HomeMy WebLinkAboutAgenda Packet City Council - 07/27/2021City Council
City of Corpus Christi
Meeting Agenda - Final-revised
1201 Leopard Street
Corpus Christi, TX 78401
cctexas.com
Council Chambers11:30 AMTuesday, July 27, 2021
Addendums may be added on Friday.
Public Notice: 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.
Si Usted desea dirigirse al Concilio y cree que su inglés es limitado, habrá un intérprete
inglés-español en todas las juntas del Concilio para ayudarle.
This meeting may be held via videoconference call pursuant to Texas Government Code
§ 551.127. If this meeting is held via videoconference call or other remote method of
meeting, then a member of this governmental body presiding over this meeting will be
physically present at the location of this meeting unless this meeting is held pursuant to
Texas Government Code § 551.125 due to an emergency or other public necessity
pursuant to Texas Government Code § 551.045.
A.Mayor Paulette M. Guajardo to call the meeting to order.
B.Invocation to be given by Pastor Rick Barrera, Cornerstone Church.
C.Pledge of Allegiance to the Flag of the United States and to the Texas Flag to be
led by Jordan Baylor, Texas A&M University-Corpus Christi, Communication
Studies Major.
D.City Secretary Rebecca L. Huerta to call the roll of the required Charter Officers.
E.Proclamations / Commendations
1.21-0904 Proclamation declaring July 30, 2021 as the "Feria De Las Flores" Day.
Proclamation declaring July 25-31, 2021 as the "Feria De Las Flores"
Week.
Commendation recognizing National Little League Minor Division Team.
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July 27, 2021City Council Meeting Agenda - Final-revised
F.PUBLIC COMMENT - APPROXIMATELY 12:00 P.M. To speak during this public
comment period, you must sign up before the meeting begins. Each speaker is
limited to a total of no more than 3 minutes per speaker. You will not be allowed
to speak again on an item when the Council is considering the item. Time limits
may be restricted further by the Mayor at any meeting. If you have a petition or
other information pertaining to your subject, please present it to the City
Secretary. Written comments may be submitted at
cctexas.com/departments/city-secretary. Electronic media that you would like to
use may only be introduced into the City system IF approved by the City’s
Information Technology (IT) Department at least 24 hours prior to the Meeting.
Please contact IT at 826-3211 to coordinate. This is a public hearing for all items
on this agenda.
G.CONFIRMATION OF POLICE CHIEF APPOINTMENT
2.21-0901 Motion confirming the City Manager’s appointment of Mike Markle as
Corpus Christi Chief of Police.
Sponsors:Human Resources
H.CITY MANAGER’S COMMENTS / UPDATE ON CITY OPERATIONS:
a.Presentation of the City of Corpus Christi's FY 2022 Proposed Annual Operating
Budget and Capital Improvements Program Budget
b.Covid-19 Update by Annette Rodriguez, Health Department Director
c.Games of Texas Update by Neiman Young, Assistant City Manager
d.Seawater Desalination Update by Mike Murphy, Chief Operating Officer
I.BOARD & COMMITTEE APPOINTMENTS:
3.21-0840 Building Standards Board (2 vacancies)
Marina Advisory Committee (6 Vacancies)
Planning Commission (3 vacancies)
Airport Zoning Commission (3 vacancies)
J.EXPLANATION OF COUNCIL ACTION:
K.CONSENT AGENDA: (ITEMS 4 - 16)
Consent - Second Reading Ordinances
4.21-0843 Ordinance adopting the Fiscal Year 2021-2022 Consolidated Annual
Action Plan (CAAP) for the Community Development Block Grant (CDBG)
budget in the amount of $2,784,119, the Emergency Solutions Grant (ESG)
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July 27, 2021City Council Meeting Agenda - Final-revised
budget in the amount of $235,265, and the HOME Investment Partnerships
(HOME) budget in the amount of $1,162,686 for a total of $4,182,070
annual funding from the United States Department of Housing and Urban
Development (HUD); authorizing the execution of all necessary documents
to submit the CAAP; authorizing a staff complement of 13 positions;
accepting and appropriating funding for the approved CAAP projects and
authorizing the execution of funding agreements, amendments and other
documents necessary to implement the FY 2021-2022 CAAP.
Sponsors:Neighborhood Services
5.21-0658 Ordinance rejecting the apparent low bid of WLE, LLC. of Austin, Texas
due to refusal to perform on a previous mowing contract providing similar
services and authorizing a three-year service agreement for mowing and
grounds maintenance of Storm Water Group 5A1 for an estimated amount
of $204,540.00 with Dorame General Repair & Lawn LLC of Corpus
Christi, Texas for the Public Works Department, with FY 2021 funding in
an amount not to exceed $11,363.33 available through the Storm Water
Fund.
Sponsors:Public Works/Street Department and Contracts and Procurement
Consent - Contracts and Procurement
6.21-0580 Motion authorizing a five-year service agreement with SWCA,
Incorporated, dba SWCA Environmental Consultants, of San Antonio,
Texas to provide permitting services, such as reporting, training, and
compliance for the Texas Commission on Environmental Quality in an
amount not to exceed $104,879.00, with FY 2021 funding in an amount not
to exceed $6,992.00, available through the Water Fund.
Sponsors:Public Works/Street Department and Contracts and Procurement
7.21-0798 Motion authorizing a three-year service agreement with Allison Corp. dba
Allison Flooring America of Corpus Christi, Texas, for an amount not to
exceed $696,100.00, for flooring repair and replacement for Asset
Management, effective upon issuance of a notice to proceed, with FY 2021
funding in the amount of $38,675.00 available through the Facilities
Maintenance Fund.
Sponsors:Asset Management Department and Contracts and Procurement
8.21-0800 Motion authorizing a three-year service agreement with up to three
one-year renewal options with Acclaim Energy, Ltd., in the amount of
$0.00035 based on a yearly average citywide consumption of
140,742,000 Kilo Watt Hours (kWh) for an estimated annual fee of
$43,000, and potential estimated amount of $258,000.00, for power
purchase consultant services to the City, effective upon issuance of notice
to proceed.
Sponsors:Asset Management Department and Contracts and Procurement
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July 27, 2021City Council Meeting Agenda - Final-revised
9.21-0807 Motion authorizing a three-year service agreement with A to Z Concrete
and Fence LLC of Rockport, Texas, for an amount not to exceed
$814,355.00, for fencing repair and replacement services for Asset
Management, effective upon issuance of a notice to proceed, with FY 2021
funding in the amount of $45,250.00 available through the Facilities
Maintenance Fund.
Sponsors:Asset Management Department and Contracts and Procurement
10.21-0644 Resolution authorizing a three-year service agreement with two one-year
extension options with Vision Services Plan Insurance Company of Rancho
Cordova, CA., to provide third-party administration of the City’s fully
insured vision care in an amount not to exceed $486,381.00 for a
three-year period, or $810,635.00, if both one-year extension options are
exercised, funded 100% by participating employees through payroll
deduction.
Sponsors:Human Resources and Contracts and Procurement
11.21-0877 Motion authorizing a one-year extension to provide third-party
administration of the City’s self-funded employee health benefits,
pharmacy, fully insured Life and Disability Income insurance for an
estimated value of $37,493,100, with Blue Cross Blue Shield of Texas,
Caremark PCS Health, LLC., and Madison National Life Insurance
Company, Inc., effective October 1, 2021 with funding requested in the FY
2022 Proposed Budget through the Health Benefits Fund.
Sponsors:Human Resources and Contracts and Procurement
General Consent Items
12.21-0943 Motion to initiate the process for historic landmark designation for City
Bakery, at or near 810 19th St. (District 1)
Sponsors:Development Services
13.21-0921 Resolution Amending Financial Budgetary Policies Adopted by Resolution
032490 and Providing Financial Policy Direction on Preparation of the
Annual Budgets.
Sponsors:Office of Management and Budget
14.21-0829 Motion authorizing a 16-month Streetlight Installation Agreement with AEP
Texas to convert 523 existing light fixtures to LED light fixtures for the
Ocean Drive Rehabilitation project in an amount of $72,100.78 funded
through the Street Bond 2018 Fund.
Sponsors:Public Works/Street Department
15.21-0819 Motion authorizing the renewal of an agreement with the United Corpus
Christi Chamber of Commerce to support the operations and activities of
the South Texas Military Task Force during Fiscal Year 2021 in the amount
of $75,000.
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July 27, 2021City Council Meeting Agenda - Final-revised
Sponsors:Communications & Intergovernmental Affairs
16.21-0891 Motion authorizing the City Manager, or designee, to execute the First
Amendment to the Recycling Services Agreement with BFI Waste
Services of Texas, L.P, doing business as Republic Services of Corpus
Christi, and ratifying the effective date of the amendment to be March 1,
2021.
Sponsors:Solid Waste Operations
L.RECESS FOR LUNCH
M.PUBLIC HEARINGS: (NONE)
N.INDIVIDUAL CONSIDERATION ITEMS: (NONE)
O.FIRST READING ORDINANCES: (ITEMS 17 - 18)
17.21-0881 Ordinance authorizing the delegation of the issuance of City of Corpus
Christi, Texas Certificate of Obligations, Series 2021 related to Solid
Waste and City Facilities improvements in an amount not to exceed
$18,500,000, within set parameters and according to the plan of finance
set by the City’s financial advisors to the City Manager, Chief Financial
Officer, or Director of Finance and Business Analysis and authorizing other
matters incident and related thereto.
Sponsors:Finance & Business Analysis
18.21-0887 Ordinance authorizing the delegation of the issuance of City of Corpus
Christi General Improvement Refunding Bonds, Series 2021, refunding
various series in an amount not to exceed $60,000,000, within set
parameters and according to the plan of finance set by the City’s financial
advisors to the City Manager, Chief Financial Officer, or Finance Director
and authorizing other matters incident and related thereto.
Sponsors:Finance & Business Analysis
P.BRIEFINGS: (ITEM 19)
19.21-0892 Director of Community Relations for Texas Oil and Gas Association,
Matthew Garcia, to present a status update of the industry in Texas.
Sponsors:Gas Department
Q.EXECUTIVE SESSION:
R.ADJOURNMENT
Page 5 City of Corpus Christi Printed on 7/26/2021
DATE: July 27, 2021
TO: Peter Zanoni, City Manager
FROM: Michael Rodriguez, Chief of Staff
michaelrod@cctexas.com
361-826-3732
CAPTION:
Motion confirming the City Manager’s appointment of Mike Markle as Corpus Christi Chief of
Police.
SUMMARY:
Council confirmation of the Chief of Police after appointment by the City Manager is required
under Texas Local Government Code Chapter 143, Section 143.013.
BACKGROUND AND FINDINGS:
Mike Markle has been appointed by the City Manager to hold the office of Chief of Police. Mike
Markle has received departmental clearance from both the Corpus Christi Police Department
(CCPD) and the Human Resources department as part of the hiring process for Chief of Police.
ALTERNATIVES:
The alternative is to not confirm the appointment of Mike Markle as Corpus Christi Chief of Police
and continue the current local and national recruitment process.
FINANCIAL IMPACT:
CCPD has funding as part of the FY 2021 Adopted Budget for the Chief of Police position.
RECOMMENDATION:
The City Manager recommends confirming the appointment of Mike Markle as Corpus Christi
Chief of Police.
LIST OF SUPPORTING DOCUMENTS:
Resume – Mike Markle
Motion Confirming Mike Markle as Corpus Christi Chief of Police
AGENDA MEMORANDUM
Action item for the City Council Meeting of July 27, 2021
Duties
Composition
Member size Term length Term limit
7 3 years 6 years
Name District Term Appt. date End date
Appointing
Authority Position Status Category
Art A Ramirez District 5 Partial 9/8/2020 3/3/2022 City Council
Exceeded the number of
absences allowed Member At-Large
Lillian T Helms District 2 1 3/27/2018 3/3/2023 City Council Deceased General Contractor
David Foster District 5 Partial 9/8/2020 3/3/2022 City Council Active General Contractor
Coretta Graham District 3 1 9/8/2020 3/3/2023 City Council Chair Active Lawyer
Pete G. Cavazos District 2 1 9/8/2020 3/3/2023 City Council Active Member At-Large
Catherine Giffin District 2 1 2/23/2021 3/3/2024 City Council Vice Chair Active Member At-Large
Joe Ortiz District 3 1 2/23/2021 3/3/2024 City Council Active Home Builder
BUILDING STANDARDS BOARD
Two (2) vacancies with terms to 3-3-2022 and 3-3-2023, representing the following preferred but not required categories: 1 - At-Large and 1 - General
Contractor.
The Building Standards Board hears appeals under the Building Standards and Housing Code, which shall be construed to secure the beneficial interests
and purposes of safety, health, and general welfare, through structural strength, stability, sanitation, adequate light and ventilation, and safety to life
and property from fire and other hazards incident to the construction, alteration, repair, removal, demolition, use and occupancy of buildings or
structures.
Seven (7) members, each of whom shall be a resident of the city. Membership in one or more of the following categories is preferred but not required:
lawyer, realtor, architect, engineer, general contractor, home builder, or building materials dealer and remaining members at large from the residents of
the city who are homeowners.
7-27-2021
Name District Status Category
Guate Garcia District 5 Applied At-Large
Scott A. Lawson District 5 Applied
At-Large
Building Materials Dealer
Jacqueline O'Neill District 2 Applied
At-Large
Realtor
Monica Pareso District 1 Applied At-Large
Nancy E. Whitfield District 4 Applied
At-Large
Realtor
BUILDING STANDARDS BOARD
Applicants
Duties
Composition
Member size Term length Term limit
9 2 Years 6 Years
Name District Term Appt. date End date
Appointing
Authority Position Status Category Attendance
Richard E Bell District 4 1 1/22/2019 12/18/2020 City Council
Seeking
reappointment At-Large 4/4 meetings 100%
Robyn A Cobb District 5 1 1/22/2019 12/18/2020 City Council
Not seeking
reappointment At-Large
Donnell ("Don") H.
Laux District 1 1 1/22/2019 12/18/2020 City Council Chair
Not seeking
reappointment At-Large
Martha A Avery District 4 2 8/8/2017 12/18/2020 City Council
Not seeking
reappointment At-Large
Ron Smith District 4 3 12/15/2015 12/18/2021 City Council Resigned At-Large
Vacant District 4 3 2/11/2014 12/18/2021 City Council Vacant At-Large
Charles Pendlyshok District 4 1 1/28/2020 12/18/2021 City Council Active At-Large
Clifford Bost District 1 1 1/28/2020 12/18/2021 City Council Active At-Large
Margareta Fratila District 3 1 1/28/2020 12/18/2021 City Council Active At-Large
MARINA ADVISORY COMMITTEE
Six (6) vacancies with terms to 12-18-2021 and 12-18-2022.
The Marina Advisory Committee advises and makes recommendations regarding development, use, or preservation of the marina, including the following: (1)
assist the City Council in providing for the orderly, planned development and use of the marina; (2) review the annual and capital improvement budgets
regarding the improvement and maintenance of the facilities upon the marina; and (3) review and recommend to the City Council the feasibility of
development, improvements, maintenance or proposed uses for the marina.
Nine (9) At-Large members appointed by the City Council for two-year terms.
7-27-2021
Name District Status
Richard E. Bell District 4 Seeking reappointment
Curt L. Broomfield District 1 Applied
Eugene R. Doven District 5 Applied
Don J. Dunlap District 4 Applied
Charles G. Giffin Jr.District 1 Applied
Michael D. Gonzalez District 4 Applied
Thomas V. Gottemoller District 4 Applied
Katharine E. Guerra District 5 Applied
John C. Holmgreen Jr.District 1 Applied
Robert Kelley District 4 Applied
Alyssa M. Mason District 4 Applied
Erica M. Maymi District 5 Applied
Eli McKay District 1 Applied
Robert W. McNabney District 1 Applied
John Murray District 4 Applied
Elizabeth Perez District 4 Applied
Michael S. Pittman District 4 Applied
Gina l. Robbins District 2 Applied
Paulo Salazar District 5 Applied
Jennifer F. Taylor District 5 Applied
Kevin Tou District 4 Applied
Elgin Wade Williams District 4 Applied
MARINA ADVISORY COMMITTEE
Applicants
Duties
Composition
Member size Term length Term limit
9 3 years 6 years
Name District Term Appt. date End date
Appointing
Authority Position Status Category Attendance
Michael M. Miller District 4 Partial 7/16/2019 7/31/2021 City Council
Seeking
reappointment 20/21 meetings 95%
Sheldon Schroeder District 4 1 3/21/2017 7/31/2021 City Council
Seeking
reappointment 21/21 meetings 100%
Kamran Zarghouni District 5 1 7/17/2018 7/31/2021 City Council
Seeking
reappointment
20/21 meetings 95%
(1 excused absence)
Jeremy Baugh District 1 2 5/12/2015 7/31/2022 City Council Chair Active
Daniel M. Dibble District 5 2 8/1/2016 7/31/2022 City Council Active
Michael C. York District 5 1 8/1/2019 7/31/2022 City Council Active
Cynthia S. Garza District 1 1 7/21/2020 7/31/2023 City Council Active
Javier O. Gonzalez District 5 1 7/21/2020 7/31/2023 City Council Active
Brian S. Mandel District 5 1 7/21/2020 7/31/2023 City Council Active
Benjamin Polak 1 N/A N/A
United States
Navy
Ex-Officio,
Non-voting Active
Navy
Representative
PLANNING COMMISSION
Three (3) vacancies with terms to 7-31-2024.
The Planning Commission makes and amends a master plan for the physical development of the City; to recommend to the City Council approval or disapproval of
proposed changes in the zoning plan; to exercise control over platting or subdividing land within the corporate limits of the city and within an area extending five miles
beyond the City limits; to submit annually to the City Manager not less than 90 days prior to the beginning of the budget year a list of recommended capital
improvements which, in the opinion of the commission, are necessary or desirable during the forthcoming five-year period; to require information from other
departments of the City government in relation to its work; to be responsible to and act as an advisory body to the City Council and to perform such additional duties
and exercise such additional powers as may be prescribed by ordinance of the City Council. In addition, members appointed to the Planning Commission are
concurrently appointed to the concurrent Beach/Dune Committee (§10-17). This committee reviews applications for master planned development ordinances from
applicants seeking beachfront construction, and submits their recommendations to City Council. They also review the location of the dune protection line and
beachfront construction line at least once every five years or within 90 days after a tropical storm or hurricane affecting the portion of the coast lying within the City'’s
jurisdiction.
Nine (9) members which shall consist of nine registered voters of the City appointed by the City Council for three-year staggered terms. The following organization may
appoint an ex-officio, non-voting representative: United States Navy. Members elect a Chair from among its membership at the first regular meeting in August of each
year.
7-27-2021
Name District Status
Chuck H. Anastos District 2 Applied
Christopher O. Ardueser District 5 Applied
Brandon Crowson District 4 Applied
Scott A. Lawson District 5 Applied
Erica M. Maymi District 5 Applied
Michael M. Miller District 4 Seeking reappointment
Loren W. Mitchell District 4 Applied
Mike A. Munoz District 4 Applied
Sheldon Schroeder District 4 Seeking reappointment
Kevin Tou District 4 Applied
Kamran Zarghouni District 5 Seeking reappointment
PLANNING COMMISSION
Applicants
Duties
Composition
Member size Term length Term limit
9 3 years 6 years
Name District Term Appt. date End date
Appointing
Authority Position Status Category
Michael M Miller District 4 Partial 7/16/2019 7/31/2021 City Council Seeking reappointment
Sheldon Schroeder District 4 1 3/21/2017 7/31/2021 City Council Seeking reappointment
Kamran Zarghouni District 5 1 7/17/2018 7/31/2021 City Council Seeking reappointment
Jeremy Baugh District 1 2 5/12/2015 7/31/2022 City Council Chair Active
Daniel M Dibble District 5 2 8/1/2016 7/31/2022 City Council Active
Mr. Michael C York District 5 1 8/1/2019 7/31/2022 City Council Active
Cynthia S Garza District 1 1 7/21/2020 7/31/2023 City Council Active
Javier O Gonzalez District 5 1 7/21/2020 7/31/2023 City Council Active
Brian S Mandel District 5 1 7/21/2020 7/31/2023 City Council Active
Benjamin Polak 1 N/A N/A United States Navy Ex-Officio, Non-voting Active Navy Representative
AIRPORT ZONING COMMISSION
Three (3) vacancies with terms to 7-31-2024 (The members serve three-year staggered terms coterminous with the term each member serves on the Planning
Commission).
The Airport Zoning Commission shall preserve, protect, and maintain the importance of the operations of the Corpus Christi International Airport and of the military
flight training mission of Naval Air Station Corpus Christi.
