty (30) days prior to the date stated in paragraph 26 of this Agreement, Deferment Agmt CAH-DHL Properties,LLC-CAH-DHL Commercial Tracts Block 1, Lot 1 vFinal Page 3 of 9 Standard Form Deferment Agreement Template Version 1.0 8.25.15 the Developers agree that the City, after notice in writing to the Developers, may accelerate payment or performance or require additional financial security when the City deems itself at risk as to the prospect of performance or payment based on a demonstrated reasonable basis. In addition, if the Developers default and fail to deposit any increased security after notice and an opportunity to cure, the City may transfer the cash funds received or call (redeem) the letter of credit and transfer the funds (if the financial security provided was in the form of a letter of credit) to the appropriate City account, and the City may begin completion of the construction of the Deferred Improvements. If City constructs all or any part of the required Deferred Improvements, the Developers shall reimburse the City for any additional costs related to completion of the Deferred Improvements within thirty (30) days after the City completes the required Deferred Improvements and invoices the Developers if the funds on account prove inadequate for the City to complete the Deferred Improvements. 13. In accordance with Section 8.1.10.8 of the UDC, an increase in financial security from the Developers may be required on an annual basis if the City deems itself, in the sole discretion of the City, insecure as to the prospect of payment or performance on a demonstrated reasonable basis or it reasonably determines that the financial security does not provide for 110% coverage of the estimated construction costs. 14. The City and Developers agree that, if the Developers formally vacate the current Plat with approval of the Planning Commission prior to the deadline for completion of construction of the Deferred Improvements, any money received by the City from the Developers remaining on deposit will be released and immediately returned to the Developers. 15. If Developers default in any of their covenants or obligations under this Agreement [excluding failure to timely renew a letter of credit, post additional security, or as may be made applicable by Addendum A, for which the default provisions are separately addressed in this document], the City Engineer shall send written notice to the Developers [(and may send notice to the Developers' project engineer ("Project Engineer"), if such address is known by the City] by certified mail, return receipt requested, advising the Developers of the default and giving the Developers thirty (30) days from date of receipt of the notice letter to cure the default. If the Developers fail to cure the default after receipt of notice and opportunity to cure, the City Engineer may transfer any funds received to the appropriate fund of the City in order to complete the Deferred Improvements. In the event there are any funds received by the City from the Developers remaining after the City has completed construction of the Deferred Improvements, the excess funds will be refunded to the Developers within sixty (60) days of the completion of construction of the Deferred Improvements and settlement of the actual construction costs. 16. The City reserves the right not to issue certificates of occupancy for all or any portion of the real property that is the subject of the Plat until the Deferred Deferment Agmt CAH-DHL Properties,LLC-CAH-DHL Commercial Tracts Block 1,Lot 1 vFinal Page 4 of 9 Standard Form Deferment Agreement Template Version 1.0 8.25.15 Improvements are constructed, installed in working order, and accepted by the City Engineer in accordance with the provisions of this Agreement. 17. No party may assign this Agreement or any rights under this Agreement without the prior written approval of the other party and by amendment to this Agreement. 18. By execution of this Agreement, the Developers covenant to construct the Deferred Improvements required by this Agreement, and this covenant shall be a covenant running with the land. The City, at the Developers' expense, shall file for record this Agreement in the official public records of Nueces County. 19. With the exception of Addendum A made applicable pursuant to paragraph 6, no changes or modifications to this Agreement may be made, nor any provisions waived, unless the change or modification is made in writing and signed by persons authorized to sign agreements on behalf of each party. 20. If, for any reason, any section, paragraph, subdivision, clause, provision, phrase, or word of this Agreement or the application thereof to any person or circum- stance is, to any extent, held illegal, invalid, or unenforceable under present or future law or by a final judgment of a court of competent jurisdiction, then the remainder of this Agreement, or the application of said term or provision to persons or circumstances other than those as to which it is held illegal, invalid, or unenforceable, will not be affected thereby, for it is the definite intent of the parties to this Agreement that every section, paragraph, subdivision, clause, provision, phrase, or word of this Agreement be given full force and effect for its purpose. 21. The Developers shall, in compliance with Section 2-349 of the City's Code of Ordinances, complete the City's Disclosure of Interests form, which is attached to this Agreement as Exhibit 5, the contents of which, as a completed form, are incorporated in this Agreement by reference as if fully set out here in its entirety. 22. The Developers shall comply with all federal, State, and local laws, regulations, and rules applicable to performance of this Agreement. 23. This Agreement shall be construed under and in accordance with the laws of the State of Texas, and all obligations of the parties created pursuant to this Agreement are performable in Nueces County, Texas. Venue for all actions arising from or pursuant to this Agreement shall be brought in Nueces County, Texas. 24. Strict performance of the provisions of this Agreement by the Developers is required by the City as a condition of this Agreement. The Developers specifically acknowledge and agree that failure by the Developers to adhere or comply with any term, condition, or requirement of this Agreement constitutes a default of this Agreement. Deferment Agmt CAH-DHL Properties, LLC-CAH-DHL Commercial Tracts Block 1, Lot 1 vFinal Page 5 of 9 Standard Form Deferment Agreement Template Version 1.0 8.25.15 • 25. All signatories to this Agreement warrant and guarantee that they have the authority to act on behalf of the person or entity represented and make this Agreement binding and enforceable by their signature. 26. This Agreement is to be executed in One Original, of which constitutes an original document. This Agreement becomes effective and is binding upon and inures to the benefit of the City and Developers and their successors and assigns from and after the date the Agreement has been executed by all signatories. This Agreement terminates 12 months from the date executed by the last party signing this Agreement. (EXECUTION PAGES FOLLOW) Deferment Agmt CAH-DHL Properties, LLC-CAH-DHL Commercial Tracts Block 1, Lot 1 vFinal Page 6 of 9 Standard Form Deferment Agreement Template Version 1.0 8.25.15 • .tA EXECUTED IN ONE ORIG NAL and made effective this 7 day of ©C/ , 20/5. CITY OF CORPUS CHRISTI P. O. Box 9277 Corpus Christi, TX 78469-9277 (361) 826-3240 Office (361) 826-4 Fax 6/ ie I -fc=;z 4 Signatur Printed Name: D,4 1\-// A L l"1 Glel,)1 s6 C Title: Assistant City Manager, or Designee APPROVED AS A STANDARD FORM LEGAL DOCUMENT: 0 cfi• 7 , 20 /5 . CITY ATTORNEY --ig?- 4 ig)-t, --(4 Signature Printed Name: f3u e k &i c e Title: Assistant City Attorney Deferment Agmt CAH-DHL Properties,LLC-CAH-DHL Commercial Tracts Block 1, Lot 1 vFinal Page 7 of 9 Standard Form Deferment Agreement Template Version 1.0 8.25.15 DEVELOPERS: CAH-DHL Properties, LLC 218 Lorraine Drive Corpus Christi, Texas 78411 (361) 654-7255 (361) 654-7256 (FAX) CIVIL Signature Printed Name: Charles A. Hicks Title: Manager CAH-DHL Properties, LLC Date: 10i (-- 11c STATE OF I- CY t § COUNTY OF NtitCcE S § Tis instr nt s knowledged before me on ZV , 2015 , by 1V 1 ii9 h• M Ci1(S �� a cAir_ (title) of CA DHL Properties, LLC., a Texas Limited Liability Corporation, on behalf of said corporation. *111 diotary P i•lic's Signatree it TANYAmmiROJAS My Commission Expires October 15,2017 Deferment Agmt CAH-DHL Properties,LLC-CAH-DHL Commercial Tracts Block 1, Lot 1 vFinal Page 8 of 9 Standard Form Deferment Agreement Template Version 1.0 8.25.15 CAH-DHL Properties, LLC 218 Lorraine Drive Corpus Christi, Texas 78411 (361) 654-7255 (361) 654-7256 (FAX) A N Signature Printed Name: Deborah H. Layton Title: Manager CAH-DHL Properties, LLC Date: /a/A I; STATE OF t, �–S § COUNTY OF AiU.Q CLS § This inurpent wap^ ac owl dge before me on Z , 20 /67 by Q Or L ` "6° i , ( c&v\a a4--(71/Q.