The Airport Zoning Commission (Commission) shall be composed of the same nine registered voters who are members of the City's duly appointed Planning
Commission. The members shall serve staggered terms of three years coterminous with the term each member serves on the Planning Commission. Any vacancy in an
unexpired term on the Commission shall be filled for the remainder of the term, by appointment of the City Council, by the same Planning Commission member
appointed to fill the vacancy on the Planning Commission. The Commission members shall elect a Chairperson and a Vice-Chairperson from among its membership at
the first regular meeting, who shall serve until August; the members shall then elect a new Chairperson and Vice-Chairperson annually at the first meeting held each
August. In addition to the Chairperson and Vice-Chairperson, the Commission may provide for the selection of such other Officers from among its membership as it
deems proper. The Director of the Corpus Christi International Airport and the Director of the Environmental and Strategic Initiatives Department of the City of Corpus
Christi, or their designees, shall be entitled to attend all meetings and sessions of the Commission, but shall have no vote in matters acted upon by the Commission. A
naval representative of Naval Air Station Corpus Christi shall be entitled to attend all meetings and sessions of the Commission, but shall have no vote in matters acted
upon by the Commission.
7-27-2021
AGENDA MEMORANDUM
Public Hearing/1st Reading Ordinance for the City Council Meeting of July 20, 2021
2nd Reading Ordinance for City Council Meeting July 27, 2021
DATE: 7/12/2021
TO: Peter Zanoni, City Manager
THRU: Neiman C. Young, PhD., Assistant City Manager
neimany@cctexas.com
(361) 826-3898
FROM: Tracey K. Cantu, Interim Director Neighborhood Services Department
traceyc@cctexas.com
(361) 826-3021
CAPTION:
Ordinance adopting the Fiscal Year 2021-2022 Consolidated Annual Action Plan (CAAP) for the
Community Development Block Grant (CDBG) budget in the amount of $2,784,119, the Emergency
Solutions Grant (ESG) budget in the amount of $235,265, and the HOME Investment Partnerships
(HOME) budget in the amount of $1,162,686 for a total of $4,182,070 annual funding from the United
States Department of Housing and Urban Development (HUD); authorizing the execution of all
necessary documents to submit the CAAP; authorizing a staff complement of 13 positions; accepting
and appropriating funding for the approved CAAP projects and authorizing t he execution of funding
agreements, amendments and other documents necessary to implement the FY 2021 -2022 CAAP.
SUMMARY:
Required Public Hearing and Ordinance to meet the HUD requirements for approving the CAAP and to close the
Comment Period for citizens to provide comments on the proposed project funding for the FY2021-2022 CAAP.
BACKGROUND AND FINDINGS:
The U.S. Department of Housing and Urban Development (HUD) regulation requires, as part of the approved
process for the FY 2021-FY2022 Consolidated Plan/Citizens Participation Plan, two public hearings prior to the
adoption of the FY 2021-2022 CAAP. To maximize the citizen comments from the public, a total of three public
hearings were held. An initial public hearing was held on February 5, 2021 and a second public hearing to
receive additional input was held on February 11, 2021. The public hearing to be conducted on Tuesday, July
20, 2021 will be a third public hearing. The City has met the public hearing requirements.
The City of Corpus Christi has received official notification from HUD of the FY 2021-2022 funding allocation for
the following programs:
Public Hearing and 1st Reading Ordinance regarding the City of Corpus Christi’s proposed
FY 2021-2022 Consolidated Annual Action Plan.
$2,784,119 Community Development Block Grant (CDBG)
$235,265 Emergency Solutions Grant (ESG)
$1,162,686 HOME Investment Partnerships Program (HOME)
For FY 2021-2022, CDBG received $133,557 more than FY2020-2021, ESG received $7,198 more than FY
2020-2021, and HOME received $107,038 more than FY 2020-2021.
Additional funding in the amount of $112,000 was recaptured from previously funded projects that were unspent
have been made available to be reprogrammed; as well as $200,000 of generated program income from the
Rehabilitation Loan Program; has been made available to augment funding levels for the upcoming FY 2021-
2022 CDBG program allocations for a total funding level of $3,096,119.
The ESG Program has $235,265 for FY 2021-2022. The intent of the ESG Program is to provide funding to
providers of Homeless services to support the efforts of Emergency Shelter, Homeless Prevention and Rapid
Re-Housing activities.
The HOME Program will have an allocation amount of $1,162, from entitlement funds, with an additional
$375,000 generated from the Rehabilitation Loan Program for a preliminary estimated funding amount of
$1,537,686 for the FY2021-2022 budget year.
The FY 2021-2022 CAAP is the fourth annual action plan of the previously approved five-year (FY 2018-FY
2022) Consolidated Plan and is the application to HUD for funding for the CDBG, ESG, and HOME Programs.
The FY 2021-2022 CAAP describes the activities and projects to be assisted with funds received under CDBG,
ESG, HOME, and other HUD/Non-HUD programs that help to meet housing and community development
objectives. The proposed FY 2021-2022 CAAP has been developed according to HUD regulations and is
required to be submitted to HUD no later than August 13, 2021.
ALTERNATIVES:
None
FISCAL IMPACT:
The City is expected to receive $4,182,070 in federal funding for projects which include community
improvements, housing programs, addressing homelessness, and affordable housing activities.
Funding Detail:
Fund: N/A
Organization/Activity: N/A
Mission Element: N/A
Project # (CIP Only): N/A
Account: N/A
RECOMMENDATION:
Staff is recommending the approval of the project recommendations for the CDBG, ESG and HOME Programs.
LIST OF SUPPORTING DOCUMENTS:
Ordinance
Projects
Ordinance adopting the Fiscal Year 2021-2022 Consolidated Annual Action Plan (CAAP)
for the Community Development Block Grant (CDBG) budget in the amount of
$2,784,119, the Emergency Solutions Grant (ESG) budget in the amount of $235,265, and
the HOME Investment Partnerships (HOME) budget in the amount of $1,162,686 for a
total of $4,182,070 annual funding from the United States Department of Housing and
Urban Development (HUD); authorizing the execution of all necessary documents to
submit the CAAP; authorizing a staff complement of 13 positions; accepting and
appropriating funding for the approved CAAP projects and authorizing the execution of
funding agreements, amendments and other documents necessary to implement the FY
2021-2022 CAAP.
Whereas, with proper notice to the public in accordance with HUD regulations, three (3) public
hearings were held by the City to receive public input on the FY 2021-22 Consolidated Annual
Action Plan. The final public hearing to be held on July 20, 2022 along with the first reading of
this ordinance;
Whereas, the City Council has determined that this ordinance adopting the FY 2021-2022
CAAP will best serve the public health, safety, necessity, convenience and general welfare of
the City of Corpus Christi and its citizens;
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS
CHRISTI, TEXAS:
Section 1. The FY 2021-2022 Consolidated Annual Action Plan, which includes the funding
for CDBG, ESG and HOME Programs is hereby adopted.
Section 2. The City Manager or his designee is authorized to submit the FY 2021-2022 CAPP
to HUD and to amend the FY 2021-2022 CAAP as needed in accordance with HUD regulations.
Section 3. The City Manager or his designee is authorized to execute all documents necessar y
to accept and appropriate the grants from HUD into the Grant Fund No. 1059 for the approved
FY 2021-2022 CAAP.
Section 4: The City Manager or his designee is authorized to execute funding agreements
related to the FY 2021-2022 CAAP, and amendments thereto, and all other documents
necessary to implement the FY 2021-2022 CAAP with internal and external organizations for
projects and programs related to the FY 2021-2022 CAAP.
The foregoing ordinance was read for the first time and passed to its secon d reading on this
the _____ day of ___________, 2021, by the following vote:
Paulette M. Guajardo ________________ John Martinez ________________
Roland Barrera ________________ Ben Molina ________________
Gil Hernandez ________________ Mike Pusley ________________
Michael Hunter ________________ Greg Smith ________________
Billy Lerma ________________
The foregoing ordinance was read for the second time and passed finally on this the _____
day of __________ 2021, by the following vote:
Paulette M. Guajardo ________________ John Martinez ________________
Roland Barrera ________________ Ben Molina ________________
Gil Hernandez ________________ Mike Pusley ________________
Michael Hunter ________________ Greg Smith ________________
Billy Lerma ________________
PASSED AND APPROVED on this the ______ day of _________________, 2021.
ATTEST:
_________________________ ________________________
Rebecca Huerta Paulette M. Guajardo
City Secretary Mayor
FY21/PY20 FY22/PY21 FY22/PY21
CDBG Entitlement $2,758,645 $2,784,119 $2,784,119
$406,146 $112,000 $112,000
$300,000 $200,000 $200,000
$100,000 $0 $0
$3,564,791 $3,096,119 $3,096,119
#PROJECT & DESCRIPTION Previous Year
Allocation
Originally Proposed
Allocation
Allocation After
Comments
1
GM - Program Administration
11% of total award
This project will fund 6 FTE staff salaries and administrative costs: 1- Grant Monitoring Manager, 2-
Coordinators, 1-Sr. Management Assistant, and 2-Contract Administrators. Staff is responsible for
administering the Community Development Block Grant (CDBG), the HOME Investment Partnership
(HOME), and Emergency Solutions Grant (ESG) Programs. Staff interprets CDBG, HOME, and ESG
federal regulations, conducts public hearings/meetings, reviews proposed projects and activities to
determine funding and eligibility, monitors subrecipients for program compliance, provides technical
assistance, conducts environmental assessments of funding projects/activities, and enforces Davis
Bacon Federal Labor Standards requirements. Staff must attend mandatory and required trainings in
order to remain in federal compliance.
$445,000 $325,352 $325,352
2
GM - Program Delivery
15% of total award
This is the operating budget for 7 FTE staff that service the various housing programs administered by
HCD: 1-Assistant Director, 1-Coordinator, 2-Rehab Specialists, 1-Program Specialists, and 2
Management Assistants. The staff manage and administer the Demolition/Reconstruction Loan
Program, Single Family Rehabilitation Loan Program, Minor Home Repair Grant Program, Accessible
Ramp Program, Down Payment Assistance Program, Homebuyer Closing Cost Program, the Type A
Homebuyer Program, and Mortgage Servicing which manages the servicing of approximately 550
loans provided through the Single Family Demolition/Reconstruction and Rehabilitation Loan
Programs. Services include collection of loan payments, escrowing of insurance and property taxes,
payment of insurance and property taxes, preparing end of year escrow analysis, and providing
release of liens on loans that are paid off. Services provided include applicant in-take, loan
processing, loan settlement, Homebuyer Education, construction monitoring, project estimating, and
development of specifications and drawings. Staff must attend mandatory and required trainings to
remain in federal compliance.
$777,000 $465,918 $465,918
3
GM - Minor Home Repair Grant Program
Entitlement - $600,000
Program Income - $200,000
The Minor Home Repair Grant Program assists homeowners with a grant to provide repairs involving
the roof, plumbing, electrical, heating, minor structural repairs, and accessible ramps. The applicant
must be at least 62 years old or disabled. The applicant must meet the very low-income limits (50%
AMI).
$600,000 $800,000 $750,000
4
Rising Tide - Minor Home Repair Grant Program
Rising Tide Ministries will provide a Minor Home Repair Grant “Safe at Home” Program assists with a
grant to improve aging-in-place outcomes for low-income older adults by making repairs to their home
environment to meet their mobility and accessibility needs including repairs such as accessible
ramps, handrails, bathroom and kitchen modifications. The applicant must be at least 62 years old or
disabled. The applicant must meet the very low-income limits (50% AMI).
$0 $0 $50,000
5
Parks and Recreation
Proposed is Ben Garza Roof replacement and locker room renovation
The proposed project will include the enhancement of Ben Garza Gymnasium. The Gymnasium is
located on the grounds of Ben Garza Park and provides recreational space for the immediate
neighborhood which includes single family homes, apartments, homeless shelters and assisted
housing units. The gym and covered pavilion sit in the middle of the park providing opportunities for
programs such as basketball, volleyball and pickleball leagues. The park is listed as a major
investment park in the 2012 Parks and Recreation Master Plan. The Ben Garza Gymnasium recently
installed new gym flooring installed as part of the initial improvements. Parks is completing facility
improvements with a new roof replacement and locker room renovation. This area is subject to high
levels of juvenile delinquency and the negative impacts of chronic disease (diabetes, cardiovascular
disease, etc.). Recent improvements to the park and the Gymnasium will complete this park area by
addressing an underserved area of the community.
Previous is Salinas Park Improvements
$1,000,000 $480,336 $455,336
CITY OF CORPUS CHRISTI
FY2022 ANNUAL ACTION PLAN
RECOMMENDED FY2022/PY2021 CDBG PROGRAM
Program Income from Rehabilitation Program (Revolving Loan Fund estimate)
TOTAL FUNDS AVAILABLE
Reprogrammed Funds
Program Income from Code Enforcement (Revolving Fund)
1
#PROJECT & DESCRIPTION Previous Year
Allocation
Originally Proposed
Allocation
Allocation After
Comments
6
Code Enforcement-Demolition
This program consists of the demolition of substandard structures determined to be health and safety
issues and meet a threshold of 51% or more deterioration of the general structure. The demolition of
these structures is an abatement measure as deemed necessary by the City Code of Ordinances and
Public Safety Officials. The removal of unsafe structures is a priority for neighborhood revitalization
within the community as well as a goal established by City Council. Each structure will be assessed
and surveyed by Code Enforcement as a sub-standard building case. The property owner is provided
the opportunity to resolve the sub-standard conditions within the parameters of the City’s Building
Codes. Structures remaining sub-standard will be demolished under the authority of the Building
Standards Board. The City may charge an abatement cost and place a lien against the properties to
cover the cost incurred; or, The Demolition Grant Program allows the property owner the opportunity
to voluntarily agree to have their structure demolished. This Program benefits low income persons in
CDBG eligible areas to aid in the prevention/elimination of slums or blight.
Previous Year includes $150,000 for Booker Washington school
$200,000 $123,207 $148,207
7
Code Enforcement-Clearance of Vacant Properties
This program consists of the clearance of vacant properties in regards to the removal of the
accumulation of litter; solid waste; the mowing of tall weeds and dangerous weeds; and, abatement of
unsightly and unsanitary matter. The City may charge an abatement cost and place a lien against the
properties to cover the cost incurred. This Program benefits low income persons in CDBG eligible
areas to aid in the prevention/elimination of slums or blight. All CDBG eligible census tracts in the city
meet the HUD criteria for a deteriorating area and meet the national objective of serving the low
income clients.
$50,000 $115,898 $115,898
8
Code Enforcement Program (Staffing)
Adds 2 Code Officers and 1 staff for processing citations and notifications
This request is to fund full salary for eleven (11) full-time employees in the Code Enforcement Division
of the Police Department - nine (9) Compliance Officers at 100%, one (1) Senior Account Clerk and
one (1) Administrative Support II at 100% for special code enforcement activities associated with the
investigation, notification and abatement of ordinance violations in CDBG eligible areas. This amount
includes $2,700 ($300) for each staff member for required training and certifications. The Program
benefits low income persons in CDBG eligible areas to aid in the prevention/elimination of slums or
blight.
$392,791 $585,408 $585,408
9
Coastal Bend Food Bank
Coastal Bend Food Bank is a 501 (c)(3) nonprofit organization that provides food to a network of more
than 144 agency partners such as food pantries, shelters, senior centers and feeding agencies. The
proposed capital improvements entails a 100,000 square foot facility for a warehouse and
administration offices to be used for food collection and food distribution, nutrition and diabetes
management education programs.
$0 $200,000 $200,000
Boys and Girls Club Locker Room Plumbing $100,000 $0 $0
TOTAL $3,564,791 $3,096,119 $3,096,119
2
FY21/PY20 FY22/PY21 FY22/PY21
$232,899 $235,265 $235,265
#PROJECT & DESCRIPTION Previous Year
Allocation
Originally
Proposed
Allocation
Proposed
Allocation
After
Comments
1
City of Corpus Christi - ESG Administrative Cost
Administrative Cost is being requested to fund a staff person for the
overall administration of the Emergency Solutions Grant Program.
These functions include the financial oversight, compliance, and
technical assistance components of the program.
$17,467 $17,645 $17,645
2
Corpus Christi Hope House
The funding requested will provide emergency shelter and supportive
services to homeless families, specifically, homeless women with
children and provide assistance to keep individuals and families at-
risk of homelessness stably housed through Homeless Prevention
Program Assistance, and transition individuals and families out of
homelessness into permanent housing through Rapid Rehousing
Program Assistance
$95,216 $95,216 $95,216
3
The Salvation Army
The requested funding will allow The Salvation Army to continue to
provide food, emergency shelter, case management, and supportive
services including Rapid Rehousing to homeless and at-risk
individuals, families and Veterans and Coordinated Entry services.
The Emergency Shelter portion will provide for Emergency Shelter
management and kitchen staff, a portion of shelter utilities,
maintenance and food. the Rapid-Rehousing portion will provide for
rent and utility funds for 5 households with an average of 3 people
each for a total of 15 people.
$95,216 $100,000 $100,000
4
Endeavors of Corpus Christi
ESG funds will assist Endeavor Veterans Supportive Services
Program (EVSSP) in serving additional Veterans who are at risk of
homelessness with prevention funding to maintain and sustain
current housing. Homeless prevention services will be provided
through the form of intensive case management and rental and utility
arrears. The requested funds will support the EVSSP's to ensure
Veterans overcome barriers to housing stability and are successful
after obtaining housing stabilization.
$25,000 $22,404 $22,404
Total $232,899 $235,265 $235,265
RECOMMENDED FY2022
EMERGENCY SOLUTIONS GRANT (ESG) PROGRAM
3
FY21/PY20 FY22/PY21 FY22/PY21
$1,141,628 $1,162,686 $1,162,686
Reprogram $500,000 $0 $0
Program Income $375,000 $375,000 $375,000
$2,016,628 $1,537,686 $1,537,686
#PROJECT & DESCRIPTION Previous Year
Allocation
Originally
Proposed
Allocation
Proposed
Allocation
After
Comments
1
HOME Administration/Technical Assistance
Administrative funds for staff planning, oversight, coordination, staff
supervision, monitoring and evaluation, contracting,
recordkeeping/reporting and overall program management. Staff
training and administrative expenses are also included in the
request. Technical assistance will be provided to enhance the
capacity of CHDO's, non-profits, owners/investors of rental property
and other organizations that may participate in the program. The
amount indicates 10% of the allowed 10% for administrative costs.
$114,162 $116,269 $116,269
2
GM Homebuyer Assistance
HCD will offer homebuyer down payment assistance to income-
eligible residents meeting the income guideline requirements for
80% AMI. Up to $25k for down payment assistance and up to $10k
for closing costs.
$200,000 $421,417 $421,417
3
Rental New Construction
Proposed TG 110, Inc. - Palms at Blucher Park
Palms at Blucher Park
Palms at Blucher Park is a proposed 72-rental unit multifamily
apartment community of which 72 units will be at or below 60% AMI.
This community will consist of 1, 2, and 3-bedroom units with a
number of amenities to include energy efficiencies. The new
construction will include energy efficient materials, fixtures and
appliances. The planned on-site amenities include full perimeter
fencing, secure entry, computer learning/business center, community
laundry room, children's play-scape and activity room. The
development will be financed primarily through the Texas
Department of Housing and Community Affairs' Low Income Housing
Tax Credits, private debt, and HOME funds through the City of
Corpus Christi.
Previous TG 110, Inc. - Village at McArdle
$1,000,000 $1,000,000 $1,000,000
Single Family Rehabiliation $500,000 $0 $0
Tenant Based Rental Assistance $202,466 $0 $0
Total $2,016,628 $1,537,686 $1,537,686
TOTAL FUNDS AVAILABLE
HOME Entitlement
HOME PROGRAM
RECOMMENDED FY2022
4
Consolidated Annual Action Plan
FY 2022/Program Year 2021
CDBG, ESG and HOME Allocations
July 20, 2021
FY2021-2022 CAAP
2
•FY 2021-2022 Consolidated Annual Action Plan is the 4 th Annual
Action Plan to the 5-year Consolidated Plan (Con Plan) covering
October 1, 2018 through September 30, 2023.
•Annual updates to the 5-year plan are required to receive U.S.
Department of Housing and Urban Development (HUD)
entitlement funds for community development, housing and
homelessness.