✓ (title) of CAH-DHL Properties, LLC., a Texas Limited Liability Corporation, on behalf of said corporation. atrik 02,4r) Notary Public's Signat re P*•P�•.. CATHERINE GARZA �;�"c% NOTARY PUBLIC '' State of Texas \''.7.7-i;; "Comm.Exp.12-05-2015 Attached and incorporated by reference into this Agreement: Exhibit 1 – Plat (1 page) Exhibit 2 – Required Public Improvements (2 pages) Exhibit 3 – Cost Estimate (1 page) Exhibit 4—Copy of Financial Security Exhibit 5 – Disclosure of Interests (4 pages) Addendum A – If applicable pursuant to paragraph 6 Deferment Agmt CAH-DHL Properties, LLC-CAH-DHL Commercial Tracts Block 1,Lot 1 vFinal Page 9 of 9 Standard Form Deferment Agreement Template Version 1.0 8.25.15 Stole off Texas ' County f Nueces / Plat of CAH DHL Prpartles,LLC,a Texas limited liability company,hereby certifies that it is the State of Tex. artAweet FLI 824 f� IX owner of the lands embraced within the bounded.of the foregoing plat; that it has hod County of Nuecee I' said lands surveyed and subdivided as shown, that streets shown ore dedicated to the CAH DHL Commercial Tracts " ' !r 1 '� public use forever, that easements as shown are dedicated to the public use for the This final plot approved by the Corpus Christi Nuecee u / ' $ •F, `� natdlation,operation and use of public utilities, and that this map was made for the County Health Un't,any privets watt/supply and/er n �, purpose of deecri tion and dedication. Block 1,Lot 1 sewage system shall be approved by the Corpus + ' , p ChristiNuecee County Health Deportment prior to i? 7' r4.',;',1 ,rr, A 6.01 Acre tract of loud out of a 15.23 Acre Tract, installation. aR.52 . This the__day of_ 20-- situated in the Gregorio Ferias Grant,Abstract 592, out of s I p'I the remainder of a 160.62 Acre Tract, described in a Deed • 'i'i F, 4� A'.. By CAH-DHL Properties,LLC.a Texas limited liabilityfrom Gulf Coast Entertainment, LLC to Deluxe Properties, as The the day of _,205 — F'_ _''. ; T-...ria ,,s py company recorded in Document Number 2002040593, of the Official ;. ' .tyr"\ Public Records of Nueces County,Texas; being the some By... ____ / c1V a,q,•,.,, y� 15.23 acre tract of land described in Special Warranty Deed Public Health Officer - - `W By -- By with Vendors Lien, from C.C. Deluxe Properties, Ltd.,a ``Site µf:,°`� N Chanes A.Hicks,Mono** Deborah H.Layton,Manager Texas limited liability partnership, Successor by Merger with C.R.50 Deluxe Properties, a Texas General Partnership to CAH-DHL , s,0e State of Texas - - Properties, LLC, a Texas limited liabilty company. recorded in County of Nuecn Document No. 2015008171, Official Public Records of Nueces Corpus Christi. Texas Location Mo.:. N. .S. County, Texas. This Instrument was acknowledged before me by Charles A.Hicks.as Manager of CAH-DHL Properties,LLC,a Texas limited liability company,on behalf of said company. Lear 0 Set 5/8 Inch Iron rod with Thia the_ _dayof _.20 0red plastic cap stamped -- --- — • 'Urban Engr C.C.Ti • State of Texas r' l Count of Nueces ® Fd.Mas IoM Iron rod with Y r= ` red on En cap stamped Notary Public in and for the State of Texas I 1 'Urban Eng'CC.T: This final plat of the herein described property was approved by the Deportment of Development I Ix , ),INE BEARINfp ;IS IAMB, Services of the City of Corpus Christi.Texas. 1 N20'23 21"E. 75.70 State of Texas j I2? E- L2 N09'1547'E 17.55' 0 5/8 IoM Iron Rod Found County of Nuecee ` A, 1 l-- L3 S86'30'1g'E 20.46' 'Goole.' This the day of 20—_ This Instrument was acknowledged before me by Deborah H.Layton.as Manager of .ii\1 1 • Fa.5/8 IoM bon Rod CAH-DHL Properties,LLC,a Texas limited liability company,on behalf of sold company. %.� — — 'g1 - ,_ • Fa.Type a ixD07 Monument Rotna Pottumuthu,P E.LEED AP 41ER Soh::..- + Ed.PK Nail Development Services Engineer This the day of 20_� - ': R4<,,,d pg, . ,.s State of Texas _ , — __ County of Nueces Notary Public in and for Me Stale of Texas I T - --- •.s.a.a iapproved on behalf of the Ci of Corpus Christi, d streq _ This final plat of the herein described property wasLY wpu aweasm , Taxa.by the Planning Commission. State of Texas /v oe County of Nueces I '• S80.4413w,:',',°4,724;;,----- 1l r o- Frost Bank,herebycertifies that It holds a Ileo propertyby r ,. V on the owned CAH-DHL ` a�J ,.r�p .r 4 This the_day of , 20 Properties,LLC,a Texas limited liability company,as shown w the foregoing mop and It ' ops. ' __ _�__ •I -1 approves of the subdivision and dedication for the purposes rind considerations therein I� , lair rsV.E -- expressed. L I( I, Daniel M.Grimabo, P.E.,A.I.C.P. Philip J.Ramirez,AICA.,LEED AP,Chairman I I Secretary This the day of _—_,20 a III O }+ State of Texas By Frost Bank ,.16 I County of Nueces se iS I I4' By g, t I.Karo Sands,Clerk of the County Court in and for sold County,do hereby certify that the foregoing w ' instrument dated the_day of 20_—with its certificate of outhenticatlon cos Alan R.Wilson,Market President filed for record in my office the_day of 20_�At_('dock Jd.,and ,f III Imo' duly recorded the_day of 20 at—O'clock—M..in said County in State of Texas to I Ik Leet 1 O Volume Page Map Records. County of Nueces y. I 55�� a ` mow This instrument was acknowledged before mebyAlan R.Wilson,as `` I I�i 555ildtmy Market President of Frost Bank on behalf of sid bank. Air; 0 Texas,the day and n yearr last the rittMWnty Court.In and for said County,al office in Corpus Christi, I I 10 i written. f pE4 This the day of ZO e I w 2g j ""i \\ '� Flied for Record Karo Sonde,County Clerk (si e , 1 Nueces County.Texas I r • r of O'clock___M• q, ffts Aa. e4A c• _ !, _ 20 By Deputy t P Notary Public M and for the State of Texas I I Z f area contains 6.01 acresof land.(Includes Street Dedication) �• N80 ' Lgles nc u H 1J W �o State of Texas 1.)Total platted ( ) III • - `� e County of Nueces I 2.)The receiving ter for the storm water runoff from this property is the Oso 1 I I,Keith W.Wooley,a Registered Professional Land Surveyor for Urban Engineering,have prepared the Creek. The TCEQ hos not classified the aquatic life use for the No Creek, 9.1,„,a x foregoing map from a survey made on the ground under my direction and Is true and correct to the directly it is recognized 05 as an environmentally sensitive thearea.The Oso Creek flows J�11 r aura marl5 °1 a4 the, , best of my knowledge.information and belief; I have been engaged under contract to set oil Lot and into the Oso Bay.The TCEQ has classified aquatic life the for I mat /the C, °mal°'al a,5 Block corner*as shown herein and to complete such operations with due and reasonable diligence the Oso Bay a *exceptional'and'oyster waters and categorized the I Ir ,u_.4 t t ,,, F of a consistent with Bound professional practice. receiving water as'contact reweotion'use. III (0 (Lao'N•20'5008171iou,- rev E e,,r 3.)Bearin a based on OPS,NAD83,Stat Prone Coordinate System, ll 111 �N-0H a, I .:PTG0 This the day of 20--- 9 1 : 'ley;'ar.If LLc.a 6 L„ Texas South Zone 4205. III y cumpony; a oc .002 4.)By graphic plotting only,this property is in Zone 'C'of the Flood Insurance ,if 81 Rate Mop, Community Panel Number 465494 0275 C, County of Nuecee, 1 QI kppwowgn Keith W.Worley.B P.L.S. Texas, which bean a revision date of March 18, 1985 rind is not in a til " 11 Texas License No. 5463 Special Flood Hazard Area. l l - SEP —9 qp)S J 5.)If any is developed with residential uses,compliance with the open apace regulation will be required during the building permit phase. B.)vehicular access across lot roes ensu not be prohibited. ,07.iii0 56.7 1 0 00 PLANNING COMMISSION U R B A N DATE9 eat 12, 2015 SCALE: 1 100 ENGI NE_ERING JOB NO.: 39320.85.03 Graphic Scale - SHEET: 1 of 1 1" 100 DRAWN BY: XC S' .r, AA...,WW11930 PIA Pore.,•.'/ Exhibit 1 CONSTRUCTION PLANS FOR WATER LINE IMPROVEMENTS TO THE HICKS FAMILY NISSAN CAH-DHL Properties, LLC SHEET INDEX. Block 1, Lot 1 SHEET t SHEET SHEET 2 WATER PEAT ROBSTOWN, TEXAS ?a MIMIC STNOMD 9CTS S4DD1WY CORM MDR NW trot 5aLC1m ET 14 f/ { ` Voa Nr RC9PR 9)T AS BEM VAVAVAV 'U` K71 On rWs¢T CITY STANDARDS INDEX; ai; CITY Of C.C.STANDARD WATER DETAILS 1 Of 5 �` To CRY of c.C.STANDARD WATGt DETAILS 2 Or 5 ,l` .0 city or C.G.STANDARD WATER DETAILS 3 Of S a 4, cm Or C.C.STANDARD WATER DETAILS A Of 5 CITY OF C.C.STANDARD WATER WAILS 5 OF 5 u c ! Site Do 9 r � c.c County Road 48 ENGINEER: """W' LOCATION MAP Mum)). F. Hudson, P.E. NOT TO SCALE D,p ,0,ed,,an, S.Ptmvtootu PE _ ON.[n.NaVu eft, ostllow1oprnenyd ,...�....� Caen CM.. ram awW1D14Knnxc aticWS 11710 SBltf 11.1710-04,X4 . snoops s v ARD rotns 1+1Va FLEET t Or Exhibit 2 Page 1 of 2 -. I or 1 4. -.. o * i r'a •-•"'".-"', '''''..."1 "-"Ii 1.......? , . ' S,,1, VII ' 1 't k,‘t ' ,,,,) t ,' '..., w, t 1 , _ _ 1--- I 1 I 1 I• • I . "r ,,: .. L.111, -t..,,,,,.), r_f____ II III I 1111 ' t ' t • ....T.,"; 1 I.1 0. ..., t' " , .1 •I t I' tIO'- r,-0,, j-,. I. . i N -Cr '1' t---I-- .11 1 II . , ' • 1-1 I 1 RS tiR0'Fa n "' • 1 0 t, . 11 111+111 III II a = 1 • liffattieli r , 1 ,- A ' • - i ! , , _........ * , 1.1 I'tt-I r----1 III . _ ,, .=0, 1 ,........ 8 . is 8. c,, 1 .--1 -t , e ... l g ,..: . - O 2 1 1, i I I 6 1 I i i I i L.....__ * 'H-1A-FI I-1-1' 4- _. 9 t - , ,- ., . 1 III . . 1 ,.. i i ..., 1 • 1 rq- o L •i ' R r -- iit.at. I ›-- . Oil i 1 , ii 1.f r, ,, •--:.-.2-----r Ir I ... . .aO I : m..' 6111_,Iii '1 LI1 I 1111 I: V) 0 , 1149.101. J LI -±- • tall.- 1 I i 1.4 co:tmate f 1 • -.. AR poor. - wits 1....mortj totoOR , ' ' , I . 1 I_ T's, , 7. !II 11 ii -11- i- -, - - - . .1 '4" leret vimmeigi I. . 11:'} '-'1--*' "-- C.: . . . ' ." 1 it maw re 4 b,r ty:r.. tralor I: . I I !!,...1 If. "• 71 I I I I 41".% l -'. I 0. i . - .1--' -w 't - - '-- w :z '.111 • I.........."Vi- 0 OSI it ro c.a.2 1 • ' - '''' * 't-„,, --, _, ivri i, Ifer Ili 0 -1 OM,r laic ' , =ow Atirrzat '-.--: r"..' ill fit I 14.' 11 - ., _ 8,,, 711: 1 I a 1 _ . ---• -. ..L. _ ...-k, :-.,..-.....-_:.,_.. 7 " . I;': ;Iti 74;..... , 1 1, 1---- • ....r. < . -- • . ....„..,___.......,...--4-- _,....,-....t.'...„...__ - i ___ /n t er s t o t e Highway 69 ROM" - - 6, _ _ (300' R 0 IN) ......-. III.N.,..........ti....ftwor...,• I / pt= i . J , 1 k - 4 WSW Haler WU No 01.•......-Wt.I..my 1 amid. Oat CO 1 Z Legend: , 65alb SOW 10 a•MM. irl•be Oh•004 0.1 111.114.001. """"*..L.:=."*"•1 ioN.Drotr. ••••••°4/1.=0. I ii 10 I*11.1.MO..ft.•01.101.•twat III • 1.1 040 1 o it a 114•11.1.11MT 3.1=WO lip.11 ito.....)IN.............•On...40 1.11 .10.11 011 02.01•On NO•OW a 11...0 6 Noels bon.ono/outtoo 1...... LU ig 05350,o...un 101.111.0 00.0 IeN 1.1 400 a 10.1•1101 Oft .......Dow....So M.P.••••••..1.0 Oa.1.1.... 011100 ID.1. Z 11 . 1.14 MO 111.111 0011114 WU aof se.ally.0.0 ROI CM II MO 0.4 •0110.1.4.0 obi tot 1.loby. kW•01 0 1•11111.141101 OM.Mal WO DO•POO 4 a la i a .., ---.- PO 11 O..•IMO.a/1.11•4 1/01•11 .D' .101 •10.OM MOM.OM 10111100 111. 2 lT1 "I OW otran•.0114.1 •Illgon.11111111.WOO 110.S14101 Or SOS moo NO MO•01 Oa 01.1311••le MU•POND ilingWitinkM1Yeranobo. 44 O M . =r4 = ..M11.61T.N.1.1/4 121%..1••••omr II' 11.a be 011011141a MI NOM•1•11 0 ;...moo Noma.MOO WI /0 .111.1.tor 010111.•M.OM OR GOMM.re.n 4*IMO .•••••ffll,.P.4 1010 MI.01 ,....... ...., MN.•11 MO.•WOO 1111•00 01.01111 • ma..I.•••••• We 1111 a.NO.001 0 ?.41.TO ......a.• P um NO ell 1.11.11111-011 ao 1.1.rIal Oa • MOOS 44.1111 111 Woo•1 110010/OM .. o. MOOD li.WA ROO 101 our IIIMIO/91 01001 1.01 ma 1 -- 10111 la Out,640.0.1 -1. 1.0 04 Mai.01 MASA,Lad L al 0/I Oa Ma..1.4•110•01 al. „i„,7•_,-; 14 SNIT 1110010 al 1011 el IR.V ONO OM *. '1.7.4-;'XX. 2 1 MOM.MLR 01101.1.1 V el a ."AOPOr 000 WO 000 0.103 a re in 4 SA 10 O 110.a*Soma.Ine 1.41.Plool1020 OBI MO.41410 Olt 001. •................. ..... Exhibit 2 Page 2 of 2 • Eng: Murray Hudson, P.E. Engineer's Cost Estimate Sept. 3, 2015 By: C.R.R. for Job No. 39320.B5.02 WATER LINE IMPROVEMENTS TO HICKS FAMILY NISSAN CAH-DHL Properties, LLC BLOCK 1, LOT 1 itTEM1 DESCRIPTION I QUAN. { QU5N.+ I UNIT I NIT ( TOTAL U I I l COST WATER IMPROVEMENTS: I I 1 112"PVC C-900 569 597 LF $65.00 I $38,805.00 2 i.12"x8"Ductile Iron Tee 2 2 iEA $750.00 $1,500.00 3 12"x6"Ductile Iron Tee 2 2 EA $500.00 , $1,000.00 4 Fire Hydrant Assembly Complete In-place 2 2 EA $4,700.00 $9,400.00 5 12"Plug 1 + 1 EA $500.00 1 $500.00 8"Isolation Valve 2 2 EA $1,700.00 " $3,400.00 12'Isolation Valve 1 1 EA $2,500.00 $2,500.00 6 Tie to Existin 12"Water Line 1 1 LS $2,500.00 1 $2,500.00 I���� ��I ,WATER SUB-TOTAL: $59, 605.00 I TESTING 2% $1,380.00 ENGINEERING FEE,CONSTRUCTION STAKING AND ADMINISTRATION:~ $9,500.00 i TOTAL ESTIMATED COSTS:. 570,485.00- , 10%SURETY:+ $7,048.50 TOTAL DEFERMENT: $77,533.50 I Digitaly signed by Ratna ---S-PottumUthu,PE. I —9Phenl•Ratna-5: -�--. ":144:':'140.1:5` maa a,ua,tarw I a�mwrnwa wwc_Pottu4 uttlu.P F.. MMayMi 6x. Mr M�,.,y� �,,,o=De lopment I' cryt .......w. 5etvichs,ou=City of EEC -w.„.0.-.ram. C{11 'CfMR7-- —emali1ratnap@tctexase-- _ _ nm....1114 x 1 Date::015.09.14 r 1123: 905'00' t.. 1 I I I1 1 i Urban Engineering 2725 Swantner Corpus Christi,TX 78404 1-361-854-3101 1 of 1 Exhibit 3 • • FROST BANK Application and Agreement for `` Letter of Credit Department Standby Letter of Credit 100 West Houston Street San Antonio, Texas 78205 Date:September 28,2015 ACE Document#:RDP/N/092215/1ZS8040 Please issue a standby letter of credit(the"Credit")in accordance with this application and forward same to your correspondent for delivery to the beneficiary shown below by:®overnight courier 0 teletransmission Beneficiary: City of Corpus Christi Advising Bank: 1201 Leopard Street 41h Floor If none is indicated,the bank may use Corpus Christi,Texas 78401 one of its correspondents Attn:Director of Financial Services Currency: US DOLLARS Amount: $77,533.50 SEVENTY SEVEN THOUSAND FIVE HUNDRED THIRTY THREE DOLLARS AND 50/100 Account Party; CAH-DHL PROPERTIES LLC Expiration Date: [12 Months from Letter of Credit I at (herein called 218 Lorraine Drive Frost Bank's counters "Applicant") Corpus Christi,Texas 78411 Available by drafts at drawn on Frost Bank("Bank")or any of its correspondents,on or before the above expiration date when accompanied by the following documents("Documents"): AS DESCRIBED IN THE ATTACHED FORM OF LETTER OF CREDIT WHICH SHALL BE CONSIDERED AN INTEGRAL PART OF THIS APPLICATION. NOTE TO APPLICANT: It is agreed and understood that it is the Applicant's responsibility to advise Frost Bank in writing at least one hundred thirty five(135)days prior to any expiration date if the Applicant does not wish to renew the Letter of Credit. If the Bank is not so advised,the Bank will consider that the Applicant has thereby effectively instructed the Bank to renew the Letter of Credit. It is also agreed that Frost Bank,at its option may elect not to renew the Letter of Credit at any expiration date. The Applicant executing this Application and Agreement for Standby Letter of Credit ("Agreement") and Bank hereby agree as follows: 1. Obligation Covered. The term"Obligation",as used in Agreement,shall mean:(i)all sums at any time payable or which may become payable by Applicant to Bank hereunder, including the sums payable under §22 and §23, and the interest and attorneys fees provided in§21, and (ii) all other indebtedness, obligations and liabilities to Bank of each Applicant, whether now existing or hereafter arising and regardless of whether such indebtedness,obligations and liabilities be direct or indirect, primary or secondary,joint,several,joint and several, this fixed or contingent, or originally performable in favor of Bank or in favor of a party other than Bank. All sums comprising the Obligation shall be payable at Bank's office in the City of San Antonio and County of Bexar,Texas,in United States currency,and in immediately available funds. 2. Error in Transmission. The Bank,its affiliates and/or correspondents,shall not be liable or responsible in any respect for(a) any error, omission, interruption or delay in transmission, dispatch or delivery of any one or more messages or advises in connection with the Credit,whether transmitted by electronic mail,cable, radio,telegraph,mail or otherwise and despite any cipher or code which may be employed, (b)any action, inaction or omission which may be taken or suffered by it or them in good faith or through inadvertence in identifying or failing to identify any Beneficiary or otherwise in connection with the Credit, (c)the validity,sufficiency or genuiness of any of the Documents even if any such Documents should in fact prove to be in any or all respects invalid,insufficient,fraudulent or forged,or(d)any act,error,neglect or default,omission,insolvency or failure in business of any of the Bank's correspondents. 3. Payment by Bank. Although the Credit will make reference to a particular agreement or other obligation to the Beneficiary executed by Applicant, the terms of such agreement are not In any manner incorporated herein. Bank shall therefore make payment upon demand under the Credit unless it appears that such demand on Its face does not comply with the terms of the Credit. Such payment shall be made without regard to performance by either contracting party of the terms of the agreement, Application and Agreement for Standby Letter Of Credit—Revised August 2007 Page 1 Exhibit 4 Page 1 of 11 • • • and Bank shall not be liable for any obligation of the Applicant thereunder. Bank and its correspondents may,under the Credit, receive,accept and pay any demands or other documents and instruments signed by,or issued by or to,or in the name of,the successor(through merger, consolidation, bankruptcy, nationalization or otherwise), receiver,trustee or debtor in bankruptcy, executor, administrator, guardian, conservator, attorney-in-fact or other representative or successor in interest of anyone named in the Credit as the person,officer or other position holder by whom demands or other documents and instruments are to be made or issued; and Bank may, acting in good faith,accept and rely on the statement of any such successor, receiver, etc. as to his status and authority without Bank's being under any duty to investigate,or to receive documentary proof of such status and authority. The determination whether a demand has been made prior to the expiration of the Credit and whether a demand is in proper and sufficient form for compliance with the Credit shall be made by Bank in its sole discretion, which determination shall be conclusive and binding upon Applicant. Applicant understands and agrees that Bank has no obligation to notify Applicant of a demand for payment made under a Credit. Without limiting the generality of the foregoing,Applicant agrees not to and irrevocably waive the right to interpose or assert against Bank or Bank's correspondents technical objections as to any purportedly non-complying demand such as failure to use exact wording, failure to present an exact number of counterparts of Documents, inconsistency between Documents,etc.where the purported defects appear in good faith to Bank or its correspondents to be matters of form and not substance.Applicant acknowledges that Bank's fees and commissions for the Credit are lower than would be necessary to compensate Bank for being exposed to any risk of loss in respect of the Credit other than the risk of Applicant's good credit or Bank's failure to comply with the Credit to the extent required by this Agreement and by Governing Laws arising out of disputes between Applicant and Beneficiary or other persons presenting demands under the Credit. 