5-Year Consolidated Plan Goals
3
•5-year Consolidated Plan Goals
•Provide Decent Affordable Housing
•Creating Suitable Living Environments
•Creating Economic Opportunities
•All activities throughout the 5-year period must support one of
the Consolidated Plan outcomes
•Provide decent, affordable housing
•Provide a suitable living environment
•Increase homeownership
•End homelessness
Timeline for Submittal
4
Milestones Date
Required Public Comment
Period (30 days)June 21-July 20, 2021
1st Reading/Public Hearing July 20, 2021
2nd Reading/Adoption July 27, 2021
Submission to HUD August 13, 2021
Entitlement Allocations
5
Entitlement FY2021-2022
PY2021
FY2020-2021
PY2020*Increase
Community Development Block
Grant (CDBG)$2,784,119 $2,650,562 $133,557
Emergency Solutions Grant (ESG)$235,265 $228,067 $7,198
HOME Investment Partnerships
(HOME)$1,162,686 $1,055,648 $107,038
Total $4,182,070 $3,934,277 $247,793
*Does not include CARES Act funds
CDBG
6
FY21/PY20 FY22/PY21 FY22/PY21
CDBG Entitlement 2,758,645$ 2,784,119$ 2,784,119$
Reprogrammed Funds 406,146$ 112,000$ 112,000$
Program Income from Rehabilitation Program (RLF estimate) 300,000$ 200,000$ 200,000$
Program Income from Code Enforcement (Revolving Fund)100,000$ -$ -$
TOTAL FUNDS AVAILABLE 3,564,791.00$ 3,096,119.00$ 3,096,119.00$
#Project
Previous Year
Allocation
Originally
Proposed
Allocation
Allocation After
Comments
1
GM - Program Administration
11% of total award 445,000$ 325,352$ 325,352$
2
GM - Program Delivery
15% of total award 777,000$ 465,918$ 465,918$
3
GM - Minor Home Repair Grant Program
Entitlement - $600,000
Program Income - $200,000 600,000$ 800,000$ 750,000$
4
Rising Tide - Minor Home Repair Grant Program
Safe-at-Home Program -$ -$ 50,000$
5
Parks and Recreation
Ben Garza Roof replacement and locker room renovation
Previous year was Salinas Park 1,000,000$ 480,336$ 455,336$
6
Code Enforcement-Demolition
Previous year included $150k for Booker Washington 200,000$ 123,207$ 148,207$
7 Code Enforcement-Clearance of Vacant Properties 50,000$ 115,898$ 115,898$
8
Code Enforcement Program (Staffing)
Adds 2 Code Officers ($16.30/hr) and 1 staff ($13.75/hr) for
processing citations and notifications 392,791$ 585,408$ 585,408$
9
Coastal Bend Food Bank
Capital Improvements -$ 200,000$ 200,000$
Boys and Girls Club Plumbing 100,000$ -$ -$
TOTAL 3,564,791$ 3,096,119$ 3,096,119$
ESG
7
FY21/PY20 FY22/PY21 FY22/PY21
ESG Entitlement 232,899$ 235,265$ 235,265$
#PROJECT & DESCRIPTION
Previous Year
Allocation
Originally
Proposed
Allocation
Proposed
Allocation After
Comments
1 City of Corpus Christi - ESG Administrative Cost 17,467$ 17,645$ 17,645$
2 Corpus Christi Hope House 95,216$ 95,216$ 95,216$
3 The Salvation Army 95,216$ 100,000$ 100,000$
4 Endeavors of Corpus Christi 25,000$ 22,404$ 22,404$
TOTAL 232,899$ 235,265$ 235,265$
HOME
8
FY21/PY20 FY22/PY21 FY22/PY21
HOME Entitlement 1,141,628$ 1,162,686$ 1,162,686$
Reprogram 500,000$ -$ -$
Program Income 375,000$ 375,000$ 375,000$
TOTAL FUNDS AVAILABLE 2,016,628$ 1,537,686$ 1,537,686$
#PROJECT & DESCRIPTION
Previous Year
Allocation
Originally
Proposed
Allocation
Proposed
Allocation After
Comments
1 HOME Administration/Technical Assistance 114,162$ 116,269$ 116,269$
2
GM Homebuyer Assistance
Increase from $10k down payment and $10k closing costs to
up to $25k for down payment assistance and up to $10k for
closing costs.* 200,000$ 421,417$ 421,417$
3
Rental New Construction
Proposed TG 110, Inc. - Palms at Blucher Park
FY21/PY20 TG 110, Inc. - Village at McArdle 1,000,000$ 1,000,000$ 1,000,000$
Single Family Rehabiliation 500,000$ -$ -$
Tenant Based Rental Assistance 202,466$ -$ -$
TOTAL 2,016,628$ 1,537,686$ 1,537,686$
*7 homebuyers assisted since 10/1/2020 with Type A and HOME totalling $111,651.
Recommendation
9
Approve ordinance adopting the Fiscal Year 2021-2022 Consolidated
Annual Action Plan (CAAP) for:
•The Community Development Block Grant (CDBG) budget in the amount
of $2,784,119
•The Emergency Solutions Grant (ESG) budget in the amount of $235,265
•The HOME Investment Partnerships (HOME) budget in the amount of
$1,162,686 for a total of $4,182,070 annual funding from the United
States Department of Housing and Urban Development (HUD)
•Authorizing the execution of all necessary documents to submit the CAAP
•Authorizing a staff complement of 13 positions
•Accepting and appropriating funding for the approved CAAP projects and
authorizing the execution of funding agreements, amendments and other
documents necessary to implement the FY 2021-2022 CAAP.
DATE: July 20, 2021
TO: Peter Zanoni, City Manager
FROM: Richard Martinez, Director of Public Works
RichardM5@cctexas.com
(361) 826-3419
Josh Chronley, Assistant Director of Contracts and Procurement
Joshc2@cctexas.com
(361) 826-3169
CAPTION:
Ordinance rejecting the apparent low bid of WLE, LLC. of Austin, Texas due to refusal to perform
on a previous mowing contract providing similar services and authorizing a three-year service
agreement for mowing and grounds maintenance of Storm Water on Rodd Field from Saratoga
to Ayers Street for an estimated amount of $204,540.00 with Dorame General Repair & Lawn
LLC. of Corpus Christi, Texas for the Public Works Department, with FY 2021 funding in an
amount not to exceed $11,363.33 available through the Storm Water Fund.
SUMMARY:
This ordinance authorizes a three-year service agreement for the mowing and grounds
maintenance of Stormwater Group 5A1. These services are necessary to maintain aesthetics in
and around the high traffic areas that are highly visible and must always be presentable.
BACKGROUND AND FINDINGS:
Mowing and grounds maintenance ensures that street right-of-way sites are clean, well-
maintained and presentable at all times. This contract is to maintain street rights-of-way, and
medians that comprise Group 5A1, which consists of two different locations, with a total area of
23.51 acres per cycle. The contract stipulates a total of 20 mowing cycles be completed per
annuum, or a total of 470.20 acres to be mowed per annuum. The detail of the tracts included in
Group 5A1 are listed in Table 1.
Mowing and Ground Maintenance for Stormwater Group 5A1
AGENDA MEMORANDUM
First Reading Ordinance for the City Council Meeting July 20, 2021
Second Reading Ordinance for the City Council Meeting July 27, 2021
Department of Public Works
SWO Vegetation Management Division
Mowing Services for Stormwater Street Right of Ways for Group 5A1
Locations and Acreage
ID Area Location Acreage
G5-A1 Saratoga Rodd Field to Las
Colina’s
23.09
G5-A6 Ayers - 0.42
Total: 23.51 Acres
The lowest bidder for Stormwater Mowing Group 5A1 solicitation was WLE, LLC; however, they
are not recommended to be awarded this contract due to past performance issues with this firm.
In August 2020, WLE, LLC., was awarded a stormwater mowing contract which included tracts of
right-of-way and stormwater ditches located in the North Beach area. When the contractor arrived
on site, they called the City’s Contract Funds Administrator regar ding the mowing contract in
Vegetation Management. In response, City staff drove out to the site at North Beah to meet with
WLE, LLC., in person. WLE, LLC., told staff that they bid way too low for the amount of work that
was needed to complete the job to contract specifications. Further WLE, LLC., informed City staff
that they were not going to acquire the needed equipment and that they would not be fulfilling the
terms of this contract. Upon the notice to proceed notification, WLE, LLC., refused to perform the
work specified in their contract and subsequently was terminated on the grounds of non-
performance.
In view of their non-performance under the aforementioned contractual agreement to provide
similar services, WLE, LLC.’s bid for Stormwater Mowing Gr oup 5A1 was deemed as non-
responsible and rejected. The contract is recommended to be awarded to the next lowest bidder,
Dorame General Repair & Lawn LLC. of Corpus Christi, Texas. The difference between the bids
received for WLE, LLC., and Dorame General Repair & Lawn for Stormwater Mowing Group 5A1
was $44,983.00.
The City has and currently contracts with Dorame General Repair & Lawn LLC. for various
departments, such as Public Works and Parks and Recreation.
PROCUREMENT DETAIL:
Contracts and Procurement conducted a competitive Request for Bid (RFB) process to obtain
bids for a new long-term mowing and grounds maintenance contract and received four bids.
The previous mowing contract was a three-year service agreement and was awarded to both
Cutrite, LLC., of San Antonio, Texas on July 28, 2020, in the amount of $216,486.00 and Dorame
General Repair and Lawn, LLC., of Corpus Christi, Texas in the amount of $218,400.00. This
agreement was for mowing services for Storm Water Groups 5A1, 5A2 and 1A.
The Contracts and Procurement Department conducted a competitive Request for Bid process to
obtain bids for a long-term contract. The City received seven bids, five which were responsive.
The recommendation was to award to the lowest responsible bidder, Cutrite, LLC., for Group 5A1.
Due to continued unacceptable performance of the services provided, Public Works issued a
certified “cure letter” to Cutrite, LLC., on October 12, 2020. Cutrite, LLC., continued to perform
unacceptably, continuously failing City staff inspection site checks and was subsequently
terminated on the grounds of non-performance, effective March 10, 2021.
In view of their non-performance under the aforementioned contractual agreement to provide
similar services, the contract for Group 5A1 was awarded to the second bidder, Dorame General
Repair & Lawn, LLC., of Corpus Christi, Texas.
Dorame General Repair & Lawn, LLC., continues to service this area until a new contract is
approved by City Council.
Furthermore, WLE, LLC., submitted their bid unit price for 20 cycles and 23.51 acres in the amount
of $1,159.85 for a total of $23,197.00. Based off previous contracts amounts and past
performance, City staff doesn’t believe that this amount per unit price is sufficient to warrant
efficient performance for the number of cycles and number of acres associated with this area.
As such, city staff and Contracts and Procurement recommends awarding this new contract to
the lowest responsive, responsible bidder, Dorame General Repair & Lawn LLC. of Corpus
Christi, Texas.
ALTERNATIVES:
The alternative is to hire additional City staff and purchase additional equipment to do the work
in-house. Currently, Public Works does not have the appropriate staffing levels nor the equipment
necessary to provide service to these areas.
FISCAL IMPACT:
The FY 2021 fiscal impact to Stormwater Fund is an amount not to exceed $11,363.33, with the
remaining balance totaling $193,176.67.00 contingent upon City Council’s approval of future fiscal
year’s annual operating budgets.
FUNDING DETAIL:
Fund: 4300 Storm Water
Organization/Activity: 32001 SWO Vegetation Management
Mission Element: 043 Drainage infra-surface/pipes
Project # (CIP Only): N/A
Account: 530225 Mowing and Grounds Maintenance
Amount: $11,363.33
RECOMMENDATION:
Staff recommends approval of this ordinance authorizing a three-year service agreement with two
additional one-year options to Dorame General Repair & Lawn LLC. for Stormwater Mowing
Group 5A1 as presented.
LIST OF SUPPORTING DOCUMENTS:
Ordinance
Bid Tabulation
Service Agreement
Page 1 of 3
Ordinance rejecting the apparent low bid of WLE, LLC. of Austin, Texas due
to refusal to perform on a previous mowing contract providing similar
services and authorizing a three-year service agreement for mowing and
grounds maintenance of Storm Water on Rodd Field from Saratoga to Ayers
Street for an estimated amount of $204,540.00 with Dorame General Repair
& Lawn LLC. of Corpus Christi, Texas for the Public Works Department, with
FY 2021 funding in an amount not to exceed $11,363.33 available through the
Storm Water Fund.
WHEREAS, the services to be provided by the selected contractors have
been competitively bid based upon and in accordance with a procurement method
authorized by State law and the Charter of the City of Corpus Christi (“City”);
WHEREAS, the City received bids for mowing services for the Public Works
Department, in response to Request for Bid (“RFB”) No.3594 of which only the
lowest responsive, responsible bidder may be awarded the agreement;
WHEREAS, state law provides that, if the competitive sealed bidding
requirement applies to a contract for goods or services, the contract must be
awarded to the lowest responsive, responsible bidder or to the bidder that provides
the best value, pursuant to Texas Local Government Code §252.043(a);
WHEREAS, the City notified all bidders in its bid documents for RFB
No.3463 that contracts would be awarded to the lowest responsive, responsible
bidders;
WHEREAS, the apparent low bidder, WLE, LLC, was awarded a prior
mowing agreement in August of 2020 for mowing of City property on North Beach
and failed to perform;
WHEREAS, based on its failure to perform under a previous agreement,
the apparent low bidder, WLE, LLC, is deemed non-responsible;
WHEREAS, the City Council finds that the next lowest responsive,
responsible bidder awarded a contract for mowing services for Public Works to
Dorame General Repair & Lawn LLC of Corpus Christi, Texas, for an amount not
to exceed $204,540.00; and
WHEREAS, in the event the lowest responsive, responsible bidder fails to
execute the contract for the awarded item or fails to perform under a contract for
any awarded items, the City Manager, or designee, is authorized to execute a
contract for the remainder of the contract term with the next lowest bidder, in
succession, in order to secure replacement mowing services.
Page 2 of 3
Now, therefore, be it ordained by the City Council of the City of Corpus
Christi, Texas:
Section 1. The City Council finds that the foregoing preamble language stated in
this resolution to be true and correct and adopts such findings for all intents and
purposes related to the authorizations of each of the procurements that are the
subject of this resolution.
Section 2. The City Council finds that Dorame General Repair & Lawn LLC, is the
lowest responsive, responsible bidder for mowing services Group 5A1and is
awarded a contract for an amount not to exceed $204,540.00.
Section 3. The City Manager, or designee, is authorized to execute a three-year
service agreement with two additional one-year options with Dorame General
Repair & Lawn LLC of Corpus Christi, Texas, for an amount not to exceed
$204,540.00 for mowing services Group 5A1.
Section 4. In the event that the bidder fails to execute the contract for the awarded
item or fails to perform under a contract for any awarded items, the City Manager,
or designee, is authorized to execute a contract for the remainder of the contract
term with the next lowest bidder, in succession, in order to secure replacement
mowing services.
That the foregoing ordinance was read for the first time and passed to its second
reading on this the _____ day of ___________, 202 1, by the following vote:
Paulette M. Guajardo ________________ John Martinez ________________
Roland Barrera ________________ Ben Molina ________________
Gil Hernandez ________________ Mike Pusley ________________
Michael Hunter ________________ Greg Smith ________________
Billy Lerma ________________
Page 3 of 3
That the foregoing ordinance was read for the second time and passed finally on this the
_____ day of __________ 2021, by the following vote:
Paulette M. Guajardo ________________ John Martinez ________________
Roland Barrera ________________ Ben Molina ________________
Gil Hernandez ________________ Mike Pusley ________________
Michael Hunter ________________ Greg Smith ________________
Billy Lerma ________________
PASSED AND APPROVED on this the ______ day of _________________, 2021.
ATTEST:
_________________________ ________________________
Rebecca Huerta Paulette M. Guajardo
City Secretary Mayor
ITEM Description Acres Cycle Unit Price Total Price Unit Price Total Price Unit Price Total Price
1
Mowing and Ground
Maintenance for
Storm Water Group
5A1
23.51 20
1,159.85$ 23,197.00$ 3,409.00$ 68,180.00$ 3,855.00$ 77,100.00$
23,197.00$ 68,180.00$ 77,100.00$
ITEM Description Acres Cycle Unit Price Total Price
1
Mowing and Ground
Maintenance for
Storm Water Group
5A1
23.51 20
4,114.25$ 82,285.00$
82,285.00$
* $68,180.00 x 3 = $204,540.00
Olympia Landscape
Development Inc. -
Laredo, Texas
Tony's Lawn Service -
Corpus Christi, Texas
WLE, LLC -
Austin, Texas
*Dorame General Repair &
Lawn LLC -
Corpus Christi, Texas
City of Corpus Christi
Contracts and Procurement
Sr. Buyer : Cynthia Perez
Bid Tabulation
RFB # 3594
Mowing and Ground Maintenance for Storm Water Group 5A1
Service Agreement Standard Form Page 1 of 7
Approved as to Legal Form March 12, 2021
SERVICE AGREEMENT NO. 3594
Mowing and Grounds Maintenance for Stormwater Group 5A1
THIS Mowing and Grounds Maintenance for Stormwater Group 5A1 Agreement
("Agreement") is entered into by and between the City of Corpus Christi, a Texas home-
rule municipal corporation (“City”) and Dorame General Repair & Lawn, LLC
(“Contractor"), effective upon execution by the City Manager or the City Manager’s
designee (“City Manager”).
WHEREAS, Contractor has bid to provide Mowing and Grounds Maintenance for
Stormwater Group 5A1 in response to Request for Bid/Proposal No. 3594 (“RFB/RFP”),
which RFB/RFP includes the required scope of work and all specifications and which
RFB/RFP and the Contractor’s bid or proposal response, as applicable, are
incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each
were fully set out here in its entirety.
NOW, THEREFORE, City and Contractor agree as follows:
1. Scope. Contractor will provide Mowing and Grounds Maintenance for
Stormwater Group 5A1 (“Services”) in accordance with the attached Scope of
Work, as shown in Attachment A, the content of which is incorporated by
reference into this Agreement as if fully set out here in its entirety, and in
accordance with Exhibit 2.
2. Term. This Agreement is for three years, with performance commencing upon the
date of issuance of a notice to proceed from the Contract Administrator or the
Contracts and Procurement Division, or the performance date listed in the notice
to proceed, whichever is later. The parties may mutually extend the term of this
Agreement for up to two additional one-year periods (“Option Period(s)”),
provided, the parties do so in writing prior to the expiration of the original term or
the then-current Option Period.
3.Compensation and Payment. This Agreement is for an amount not to exceed
$204,540.00, subject to approved extensions and changes. Payment will be
made for Services completed and accepted by the City within 30 days of
acceptance, subject to receipt of an acceptable invoice. Contractor shall
invoice no more frequently than once per month. All pricing must be in
accordance with the attached Bid/Pricing Schedule, as shown in Attachment
B, the content of which is incorporated by reference into this Agreement as if
fully set out here in its entirety. Any amount not expended during the initial
term or any option period may, at the City’s discretion, be allocated for use in
the next option period.
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Invoices must be mailed to the following address with a copy provided to the
Contract Administrator:
City of Corpus Christi
Attn: Accounts Payable
P.O. Box 9277
Corpus Christi, Texas 78469-9277
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. The City’s Contract Administrator for this Agreement is as follows:
Name: Patrice Aubert
Department: Public Works
Phone: (361) 826-1699
Email: PatriceA@cctexas.com
5. Insurance; Bonds.
(A) Before performance can begin under this Agreement, the Contractor must
deliver a certificate of insurance (“COI”), as proof of the required insurance
coverages, to the City’s Risk Manager and the Contract Administrator.
Additionally, the COI must state that the City will be given at least 30 days’
advance written notice of cancellation, material change in coverage, or intent
not to renew any of the policies. The City must be named as an additional insured.
The City Attorney must be given copies of all insurance policies within 10 days of
the City Manager's written request. Insurance requirements are as stated in
Attachment C, the content of which is incorporated by reference into this
Agreement as if fully set out here in its entirety.
(B) In the event that a payment bond, a performance bond, or both, are
required of the Contractor to be provided to the City under this Agreement before
performance can commence, the terms, conditions, and amounts required in the
bonds and appropriate surety information are as included in the RFB/RFP or as
may be added to Attachment C, and such content is incorporated here in this
Agreement by reference as if each bond’s terms, conditions, and amounts were
fully set out here in its entirety.
6. Purchase Release Order. For multiple-release purchases of Services to be
provided by the Contractor over a period of time, the City will exercise its right to
specify time, place and quantity of Services to be delivered in the following
manner: any City department or division may send to Contractor a purchase
release order signed by an authorized agent of the department or division. The
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purchase release order must refer to this Agreement, and Services will not be
rendered until the Contractor receives the signed purchase release order.
7.Inspection and Acceptance. City may inspect all Services and products supplied
before acceptance. Any Services or products that are provided but not
accepted by the City must be corrected or re-worked immediately at no charge
to the City. If immediate correction or re-working at no charge cannot be made
by the Contractor, a replacement service may be procured by the City on the
open market and any costs incurred, including additional costs over the item’s
bid/proposal price, must be paid by the Contractor within 30 days of receipt of
City’s invoice.
8. Warranty.
(A) The Contractor warrants that all products supplied under this Agreement
are new, quality items that are free from defects, fit for their intended purpose,
and of good material and workmanship. The Contractor warrants that it has clear
title to the products and that the products are free of liens or encumbrances.
(B) In addition, the products purchased under this Agreement shall be
warranted by the Contractor or, if indicated in Attachment D by the
manufacturer, for the period stated in Attachment D. Attachment D is attached
to this Agreement and is incorporated by reference into this Agreement as if fully
set out here in its entirety.
(C) Contractor warrants that all Services will be performed in accordance
with the standard of care used by similarly situated contractors performing similar
services.
9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing
Schedule are estimates only and do not obligate the City to order or accept more
than the City’s actual requirements nor do the estimates restrict the City from
ordering less than its actual needs during the term of the Agreement and including
any Option Period. Substitutions and deviations from the City’s product
requirements or specifications are prohibited without the prior written approval of
the Contract Administrator.
10. Non-Appropriation. The continuation of this Agreement after the close of any
fiscal year of the City, which fiscal year ends on September 30th annually, is subject
to appropriations and budget approval specifically covering this Agreement as
an expenditure in said budget, and it is within the sole discretion of the City’s City
Council to determine whether or not to fund this Agreement. The City does not
represent that this budget item will be adopted, as said determination is within the
City Council's sole discretion when adopting each budget.