4. Actions by Applicant. Applicant hereby acknowledges that Bank's reputation and the acceptability of its letters of credit in the domestic or international business community may be damaged in the event Applicant restrains Bank by court order or any other means from paying, in good faith, upon proper demand under and in compliance with the terms of the Credit, and Applicant agrees to compensate Bank for any and all damages suffered or incurred by Bank in connection with such matters. In the event Bank is restrained or enjoined from payment to the Beneficiary under the Credit pursuant to any judicial, governmental or quasi-governmental proceeding, Applicant agrees to: (i) reimburse Bank for all costs and attorneys' fees incurred by Bank in connection with(a)such proceeding and(b) any actions or claims of Beneficiary against Bank resulting from or notwithstanding such restraint or injunction,and(ii)extend the period during which Applicant's Obligation shall remain in full force and effect for as long a period of time as the expiration date of the Credit is extended by virtue of such restraint or injunction. 5. Delivery of Credit. Applicant hereby acknowledges that the Credit will be deemed issued upon delivery to Beneficiary, to Applicant or to Account Party. In the event Applicant requests the Credit be delivered to Applicant or to Account Party rather than to Beneficiary,and Applicant subsequently cancels the Credit,Applicant agrees to return the Credit to Bank together with Applicant's written certification that the Credit has never been delivered to Beneficiary. In the event the Credit is delivered to Beneficiary pursuant to Applicant's instructions, no cancellation thereof by Applicant shall be effective without written consent of Beneficiary to Bank and return of the Credit to Bank. Applicant hereby agrees that in the event Bank becomes involved in any dispute, claim, demand or litigation that comes as a result of Applicant's cancellation of the Credit as set forth above, Applicant shall indemnify and save Bank harmless from all loss, cost, damages, expenses and attorneys' fees suffered or incurred by Bank as a result thereof. 6. Right of Set-off. Applicant hereby pledges, grants and assigns to Bank a security interest in, and grants a right of set-off against(i)any balance with Bank existing from time to time of any deposit account of Applicant or in which Applicant may have an interest, (ii)any claim of Applicant against Bank existing from time to time,and(iii)all property belonging to Applicant or in which Applicant may have an interest now or hereafter in Bank's possession or custody for any purpose(including safekeeping or pledge for any liability of Applicant). If at any time(s)any funds and/or securities are paid to or deposited with or under the control of Bank not as payment under§22 and §23 hereof but to be held relative hereto, same shall be held as collateral security for the Obligation of Applicant as herein set forth and without Applicant having any right to dispose of the same while any Obligation exists under this Agreement, but with the discretionary right in Bank to release or surrender all or any part of said funds and/or securities to or upon the order of Applicant. If any such funds are available to Bank at its office in the currency of the Credit at any time after any payment may become due hereunder, Bank may(acting in each instance in its discretion and without being required to make any prior demand for payment hereunder) apply all or any part thereof at any time(s) on account of the Obligation of Applicant hereunder, irrespective of the then current rate of exchange. Should the aggregate market value of any such funds and/or securities at any time(s)suffer any decline,or should any such property be unavailable at any time for any reason to Bank at its office or fail to conform to legal requirements or if Bank in good faith believes the prospect of payment of the Obligation or the prospect of performance by Applicant is impaired,then Applicant will upon demand make such payment(s)on account of the aforesaid Obligations,or,as additional collateral therefor,will deposit and pledge with Bank additional property that is satisfactory to Bank. Bank is authorized, at its option, to file a carbon, photographic or other reproduction of this Agreement as a financing statement and to file a continuation statement without the signature of Applicant with respect to any of the property,and Applicant agrees to pay the costs of any such filing and to sign upon request any instruments, documents or other papers which Bank may require to perfect its security interest In the property. 7. Default. The term"Default"as used herein,means the occurrence of any of the following events: (i)the failure of Applicant to pay the Obligation or any part thereof,as it becomes due in accordance with the terms hereof or any promissory note or notes or other writings or agreements which evidence it or when accelerated pursuant to any power to accelerate; (ii)the failure of Applicant punctually and properly to perform any covenant, agreement,or condition contained herein or in any other security agreement, mortgage, deed of trust, assignment, or contract of any kind defining, securing, or assuming payment of the Obligation,or any part thereof;(iii)the death or dissolution of any Applicant;(iv)the insolvency of any Applicant;(v)the levy of any attachment,sequestration or other writ against any collateral for the Obligation or any part thereof;(vi)the appointment of Application and Agreement for Standby Letter Of Credit—Revised August 2007 Page 2 Exhibit 4 Page 2 of 11 • 15. Foreign Bank as Beneficiary. Applicant acknowledges that if Beneficiary is a bank outside of the United States of America and if the purpose of the Credit is to support a guarantee issued by Beneficiary in connection with a contract obligation of Applicant in Beneficiary's country, Beneficiary could remain obligated on its guarantee after the expiration date stated in the Credit,as it may be amended from time to time,Applicant therefore agree that,with the approval of Bank,the Credit may be extended by amendment for a further period beyond the stated expiration date if necessary to protect the Beneficiary with regard to its local undertaking.Accordingly, if the Credit shall be so extended beyond its original expiration, then Applicant's obligations hereunder shall remain in full force and effect for any payments made by Bank to Beneficiary during any such extended period. 16. Assignment and Parties Bound; Indemnification. Applicant agrees that its rights and obligations hereunder are not assignable or transferable without the express prior written consent of Bank. In the event such consent is given, this Agreement shall be binding not only upon Applicant, but also upon the heirs, executors, administrators, successors and assigns of Applicant. If this Agreement should be terminated or revoked by operation of laws as to Applicant,Applicant shall indemnify and save Bank harmless from any loss which may be suffered or incurred by Bank in acting hereunder prior to the receipt by Bank or its successors, transferees, or assigns, of notice in writing of such termination or revocation. If this Agreement is executed by two or more parties as Applicant,they shall be jointly and severally liable hereunder,and the word "Applicant"wherever used herein shall be construed to refer to each of such parties separately, all in the same manner and with the same effect as if each of them had signed separate instruments; and in any such case,this Agreement shall not be revoked or impaired as to any one or more of such parties by death of any of the others or by the revocation or release of any obligations hereunder of any one or more of such other parties. Applicant agrees that at all times now and hereafter it will indemnify and save Bank harmless from and against all suits,judgments, liabilities, losses or damages(including attorneys' fees)to it arising in any manner, in connection with the Credit or this Agreement,unless due to the gross negligence or willful misconduct of Bank, and from and against all costs, charges and expenses (including attorneys'fees) in connection with all such proceedings,whether groundless or otherwise, it being the purpose of this Agreement to protect Bank fully, and it being the express intention of the parties hereto that Bank shall be indemnified from and held harmless against any and all losses, liabilities,claims,damages,penalties,judgments,disbursements,costs,and expenses(including attorneys'fees). 