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11. Independent Contractor. Contractor will perform the work required by this
Agreement as an independent contractor and will furnish such Services in its own
manner and method, and under no circumstances or conditions will any agent,
servant or employee of the Contractor be considered an employee of the City.
12. Subcontractors. In performing the Services, the Contractor will not enter into
subcontracts or utilize the services of subcontractors.
13. Amendments. This Agreement may be amended or modified only in writing
executed by authorized representatives of both parties.
14. Waiver. No waiver by either party of any breach of any term or condition of this
Agreement waives any subsequent breach of the same.
15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA
taxes, unemployment taxes and all other applicable taxes. Upon request, the City
Manager shall be provided proof of payment of these taxes within 15 days of such
request.
16. Notice. Any notice required under this Agreement must be given by fax, hand
delivery, or certified mail, postage prepaid, and is deemed received on the day
faxed or hand-delivered or on the third day after postmark if sent by certified mail.
Notice must be sent as follows:
IF TO CITY:
City of Corpus Christi
Attn: Patrice Aubert
Title: Work Coordinator
Address: 2525 Hygeia Street, Corpus Christi, Texa 78415
Phone: (361) 826-1699
Fax: N/A
IF TO CONTRACTOR:
Dorame General Repair & Lawn, LLC
Attn: Ramon Dorame
Title: President
Address: 4213 Hamlin Drive, Corpus Christi, Texas 78411
Phone: (361) 533-6728
Fax: N/A
17.CONTRACTOR SHALL FULLY 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
WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF
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PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND
OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF
LITIGATION, COURT COSTS, ATTORNEYS’ FEES AND EXPERT WITNESS FEES,
WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION
WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS
AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT
ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS
EMPLOYEES OR AGENTS. CONTRACTOR 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 THE CITY ATTORNEY, AND PAY ALL
CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF
ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE,
LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION
OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE
THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT.
18. Termination.
(A) The City may terminate this Agreement for Contractor’s failure to comply with
any of the terms of this Agreement. The City 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, the City may terminate this
Agreement immediately thereafter.
(B) Alternatively, the City may terminate this Agreement for convenience upon
30 days advance written notice to the Contractor. The City may also terminate
this Agreement upon 24 hours written notice to the Contractor for failure to pay or
provide proof of payment of taxes as set out in this Agreement.
19.Owner’s Manual and Preventative Maintenance. Contractor agrees to provide a
copy of the owner’s manual and/or preventative maintenance guidelines or
instructions if available for any equipment purchased by the City pursuant to this
Agreement. Contractor must provide such documentation upon delivery of such
equipment and prior to receipt of the final payment by the City.
20.Limitation of Liability. The City’s maximum liability under this Agreement is limited
to the total amount of compensation listed in Section 3 of this Agreement. In no
event shall the City be liable for incidental, consequential or special damages.
21. Assignment. No assignment of this Agreement by the Contractor, or of any right
or interest contained herein, is effective unless the City Manager first gives written
consent to such assignment. The performance of this Agreement by the
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Contractor is of the essence of this Agreement, and the City Manager's right to
withhold consent to such assignment is within the sole discretion of the City
Manager on any ground whatsoever.
22. Severability. Each provision of this Agreement is considered to be severable and,
if, for any reason, any provision or part of this Agreement is determined to be
invalid and contrary to applicable law, such invalidity shall not impair the
operation of nor 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 had been omitted.
23.Order of Precedence. In the event of any conflicts or inconsistencies between this
Agreement, its attachments, and exhibits, such conflicts and inconsistencies will
be resolved by reference to the documents in the following order of priority:
A. this Agreement (excluding attachments and exhibits);
B. its attachments;
C. the bid solicitation document including any addenda (Exhibit 1); then,
D. the Contractor’s bid response (Exhibit 2).
24.Certificate of Interested Parties. Contractor agrees to comply with Texas
Government Code Section 2252.908, as it may be amended, and to complete
Form 1295 “Certificate of Interested Parties” as part of this Agreement if required
by said statute.
25.Governing Law. Contractor agrees to comply with all federal, Texas, and City laws
in the performance of this Agreement. The applicable law for any legal disputes
arising out of this Agreement is the law of the State of Texas, and such form and
venue for such disputes is the appropriate district, county, or justice court in and
for Nueces County, Texas.
26.Public Information Act Requirements. This paragraph applies only to agreements
that have a stated expenditure of at least $1,000,000 or that result in the
expenditure of at least $1,000,000 by the City. The requirements of Subchapter J,
Chapter 552, Government Code, may apply to this contract and the Contractor
agrees that the contract can be terminated if the Contractor knowingly or
intentionally fails to comply with a requirement of that subchapter.
27.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.
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CONTRACTOR
Signature:
Printed Name:
Title:
Date:
CITY OF CORPUS CHRISTI
________________________________________________
Josh Chronley
Interim Assistant Director, Contracts and Procurement
Date: _________________________
Attached and Incorporated by Reference:
Attachment A: Scope of Work
Attachment B: Bid/Pricing Schedule
Attachment C: Insurance and Bond Requirements
Attachment D: Warranty Requirements
Incorporated by Reference Only:
Exhibit 1: RFB/RFP No. 3594
Exhibit 2: Contractor’s Bid/Proposal Response
DocuSign Envelope ID: 1201BE79-90EF-4FB9-887D-D36679C2AD98
6/7/2021
President
Ramon J. Dorame
Revised 11.30.20
Attachment A - Scope of Work
1.1 General Requirements/Background Information
The Contractor shall provide complete mowing and grounds maintenance services
for street rights-of-way, circles, and medians including all reasonable and necessary
labor, supervision, equipment and supplies to keep contracted areas properly
maintained. Grounds at each site are always to be safe and presentable.
The Bidder may not use subcontractors in connection with the work performed if
awarded a contract. The Contractor must be located within a 30-mile radius of City
of Corpus Christi.
1.2 Scope of Work
Provide complete grounds maintenance including litter and debris removal,
mowing, trimming and applying fertilizer to City owned property as shown on Exhibit.
A. Prep Work:
1.The Contractor and all related employees shall attend an orientation prior to
the term of the contract and each extension at the following location:
Public Works
2525 Hygeia St.
Corpus Christi, Texas 78415
2.Prior to each operation, the Contractor shall remove all litter and debris,
including paper, cans, bottles, bags, grass clippings, accumulated leaves,
palm fronds, and other tree litter including tree limbs from the identified
locations. Including, but not limited to, fence lines, sidewalks, trees, shrubs,
groundcover beds, all curbs and gutters, and other hard surfaces within the
identified location. Pick-up shall consist of removal of visible litter larger than
three inches square. Special attention shall be given to ensure the removal of
objects, which may cause injury, if thrown from equipment.
3.After operations, the Contractor shall remove any visible trash and debris that
were cut up during the process. The Contractor shall not dispose of any trash
or debris into dumpsters located on City property. The trash and debris must
be removed from City property and disposed of in accordance with all City
ordinances. All trash and litter shall be disposed of properly at the Contractor’s
expense and proof of such proper disposal through third party invoices or
landfill receipts shall be turned in to the Contract Administrator on a monthly
basis. However, if the debris is too large to haul, the Contractor shall pile the
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debris, take a picture and email the picture and location to the Contract
Administrator prior to leaving the location.
4.The Contractor is required to cover/tarp debris while transporting for disposal
and while moving from site to site. Should the Contractor dispose of the litter
and debris at an illegal dumpsite, it is grounds for termination of this
agreement.
B. Mowing and Trimming
1.Turf shall be mowed to a height of three inches using reel or rotary type
mowers. Rough cutting, scraping and bush hogging will not be permitted.
Turf shall be mowed to maintain a neat appearance. If any mowing is to be
omitted or delayed, it shall be omitted or delayed only at the discretion of the
Contract Administrator or authorized designee. Mowing cycles must be
completed according to the cycle description indicated below.
2.Cycles Description –
ROW/Storm Water Group 5 A1
•20 Cycles
*The Contractor shall schedule mowing cycles 12 to 15 days apart not mowing less than two
cycles per month. Cycle 1 should be during 1st-15th Cycle 2 16th – to end of month.
3.Mower height to be measured with mower on a flat, paved surface. A high
quality of cut shall be provided using mowers with sharp cutting blades so as
not to tear, but cleanly cut the blades of grass. Mowing shall be performed in
a manner as not to damage trees, shrubs, plants, signs, or other obstructions.
4.String line trimmers shall not be used to mow or trim turf areas wider than 24
inches, except in areas approved by the Contract Administrator.
5.Mowing and trimming operations shall be performed in such a manner as to
prevent the piling of excessive and unsightly grass clippings and leaves on
lawns. The Contractor shall remove excessive clippings immediately following
each mowing cycle prior to the work crew leaving the work site.
6.All resulting clippings and leaves shall be removed from any roadway,
walkway, parking area, or any other hard surface including curbs and gutters
and from plant beds, tree collars, etc.
7.The Contractor shall perform all trimming for each cycle using herbicides,
hand labor, or mechanical devices. Trimming shall include around all trees,
shrubs, beds, fences, groundcovers, utilities, poles, buildings, obstacles,
curbing, sidewalks, parking lot, concrete pads, including cracks and
expansion joints, edges of all exterior hard surfaces. Any vegetation not cut by
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the mowing operation located adjacent to, above, or hanging over the curb
must be trimmed each mowing cycle. At time of each mowing, trimming shall
be done in a manner as not to damage trees, shrubs, fences, etc. At no time
shall wild vegetation be allowed to grow out of these areas.
8.At the time of each mowing, the Contractor shall remove “sucker” growth at
the base of trees before it reaches one foot in height and all materials and
debris shall be removed from site after each such pruning.
C. Edging
1.The Contractor shall promptly remove all debris, including soil and trimmings
from the areas, sidewalks, and roadways after each edging operation prior to
the work crew leaving the work site.
1.3 Work Site and Conditions
A. The work shall be performed at locations throughout the City as defined by
group. See Exhibit 1 for locations.
B. The Contractor shall supply the City with a work schedule to indicate the normal
starting and completion times for its operations. The Contractor shall provide
landscaping and grounds maintenance only in appropriate months and in
accordance with the City’s cycle requirements. Changes in such work schedules
must be approved by the City Staff.
C. Work Hours: The Contractor will confine all operations to daylight hours, Monday
through Friday, unless one of the days is a City designated holiday. Saturday and
Sunday work will require approval from the Contract Administrator.
D. Non-Work Hours: The Contractor may not store any equipment or tools on any
site. After completion of work at any site, the Contractor must remove all
equipment, supplies, and materials from that site.
E. Ozone Warning Days:
1.No mowing will be done on the designated Ozone Action Days except in
the case of a special event, emergency or removing a liability. If mowing
is necessary for such a situation, mowing will be kept to a minimum.
However, the Contract Administrator or designee will retain the right to
determine and notify the contractor of any such special event,
emergency or liability.
2.All push mowers, string line trimmers, riding mowers and other small engines
will not be used at all.
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3.Diesel powered mowing equipment will be allowed to operate on the
second day of back-to-back Ozone Action Days if equipment is labeled
stating the type of fuel used and the contractor has contacted the
Contract Administrator, or designee, and received permission to proceed
with work order.
4.Equipment using reformulated gas will be allowed to operate on the third
day of back-to-back Ozone Action Days if equipment is labeled stating
the type of fuel used and the contractor has contacted the Contract
Administrator, or designee and received permission to proceed with work
order.
1.4 Contractor Quality Control and Superintendence
The Contractor shall establish and maintain a complete Quality Control Program that
is acceptable to the Contract Administrator to assure that the requirements of the
Contract are provided as specified. The Contractor will also provide supervision of
the work to insure it complies with the contract requirements.
1.5 Safety Requirements
A. Public Safety and Convenience: The safety of the public and the convenience
of traffic shall be regarded as prime importance. All portions of streets shall be
kept open to traffic. The Contractor shall coordinate all Work with the Contract
Administrator and shall place warning signs in accordance with the current
version of the Texas Manual on Uniform Traffic Control Devices. Signs, sign stands,
safety flags, and all other safety materials or devices as well as safety vests will
be required to protect the mowers and the traveling public and will be furnished
by the Contractor. The Contractor will be responsible for the maintenance or
replacement of these items as necessary. If at any time work is in progress, the
traffic control devices do not accomplish the intended purpose due to weather
or other conditions affecting the safe handling of traffic, the Contractor shall
immediately make necessary changes thereto to correct the unsatisfactory
conditions. These provisions for directing traffic will not be paid for directly but
shall be subsidiary to the various bid items of this contract.
B. Chemicals: All products (chemicals) shall be kept in a properly labeled container
and a Safety Data Sheet (SDS) kept on each item, in a clearly marked SDS
notebook by the contractor. The Contractor shall also supply a copy of all SDS
sheets to the Contract Administrator.
1.6 Equipment
A. All Contractor’s grounds maintenance equipment must be equipped with safety
devices which conform to manufacturer’s standards and all applicable OSHA
regulations to prevent damage to property. All equipment shall be kept in good
operating condition and shall always be maintained to provide a clean sharp
cut of vegetation. All equipment shall be approved by the Contract
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Administrator. The typical type of equipment required for the ground
maintenance operations are commercial riding lawn mowers 60” or larger,
blade edger, string line trimmers and blowers.
B. Should the Contractor's equipment require service while at any location, the
Contractor must notify the Contract Administrator or designee. The Contractor
shall not permit any oil, grease, or lubricants to spill onto or to contaminate the
soil. The Contractor shall be responsible for any clean up and disposal of
contaminated soil in accordance with all Applicable City, State, and Federal
Regulations.
1.7 Security and Protection of Property
A. Security Requirements:
1.The Contractor shall maintain and abide by the security measures at all
locations including locking gates when leaving the sites.
2.The Contractor shall not enter the buildings at any location for any reason
without receiving prior approval from the Contract Administrator
B. Protection of Property:
1.The Contractor shall take proper measures to protect all property which
might be damaged by Contractor’s Work hereunder, and in case of any
damage resulting from any act or omission on the part of or on behalf of
the Contractor, the Contractor shall restore at the Contractor’s own
expense the damaged property to a condition similar or equal to that
existing before such damage was done, or shall make good such
damage in an acceptable manner.
2.All damages which are not repaired or compensated by the Contractor
will be repaired or compensated by City forces at the Contractor's
expense. All expenses charged by the City for repair work or
compensation shall be deducted from any monies owed to the
Contractor.
1.8 Notifications and Inspections
A. Each Monday morning prior to 7:00 a.m., the Contractor shall email the
Contract Administrator or designee indicating the locations and work being
performed that week for approval. If the locations listed on the approved
schedule were not mowed and the schedule requires modifications the revised
schedule shall be submitted to the Contract Administrator or designee by 5:00
p.m. the day the location were missed. No work shall be started without
proper, prior notification.
B. A list of completed locations ready for inspection shall be emailed to the
Contract Administrator or designee no later than 7:00 a.m. on the day to be
inspected. When a location is completed, the assigned City Inspector shall
inspect the site and advise the Contractor of any discrepancies/rejections. In
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order to receive credit for mowing rejected locations the Contractor shall take
whatever action necessary to correct the discrepancies within one working
day. Rejected locations not turned in for re-inspection within one business day
of the rejection will be deemed incomplete for the cycle and the Contract will
not be given credit. For the purpose of this contract, workdays shall include
Monday-Friday, unless one of the days is a City designated holiday. The
Contract Administrator shall then make another inspection and if the
discrepancies have not been corrected, the Contractor will be notified, and a
$25 re-inspection fee will be charged for a third inspection. At that time the
Contractor shall have one working day to complete the work. If the
discrepancies still have not been corrected, the Contractor will be notified to
correct the discrepancies and a $50 re-inspection fee will be charged. Failure
of the fourth inspection will deem the property un-serviced and will need to be
completed in its entirety, within the same cycle and resubmitted for the first
inspection. The Contractor shall deduct the inspection fee from the payment
to be made to the City of Corpus Christi.
C. The Contractor shall submit invoices ONLY after cycles are completed. All
areas have a 10% penalty for unsatisfactory or incomplete work a 10% penalty
will be applied to the invoice total for incomplete cycles. Incomplete cycle
payment will be adjusted to reflect the properties missed based on the
average price per acre. The 10% penalty will apply to the adjusted invoice
total.
D. The City shall have the right to examine the supplies, materials and equipment
used by the Contractor, its subcontractors, agents, and employees at any time
during the contract or extension terms.
E. Work Crew Supervision: The Contractor shall always provide qualified
supervision of each crew while working under this Contract. Each supervisor
shall be authorized by the Contractor to accept and act upon all directives
issued by the City and Contract Administrator. Failure of the supervisor to
act on said directives shall be enough cause to give notice that the
Contractor is in default of the contract, unless such directives would create
potential personal injury or safety hazards.
F. Contractor shall promptly (same day) notify the Contract Administrator of any
broken or damaged irrigation systems and poor or inadequate irrigation
patterns, holes, cave-ins, or depressions in turf grass, mulched areas, broken
signs, watering schedules defects or hazards that impact quality of turf and/or
landscaping.
G. The Contractor shall be responsible for the replacement of any plantings that
may be damaged due to improper performance of designated maintenance
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activities. In such case, the Contract Administrator or designee shall specify
when replacement is to be made. If the Contractor fails to replace the
plantings according to instruction of the Contract Administrator, the
Contractor agrees that the City may replace and reduce the Contractor
payment by the amount of cost of replacement planting.
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Page 9 of 23
Exhibit 1
G5 – A1
ID Area Location
Acreage Landscape
G5-A1 Saratoga Medians and ROW Roddfield Rd. To Calle Cuernavaca 23.09 NO
G5-A6 Ayers Allencrest to Saratoga 0.42 NO
23.51
GROUP 5A1
Total
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Page 10 of 23
G5-A1 Continued
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Page 11 of 23
G5-A6
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*
* $68,180.00 x 3 = $ 204,540.00
Attachment B - Bid Price/ScheduleDocuSign Envelope ID: 1201BE79-90EF-4FB9-887D-D36679C2AD98
Attachment C - Insurance Requirements
I. CONTRACTOR’S LIABILITY INSURANCE
A. Contractor must not commence work under this agreement until all insurance required
has been obtained and such insurance has been approved by the City. Contractor
must not allow any subcontractor Agency to commence work until all similar insurance
required of any subcontractor Agency has been obtained.
B. Contractor must furnish to the City’s Risk Manager and Contract Administer one (1) 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. The City must be listed as an additional insured on the General liability and
Auto Liability policies by endorsement, and 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,
required on all certificates or by
applicable policy endorsements
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
$500,000 Combined Single Limit
WORKERS’ COMPENSATION
EMPLOYER’S LIABILITY
Statutory
$500,000 /$500,000 /$500,000
C. In the event of accidents of any kind related to this agreement, Contractor must furnish
the Risk Manager with copies of all reports of any accidents within 10 days of the
accident.
DocuSign Envelope ID: 1201BE79-90EF-4FB9-887D-D36679C2AD98
II.ADDITIONAL REQUIREMENTS
A. Applicable for paid employees, Contractor 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 Contractor will be promptly
met.
B. Contractor shall obtain and maintain in full force and effect for the duration of this
Contract, and any extension hereof, at Contractor'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. Contractor 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. Contractor 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: Risk Manager
P.O. Box 9277
Corpus Christi, TX 78469-9277
D. Contractor 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, volunteers, and elected representatives
as additional insured by endorsement, as respects operations, completed operation
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
suspension, cancellation, non-renewal or material change 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 suspension, cancellation, or non-renewal of
coverage, Contractor shall provide a replacement Certificate of Insurance and
applicable endorsements to City. City shall have the option to suspend Contractor's
performance should there be a lapse in coverage at any time during this contract.
DocuSign Envelope ID: 1201BE79-90EF-4FB9-887D-D36679C2AD98
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 Contractor'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 Contractor to remove the exhibit
hereunder, and/or withhold any payment(s) if any, which become due to Contractor
hereunder until Contractor demonstrates compliance with the requirements hereof.
G. Nothing herein contained shall be construed as limiting in any way the extent to which
Contractor may be held responsible for payments of damages to persons or property
resulting from Contractor's or its subcontractor’s performance of the work covered
under this agreement.
H. It is agreed that Contractor'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.
I. It is understood and agreed that the insurance required is in addition to and separate
from any other obligation contained in this agreement.
2020 Insurance Requirements
Ins. Req. Exhibit 4-B
Contracts for General Services – Services Performed Onsite
06/08/2020 Risk Management – Legal Dept.
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Council Presentation
July 20, 2021
Department of Public Works
Group 5A1 Mowing Contract Award
Mowing
Contract for
Group 5A1:
Rights-of-Way and
Medians
•Saratoga Medians and ROW 23.09 Acres
•Ayers .42 Acres
Total 23.51 Acres
2
Saratoga– Rodd Field to Airline
3
Department of
Public Works
Saratoga- Airline to Everhart
4
Department of
Public Works
Saratoga – Everhart to Kostoryz
5
Department of
Public Works
Saratoga- Kostoryz to Las Colina’s– 23.09 Acres
6
Department of
Public Works
Ayers - .42 Acres
7
Department of
Public Works
8
Department of
Public Works
Questions?
DATE: July 27, 2021
TO: Peter Zanoni, City Manager
FROM: Daniel McGinn, Director of Planning and Environmental
DanielMc@cctexas.com
(361) 826-7011
Richard E. Martinez, Director
Public Works Department
RichardM5@cctexas.com
(361) 826-3419
Josh Chronley, Assistant Director of Contracts and Procurement
JoshC2@cctexas.com
(361) 826-3169
CAPTION:
Motion authorizing a five-year service agreement with SWCA, Incorporated, dba SWCA Environmental
Consultants, of San Antonio, Texas to provide permitting services, such as reporting, training, and
compliance for the Texas Commission on Environmental Quality in an amount not to exceed $104,879.00,
with FY 2021 funding in an amount not to exceed $6,992.00, available through the Water Fund.
SUMMARY:
This motion authorizes a five-year service agreement with SWCA, Incorporated, dba SWCA Environmental
Consultants of San Antonio, Texas, to provide services for Texas Commission on Environmental Quality
(TCEQ) storm water permitting that is required at city industrial facilities and for the application of pesticide.
BACKGROUND AND FINDINGS:
The City is required to obtain and comply with TCEQ storm water management permits for industrial
activities at Corpus Christi International Airport, the Marina, Solid Waste and Fleet Maintenance facilities,
as well as ongoing mosquito pesticide application. To comply with the TCEQ permitting requirements, the
City must renew both the Multisector General Permit (MSGP) and the Pesticide General Permit (PGP), as
both permits expire in August 2021. The consultants will prepare and submit the required information on
behalf of the City for permit renewal to TCEQ.
Storm Water and Pesticide Application Permitting Services
AGENDA MEMORANDUM
Action Item for the City Council Meeting July 27, 2021
Additionally, the consultant will assist the City with all required agency reporting, personal training, and
other issues associated with permit compliance.
Previously, there were two agreements for these services. One was with Arcadis of Corpus Christi, Texas
in the amount of $45,000.00 for the MSGP. The other agreement was with Alan Plummer of Austin, Texas
for the PGP in the amount of $156,000.00. The MSGP agreement, however, did not provide for staff
training. The training was instead provided by the City’s Environmental Services Staff.
Staff is recommending one five-year agreement since each of the two permits are for five-year periods and
require the aforementioned requisite servicing throughout that period.
PROCUREMENT DETAIL:
Contracts and Procurement conducted a competitive Request for Bid process to obtain bids for new long -
term contracts. The City received five bids and is recommending award to the lowest responsive,
responsible bidder, who was SWCA, Incorporated, dba SWCA Environmental Consultants.
ALTERNATIVES:
An alternative to accepting the low bid would be to reject all bids and request the project be competitively
bid again. However, the bid from SWCA, Incorporated, is responsive and within budget. In addition, any
other alternative to accepting the bid from SWCA, Incorporated, would not meet the City’s goal of
renewing the required permits before they expire in August 2021.
FISCAL IMPACT:
The fiscal impact for FY 2021 includes $6,992.00 to the 4010 Water Utilities fund. The balance will be
budgeted in future years through the annual budget process.
FUNDING DETAIL:
Fund: 4010 Water Fund
Organization/Activity: 30030 Environmental and Strategic Initiatives
Mission Element: 074 Environ & Regulatory Review
Project # (CIP Only): N/A
Account: 530000 Professional Services
Amount: $6,992.00
RECOMMENDATION:
Staff recommends approval of this five-year agreement with SWCA, Incorporated, dba SWCA
Environmental Consultants as presented.
LIST OF SUPPORTING DOCUMENTS:
Bid Tab
Service Agreement
City of Corpus Christi Bid Tabulation
Contracts and Procurement Department RFB No. 3569
Senior Buyer: Tracy Garza
ITEM
#QTY UNIT UNIT PRICE
EXTENDED
PRICE UNIT PRICE
EXTENDED
PRICE UNIT PRICE
EXTENDED
PRICE UNIT PRICE
EXTENDED
PRICE UNIT PRICE
EXTENDED
PRICE
1 1 Year $46,644.000 $46,644.00 $ 51,540.00 $51,540.00 $61,162.500 $61,162.50 $111,000.00 $111,000.00
2 1 Year $14,051.000 $14,051.00 $ 36,690.00 $36,690.00 $62,385.750 $62,385.75 $68,000.00 $68,000.00
3 1 Year $14,264.000 $14,264.00 $ 36,690.00 $36,690.00 $64,257.320 $64,257.32 $68,500.00 $68,500.00
4 1 Year $14,650.000 $14,650.00 $ 36,690.00 $36,690.00 $66,185.030 $66,185.03 $69,000.00 $69,000.00
5 1 Year $15,270.000 $15,270.00 $ 36,690.00 $36,690.00 $68,170.580 $68,170.58 $70,000.00 $70,000.00
$104,879.00 $198,300.00 N/A $322,161.18 $386,500.00
*Vendor third highest bidder deamed 'Non-Responsive' due to not being able to confirm pricing
Storm Water Management Services
Gainco, Inc.
Hanson Professional
Services, Inc.
GRAND TOTAL
Storm Water Management Services.
Year 1
Storm Water Management Services.
Year 2
DESCRIPTION
Storm Water Management Services.
Year 5
Storm Water Management Services.
Year 3
Storm Water Management Services.
Year 4
SWCA Environmental
Consultants AARC Environmental, Inc.*Raba Kistner
Service Agreement Standard Form Page 1 of 8
SERVICE AGREEMENT NO. 3569
STORM WATER MANAGEMENT SERVICES
THIS Storm Water Management Services Agreement ("Agreement") is entered into
by and between the City of Corpus Christi, a Texas home-rule municipal corporation
(“City”) and SWCA, Incorporated, dba SWCA Environmental Consultants
(“Contractor"), effective upon execution by the City Manager or the City Manager’s
designee (“City Manager”).
WHEREAS, Contractor has bid to provide Storm Water Management Services in
response to Request for Bid/Proposal No. 3569 (“RFB/RFP”), which RFB/RFP includes the
required scope of work and all specifications and which RFB/RFP and the Contractor’s
bid or proposal response, as applicable, are incorporated by reference in this
Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its
entirety.
NOW, THEREFORE, City and Contractor agree as follows:
1. Scope. Contractor will provide Storm Water Management Services (“Services”) in
accordance with the attached Scope of Work, as shown in Attachment A, the
content of which is incorporated by reference into this Agreement as if fully set
out here in its entirety, and in accordance with Exhibit 2.
2. Term. This Agreement is for five years, with performance commencing upon the
date of issuance of a notice to proceed from the Contract Administrator or the
Contracts and Procurement Division, or the performance date listed in the notice
to proceed, whichever is later. The parties may mutually extend the term of this
Agreement for up to zero additional zero-month periods (“Option Period(s)”),
provided, the parties do so in writing prior to the expiration of the original term or
the then-current Option Period.
3. Compensation and Payment. This Agreement is for an amount not to exceed
$104,879.00, subject to approved extensions and changes. Payment will be made
for Services completed and accepted by the City within 30 days of acceptance,
subject to receipt of an acceptable invoice. Contractor shall invoice no more
frequently than once per month. All pricing must be in accordance with the
attached Bid/Pricing Schedule, as shown in Attachment B, the content of which
is incorporated by reference into this Agreement as if fully set out here in its
entirety. Any amount not expended during the initial term or any option period
may, at the City’s discretion, be allocated for use in the next option period.
Invoices must be mailed to the following address with a copy provided to the
Contract Administrator:
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Service Agreement Standard Form Page 2 of 8
City of Corpus Christi
Attn: Accounts Payable
P.O. Box 9277
Corpus Christi, Texas 78469-9277
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. The City’s Contract Administrator for this Agreement is as follows:
Name: Sharon Murphy
Department: Environmental Strategic Initiatives
Phone: 361-826-4066
Email: sharonl@cctexas.com
5. Insurance; Bonds.
(A) Before performance can begin under this Agreement, the Contractor must
deliver a certificate of insurance (“COI”), as proof of the required insurance
coverages, to the City’s Risk Manager and the Contract Administrator.
Additionally, the COI must state that the City will be given at least 30 days’
advance written notice of cancellation, material change in coverage, or intent
not to renew any of the policies. The City must be named as an additional insured.
The City Attorney must be given copies of all insurance policies within 10 days of
the City Manager's written request. Insurance requirements are as stated in
Attachment C, the content of which is incorporated by reference into this
Agreement as if fully set out here in its entirety.
(B) In the event that a payment bond, a performance bond, or both, are
required of the Contractor to be provided to the City under this Agreement before
performance can commence, the terms, conditions, and amounts required in the
bonds and appropriate surety information are as included in the RFB/RFP or as
may be added to Attachment C, and such content is incorporated here in this
Agreement by reference as if each bond’s terms, conditions, and amounts were
fully set out here in its entirety.
6. Purchase Release Order. For multiple-release purchases of Services to be
provided by the Contractor over a period of time, the City will exercise its right to
specify time, place and quantity of Services to be delivered in the following
manner: any City department or division may send to Contractor a purchase
release order signed by an authorized agent of the department or division. The
purchase release order must refer to this Agreement, and Services will not be
rendered until the Contractor receives the signed purchase release order.
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Service Agreement Standard Form Page 3 of 8
7. Inspection and Acceptance. City may inspect all Services and products supplied
before acceptance. Any Services or products that are provided but not
accepted by the City must be corrected or re-worked immediately at no charge
to the City. If immediate correction or re-working at no charge cannot be made
by the Contractor, a replacement service may be procured by the City on the
open market and any costs incurred, including additional costs over the item’s
bid/proposal price, must be paid by the Contractor within 30 days of receipt of
City’s invoice.
8. Warranty.
(A) The Contractor warrants that all products supplied under this Agreement
are new, quality items that are free from defects, fit for their intended purpose,
and of good material and workmanship. The Contractor warrants that it has clear
title to the products and that the products are free of liens or encumbrances.
(B) In addition, the products purchased under this Agreement shall be
warranted by the Contractor or, if indicated in Attachment D by the
manufacturer, for the period stated in Attachment D. Attachment D is attached
to this Agreement and is incorporated by reference into this Agreement as if fully
set out here in its entirety.
(C) Contractor warrants that all Services will be performed in accordance
with the standard of care used by similarly situated contractors performing similar
services.
9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing
Schedule are estimates only and do not obligate the City to order or accept more
than the City’s actual requirements nor do the estimates restrict the City from
ordering less than its actual needs during the term of the Agreement and including
any Option Period. Substitutions and deviations from the City’s product
requirements or specifications are prohibited without the prior written approval of
the Contract Administrator.
10. Non-Appropriation. The continuation of this Agreement after the close of any
fiscal year of the City, which fiscal year ends on September 30th annually, is subject
to appropriations and budget approval specifically covering this Agreement as
an expenditure in said budget, and it is within the sole discretion of the City’s City
Council to determine whether or not to fund this Agreement. The City does not
represent that this budget item will be adopted, as said determination is within the
City Council's sole discretion when adopting each budget.
11. Independent Contractor. Contractor will perform the work required by this
Agreement as an independent contractor and will furnish such Services in its own
manner and method, and under no circumstances or conditions will any agent,
servant or employee of the Contractor be considered an employee of the City.
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Service Agreement Standard Form Page 4 of 8
12. Subcontractors. 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
unless the subcontractors were named in the bid or proposal or in an Attachment
to this Agreement, as applicable. 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, including the necessity of
providing a COI in advance to the City, are applicable to all subcontractors and
their employees to the same extent as if the Contractor and its employees had
performed the work. The City may, at the City’s sole discretion, choose not to
accept Services performed by a subcontractor that was not approved in
accordance with this paragraph.
13. Amendments. This Agreement may be amended or modified only in writing
executed by authorized representatives of both parties.
14. Waiver. No waiver by either party of any breach of any term or condition of this
Agreement waives any subsequent breach of the same.
15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA
taxes, unemployment taxes and all other applicable taxes. Upon request, the City
Manager shall be provided proof of payment of these taxes within 15 days of such
request.
16. Notice. Any notice required under this Agreement must be given by fax, hand
delivery, or certified mail, postage prepaid, and is deemed received on the day
faxed or hand-delivered or on the third day after postmark if sent by certified mail.
Notice must be sent as follows:
IF TO CITY:
City of Corpus Christi
Attn: Sharon Murphy
Environmental Affairs Manager
1201 Leopard St., Corpus Christi, Texas 78401
Phone: 361-826-4066
IF TO CONTRACTOR:
SWCA, Incorporated, dba SWCA Environmental Consultants
Attn: Kevin Miller
Vice President, Central Texas
4949 North Loop 1604 West, Bldg. 2, Ste. 235, San Antonio, Texas 78249
Phone: 210-877-2847
Phone: 210-877-2848
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17. CONTRACTOR SHALL FULLY 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
WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF
PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND
OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF
LITIGATION, COURT COSTS, ATTORNEYS’ FEES AND EXPERT WITNESS FEES,
WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION
WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS
AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT
ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS
EMPLOYEES OR AGENTS. CONTRACTOR 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 THE CITY ATTORNEY, AND PAY ALL
CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF
ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE,
LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION
OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE
THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT.
18. Termination.
(A) The City may terminate this Agreement for Contractor’s failure to comply with
any of the terms of this Agreement. The City 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, the City may terminate this
Agreement immediately thereafter.
(B) Alternatively, the City may terminate this Agreement for convenience upon
30 days advance written notice to the Contractor. The City may also terminate
this Agreement upon 24 hours written notice to the Contractor for failure to pay or
provide proof of payment of taxes as set out in this Agreement.
19. Owner’s Manual and Preventative Maintenance. Contractor agrees to provide a
copy of the owner’s manual and/or preventative maintenance guidelines or
instructions if available for any equipment purchased by the City pursuant to this
Agreement. Contractor must provide such documentation upon delivery of such
equipment and prior to receipt of the final payment by the City.
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Service Agreement Standard Form Page 6 of 8
20. Limitation of Liability. The City’s maximum liability under this Agreement is limited
to the total amount of compensation listed in Section 3 of this Agreement. In no
event shall the City be liable for incidental, consequential or special damages.
21. Assignment. No assignment of this Agreement by the Contractor, or of any right
or interest contained herein, is effective unless the City Manager first gives written
consent to such assignment. The performance of this Agreement by the
Contractor is of the essence of this Agreement, and the City Manager's right to
withhold consent to such assignment is within the sole discretion of the City
Manager on any ground whatsoever.
22. Severability. Each provision of this Agreement is considered to be severable and,
if, for any reason, any provision or part of this Agreement is determined to be
invalid and contrary to applicable law, such invalidity shall not impair the
operation of nor 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 had been omitted.
23. Order of Precedence. In the event of any conflicts or inconsistencies between this
Agreement, its attachments, and exhibits, such conflicts and inconsistencies will
be resolved by reference to the documents in the following order of priority:
A. this Agreement (excluding attachments and exhibits);
B. its attachments;
C. the bid solicitation document including any addenda (Exhibit 1); then,
D. the Contractor’s bid response (Exhibit 2).
24. Certificate of Interested Parties. Contractor agrees to comply with Texas
Government Code Section 2252.908, as it may be amended, and to complete
Form 1295 “Certificate of Interested Parties” as part of this Agreement if required
by said statute.
25. Governing Law. Contractor agrees to comply with all federal, Texas, and City laws
in the performance of this Agreement. The applicable law for any legal disputes
arising out of this Agreement is the law of the State of Texas, and such form and
venue for such disputes is the appropriate district, county, or justice court in and
for Nueces County, Texas.
26. Public Information Act Requirements. This paragraph applies only to agreements
that have a stated expenditure of at least $1,000,000 or that result in the
expenditure of at least $1,000,000 by the City. The requirements of Subchapter J,
Chapter 552, Government Code, may apply to this contract and the Contractor
agrees that the contract can be terminated if the Contractor knowingly or
intentionally fails to comply with a requirement of that subchapter.
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Service Agreement Standard Form Page 7 of 8
27. 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.
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Service Agreement Standard Form Page 8 of 8
CONTRACTOR
Signature:
Printed Name:
Title:
Date:
CITY OF CORPUS CHRISTI
________________________________________________
Josh Chronley
Interim Assistant Director, Contracts and Procurement
Date: _________________________
APPROVED AS TO LEGAL FORM:
____________________________________________________
Assistant City Attorney Date
Attached and Incorporated by Reference:
Attachment A: Scope of Work
Attachment B: Bid/Pricing Schedule
Attachment C: Insurance and Bond Requirements
Attachment D: Warranty Requirements
Incorporated by Reference Only:
Exhibit 1: RFB/RFP No. 3569
Exhibit 2: Contractor’s Bid/Proposal Response
DocuSign Envelope ID: 7F4DBB36-D3A9-43B9-802E-AC1D88FCD8E1
5/17/2021
Vice President
Kevin Miller
Attachment A – Scope of Work
General Requirements/Background Information
The Contractor shall provide storm water management services according
to the following scope, but not limited to, on an as needed basis within the
jurisdiction of the City of Corpus Christi.
Scope of Work
A. Contractor shall prepare and revise Storm Water Pollution Prevention Plans
(SWPPP) as needed to support City operations.
B. Contractor shall perform quarterly inspections at storm water outfalls.
C. Contractor shall sample storm water outfalls as required by the General
Storm Water Permit.
D. Contractor shall prepare Discharge Monitoring Reports (DMR) as required
by the General Storm Water Permit.
E. Contractor shall perform reporting to the TCEQ as required by the General
Storm Water Permit.
F. Contractor shall conduct annual compliance inspections, reviews, and
certifications as required by the General Storm Water Permit.
G. Contractor shall maintain Best Management Practices (BMP) as identified
in the SWPPP.
H. Provide training to personnel listed on the storm water management team
roster.
I. Contractor shall prepare and submit Notice of Intent (NOI) upon issuance
of new Multisector General Permit.
J. Pesticide General Permit: See attached requirements.
Work Site and Conditions
The work shall be performed at various locations within the jurisdiction of the
City of Corpus Christi. See attached Exhibit A for work site locations.
Contractor Quality Control and Superintendence
The Contractor shall establish and maintain a complete Quality Control
Program that is acceptable to the Contract Administrator to assure that the
requirements of the Contract are provided as specified. The Contractor will
also provide supervision of the work to insure it complies with the contract
requirements.
DocuSign Envelope ID: 7F4DBB36-D3A9-43B9-802E-AC1D88FCD8E1
Pesticide General Permit
Consultant shall be responsible for Level IA (mosquitos) compliance including:
Permit Renewal:
TCEQ is proposing to renew and amend the Pesticide General Permit
TXG870000 which authorizes the application of pesticides into or over,
including near waters of the United States for the control of mosquito and other
insect pests, vegetation and algae pests, animal pests, area-wide pests, and
forest canopy pests. The current permit expires on November 2, 2021. The draft
permit is currently under development.
Preparation and submittal of Single Pest Management Area NOI – ePermit TCEQ HQ
Submission of Annual Report when required
Ensure and Verify Operator TDA licensing, as applicable
Provide Annual PGP training
Revise and update Current Pesticide Discharge Management Plan as
needed
Fees: NOI - $100 paper or $75 ePermit
DocuSign Envelope ID: 7F4DBB36-D3A9-43B9-802E-AC1D88FCD8E1
EXHIBIT A
1. Corpus Christi International Airport
1000 International
Corpus Christi TX 78406
2. Corpus Christi Marina
400A N. Shoreline Blvd
Corpus Christi TX 78401
3. Cefe Landfill
2397 County Road 20
Robstown TX 78380
4. JC Elliot Transfer Station
7001 Ayers Street
Corpus Christi TX 78415
5. Fleet Maintenance Services
5253 Ayers Street
Corpus Christi TX 78415
DocuSign Envelope ID: 7F4DBB36-D3A9-43B9-802E-AC1D88FCD8E1
CITY OF CORPUS CHRISTI
CONTRACTS AND PROCUREMENT
BID FORM
RFB No. 3569
Storm Water Management Services
PAGE 1 OF 1
Date:
Authorized
Bidder:Signature:
1. Refer to “Instructions to Bidders” and Contract Terms and Conditions before
completing bid.
2. Quote your best price for each item.
3. In submitting this bid, Bidder certifies that:
a. the prices in this bid have been arrived at independently, without consultation,
communication, or agreement with any other Bidder or competitor, for the
purpose of restricting competition with regard to prices.
b. Bidder is an Equal Opportunity Employer, and the Disclosure of Interest information
on file with City’s Contracts and Procurement office, pursuant to the Code of
Ordinances, is current and true.
c. Bidder is current with all taxes due and company is in good standing with all
applicable governmental agencies.
d. Bidder acknowledges receipt and review of all addenda for this RFB.