17. Consents and Approvals. Applicant represents and warrants that Applicant has obtained all approvals and consents necessary to enter into and perform this Agreement and that the entering into and performance of this Agreement will not result in a breach of any of the terms and conditions of any agreement,instrument,order or judgment to which Applicant is a party or by which Applicant,or its property may be bound or affected or under any charter documents of Applicant and will not violate any provision of applicable law.Applicant further represents and warrants that the person(s)executing this Agreement are fully authorized to bind Applicant. 18. Jurisdiction and Venue, Applicant hereby irrevocably submits to the jurisdiction of any Texas State or Federal court sitting in San Antonio,Texas over any action or proceeding arising out of or relating to this Agreement,and Applicant hereby irrevocably agrees that all claims in respect to such action or proceeding may be heard and determined in such Texas State or Federal court. Applicant hereby irrevocably waives, to the fullest extent they may effectively do so, the defense of an inconvenient forum to the maintenance of such action or proceeding.Applicant irrevocably consents to the service of any and all process in any such action or proceeding by the mailing of copies of such process to the addresses specified on the last page hereof. Applicant agrees that a final judgment in any such action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law.Nothing,however,in this§18,shall affect the right of Bank to serve legal process in any other matter permitted by law or affect the right of Bank to bring any action or proceeding against Applicant, or its property in the courts of any other jurisdictions, Moreover, to the extent that the Applicant has or hereafter may acquire any immunity from jurisdiction of any court or from any legal process(whether through service or notice, attachment prior to judgment,attachment in aid of execution,execution or otherwise)with respect to Applicant or its property, Applicant hereby irrevocably waives such immunity in respect of its obligations under this Agreement. 19. Termination or Cancellation. This Agreement shall survive any termination or cancellation of the Credit for as long as Bank has any absolute or contingent liabilities under or in respect of the Credit and until Applicant has fully paid and performed all absolute and contingent obligations under this Agreement. 20. Capital Adequacy . During the term of this Agreement there is a possibility that new laws or regulations will be established, changes will be made In existing laws or regulations,or official interpretations of laws or regulations will be issued which may affect Bank. In such events, Bank may be subject to taxes, charges, and fee charges or to a change in existing reserve requirements which are not presently required. If these changes result In an increase of the cost to Bank or a decrease in the rate of return on Bank's capital as a result of issuing and/or maintaining the Credit, then Applicant shall pay to Bank upon demand such increased costs or amounts as will compensate Bank for such reduction. A certificate of the Bank claiming compensation under this Section and setting forth the additional amount or amounts to be paid to it hereunder shall be conclusive, provided that the determination thereof is made on a reasonable basis. In determining such amount or amounts, the Bank may use any reasonable averaging and attribution methods. 21. Attorney's Fees. If this Agreement is placed in the hands of an attorney for collection, or if any sums payable hereunder are sought to be collected by suit or through any other Judicial or administrative proceedings(including,but not limited to,probate and bankruptcy proceedings),then Applicant promises to pay to Bank,on demand,reasonable attorney's fees. 22 Payment by Applicant. Applicant promises to pay to the order of Bank within 24 hours after the date of each advance to pay a draft drawn under the Credit as follows: Application and Agreement for Standby Letter Of Credit—Revised August 2007 Page 4 Exhibit 4 Page 3 of 11 • a receiver of any Applicant or of any collateral for the Obligation or any part thereof;(vii)the filing,by way of petition or answer, of any petition or other pleadings seeking adjudication of any Applicant as a bankrupt, or an adjustment of such Applicant's debts,or any other relief under any bankruptcy,reorganization,debtor's relief or insolvency laws now or hereafter existing;(viii) when Bank believes in good faith that the prospect of payment of any of the Obligation by Applicant,or the performance by any Applicant of any such Applicant's covenants,agreements or other duties hereunder,is impaired, or(Ix)the receipt by Bank of information establishing that a representation or warranty made by any Applicant,whether made herein or in any other writing delivered by such party to Bank in connection herewith,is false,misleading,or erroneous. 8. Remedies of Bank. Upon the occurrence of a Default,in addition to any and all other rights and remedies which Bank may then have hereunder,or under the laws of the State of Texas,or under any other applicable law or otherwise,Bank at its option may: (i) declare the entire unpaid balance of principal of and all accrued interest on the Obligation immediately due and payable,without notice,demand,or presentment, notice of intent to accelerate maturity or of acceleration of maturity, protest and notice of protest,and notice of dishonor,which are hereby waived by each Applicant and Guarantor;(ii)take any action or remedy available to Bank pursuant to this Agreement or any security agreement, deed of trust, mortgage or other lien document evidencing or creating a lien or security interest in collateral securing the Obligation;(ill)sell,assign and deliver the whole of the property upon which Bank has herein before been given a lien,(the full power and authority to do such are hereby given to Bank) or any part(s) thereof, or any substitutions(s) therefor, or any additions thereto, at any broker's board, or at public or private sale, at the option of Bank,either for cash or on credit or for future delivery,without assumption of an credit risk,and without either demand, advertisement or notice of any kind, all of which are hereby waived.At any sale hereunder, Bank may itself purchase the whole or any part of the property sold free from any right of redemption on the part of any Applicant and free of any right to require marshalling of or sale in inverse order of alienation,all such rights being also hereby waived and released. In the event of any sale or other disposition of any of the property aforesaid,after deducting all costs or expenses of every kind for care, safekeeping, collection, sale, delivery or otherwise, Bank may apply the residue of the proceeds of the sale or other disposition thereof, to the payment or reduction, either in whole or in part, of all or any of the Obligation hereunder,whether then due or not due,and may return any surplus to Applicant,all without prejudice to the rights of Bank as against any Applicant with respect to any and all Obligation which may be or remain unpaid hereunder at any time(s); and (iv)exercise any other rights and remedies which it may have at law, in equity or otherwise, including, but not limited to the right to apply toward payment of the Obligation,without notice to Applicant any sums which may then be held by Bank for any Applicant. 9. Governing Laws. Without limiting the scope of the foregoing, it is agreed that this Agreement shall be governed by and subject to the provisions of the Uniform Commercial Code ("UCC") and the applicable version of either the International Standby Practices("ISP")or the Uniform Customs and Practice for Documentary Credits("UCP"),as Indicated in the Credit.To the extent any provisions of the UCC and ISP or UCP conflict,the UCC shall control.To the extent any provisions of the UCC and ISP or UCP are inconsistent with this Agreement,the provisions of this Agreement control.The validity,construction and enforcement of this Agreement, and the delivery and pledge of any collateral hereunder,shall be governed by the laws of the State of Texas,except to the extent any law,rule,or regulation of the federal government of the United States of America may be applicable,in which case such federal law,rule or regulation shall govern and control. 10. Cumulative Remedies. All rights and remedies of Bank hereunder are cumulative of each other and of every other right or remedy which Bank may otherwise have at law or in equity under any other contract or writing for the enforcement of a lien or security interest in collateral securing the Obligation or the collection of the Obligation,and the exercise of one or more rights or remedies shall not prejudice or impair the concurrent or subsequent exercise of other rights or remedies. 11. Waiver. No waiver by Bank of any Default shall be effective unless in writing and signed by an authorized officer of Bank,and no such waiver shall be deemed to be a waiver of any other subsequent Default,or be deemed to be a continuing waiver. No delay or omission by Bank in exercising any right or power hereunder,or under any other writings executed by any Applicant as security for or in connection with the Obligation, shall impair any such right or power, preclude other or further exercise thereof, or the exercise of any other right or power of Bank hereunder or under such other writings. No notice or demand which may be given or made upon Applicant by Bank with respect to any power of sale, lien or other right hereunder shall constitute a waiver thereof or limit or impair the right of Bank to take any action or exercise any power of sale,lien, option or any other right hereunder,without demand or notice or prejudice to the rights of Bank as against Applicant in any respect. Any and all rights and liens of Bank hereunder shall continue unimpaired, and Applicant shall be and remain obligated In accordance with the terms and provisions hereof notwithstanding the release or substitution of any property hereunder, or of any rights or interest therein, or any delay, extension of time, renewal, compromise or other indulgence granted by Bank in reference to any of the Obligation,Applicant hereby waiving notice of any such delay,extension,release,substitution,renewal, compromise or other indulgence, and hereby consenting to be bound thereby as fully and effectively as if Applicant had expressly and specifically agreed thereto. 12. Instructions by Applicant. All instructions given by any Applicant to Bank hereunder, and all agreements made by any Applicant with respect to the Credit and the disposition of Documents relating thereto, shall be fully binding on Applicant, regardless of whether Applicant has received notice of such Instructions or agreements. 13. Banking Institution as Applicant. If any Applicant is a banking institution,such Applicant hereby appoints Bank as its agent to issue the Credit in accordance with the provisions of this Agreement. 14. Amendments. Applicant agrees that the terms and provisions of this Agreement shall be applicable to any amendment, modification,extension,renewal or supplement hereafter made to the Credit with the written or telegraphic consent of Applicant and accepted by Bank with the same force and effect as if such amendment, modification,extension, renewal or supplement had been fully described herein. Application and Agreement for Standby Letter Of Credit—Revised August 2007 Page 3 Exhibit 4 Page 4 of 11 • a) An amount equal to(i)the face amount of each draft drawn or purporting to be drawn under the Credit in United States currency and(ii)the equivalent in United States currency of the face amount of each draft drawn or purporting to be drawn under the Credit in a currency other than that of the United States,such equivalent to be calculated on the basis of Bank's selling rate or exchange rate in effect(for the date on which Bank pays such draft or reimburses any of its correspondents which paid such draft)for cable transfer to the place where and in the currency in which such draft is payable;and if there is no such then prevailing exchange rate, Bank may obtain the non-U.S. currency from any commercially reasonable source, In which case Applicant shall pay Bank's costs therefor in U.S. dollars. Applicant assumes the risks (political, economic or otherwise)of disruptions or interruptions in currency exchanges as to any demand payable in other than U.S. currency,and Applicant will comply with any and all governmental exchange regulations now or hereafter applicable to the Credit or instruments or payments relative thereto,and Applicant shall indemnify and hold Bank harmless from any failure to so comply;and b) Interest on the unpaid balance thereof from the date of each such advance until paid at a per annum rate equal to the lesser of(a)a rate equal to the Prime Rate of Bank, plus three per cent(3%) per annum,with said rate to be adjusted without notice to reflect any change in said Prime Rate at the time of any such change or(b)the highest rate permitted by applicable law, but in no event shall interest contracted for, charged or received hereunder plus any other charges in connection herewith which constitute interest exceed the maximum interest permitted by applicable law,The"Prime Rate" shall mean the prime rate of interest charged by Bank as established from time to time. The Prime Rate is a reference rate and does not necessarily represent the lowest or best rate actually charged to any customer. 23. Fees and Taxes. Applicant promises to pay to the order of Bank on demand at the office of Bank as follows: a) The following commission or charge,and any and all other charges and expenses(including but not limited to attorney's fees)which may be paid or incurred by Bank in connection with the Credit or any extension thereof. b) All taxes,levies, imposts,duties,charges,fees deductions or withholdings of any nature whatsoever and by whomsoever imposed in connection with this Agreement,the Credit or any transactions hereunder or thereunder. 24. Correspondents. If this Agreement contains the signature of a correspondent or member bank ("Correspondent')then this §24 shall be applicable. Correspondent,as principal,requests Bank,as agent,to issue the Credit,subject to the terms of this Agreement,for and on behalf of Correspondent(but without disclosing Correspondent's name in the Credit) for the account of Correspondent's applicant ( the Applicant). In consideration of Bank Issuing the Credit as agent for Correspondent, Correspondent hereby agrees to reimburse Bank on demand, together with interest as provided in this Agreement, and authorize Bank to charge any account Correspondent may have with Bank for any and all amounts for which Bank is liable under the Credit plus Bank's commissions, charges and expenses. Notwithstanding the obligation on the part of correspondent, Applicant shall be primarily liable for any amounts due and owing to Bank pursuant to this Agreement. Applicant hereby agrees that Correspondent shall also(in addition to Bank)have the same rights,remedies,security interests and other liens as are stated in §6, 7, 22, and 23 to the same effect as if additional paragraphs were fully written herein containing the same terms as §6, 7, 22, and 23 but substituting "Correspondent" for "Bank" through such additional paragraphs.Applicant further agrees that the representations and warranties contained in§17 above shall run in favor of Bank and Correspondent. 25. Arbitration. The parties to this agreement agree that all disputes,claims and controversies between them,whether individual, Joint,or class in nature,arising from this Agreement or otherwise,including without limitation contract and tort disputes,shall be arbitrated pursuant to the Commercial Arbitration Rules of the American Rules of the American Arbitration Association, upon written request of either party. The party that requests arbitration has the burden to initiate the arbitration proceedings pursuant to and by complying with the Commercial Arbitration Rules of the American Arbitration Association and shall pay all associated administrative and filing fees. The arbitration shall be conducted in the City of San Antonio,Bexar County,Texas, and administered by the American Arbitration Association. All arbitration hearings will be commenced within sixty(60)days of the written request for arbitration, and if the arbitration hearing is not commenced within the sixty (60)days, the party that requested arbitration shall have waived its election to arbitrate. No act to take or dispose of any collateral securing this Agreement shall constitute a waiver of this arbitration agreement or be prohibited by this arbitration agreement. This includes without limitation,obtaining injunctive relief or a temporary restraining order; invoking a power of sale under any deed of trust or mortgage; obtaining a writ of attachment or imposition of a receiver; or exercising any rights relating to personal property, including taking or disposing of such property with or without judicial process pursuant to Article 9 of the Uniform Commercial Code. Any disputes,claims,or controversies concerning the lawfulness or reasonableness of any act,or exercise of any right, concerning any collateral securing this Agreement,including any claim to rescind, reform,or otherwise modify any agreement relating to the collateral securing this Agreement,shall also be arbitrated,provided however that no arbitrator shall have the right or the power to enjoin or restrain any act of any party. Judgment upon any award rendered by any arbitrator may be entered in any court having jurisdiction. Nothing in this Agreement shall preclude any party from seeking equitable relief from a court of competent jurisdiction. The statute of limitations,estoppel,waiver,laches,and similar doctrines which would otherwise be applicable in an action brought by a party shall be applicable in any arbitration proceeding, and the commencement of an arbitration proceeding shall be deemed the commencement of an action for these purposes. The Federal Arbitration Act shall apply to the construction,interpretation, and enforcement of this arbitration provision. 