ITEM DESCRIPTION QTY UNIT
UNIT
PRICE
EXTENDED
PRICE
1
Storm Water Management
Services. Year 1 1 Year
2
Storm Water Management
Services, Year 2 1 Year
3
Storm Water Management
Services, Year 3 1 Year
4
Storm Water Management
Services, Year 4 1 Year
5
Storm Water Management
Services, Year 5 1 Year
GRAND TOTAL
05/04/21
SWCA, Incorporated
$46,644
$14,051
$14,264
$14,650
$15,270
$14,051
$14,264
$14,650
$104,879
$46,644
$15,270
Attachment B - Pricing Schedule
DocuSign Envelope ID: 7F4DBB36-D3A9-43B9-802E-AC1D88FCD8E1
Attachment C - Insurance Requirements
I. CONTRACTOR’S LIABILITY INSURANCE
A. Contractor must not commence work under this contract until all insurance required has
been obtained and such insurance has been approved by the City. Contractor must
not allow any subcontractor, to commence work until all similar insurance required of
any subcontractor has been obtained.
B. Contractor must furnish to the City’s Risk Manager and Contract Administer a copy 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. Project name and/or number must be listed in Description Box of Certificate
of Insurance.
TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE
PROFESSIONAL LIABILITY
(Errors and Omissions)
$1,000,000 Per Claim
(Defense costs not included in
face value of the policy)
If claims made policy, retro date
must be at or prior to inception of
agreement, have extended
reporting period provisions and
identify any limitations regarding
who is insured.
C. In the event of accidents of any kind related to this contract, Contractor shall furnish the
Risk Manager with copies of all reports of any accidents within 10 days of the accident.
II. ADDITIONAL REQUIREMENTS
A. Contractor shall obtain and maintain in full force and effect for the duration of this
Contract, and any extension hereof, at Contractor'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 at least A- with a Financial Size
Category of Class VII or higher.
B. Contractor shall be required to submit renewal certificates of insurance throughout the
term of this contract and any extensions within 10 days of the policy expiration dates.
All notices under this Exhibit shall be given to City at the following address:
City of Corpus Christi
Attn: Risk Manager
P.O. Box 9277
Corpus Christi, TX 78469-9277
DocuSign Envelope ID: 7F4DBB36-D3A9-43B9-802E-AC1D88FCD8E1
C. Certificate of insurance shall specify that at least 30 calendar days advance written
notice will be provided to City of any, cancellation, non-renewal, material change or
termination in coverage and not less than 10 calendar days advance written notice for
nonpayment of premium.
D. Within 5 calendar days of a cancellation, non-renewal, material change or termination
of coverage, Contractor shall provide a replacement Certificate of Insurance and
applicable endorsements to City. City shall have the option to suspend Contractor'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.
E. In addition to any other remedies the City may have upon Contractor'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 Contractor to stop work hereunder,
and/or withhold any payment(s) which become due to Contractor hereunder until
Contractor demonstrates compliance with the requirements hereof.
F. Nothing herein contained shall be construed as limiting in any way the extent to which
Contractor may be held responsible for payments of damages to persons or property
resulting from Contractor's or its subcontractor’s performance of the work covered
under this contract.
G. Contractor'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.
H. The insurance required is in addition to and separate from any other obligation
contained in this contract.
2020 Insurance Requirements
Ins. Req. Exhibit 3-H
Professional Services - Other Professional Services
06/08/2020 Risk Management – Legal Dept.
DocuSign Envelope ID: 7F4DBB36-D3A9-43B9-802E-AC1D88FCD8E1
Attachment D – Warranty
No warranty is required therefore, Service Agreement 3569, Section 8, Warranty
Requirements subsections 8(A) and (B) are hereby void.
DocuSign Envelope ID: 7F4DBB36-D3A9-43B9-802E-AC1D88FCD8E1
DATE: July 27, 2021
TO: Peter Zanoni, City Manager
FROM: Charles Mendoza, Director of Asset Management
CharlesM2@cctexas.com
(361) 826-1941
Josh Chronley, Assistant Director of Contracts and Procurement
JoshC2@cctexas.com
(361) 826-3169
CAPTION:
Motion authorizing a three-year service agreement with Allison Corp. dba Allison Flooring America
of Corpus Christi, Texas, for an amount not to exceed $696,100.00, for flooring repair and
replacement for Asset Management, effective upon issuance of a notice to proceed, with FY 2021
funding in the amount of $38,675.00 available through the Facilities Maintenance Fund.
SUMMARY:
This is a motion to approve a service agreement with Allison Corp. dba Allison Flooring America
to perform on-call flooring repair and replacement services to City-owned facilities. These services
are necessary to maintain the buildings from deteriorating and to ensure code compliant status.
The services will be provided on an as-needed basis. This is a long-term contract for building
maintenance services under the direction of Asset Management.
BACKGROUND AND FINDINGS:
The Contractor shall furnish labor, parts, materials, tools, and equipment necessary to perform
flooring repair or replacement services to City owned facilities. The work performed must be
accomplished in a manner that meets all applicable specifications, trade standards and
provisions, and federal, state, local codes and regulations. Contractor is responsible for removing
existing material and disposing all waste materials. These services will be included in the Service
Agreement for Building Maintenance and Repair Services performed on an as needed basis under
individual projects that will be based on unit prices. Contracts and Procurement conducted a
Flooring Repair and Replacement for Asset Management
AGENDA MEMORANDUM
Action Item for the City Council Meeting July 27, 2021
competitive RFB process to obtain bids for a new contract. The City is recommending the award
to Allison Corp. dba Allison Flooring America.
PROCUREMENT DETAIL:
Contracts and Procurement conducted a competitive Request for Bid process to obtain bids for a
new long-term contract. The City received three responsive, responsible bids for these services.
Staff is recommending the award to the lowest, responsive, responsible bidder Allison Corp. dba
Allison Flooring America. Allison Corp. dba Allison Flooring America is the incumbent vendor
and, pricing remained unchanged due to the increased volume for the three-year contract from
74,700 total square foot to 146,500 square foot. The contractor will provide services on an as-
needed basis.
ALTERNATIVES:
The alternative is to perform the work in -house. However, the Asset Management Department
would have to increase their staff in various trades in order to keep up with the high demand in a
timely manner.
FISCAL IMPACT:
The fiscal impact for the various departments for the first-year, of the three-year service
agreement, is an amount not exceed $38,675.00. This is an on-call service agreement; therefore,
the department will allocate the required funds as needed. The remaining cost will be budgeted
in future years during the annual budget process.
FUNDING DETAIL:
Fund: 5115
Organization/Activity: 40300
Mission Element: 191
Project # (CIP Only):
Account: 530215
RECOMMENDATION:
Staff recommends the approval of this agreement with Allison Corp. dba Allison Flooring America
of Corpus Christi, Texas for Flooring Repair and Replacement for Asset Management as
presented.
LIST OF SUPPORTING DOCUMENTS:
Bid Tabulation
Service Agreement
ITEM Description Unit Qty Unit Price Total Price Unit Price Total Price Unit Price Total Price
1 Flooring Removal Square
Foot 30,000 0.85$ 25,500.00$ 7.00$ 210,000.00$ 4.80$ 144,000.00$
2 Install Vinyl Commercial
Tile (VCT)
Square
Foot 12,000 2.00$ 24,000.00$ 6.00$ 72,000.00$ 11.38$ 136,560.00$
3 Install Commercial
Carpet Squares
Square
Foot 15,000 4.65$ 69,750.00$ 15.00$ 225,000.00$ 7.20$ 108,000.00$
4 Install glue down
hardwood flooring
Square
Foot 10,000 4.00$ 40,000.00$ 21.00$ 210,000.00$ 10.28$ 102,800.00$
5 Install Vinyl Plank tile Square
Foot 25,000 5.00$ 125,000.00$ 7.00$ 175,000.00$ 5.14$ 128,500.00$
6 Install Floating laminate
flooring
Square
Foot 10,000 5.00$ 50,000.00$ 7.00$ 70,000.00$ 9.66$ 96,600.00$
7 Install ceramic/porcelain
tile less than 16” x 16”
Square
Foot 15,000
4.00$ 60,000.00$ 15.00$ 225,000.00$ 7.40$ 111,000.00$
8 Remove and replace
Vinyl cove base
Linear
Foot 6,000 2.00$ 12,000.00$ 2.50$ 15,000.00$ 4.39$ 26,340.00$
9 Install transaction pieces
Rubber, Metal, Wood etc.
Linear
Foot 3,000
2.95$ 8,850.00$ 1.00$ 3,000.00$ 14.39$ 43,170.00$
10 Floor Leveling Square
foot 20,000 1.40$ 28,000.00$ 5.00$ 100,000.00$ 8.70$ 174,000.00$
11 Furniture moving Hours 500 110.00$ 55,000.00$ 45.00$ 22,500.00$ 143.85$ 71,925.00$
Estimated
Spend Mark up %Mark up %Mark up %
12 180,000.00$ 10%198,000.00$ 25%225,000.00$ 15%207,000.00$
696,100.00$ 1,552,500.00$ 1,349,895.00$
Materials
International Consulting
Engineers - Corpus Christi, Tx.
Allison Flooring America -
Corpus Christi, Texas
Azteca Designs, Inc. -
Somerset, Texas
City of Corpus Christi
Contracts and Procurement
Buyer : Marco Lozano
Bid Tabulation
RFB # 3578
Flooring and Replacement for Asset Management
Service Agreement Standard Form Page 1 of 7
Approved as to Legal Form March 12, 2021
SERVICE AGREEMENT NO. 3578
Flooring Repair and Replacement for Asset Management
THIS Flooring Repair and Replacement for Asset Management Agreement
("Agreement") is entered into by and between the City of Corpus Christi, a Texas home-
rule municipal corporation (“City”) and Allison Corp. dba Allison Flooring America
(“Contractor"), effective upon execution by the City Manager or the City Manager’s
designee (“City Manager”).
WHEREAS, Contractor has bid to provide Flooring Repair and Replacement for
Asset Management in response to Request for Bid/Proposal No. 3578 (“RFB/RFP”),
which RFB/RFP includes the required scope of work and all specifications and which
RFB/RFP and the Contractor’s bid or proposal response, as applicable, are
incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each
were fully set out here in its entirety.
NOW, THEREFORE, City and Contractor agree as follows:
1. Scope. Contractor will provide Flooring Repair and Replacement for Asset
Management (“Services”) in accordance with the attached Scope of Work, as
shown in Attachment A, the content of which is incorporated by reference into
this Agreement as if fully set out here in its entirety, and in accordance with Exhibit
2.
2. Term. This Agreement is for three years, with performance commencing upon the
date of issuance of a notice to proceed from the Contract Administrator or the
Contracts and Procurement Division, or the performance date listed in the notice
to proceed, whichever is later. The parties may mutually extend the term of this
Agreement for up to zero additional zero-year periods (“Option Period(s)”),
provided, the parties do so in writing prior to the expiration of the original term or
the then-current Option Period.
3. Compensation and Payment. This Agreement is for an amount not to exceed
$696,100.00, subject to approved extensions and changes. Payment will be made
for Services completed and accepted by the City within 30 days of acceptance,
subject to receipt of an acceptable invoice. Contractor shall invoice no more
frequently than once per month. All pricing must be in accordance with the
attached Bid/Pricing Schedule, as shown in Attachment B, the content of which
is incorporated by reference into this Agreement as if fully set out here in its
entirety. Any amount not expended during the initial term or any option period
may, at the City’s discretion, be allocated for use in the next option period.
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Invoices must be mailed to the following address with a copy provided to the
Contract Administrator:
City of Corpus Christi
Attn: Accounts Payable
P.O. Box 9277
Corpus Christi, Texas 78469-9277
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. The City’s Contract Administrator for this Agreement is as follows:
Name: Rebecca Serna
Department: Asset Management
Phone: 361-826-3388
Email: RebeccaS@cctexas.com
5. Insurance; Bonds.
(A) Before performance can begin under this Agreement, the Contractor must
deliver a certificate of insurance (“COI”), as proof of the required insurance
coverages, to the City’s Risk Manager and the Contract Administrator.
Additionally, the COI must state that the City will be given at least 30 days’
advance written notice of cancellation, material change in coverage, or intent
not to renew any of the policies. The City must be named as an additional insured.
The City Attorney must be given copies of all insurance policies within 10 days of
the City Manager's written request. Insurance requirements are as stated in
Attachment C, the content of which is incorporated by reference into this
Agreement as if fully set out here in its entirety.
(B) In the event that a payment bond, a performance bond, or both, are
required of the Contractor to be provided to the City under this Agreement before
performance can commence, the terms, conditions, and amounts required in the
bonds and appropriate surety information are as included in the RFB/RFP or as
may be added to Attachment C, and such content is incorporated here in this
Agreement by reference as if each bond’s terms, conditions, and amounts were
fully set out here in its entirety.
6. Purchase Release Order. For multiple-release purchases of Services to be
provided by the Contractor over a period of time, the City will exercise its right to
specify time, place and quantity of Services to be delivered in the following
manner: any City department or division may send to Contractor a purchase
release order signed by an authorized agent of the department or division. The
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purchase release order must refer to this Agreement, and Services will not be
rendered until the Contractor receives the signed purchase release order.
7. Inspection and Acceptance. City may inspect all Services and products supplied
before acceptance. Any Services or products that are provided but not
accepted by the City must be corrected or re-worked immediately at no charge
to the City. If immediate correction or re-working at no charge cannot be made
by the Contractor, a replacement service may be procured by the City on the
open market and any costs incurred, including additional costs over the item’s
bid/proposal price, must be paid by the Contractor within 30 days of receipt of
City’s invoice.
8. Warranty.
(A) The Contractor warrants that all products supplied under this Agreement
are new, quality items that are free from defects, fit for their intended purpose,
and of good material and workmanship. The Contractor warrants that it has clear
title to the products and that the products are free of liens or encumbrances.
(B) In addition, the products purchased under this Agreement shall be
warranted by the Contractor or, if indicated in Attachment D by the
manufacturer, for the period stated in Attachment D. Attachment D is attached
to this Agreement and is incorporated by reference into this Agreement as if fully
set out here in its entirety.
(C) Contractor warrants that all Services will be performed in accordance
with the standard of care used by similarly situated contractors performing similar
services.
9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing
Schedule are estimates only and do not obligate the City to order or accept more
than the City’s actual requirements nor do the estimates restrict the City from
ordering less than its actual needs during the term of the Agreement and including
any Option Period. Substitutions and deviations from the City’s product
requirements or specifications are prohibited without the prior written approval of
the Contract Administrator.
10. Non-Appropriation. The continuation of this Agreement after the close of any
fiscal year of the City, which fiscal year ends on September 30th annually, is subject
to appropriations and budget approval specifically covering this Agreement as
an expenditure in said budget, and it is within the sole discretion of the City’s City
Council to determine whether or not to fund this Agreement. The City does not
represent that this budget item will be adopted, as said determination is within the
City Council's sole discretion when adopting each budget.
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11. Independent Contractor. Contractor will perform the work required by this
Agreement as an independent contractor and will furnish such Services in its own
manner and method, and under no circumstances or conditions will any agent,
servant or employee of the Contractor be considered an employee of the City.
12. Subcontractors. In performing the Services, the Contractor will not enter into
subcontracts or utilize the services of subcontractors.
13. Amendments. This Agreement may be amended or modified only in writing
executed by authorized representatives of both parties.
14. Waiver. No waiver by either party of any breach of any term or condition of this
Agreement waives any subsequent breach of the same.
15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA
taxes, unemployment taxes and all other applicable taxes. Upon request, the City
Manager shall be provided proof of payment of these taxes within 15 days of such
request.
16. Notice. Any notice required under this Agreement must be given by fax, hand
delivery, or certified mail, postage prepaid, and is deemed received on the day
faxed or hand-delivered or on the third day after postmark if sent by certified mail.
Notice must be sent as follows:
IF TO CITY:
City of Corpus Christi
Attn: Rebecca Serna
Title: Operations Support IV
Address: 5352 Ayers Bldg 3A, Corpus Christi, Texas 78415
Phone: 361-826-3388
Fax: N/A
IF TO CONTRACTOR:
Allison Corp. dba Allison Flooring America
Attn: Terry Allison
Title: President
Address: 4400 S. Padre Island Dr., Corpus Christi, Texas 78411
Phone: 361-855-4781
Fax: 361-855-4786
17. CONTRACTOR SHALL FULLY 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
WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF
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PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND
OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF
LITIGATION, COURT COSTS, ATTORNEYS’ FEES AND EXPERT WITNESS FEES,
WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION
WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS
AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT
ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS
EMPLOYEES OR AGENTS. CONTRACTOR 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 THE CITY ATTORNEY, AND PAY ALL
CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF
ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE,
LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION
OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE
THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT.
18. Termination.
(A) The City may terminate this Agreement for Contractor’s failure to comply with
any of the terms of this Agreement. The City 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, the City may terminate this
Agreement immediately thereafter.
(B) Alternatively, the City may terminate this Agreement for convenience upon
30 days advance written notice to the Contractor. The City may also terminate
this Agreement upon 24 hours written notice to the Contractor for failure to pay or
provide proof of payment of taxes as set out in this Agreement.
19. Owner’s Manual and Preventative Maintenance. Contractor agrees to provide a
copy of the owner’s manual and/or preventative maintenance guidelines or
instructions if available for any equipment purchased by the City pursuant to this
Agreement. Contractor must provide such documentation upon delivery of such
equipment and prior to receipt of the final payment by the City.
20. Limitation of Liability. The City’s maximum liability under this Agreement is limited
to the total amount of compensation listed in Section 3 of this Agreement. In no
event shall the City be liable for incidental, consequential or special damages.
21. Assignment. No assignment of this Agreement by the Contractor, or of any right
or interest contained herein, is effective unless the City Manager first gives written
consent to such assignment. The performance of this Agreement by the
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Contractor is of the essence of this Agreement, and the City Manager's right to
withhold consent to such assignment is within the sole discretion of the City
Manager on any ground whatsoever.
22. Severability. Each provision of this Agreement is considered to be severable and,
if, for any reason, any provision or part of this Agreement is determined to be
invalid and contrary to applicable law, such invalidity shall not impair the
operation of nor 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 had been omitted.
23. Order of Precedence. In the event of any conflicts or inconsistencies between this
Agreement, its attachments, and exhibits, such conflicts and inconsistencies will
be resolved by reference to the documents in the following order of priority:
A. this Agreement (excluding attachments and exhibits);
B. its attachments;
C. the bid solicitation document including any addenda (Exhibit 1); then,
D. the Contractor’s bid response (Exhibit 2).
24. Certificate of Interested Parties. Contractor agrees to comply with Texas
Government Code Section 2252.908, as it may be amended, and to complete
Form 1295 “Certificate of Interested Parties” as part of this Agreement if required
by said statute.
25. Governing Law. Contractor agrees to comply with all federal, Texas, and City laws
in the performance of this Agreement. The applicable law for any legal disputes
arising out of this Agreement is the law of the State of Texas, and such form and
venue for such disputes is the appropriate district, county, or justice court in and
for Nueces County, Texas.
26. Public Information Act Requirements. This paragraph applies only to agreements
that have a stated expenditure of at least $1,000,000 or that result in the
expenditure of at least $1,000,000 by the City. The requirements of Subchapter J,
Chapter 552, Government Code, may apply to this contract and the Contractor
agrees that the contract can be terminated if the Contractor knowingly or
intentionally fails to comply with a requirement of that subchapter.
27. 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.
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CONTRACTOR
Signature:
Printed Name:
Title:
Date:
CITY OF CORPUS CHRISTI
________________________________________________
Josh Chronley
Interim Assistant Director, Contracts and Procurement
Date: _________________________
Attached and Incorporated by Reference:
Attachment A: Scope of Work
Attachment B: Bid/Pricing Schedule
Attachment C: Insurance and Bond Requirements
Attachment D: Warranty Requirements
Incorporated by Reference Only:
Exhibit 1: RFB/RFP No. 3578
Exhibit 2: Contractor’s Bid/Proposal Response
DocuSign Envelope ID: C53821DB-4122-434F-B843-6BF242DB3F34
Terry Allison
6/29/2021
President
ATTACHMENT A: SCOPE OF WORK
General Requirements/Background Information
A. The Contractor shall provide Flooring services to City owned locations listed
in this Scope of work. The Contractor shall provide services on an as-
needed basis.
B. The Contractor shall provide labor, supervision, parts, supplies, materials,
tools, equipment, and transportation necessary to perform services.
C. The Contractor shall perform the following services including but not limited
to the following:
1) Installation of vinyl commercial tile, vinyl plank, commercial carpet
2) All associated floor trims and transitions
3) Removal of existing flooring
4) Pre-install sub-floor preparation
5) Vinyl cove base installation
6) Threshold installs
7) Furniture moving
8) Estimating
4.2 Installation Requirements
A. The Contractor shall comply with the manufacturer's instruction and
recommendation for all flooring products and installation materials.
B. Install flooring under open-bottom obstructions and under
removable flanges and furnishings into alcoves and closets of each
space.
C. Run flooring under open-bottom items such as heating convectors
and install tight against wall, columns and cabinets so the entire floor
area is covered with flooring material. Install edging guard at all
openings and doors wherever flooring terminates, unless indicated
otherwise. Prior to installation, the Contractor shall notify the Contract
Administrator about all other obstructions which may occur.
D. Cutting shall be done in accordance with the manufacturer's
recommendations, using the tools designed for the flooring being
installed.
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E. Edges shall be butted together with the proper pressure to produce
the tightest joint possible without distortion.