26. Waiver of Right to Trial by Jury. THE PARTIES TO THIS AGREEMENT HEREBY WAIVE TRIAL BY JURY IN ANY ACTION,PROCEEDING OR COUNTERCLAIM BROUGHT BY EITHER OF THE PARTIES HERETO AGAINST THE OTHER TO ENFORCE THIS AGREEMENT,TO COLLECT THIS AGREEMENT, TO COLLECT DAMAGES FOR THE BREACH OF THIS AGREEMENT, OR WHICH IN ANY OTHER WAY ARISE OUT OF, ARE CONNECTED TO OR ARE RELATED TO THIS AGREEMENT OR THE SUBJECT MATTER OF THIS AGREEMENT. ANY SUCH ACTION SHALL BE TRIED BY THE JUDGE WITHOUT A JURY. Application and Agreement for Standby Letter Of Credit—Revised August 2007 Page 5 Exhibit 4 Page 5 of 11 27. Usury Savings Clause. No provision of this Agreement shall require the payment or the collection of interest in excess of the maximum amount permitted by applicable law. If any excess of interest in such respect is hereby provided for, or shall be adjudicated to be so provided in connection with the transaction which is subject to this Agreement, the provisions of this Section shall govern and prevail and neither the Applicant nor the sureties,guarantors,successors,or assigns of the Applicant shall be obligated to pay the excess amount of such interest or any other excess sum paid for the use, forbearance, or detention of sums loaned pursuant hereto. In the event the Bank ever receives,collects,or applies as interest any such sum, such amount which would be in excess of the maximum amount permitted by applicable law shall be applied as a payment in reduction of the principal of the indebtedness outstanding pursuant to this Agreement; and,if the principal indebtedness has been paid in full, any remaining excess shall be paid to the Applicant. In determining whether or not the interest paid or payable exceeds the maximum rale permitted by applicable law, the Applicant and the Bank shall,to the extent permitted by applicable law,(a)characterize any nonprincipal payment as an expense, fee,or premium rather than as interest,(b)exclude voluntary prepayments and the effects thereof, and (c)amortize, prorate, allocate,and spread in equal or any unequal parts the total amount of interest throughout the entire contemplated term of the indebtedness incurred pursuant to this Agreement so that interest for the entire term does not exceed the maximum rate permitted by applicable law. 28. Counterparts. This Agreement may be executed in one or more counterparts,each of which shall be deemed an original,but all of which together shall constitute one and the same instrument, Telecopies of signatures shall be binding and effective as originals. 29. Severability. Any provision of this Agreement held by a court of competent jurisdiction to be invalid or unenforceable shall not Impair or invalidate the remainder of this Agreement and the effect thereof shall be confined to the provision held to be invalid or illegal. 30. Notices. All notices and other communications provided for in this Agreement shall be given or made by telex,telecopy,or in writing and telexed, telecopies, mailed by certified mail return receipt requested,or delivered to the intended recipient at the address specified below such person's name on the signature pages of this Agreement; or as to any party as such other address as shall be designated by such party in a notice to the other party given in accordance with this Section. All such communications shall be deemed to have been duly given when transmitted by telex or telecopy, subject to telephone confirmation of receipt, or when personally delivered, or in the case of a mailed notice when duly deposited in the mails, in each case given or addressed as provided herein. 31. Facsimile Documents and Signatures. For purposes of finalizing this document, if this document is transmitted by facsimile machine ("fax"), it shall be treated for all purposes as an original document. Additionally, the signature of any party on this document transmitted by way of a fax machine shall be considered for all purposes as an original signature. Any such faxed document shall be considered to have the same binding legal effect as an original document. At the request of any party,any faxed document shall be re-executed by each signatory party in an original form. IN CONSIDERATION OF THE ISSUANCE BY BANK OF THE CREDIT, APPLICANT JOINTLY AND SEVERALLY AGREES TO THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT AND THE OBLIGATIONS AND LIABILITIES OF APPLICANT HEREUNDER SHALL BE JOINT AND SEVERAL. NOTICE TO OBLIGOR For the purpose of this Notice,the term"WRITTEN AGREEMENT"shall include the document set forth below,together with each and every other document relating to and/or securing the same loan transaction,regardless of the date of execution. THIS WRITTEN AGREEMENT REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR,CONTEMPORANEOUS,OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES.THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES. CAI1-DI IL PROPERTIES LLC By 04\1&17---6K14-1/L CHARLES A. HICKS, Manager/CEO CAH-DHL PROPERTIES LLC By 1A-fit---IAU – DEBORAH HICKS-LAYTON, M ager/Treasurer Application and Agreement for Standby Letter Of Credit—Revised August 2007 Page 6 Exhibit 4 Page 6 of 11 • • CORRESPONDENT BANK agrees to the terms, Approved and Accepted by conditions and agreements above. (Correspondent) FROST BANK By: By: Name: Name: Alan Wilson Title: Title: Market President Branch/Center: 029 Parkdale FOR BANK USE ONLY Description and purpose of underlying transaction: Attachment to Application and Agreement for Standby Letter of Credit dated September 28, 2015 between City of Corpus Christi ("Beneficiary") and CAH-DHL PROPERTIES LLC ("Applicant"). CAH-DHL PROPERTIES LLC By MAL CHARLES A. HICKS,Manager/CEO CAH-DHL PROPERTIES LLC By DEBORAH HICKS-LAYTON,vT nager/Treasurer IRREVOCABLE STANDBY LETTER OF CREDIT NO. -SA Issuance Date: , 2015 Expiration Date: 2016 Beneficiary: Applicant: City of Corpus Christi CAH-DHL Properties LLC 1201 Leopard Street 4th Floor 218 Lorraine Drive Corpus Christi, Texas 78401 Corpus Christi, Texas 78411 Attn: Director of Financial Services Application and Agreement for Standby Letter Of Credit—Revised August 2007 Page 7 Exhibit 4 Page 7 of 11 Amount: $77,533.50 Gentlemen: At the request and for the account of CAH-DHL Properties LLC ("Applicant"), we,Frost Bank, 100 West Houston Street, San Antonio,Texas 78205,Attention: Letter of Credit Department,T- Street("Issuer") issue this Irrevocable Independent Standby Letter of Credit number -SA ("Standby") in your favor as Beneficiary ("Beneficiary") in the maximum aggregate amount of USD77,533.50 (Seventy Seven Thousand Five Hundred Thirty Three and 50/100 United States Dollars). Issuer undertakes to Beneficiary to pay Beneficiary's demand for payment in the form of Annex A (Payment Demand) or Annex B (Payment Demand after Notice of Non-extension)completed as indicated and presented to Issuer at the Presentation Address of Issuer at or before the close of business on the expiration date. Presentation of any demand under this Standby may be made by certified mail, nationally recognized overnight courier service or in person. Special Conditions: 1. If a demand exceeds the amount available, but the presentation otherwise complies, Issuer undertakes to pay the amount available. 2. The expiration date of this Standby shall be automatically extended for successive one-year periods from the then current expiration date, unless 90 or more calendar days before the then current expiration date, Issuer notifies Beneficiary in writing by certified mail or nationally recognized overnight courier at the above address that Issuer elects not to extend the expiration date. 3. Payment against a complying presentation shall be made within three business days after presentation by wire transfer to a duly requested account of Beneficiary. 4. Issuer's charges and fees.for issuing, amending, or honoring this Standby are for Applicant's account and shall not be deducted from any payment Issuer makes under this Standby. 5. If, prior to the expiration date, the Applicant's obligation to you has been fulfilled and you no longer require this Letter of Credit, we kindly request that you return the original Letter of Credit and all original amendments (if'any), together with your signed letter, giving us your consent to cancel this Standby. The Letter of Credit and your letter should be returned to Frost Bank at the address listed below. We hereby engage with you that documents drawn under and in compliance with the terms of this irrevocable Standby Letter of Credit will be duly honored if presented for payment to Frost Bank, 100 West Houston Street, San Antonio, Texas 78205,Attention: Letter of Credit Department T-Street("Presentation Address")prior to 4:00 p.m. Central Time on or before the expiration date or any automatically extended expiration date of this Standby. Application and Agreement for Standby Letter Of Credit—Revised August 2007 Page 8 Exhibit 4 Page 8 of 11 This Standby is issued subject to the International Standby Practices 1998 (ISP98), (International Chamber of Commerce Publication No. 590), to the extent not inconsistent with the laws of the State of Texas, which laws govern this Letter of Credit, and more particularly with the provisions of Chapter 5 of the Texas Business and Commerce Code currently in effect. Frost Bank Authorized Signature/Title Application and Agreement for Standby Letter Of Credit—Revised August 2007 Page 9 Exhibit 4 Page 9 of 11 • • Annex A to Standby Letter of Credit -SA Payment Demand Date: Frost Bank 100 West Houston Street San Antonio, Texas 78205 Attn: Letter of Credit Department,T-Street Re: Frost Bank, San Antonio,Texas ("Issuer") Standby Letter of Credit Number -SA, dated ,("Standby"). The undersigned Beneficiary demands payment of USD (Insert amount) under the Standby. Beneficiary states that Applicant is obligated to pay to Beneficiary the amount demanded as provided in the Deferment Agreement between Beneficiary and Applicant, as Applicant has not installed the required improvements or vacated the plat of Applicant within the time period allowed in that Agreement. This Standby supports Applicant's obligations to Beneficiary under that Agreement. Beneficiary requests that payment be made by wire transfer to Beneficiary's following account: Frost Bank, City of Corpus Christi Combined Funds,Account Number 664012798,_Routing Number 114000093 City of Corpus Christi, Texas By its authorized officer: (Signed and dated by the City Manager(including Interim or Acting)or any Assistant City Manager or the Director of Finance (including Interim or Acting). The signature of such official claiming such title together with title designation on the draw demand shall be conclusive on the issuer without further exemplification or other proof of identity or title.) Application and Agreement for Standby Letter Of Credit—Revised August 2007 Page 10 Exhibit 4 Page 10 of 11 Annex B to Standby Letter of Credit -SA Payment Demand after Notice of Non-extension Date: Frost Bank 100 West Houston Street San Antonio, Texas 78205 Attn: Letter of Credit Department,T-Street Re: Frost Bank, San Antonio, Texas ("Issuer") Standby Letter of Credit Number -SA, dated , ("Standby"). The undersigned Beneficiary demands payment of USD (insert amount) under the Standby. Beneficiary states that the Standby is set to expire fewer than 30 days from the date hereof because Issuer has given a notice of non-extension of the Standby and no satisfactory replacement standby or other form of acceptable surety has been timely received. The amount demanded is required to secure the obligations of Applicant as provided in the Deferment Agreement. Beneficiary requests that payment be made by wire transfer to Beneficiary's following account: Frost Bank, City of Corpus Christi Combined Funds, Account Number 664012798,Routing Number 114000093 City of Corpus Christi, Texas By its authorized officer: (Signed and dated by the City Manager(including Interim or Acting) or any Assistant City Manager or the Director of Finance(including Interim or Acting). The signature of such official claiming such title together with title designation on the draw demand shall be conclusive on the issuer without further exemplification or other proof of identity or title.) Application and Agreement for Standby Letter Of Credit—Revised August 2007 Page 11 Exhibit 4 Page 11 of 11 141116. City of Corpus Christi,Texas Department of Development Services City of P.O. xa7 Corpus Christi,.TTexass78469-9277 (361)826-3240 COUS Located at: 2406 Leopard Street =C h ri sti (Corner of Leopard St.and Port Ave.) DISCLOSURE OF INTERESTS City of Corpus Christi Ordinance 17112, as amended, requires all persons or firms seeking to do business with the City to provide the following information. Every question must be answered. If the question is not applicable, answer with "NA". NAME: C 141- 0 Pt PTIL:S LL. C STREET: 2.-V6 (-Okt2 Al NE O R CITY: e-DR p WS G4'1 f 1-I ZIP: FIRM is: ❑Corporation ❑ Partnership ❑ Sole Owner ❑Association [r Other LI M)T LIA►S I WI 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) fJ A 2. State the names of each `official" of the City of Corpus Christi having an "ownership interest" constituting 3%or more of the ownership in the above named "firm". Name Title ipt 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 Consultant Pat CERTIFICATE 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. p Certifying Person: l.-144W3--e f , �ti c Title: 1 1412 T"4 OYMIY\ UU (Print) Signature of Certifying Person: UDate: 1 /1312_01 1- K:\DEVELOPMENTSVCS\SHARED\LAND DEVELOPMENT\ORDINANCE ADMINISTRATION\APPLICATION FORMS\FORMS AS PER LEGAL\2012\DISCLOSURE OF INTERESTS Page 1 of 2 STATEMENT L27.12.DOC P v h i h i f • 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. "Employee". Any person employed by the City of Corpus Christi, Texas, either on a full or part time basis, but not as an independent contractor. c. "Firm". Any entity operated for economic gain, whether professional, industrial or commercial and whether established to produce or deal with a product or service, including but not limited to, entities operated in the form of sole proprietorship, as self-employed person, partnership, corporation, joint stock company, joint venture, receivership or trust and entities which,for purposes of taxation, are treated as non-profit organizations. d. "Official". The Mayor, members of the City Council, City Manager, Deputy City Manager, Assistant City Managers, Department and Division Heads and Municipal Court Judges of the City of Corpus Christi,Texas. e. "Ownership Interest". Legal or equitable interest, whether actually or constructively held, in a firm, including when such interest is held through an agent, trust, estate or holding entity. "Constructively held" refers to holding or control established through voting trusts, proxies or special terms of venture or partnership agreements. f. "Consultant". Any person or firm, such as engineers and architects, hired by the City of Corpus Christi for the purpose of professional consultation and recommendation. K DEV ELOPMENTSVCSSHARED`.LAND DEVELOPMENT•ORDINANCE ADMINISTRATIONAPPLICATION FORMS FORMS AS PER LEGAL\2012':DISCLOSURE OF INTERESTS STATEMENTI 27.12.DOC Exhibit 5 Page 2 of 2 City of Corpus Christi,Texas Department of Development Services City ofP.O.Box 9277 Corpus Christi,Texas 78469-9277 (361)826-3240 Corpus Located at: 2406 Leopard Street =Christi (Comer of Leopard St.and Port Ave.) DISCLOSURE OF INTERESTS 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". 1 I / NAME: C 1 '} ( 1 �- j�e l p t12i f c s .LC STREET: LI 8 1A1Z1ZA INS `Q CITY: CO)p v S C-1at`i1S`1 1 ZIP: $ 'i 1) FIRM is: ❑ Corporation ❑ Partnership ❑ Sole Owner ❑Association [3 Other l/m11 LI A 1311.1 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 Ki A 3. State the names of each "board member" of the City of Corpus Christi having an "ownership interest" constituting 3%or more of the ownership in the above named "firm". Name Board, Commission, or Committee / 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 Consultant CERTIFICATE 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: 1 e. Oft.AN n L CItS LA-1 TO Title: PIg 12`-IV's 1�1 ri- M c1Y1 E1. (Print) Signature of Certifying Person: /IL�o Date: 9 �-� Z01 r K:\DEVELOPMENTSVCS\SHARED\LAND DEVELOPMENT\ORDINANCE ADMINISTRATION\APPLICA FORMS\FORMS AS PER LEGAL\2012\DISCLOSURE OF INTERESTS Page 1 of 2 STATEMENTI.27.12.DOC F v h i h it • • 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. "Employee". Any person employed by the City of Corpus Christi, Texas, either on a full or part time basis, but not as an independent contractor. c. "Firm". Any entity operated for economic gain, whether professional, industrial or commercial and whether established to produce or deal with a product or service, including but not limited to, entities operated in the form of sole proprietorship, as self-employed person, partnership, corporation, joint stock company, joint venture, receivership or trust and entities which,for purposes of taxation, are treated as non-profit organizations. d. "Official". The Mayor, members of the City Council, City Manager, Deputy City Manager, Assistant City Managers, Department and Division Heads and Municipal Court Judges of the City of Corpus Christi,Texas. e. "Ownership Interest". Legal or equitable interest, whether actually or constructively held, in a firm, including when such interest is held through an agent, trust, estate or holding entity. "Constructively held" refers to holding or control established through voting trusts, proxies or special terms of venture or partnership agreements. f. "Consultant". Any person or firm, such as engineers and architects, hired by the City of Corpus Christi for the purpose of professional consultation and recommendation. K:\DEVELOPMENTSVCS'SHARED\LAND DEVELOPMENT'ORDINANCE ADMINISTRATION APPLICATION FORMS FORMS AS PER LEGAL\2012`:DISCLOSURE OF INTERESTS STATEMENT1.27.12.DOC Exhibit 5 Page 2 of 2 • Doc 201 5040327 Y Pages 29 10/08/2015 9:43AM Official. Records of NUECES COUNTY KARA SANDS COUNTY CLERK Fees $•127=00 Any provision herein which restricts the Sale! Rental or use of the described REAL PROPERTY because of Racer Color, Relision, Sexy Handicap, Familial Status, or National Origin is invalid and unenforceable under FEDERAL LAW! 3/12/89. STATE OF TEXAS COUNTY OF NUECES I hereby certify that this instrument was FILED in file number sequence on the date and at the time stamped herein by mer and was duly RECORDED in the Official Public Records of Nueces County, Texas KARA SANDS - / Falai: GJ$t_u a►. Cre r-r,,,, •I C , of Corpus 61-iristi De;e )prrent Services/ Special Services 2406 Leopard, Suite J i )rpus Christi, TX 78408