F. Use leveling compound where necessary.
G. Metal-nosing strips shall be used as required. Substitutions must be
approved by the Contract Administrator. Installation of metal-nosing
strips on concrete or stone surfaces shall be by drilling, inserting
plastic plugs and using non-corrosive drive screws. All screws shall
have shallow head profile.
H. Carpet and Vinyl composition tile (VCT) shall be adhered direct to
existing floor surfaces in accordance with manufacturer's printed
instructions.
I. Vinyl base shall be adhered direct to designated surfaces after
flooring is installed in accordance with manufacturer's instructions.
J. Surface Preparation: Carpet and VCT
The Contractor shall prepare existing floors to receive carpet or VCT.
Prior to filling, the floor must be swept clean of all loose debris. After
filling, allow filler to dry. Damp mop floor and allow drying. Vacuum
after mopping to ensure all debris is removed for a proper substrate
to install flooring. All cracks, holes, unevenness and rough areas will
be leveled and smoothed with material that complies with carpet or
VCT manufacturer's recommendations to ensure warranty terms.
K. Surface Preparation: Vinyl Base
l. Designated surfaces to receive vinyl base shall be structurally
sound, smooth, dry and clean, free of dirt, dust, oil, wax or other
foreign matter which would interfere with a good bond.
2. Painted surfaces to receive vinyl base shall be thoroughly dry
and cured.
3. The Contractor shall roughen shiny surfaces such as glossy
paint that may cause adverse bonding.
4. Back of vinyl base shall be free of mold release agents or other
contaminants that could interfere with proper adhesion
L. Installation: Carpet and VCT
l. Layout and plan the area to be carpeted or tiled by preparing
a seaming plan to be approved by the Contract Administrator
prior to work commencing. Seaming plan shall reflect minimum
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number of seams possible under guidelines of these
specifications.
2. Check the plan against the available roll lengths and dye-lot
numbers to ensure all rolls are of the same dye-lot. Using more
than one dye-lot in the same room or open area is not
permitted.
3. Plan seam locations so that no perpendicular seams occur at
door openings.
4. Seams shall run with flow of traffic as best as possible.
M. Installation: Carpet tiles
l. Install carpet according to manufacturer's printer instructions.
2. Apply adhesives as per manufacturer's printed instructions.
3. In open perimeter designs, use a fixed reducer strip to secure
the area.
N. Installation: Vinyl Base
1. All vinyl base shall be cove cut on inside corners.
2. Plan seam locations so that no seams end on outside corners.
3. Check each carton of base for dye lot numbers to assure there
is no mixing of due lots during installation.
0. Adhesive Application
l. Adhesives shall be compatible with product being installed.
2. The Contractor shall follow manufacturer's recommendation
to apply as directed for proper adhesion and to ensure
compliance with warranty terms and conditions.
P. Cleanup
1. Remove visible adhesive, seam sealer and other surfaces
blemishes using cleaner recommended by manufacturer.
2. Remove protruding yarns from carpet surface.
3. Remove all debris and carpet remnants less than one yard
from job site and dispose properly. Carpet remnants in excess
of one yard shall be returned to the Contract Administrator
4.3 Work Order
A. Information for the services shall be provided to the Contractor through
Work Orders by phone and/or email in an emergency. The Contractor
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shall request the Work Order copy from the Contract Administrator, if
City fails to provide.
B. The Contractor shall submit a written estimate for approval to the
Contract Administrator utilizing pricing as outlined in the Contract.
Estimate shall include labor and parts/materials based on the
information provided in the Work Order or site visit.
C. If any work requested by Work Order is of the nature to require the
supervision and/or drawings of an engineer, the City will provide
Contractor with the stamped drawings and/or separately procure the
supervising engineer.
D. If the estimate is accepted and work performed, the Contractor's
invoice shall not exceed the authorized amount of the work order unless
preauthorized by the Contract Administrator via a work order
amendment prior to the work being performed.
E. Upon completion of Work Order, the Contractor shall provide a job
ticket. The job ticket shall include, but not limited to - Company Name,
Date of service, Project address, Detail Description of work performed,
parts/material used, and Maximo work order reference number.
F. If any item or equipment covered under this service agreement is
deemed non-- repairable, the Contractor shall immediately notify the
Contract Administrator and provide assessments and
recommendations.
4.4 Service Personnel
A. The Contractor shall assure that all crews are fully and properly
equipped to perform services promptly and safely without delay. All
personnel assigned to the service agreement shall wear a uniform,
including safety equipment and any company issued photo
identification. The Contractor's employees working on site shall wear
clothing with an identifiable logo bearing the name of the company
visible from 15 feet. All personnel shall be neatly dressed in shirts, safety
shoes, and long pants. Shorts or torn clothing are unacceptable.
B. If the service personnel do not perform as required, the City has the right
to reject the personnel and the Contractor is liable to deploy new
personnel.
C. The Contractor shall conduct background checks for all personnel
before they are assigned to work under this agreement. The Contract
Administrator may ask for the background check report from the
Contractor. The City reserves the right to approve or refuse employees
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because of an unsatisfactory background check. Background checks
will be done at the sole expense of the Contractor.
4.5 Site Control
A. The Contractor shall safeguard the area while services are being
performed. The Contractor shall try to minimize an interference to the
building occupants with the day to day operations. The Contractor shall
be responsible for assuring the safety of its employees, City employees,
and the public during performance of all services under this agreement.
B. The Contractor shall repair or responsible for the cost to repair damage
incurred in the process of performing the required services.
C. The Contractor is responsible for protecting the work from damage from
any source prior to final acceptance.
4.6 Completion
A. Upon completion, the Contractor shall conduct a careful inspection
with the department personnel and shall correct all defective work to
the satisfaction of the Contract Administrator.
B. Remove all scrap, litter and debris resulting from operations specified
herein, and leave work and the premises in clean and satisfactory
conditions.
4.7 Contract Pricing
The labor rate shall include all labor costs including but not limited to labor,
overhead, transportation, administrative and profit. Materials will be
compensated at cost with receipts and allowable markup (%) shown in
contract.
4.8 Recordkeeping
The Contractor shall establish and maintain a log delineating complete and
accurate records of all services, repairs, parts, supplies and materials for each
location for the term of the Contract. The Contractor shall update the logs
after each service defined in the Contract.
4.9 Invoicing
A. Each month, the Contractor shall submit the invoice for flooring services
to the City. The invoice shall include Work description, Work Order
Number, Purchase Order Number (PO#), Service Agreement Number,
Location, date of service and list of Materials that were replaced.
B. Invoices shall be sent as follows:
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A. Original copy to Accounts Payable and copies to the Asset
Management-Business Management Division at
facilitymaintenanceinvoicing@cctexas.com and one to the
Contract Administrator.
B. The Contractor shall include copies of monthly Work Order as
back-up for each invoice. Approval for payment shall be
authorized by the Contract Administrator or Operation
Superintendent.
4.10 Contractor Quality Control and Superintendence
The Contractor shall establish and maintain a complete Quality Control
Program that is acceptable to the Contract Administrator to assure that the
requirements of the Contract are provided as specified. The Contractor will
also provide supervision of the work to insure it complies with the contract
requirements.
4.11 Work Location
The Contractor may perform Floor replacement and repair
services to the following location including, but not limited to:
BUILDING Address Zip Code
1 Health Department 1702 Horne Rd 78416
2 City Hall 1201 Leopard St 78401
3 Gas Department 4225 S Port Ave 78415
4 Police Department 321 John Sartain St, 78401
5 Municipal Courts 321 John Sartain St, 78401
6 Frost Bank 2402 Leopard St, 78408
7 Water Department 2726 Holly Rd, 78415
8 Broadmoor Senior Center 1651 Tarlton St, 78415
9 Ethel Eyerly Senior Center 654 Graham Rd. 78418
10 Garden Senior Center 5325 Greely Dr, 78412
11 Greenwood Senior Center 4040 Greenwood Dr, 78416
12 Lindale Senior Center 3135 Swantner St, 78404
13 Northwest Senior Center 9725 Upriver Rd, 78410
14 Oveal Williams Senior Center 1414 Martin Luther King Dr, 78401
15 Zavala Senior Center 510 Osage St, 78405
16 La Retama Central Library 805 Comanche St, 78401
17 Garcia Public Library 5930 Brockhampton St, 78414
18 Janeth Harte Public Library 2629 Waldron Rd, 78418
19 Hopkins Public Library 3202 McKinzie Rd, 78410
20 McDonalds Library 4044 greenwood Dr, 78416
21 Neyland Public Library 1230 Carmel Pkwy, 78411
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22 Joe Garza Recreation Center 3204 Highland Ave, 78405
23 Lindale Recreation Center 3133 Swantner St, 78404
24 Oak Park Recreation Center 842 Erwin Ave, 78408
25 Oso Recreation Center 111 1 Bernice Dr 78413
26 Soloman Coles Rec Center 924 Winnebago St, 78401
27 Science and History Museum 1900 N Chaparral St, 78401
28 Al Kruse Tennis Center 502 King St, 78401
29 HEB Pool Complex 1520 Shelly St, 78404
30 HEB Tennis Court 1520 Shelly St, 78404
31 Central Kitchen 4141 Old Brownsville Rd, 78405
32 0 N Stevens Plant 13101 Leopard St, 78410
33 Solid Waste Building 2525 Hygeia, 78415
34 Oso Wastewater Treatment Plant 501 Nile, 78412
35 Greenwood WWTP 6541 Greenwood Dr, 78417
36 Broadway WWTP 1402 W Broadway, 78401
37 Laguna Madre WWTP 201 Jester St, 78418
38 White Cap Waste WWTP 13409 White Cap St, 78418
39 Allison Wastewater Treatment Plant 4101 Allison St, 78410
40 CEFE Landfill 2397 Co.Rd.20, Robstown, TX 78380
41 J C Elliot Transfer Station 6594 Greenwood St, 78415
42 Other City Owned locations City Wide
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Page 1 of 3
Attachment C: Insurance and Bond Requirements
I. CONTRACTOR'S LIABILITY INSURANCE
A. Contractor must not commence work under this agreement until all insurance
required has been obtained and such insurance has been approved by the City.
Contractor must not allow any subcontractor Agency to commence work until all
similar insurance required of any subcontractor Agency has been obtained.
B. Contractor must furnish to the City's Risk Manager and Contract Administer one
(1) 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. The City must be listed as an additional
insured on the General liability and Auto Liability policies by endorsement, and
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,
required on all certificates or by
applicable policy endorsements
Bodily Injury and p roperty
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
$500,000 Combined Single Limit
WORKERS' COMPENSATION
EMPLOYER'S LIABILITY
Statutory
$500,000 /$500,000 /$500,000
C. In the event of accidents of any kind related to this agreement, Contractor must
furnish the Risk Manager with copies of all reports of any accidents within 10 days
of the accident.
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Page 2 of 3
II.ADDITIONAL REQUIREMENTS
A. Applicable for paid employees, Contractor 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 Contractor will be
promptly met.
B. Contractor shall obtain and maintain in full force and effect for the duration of this
Contract, and any extension hereof, at Contractor'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. Contractor 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. Contractor 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: Risk Manager
P.O. Box 9277
Corpus Christi, TX 78469-9277
D. Contractor 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, volunteers, and elected
representatives as additional insured by endorsement, as respects operations,
completed operation 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
suspension, cancellation, non-renewal or material change in coverage, and not less
than ten (10) calendar days advance written notice for nonpayment of premium.
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E. Within five (5) calendar days of a suspension, cancellation, or non-renewal of
coverage, Contractor shall provide a replacement Certificate of Insurance and
applicable endorsements to City. City shall have the option to suspend Contractor'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 Contractor'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 Contractor to remove
the exhibit hereunder, and/or withhold any payment(s) if any, which become due
to Contractor hereunder until Contractor demonstrates compliance with the
requirements hereof.
G. Nothing herein contained shall be construed as limiting in any way the extent to which
Contractor may be held responsible for payments of damages to persons or property
resulting from Contractor's or its subcontractor's performance of the work covered
under this agreement.
H. It is agreed that Contractor'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.
I. It is understood and agreed that the insurance required is in addition to and separate
from any other obligation contained in this agreement.
Bond Requirements:
No bonds are required.
2020 Insurance Requirements
Ins. Req. Exhibit 4-B
Contracts for General Services - Services Performed Onsite
06/08/2020 Risk Management -Legal Dept.
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Page 1 of 1
ATTACHMENT D: WARRANTY REQUIREMENTS
Warranty on Labor and Workmanship shall be one year.
Warranty on all materials shall be one year.
A. Covered warranty on new installation shall be one year or better for all labor
and material.
B. Warranty on all repairs shall be 1 year or better for all labor and materials. Any
additional service call to repair deficiencies previously addressed, will not be
considered for payment.
DocuSign Envelope ID: C53821DB-4122-434F-B843-6BF242DB3F34
DATE: July 27, 2021
TO: Peter Zanoni, City Manager
FROM: Charles Mendoza, Director of Asset Management
Charlesm2@cctexas.com
(361) 826-1941
Josh Chronley, Assistant Director of Contracts and Procurement
JoshC2@cctexas.com
(361) 826-3169
CAPTION:
Motion authorizing a three-year service agreement with up to three one -year renewal
options with Acclaim Energy, Ltd., in the amount of $0.00035 based on a yearly average
citywide consumption of 140,742,000 Kilo Watt Hours (kWh) for an estimated annual fee
of $43,000, and potential estimated amount of $258,000.00, for power purchase
consultant services to the City, effective upon issuance of notice to proceed .
SUMMARY:
This motion authorizes consultant services to manage the upcoming purchase of
electricity commodity for the City of Corpus Christi. Acclaim Energy Ltd. met and
exceeded all the requirements and therefore was selected based on technical
expertise/competence and lowest fees of $0.00035. Note: The consultant fees are based
on the total kWh ($0.00035 x kWh consumption = consultant fee) of electricity consumed
by the City.
BACKGROUND AND FINDINGS:
The City of Corpus Christi’s Power Purchase Agreement (PPA) is set to expire December
2023. In order to take advantage of the current market rates and navigate the Electric
Reliability Council of Texas (ERCOT) and Retail Energy Providers the Asset Management
Department championed the hiring of a consulting firm to assist the City.
Power Purchase Consultant
AGENDA MEMORANDUM
Action Item for the City Council Meeting July 27, 2021
Texas is deregulated and power purchasing is subject to a myriad of options and
challenges. A consultant will significantly improve the City’s options of obtaining a lower
rate and assist and guide the City by limiting liability from dubious fees and charges by
Retail Energy Providers (REP). The City of Corpus Christi spends on average (2017 –
2020) $14M per year in electricity and currently pays $0.03883 per kWh. The goal is to
execute PPA between $0.02 and $0.03. This effort will reduce the electricity cost by
approximately $1M to $2M per year.
PROCUREMENT DETAIL:
Contracts and Procurement conducted a competitive Request for Proposal (RFP 3444)
to obtain qualified firms to provide a power purchase consultant. Four firms submitted
proposals for Power Purchase Consultant. Acclaim Strategic Power Specialists was
selected as the Consultant for Power Purchase and was the highest ranked firm.
The selection committee was comprised of representatives from Asset Management,
Legal, Finance, and Contracts and Procurement. The final evaluation ranked Acclaim
Strategic Power Specialists as the highest ranked firm based on five factors: 1) firm’s
experience; 2) Team’s experience; 3) Team Identification; 4) Understanding the Project
Scope; and 5) Pricing.
ALTERNATIVES:
There are no alternatives because the City does not have personnel with the required
skill sets or credentials to perform this task internally.
FINANCIAL IMPACT:
Not applicable for FY 2021.
Funding Detail:
Fund:
Organization/Activity:
Mission Element:
Project # (CIP Only):
Account:
RECOMMENDATION:
Staff recommends approval of this motion authorizing a three-year agreement with up to
three one-year renewal options with Acclaim Energy, Ltd.
LIST OF SUPPORTING DOCUMENTS:
Vendor Service Agreement – available to Councilmembers upon request
Evaluation Matrix
Power Purchase Consultant
RFP No. 3444
Sr. Buyer: Minerva Alvarado
Proposal Evaluation Van Brunt
Associates
Acclaim
Strategic Power
Specialists
Tenaska Power
Management
Thomas
Engineering
MINIMUM QUALIFICATIONS (PASS/FAIL)
Registered with the Public Utilities Commission of
Texas
Required five year in business
No outstanding lawsuits during last 5 years or current
litigation with the City during last 5 years
No Outstanding regulatory issues last 5 years
References Provided for firm
TECHNICAL PROPOSAL (50 PTS)41.6 47.2 27.0 40.2
Firms Experience (18 points)15.2 17 11.6 15
Team's Experience (18 points)14 17.2 6.4 13
Understanding of Project Scope (14 points)12.4 13 9 12
Interview (30 PTS)28.0 27.4Firms' Experience 8.0 7.8Team Identification 8.4 9.4Understanding of Project Scope 11.6 10.2
PRICING (20 PTS)9 20
Total 78.35 94.60 27 40
Pass Pass Pass Pass
DATE: July 27, 2021
TO: Peter Zanoni, City Manager
FROM: Charles Mendoza, Director of Asset Management
CharlesM2@cctexas.com
(361) 826-1941
Josh Chronley, Assistant Director of Contracts and Procurement
JoshC2@cctexas.com
(361) 826-3169
CAPTION:
Motion authorizing a three-year service agreement with A to Z Concrete and Fence LLC of
Rockport, Texas, for an amount not to exceed $814,355.00, for fencing repair and replacement
services for Asset Management, effective upon issuance of a notice to proceed, with FY 2021
funding in the amount of $45,250.00 available through the Facilities Maintenance Fund.
SUMMARY:
This is a motion to approve a service agreement with A to Z Concrete and Fence LLC to perform
fencing repair and replacement services to City owned facilities. These services are necessary
for repairing or replacing fences at city facilities. The services will be provided on an as needed
basis. This is a long-term contract for fence repair and replacement services under the direction
of Asset Management.
BACKGROUND AND FINDINGS:
The Contractor shall furnish labor, parts, materials, tools and equipment necessary to perform
flooring repair or replacement services to City owned facilities. The work performed must be
accomplished in a manner that meets all applicable specifications, trade standards and
provisions, and federal, state, local codes and regulations. Contractor is responsible for removing
existing material and disposing all waste materials. These services will be a Service Agreement
for Fence Repair and Replacement Services performed on an as needed basis under individual
projects that will be based on unit prices. Contracts and Procurement conduc ted a competitive
RFB process to obtain bids for a new contract. The City is recommending the award to A to Z
Concrete and Fence LLC.
Fencing Repair and Replacement Services for Asset Management
AGENDA MEMORANDUM
Action Item for the City Council Meeting July 27, 2021
PROCUREMENT DETAIL:
Contracts and Procurement conducted a competitive Request for Bid process to obtain bids for a
new long-term contract. The City received two responsive, responsible bids for these services.
Staff is recommending the award to the lowest, responsive, responsible bidder A to Z Concrete
and Fence LLC. A to Z Concrete. A to Z Concrete and Fence LLC lowered the linear foot price
from its previous contract by 22% and provided a bid that is 37.9% lower than the second bidder.
The contractor will provide services on an as needed basis.
ALTERNATIVES:
The alternative is to perform the work in -house. However, the Asset Management Department
would have to increase their staff in various trades in order to keep up with the high demand in a
timely manner.
FISCAL IMPACT:
The fiscal impact for the various departments for the first-year, of the three-year service
agreement, is an amount not exceed $45,250.00. This is an on-call service agreement; therefore,
the department will allocate the required funds as needed. The remai ning cost will be budgeted
in future years during the annual budget process.
FUNDING DETAIL:
Fund: 5115
Organization/Activity: 40300
Mission Element: 191
Project # (CIP Only):
Account: 530215
RECOMMENDATION:
Staff recommends the approval of this agreement with A to Z Concrete and Fence LLC of
Rockport, Texas for Fencing Repair and Replacement Services for Asset Management as
presented
LIST OF SUPPORTING DOCUMENTS:
Bid Tabulation
Service Agreement
Bid Tabulation
RFB # 3582
Fencing Repair and Replacement Services for Asset Management
ITEM Description Unit 3-Yr QTY Unit Price Total Price Unit Price Total Price
1 Repair, replacement and installation of
Ornamental Aluminum Fence LF 4,500 31.59$ 142,155.00$ 60.00$ 270,000.00$
2 Repair, replacement and installation
of Ornamental Aluminum Gates LF 600
80.34$ 48,204.00$ 150.00$ 90,000.00$
3 Repair, replacement and installation
of Chain link fence LF 6,500 8.56$ 55,640.00$ 30.00$ 195,000.00$
4
Repair, replacement and installation
of Chain link fence with 2oz zinc
coating
LF 9,500
10.53$ 100,035.00$ 32.00$ 304,000.00$
5 Repair, replacement and installation
of wood fence LF 1,000 8.29$ 8,290.00$ 20.00$ 20,000.00$
6 Repair, replacement and installation
of wood gate LF 300 16.77$ 5,031.00$ 100.00$ 30,000.00$
Estimated Spend Mark up %Mark up %
7 350,000.00$ 30%455,000.00$ 15%402,500.00$
*922,161.50$ 1,311,500.00$
814,355.00$
* Calculation Error
3 Year TOTAL
Materials
* A to Z Concrete & Fence LLC -
Rockport, TX
International Consulting
Engineers -
Corpus Christi, Texas
City of Corpus Christi
Contracts and Procurement
Buyer : Marco Lozano
Service Agreement Standard Form Page 1 of 7
Approved as to Legal Form March 12, 2021
SERVICE AGREEMENT NO. 3582
Fencing Repair and Replacement Services for Asset
Management
THIS Fencing Repair and Replacement Services for Asset Management Agreement
("Agreement") is entered into by and between the City of Corpus Christi, a Texas home-
rule municipal corporation (“City”) and A to Z Concrete and Fence LLC (“Contractor"),
effective upon execution by the City Manager or the City Manager’s designee (“City
Manager”).
WHEREAS, Contractor has bid to provide Fencing Repair and Replacement
Services for Asset Management in response to Request for Bid/Proposal No. 3582
(“RFB/RFP”), which RFB/RFP includes the required scope of work and all specifications
and which RFB/RFP and the Contractor’s bid or proposal response, as applicable, are
incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each
were fully set out here in its entirety.
NOW, THEREFORE, City and Contractor agree as follows:
1. Scope. Contractor will provide Fencing Repair and Replacement Services for
Asset Management (“Services”) in accordance with the attached Scope of Work,
as shown in Attachment A, the content of which is incorporated by reference into
this Agreement as if fully set out here in its entirety, and in accordance with Exhibit
2.
2. Term. This Agreement is for three years, with performance commencing upon the
date of issuance of a notice to proceed from the Contract Administrator or the
Contracts and Procurement Division, or the performance date listed in the notice
to proceed, whichever is later. The parties may mutually extend the term of this
Agreement for up to zero additional zero-year periods (“Option Period(s)”),
provided, the parties do so in writing prior to the expiration of the original term or
the then-current Option Period.
3. Compensation and Payment. This Agreement is for an amount not to exceed
$814,355.00, subject to approved extensions and changes. Payment will be made
for Services completed and accepted by the City within 30 days of acceptance,
subject to receipt of an acceptable invoice. Contractor shall invoice no more
frequently than once per month. All pricing must be in accordance with the
attached Bid/Pricing Schedule, as shown in Attachment B, the content of which
is incorporated by reference into this Agreement as if fully set out here in its
entirety. Any amount not expended during the initial term or any option period
may, at the City’s discretion, be allocated for use in the next option period.
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Service Agreement Standard Form Page 2 of 7
Approved as to Legal Form March 12, 2021
Invoices must be mailed to the following address with a copy provided to the
Contract Administrator:
City of Corpus Christi
Attn: Accounts Payable
P.O. Box 9277
Corpus Christi, Texas 78469-9277
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. The City’s Contract Administrator for this Agreement is as follows:
Name: Rebecca Serna
Department: Asset Management
Phone: 361-826-3388
Email: RebeccaS@cctexas.com
5. Insurance; Bonds.
(A) Before performance can begin under this Agreement, the Contractor must
deliver a certificate of insurance (“COI”), as proof of the required insurance
coverages, to the City’s Risk Manager and the Contract Administrator.
Additionally, the COI must state that the City will be given at least 30 days’
advance written notice of cancellation, material change in coverage, or intent
not to renew any of the policies. The City must be named as an additional insured.
The City Attorney must be given copies of all insurance policies within 10 days of
the City Manager's written request. Insurance requirements are as stated in
Attachment C, the content of which is incorporated by reference into this
Agreement as if fully set out here in its entirety.
(B) In the event that a payment bond, a performance bond, or both, are
required of the Contractor to be provided to the City under this Agreement before
performance can commence, the terms, conditions, and amounts required in the
bonds and appropriate surety information are as included in the RFB/RFP or as
may be added to Attachment C, and such content is incorporated here in this
Agreement by reference as if each bond’s terms, conditions, and amounts were
fully set out here in its entirety.
6. Purchase Release Order. For multiple-release purchases of Services to be
provided by the Contractor over a period of time, the City will exercise its right to
specify time, place and quantity of Services to be delivered in the following
manner: any City department or division may send to Contractor a purchase
release order signed by an authorized agent of the department or division. The
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purchase release order must refer to this Agreement, and Services will not be
rendered until the Contractor receives the signed purchase release order.
7. Inspection and Acceptance. City may inspect all Services and products supplied
before acceptance. Any Services or products that are provided but not
accepted by the City must be corrected or re-worked immediately at no charge
to the City. If immediate correction or re-working at no charge cannot be made
by the Contractor, a replacement service may be procured by the City on the
open market and any costs incurred, including additional costs over the item’s
bid/proposal price, must be paid by the Contractor within 30 days of receipt of
City’s invoice.
8. Warranty.
(A) The Contractor warrants that all products supplied under this Agreement
are new, quality items that are free from defects, fit for their intended purpose,
and of good material and workmanship. The Contractor warrants that it has clear
title to the products and that the products are free of liens or encumbrances.
(B) In addition, the products purchased under this Agreement shall be
warranted by the Contractor or, if indicated in Attachment D by the
manufacturer, for the period stated in Attachment D. Attachment D is attached
to this Agreement and is incorporated by reference into this Agreement as if fully
set out here in its entirety.
(C) Contractor warrants that all Services will be performed in accordance
with the standard of care used by similarly situated contractors performing similar
services.
9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing
Schedule are estimates only and do not obligate the City to order or accept more
than the City’s actual requirements nor do the estimates restrict the City from
ordering less than its actual needs during the term of the Agreement and including
any Option Period. Substitutions and deviations from the City’s product
requirements or specifications are prohibited without the prior written approval of
the Contract Administrator.
10. Non-Appropriation. The continuation of this Agreement after the close of any
fiscal year of the City, which fiscal year ends on September 30th annually, is subject
to appropriations and budget approval specifically covering this Agreement as
an expenditure in said budget, and it is within the sole discretion of the City’s City
Council to determine whether or not to fund this Agreement. The City does not
represent that this budget item will be adopted, as said determination is within the
City Council's sole discretion when adopting each budget.
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11. Independent Contractor. Contractor will perform the work required by this
Agreement as an independent contractor and will furnish such Services in its own
manner and method, and under no circumstances or conditions will any agent,
servant or employee of the Contractor be considered an employee of the City.
12. Subcontractors. In performing the Services, the Contractor will not enter into
subcontracts or utilize the services of subcontractors.
13. Amendments. This Agreement may be amended or modified only in writing
executed by authorized representatives of both parties.
14. Waiver. No waiver by either party of any breach of any term or condition of this
Agreement waives any subsequent breach of the same.
15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA
taxes, unemployment taxes and all other applicable taxes. Upon request, the City
Manager shall be provided proof of payment of these taxes within 15 days of such
request.
16. Notice. Any notice required under this Agreement must be given by fax, hand
delivery, or certified mail, postage prepaid, and is deemed received on the day
faxed or hand-delivered or on the third day after postmark if sent by certified mail.
Notice must be sent as follows:
IF TO CITY:
City of Corpus Christi
Attn: Rebecca Serna
Title: Contract Manager
Address: 5352 Ayers Bldg 3A, Corpus Christi, Texas 78415
Phone: 361-826-3388
Fax: N/A
IF TO CONTRACTOR:
A to Z Concrete and Fence LLC
Attn: Jose Barrera Martinez Jr.
Title: Vice President
Address: 114 Bufflehead Lane, Rockport, Texas 78382
Phone: 832-452-7944
Fax: N/A
17. CONTRACTOR SHALL FULLY 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
WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF
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PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND
OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF
LITIGATION, COURT COSTS, ATTORNEYS’ FEES AND EXPERT WITNESS FEES,
WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION
WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS
AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT
ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS
EMPLOYEES OR AGENTS. CONTRACTOR 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 THE CITY ATTORNEY, AND PAY ALL
CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF
ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE,
LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION
OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE
THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT.
18. Termination.
(A) The City may terminate this Agreement for Contractor’s failure to comply with
any of the terms of this Agreement. The City 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, the City may terminate this
Agreement immediately thereafter.
(B) Alternatively, the City may terminate this Agreement for convenience upon
30 days advance written notice to the Contractor. The City may also terminate
this Agreement upon 24 hours written notice to the Contractor for failure to pay or
provide proof of payment of taxes as set out in this Agreement.
19. Owner’s Manual and Preventative Maintenance. Contractor agrees to provide a
copy of the owner’s manual and/or preventative maintenance guidelines or
instructions if available for any equipment purchased by the City pursuant to this
Agreement. Contractor must provide such documentation upon delivery of such
equipment and prior to receipt of the final payment by the City.
20. Limitation of Liability. The City’s maximum liability under this Agreement is limited
to the total amount of compensation listed in Section 3 of this Agreement. In no
event shall the City be liable for incidental, consequential or special damages.
21. Assignment. No assignment of this Agreement by the Contractor, or of any right
or interest contained herein, is effective unless the City Manager first gives written
consent to such assignment. The performance of this Agreement by the
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Contractor is of the essence of this Agreement, and the City Manager's right to
withhold consent to such assignment is within the sole discretion of the City
Manager on any ground whatsoever.
22. Severability. Each provision of this Agreement is considered to be severable and,
if, for any reason, any provision or part of this Agreement is determined to be
invalid and contrary to applicable law, such invalidity shall not impair the
operation of nor 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 had been omitted.
23. Order of Precedence. In the event of any conflicts or inconsistencies between this
Agreement, its attachments, and exhibits, such conflicts and inconsistencies will
be resolved by reference to the documents in the following order of priority:
A. this Agreement (excluding attachments and exhibits);
B. its attachments;
C. the bid solicitation document including any addenda (Exhibit 1); then,
D. the Contractor’s bid response (Exhibit 2).
24. Certificate of Interested Parties. Contractor agrees to comply with Texas
Government Code Section 2252.908, as it may be amended, and to complete
Form 1295 “Certificate of Interested Parties” as part of this Agreement if required
by said statute.
25. Governing Law. Contractor agrees to comply with all federal, Texas, and City laws
in the performance of this Agreement. The applicable law for any legal disputes
arising out of this Agreement is the law of the State of Texas, and such form and
venue for such disputes is the appropriate district, county, or justice court in and
for Nueces County, Texas.
26. Public Information Act Requirements. This paragraph applies only to agreements
that have a stated expenditure of at least $1,000,000 or that result in the
expenditure of at least $1,000,000 by the City. The requirements of Subchapter J,
Chapter 552, Government Code, may apply to this contract and the Contractor
agrees that the contract can be terminated if the Contractor knowingly or
intentionally fails to comply with a requirement of that subchapter.
27. 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.
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CONTRACTOR
Signature:
Printed Name:
Title:
Date:
CITY OF CORPUS CHRISTI
________________________________________________
Josh Chronley
Interim Assistant Director, Contracts and Procurement
Date: _________________________
Attached and Incorporated by Reference:
Attachment A: Scope of Work
Attachment B: Bid/Pricing Schedule
Attachment C: Insurance and Bond Requirements
Attachment D: Warranty Requirements
Incorporated by Reference Only:
Exhibit 1: RFB/RFP No. 3582
Exhibit 2: Contractor’s Bid/Proposal Response
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Vice-President
6/30/2021
Jose Barrera Martinez Jr.
Page 1 of 5
ATTACHMENT A: SCOPE OF WORK
1.1 General Requirements/Background Information
A. The Contractor shall provide Fencing Repair and Replacement Services to City
Owned locations listed under Section G. Contractor shall provide services on an
as needed basis. Contractor shall have enough responsible, trained personnel
qualified to provide the required services.
B. The Contractor shall provide labor, supervision, parts, supplies, materials,
tools, equipment, and transportation necessary to perform Fencing Repair and
Replacement for all locations.
1.2 Repair and Replacement
Work to be performed under this contract will include, but is not limited to, the following:
A. Repair, replacement and installation of ornamental aluminum fences and gates.
B. Repair, replacement and installation of chain link fence as well as chain link fence
with 2oz zinc coating.
C. Repair, replacement and installation of wood fences and gates.
D. The Contractor and all personnel assigned the work shall have experience with
the above listed fencing systems and components.
1.3 Work Order
A. Information for the services shall be provided to the Contractor through Work Orders
by phone and/or email in an emergency. The Contractor shall request the Work
Order copy from the Contract Administrator, if City fails to provide.
B. The Contractor shall submit a written estimate for approval to the Contract
Administrator utilizing pricing as outlined in the Contract. Estimate shall include labor
and parts/materials based on the information provided in the Work Order or site visit.
C. If any work requested by Work Order is of the nature to require the supervision and/or
drawings of an engineer, the City will provide Contractor with the stamped drawings
and/or separately procure the supervising engineer.
D. If the estimate is accepted and work performed, the Contractor's invoice shall not
exceed the authorized amount of the work order unless preauthorized by the
Contract Administrator via a work order amendment prior to the work being
performed.
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E. Upon completion of Work Order, the Contractor shall provide a job ticket. The job
ticket shall include, but not limited to - Company Name, Date of service, Project
address, Detail Description of work performed, parts/material used, and Maximo
work order reference number.
F. If any item or equipment covered under this service agreement is deemed non--
repairable, the Contractor shall immediately notify the Contract Administrator and
provide assessments and recommendations.
1.4 Service Personnel
A. The Contractor shall assure that all crews are fully and properly equipped to perform
services promptly and safely without delay. All personnel assigned to the service
agreement shall wear a uniform, including safety equipment and any company
issued photo identification. The Contractor's employees working on site shall wear
clothing with an identifiable logo bearing the name of the company visible from 15
feet. All personnel shall be neatly dressed in shirts, safety shoes, and long pants.
Shorts or torn clothing are unacceptable.
B. If the service personnel do not perform as required, the City has the right to reject
the personnel and the Contractor is liable to deploy new personnel.
C. The Contractor shall conduct background checks for all personnel before they are
assigned to work under this agreement. The Contract Administrator may ask for the
background check report from the Contractor. The City reserves the right to
approve or refuse employees because of an unsatisfactory background check.
Background checks will be done at the sole expense of the Contractor.
1.5 Site Control
A. The Contractor shall safeguard the area while services are being performed. The
Contractor shall try to minimize an interference to the building occupants with
the day to day operations. The Contractor shall be responsible for assuring the
safety of its employees, City employees, and the public during performance of
all services under this agreement.
B. The Contractor shall repair or responsible for the cost to repair damage incurred
in the process of performing the required services.
C. The Contractor is responsible for protecting the work from damage from any
source prior to final acceptance.
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1.6 Completion
A. Upon completion, the Contractor shall conduct a careful inspection with the
department personnel and shall correct all defective work to the satisfaction of
the Contract Administrator.
B. Remove all scrap, litter and debris resulting from operations specified herein, and
leave work and the premises in clean and satisfactory conditions.
1.7 Contract Pricing
The labor rate shall include all labor costs including but not limited to labor, overhead,
transportation, administrative and profit. Materials will be compensated at cost with
receipts and allowable markup (%) shown in contract.
1.8 Recordkeeping
The Contractor shall establish and maintain a log delineating complete and accurate
records of all services, repairs, parts, supplies and materials for each location for the term
of the Contract. The Contractor shall update the logs after each service defined in the
Contract. Repair slip shall contain l) Site location of the equipment repaired 2) Details of
work performed 3) List of materials that were replaced, and labor hours broken down
by job title 4) Reference Maximo work order number.
1.9 Invoicing
A. Each month, the Contractor shall submit the invoice for flooring services to the
City. The invoice shall include Work description, Work Order Number, Purchase
Order Number (PO#), Service Agreement Number, Location, date of service and
list of Materials that were replaced.
B. Invoices shall be sent as follows:
1. Original copy to Accounts Payable and copies to the Asset Management-
Business Management Division at
facilitymaintenanceinvoicing@cctexas.com and one to the Contract
Administrator.
2. The Contractor shall include copies of monthly Work Order as back-up for
each invoice. Approval for payment shall be authorized by the Contract
Administrator or Operation Superintendent.
1.10 Contractor Quality Control and Superintendence
The Contractor shall establish and maintain a complete Quality Control Program
that is acceptable to the Contract Administrator to assure that the requirements of
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the Contract are provided as specified. The Contractor will also provide supervision of
the work to insure it complies with the contract requirements.
1.11 Work Locations
The Contractor shall perform routine and emergency door repair, maintenance and
replacement services as needed at the following locations:
BUILDING Address Zip
Code
1 Health Department 1702 Horne Rd, Corpus Christi, TX 78416
2 City Hall 1201 Leopard St, Corpus Christi, TX 78401
3 Gas Department 4225 S Port Ave, Corpus Christi, TX 78415
4 Police Department 321 John Sartain St, Corpus Christi, TX 78401
5 Municipal Courts 321 John Sartain St, Corpus Christi, TX 78401
6 Frost Bank 2402 Leopard St, Corpus Christi, TX 78408
7 Water Department 2726 Holly Rd, Corpus Christi, TX 78415
8 Broadmoor Senior Center 1651 Tarlton St, Corpus Christi, TX 78415
9 Ethel Eyerly Senior Center 654 Graham Rd. Corpus Christi, TX 78418
10 Garden Senior Center 5325 Greely Dr, Corpus Christi, TX 78412
11 Greenwood Senior Center 4040 Greenwood Dr, Corpus Christi, TX 78416
12 Lindale Senior Center 3135 Swantner St, Corpus Christi, TX 78404
13 Northwest Senior Center 9725 Up River Rd, Corpus Christi, TX 78410
14 Oveal Williams Senior Center 1414 Martin Luther King Dr, CC, TX 78401
15 Zavala Senior Center 510 Osaqe St, Corpus Christi, TX 78405
16 La Retama Central Library 805 Comanche St, Corpus Christi, TX 78401
17 Garcia Public Library 5930 Brockhampton St, CC, TX 78414
18 Janeth Harte Public Library 2629 Waldron Rd, Corpus Christi, TX 78418
19 Hopkins Public Library 3202 McKenzie Rd, Corpus Christi, TX 78410
20 McDonalds Library 4044 Greenwood Dr, Corpus Christi, TX 78416
21 Neyland Public Library 1230 Carmel Pkwy, Corpus Christi, TX 78411
22 Joe Garza Recreation
Center
3204 Highland Ave, Corpus Christi, TX 78405
23 Lindale Recreation Center 3133 Swantner St, Corpus Christi, TX 78404
24 Oak Park Recreation Center 842 Erwin Ave, Corpus Christi, TX 78408
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25 Oso Recreation Center 1111 Bernice Dr, Corpus Christi, TX 78413
26 Solomon Coles Rec Center 924 Winnebago St, Corpus Christi, TX 78401
27 Science and History
Museum
1900 N Chaparral St, Corpus Christi,
TX
78401
28 Al Kruse Tennis Center 502 Kinq St, Corpus Christi, TX 78401
29 HEB Pool Complex 1520 Shelly St, Corpus Christi, TX 78404
30 HEB Tennis Court 1520 Shelly St, Corpus Christi, TX 78404
31 Central Kitchen 4141 Old Brownsville Rd, CC, TX 78405
32 0 N Stevens Plant 1310l Leopard St, Corpus Christi, TX 78410
33 Solid Waste Building 2525 Hygeia, Corpus Christi, TX 78415
34 Oso Waste Water Treatment
Plant
501 Nile, Corpus Christi, TX 78412
35 Greenwood WWTP 6541 Greenwood Dr, Corpus Christi,
TX
78417
36 Broadway WWTP 1402 W Broadway, Corpus Christi, TX 78401
37 Laguna Madre WWTP 201 Jester St, Corpus Christi, TX 78418
38 White Cap Waste WWTP 13409 White Cap St, Corpus Christi, TX 78418
39 Allison Waste Water Treatment Plant 4101 Allison St, Corpus Christi, TX 78410
40 Cefe Landfill 2397 Co.Rd.20, Robstown, TX 78380
41 J C Elliot Transfer Station 6594 Greenwood St, Corpus Christi, TX 78415
42 Unknown locations City Wide
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CITY OF CORPUS CHRISTI
CONTRACTS AND PROCUREMENT
BID FORM
RFB No. 3582
Fencing Repair and Replacement Services for Asset
Management
PAGE 1 OF 1
Date:
Authorized
Bidder: Signature:
1. Refer to “Instructions to Bidders” and Contract Terms and Conditions beforecompleting bid.
2. Quote your best price for each item.
3. In submitting this bid, Bidder certifies that:
a.the prices in this bid have been arrived at independently, without consultation,
communication, or agreement with any other Bidder or competitor, for the
purpose of restricting competition with regard to prices.
b.Bidder is an Equal Opportunity Employer, and the Disclosure of Interest information
on file with City’s Contracts and Procurement office, pursuant to the Code of
Ordinances, is current and true.
c.Bidder is current with all taxes due and company is in good standing with all
applicable governmental agencies.
d. Bidder acknowledges receipt and review of all addenda for this RFB.
Item DESCRIPTION 3-Yr QTY UNIT UNIT PRICE PRICE TOTAL
1 Repair, replacement and installation of
Ornamental Aluminum Fence 4500 LF $ $
2 Repair, replacement and installation of
Ornamental Aluminum Gates 600 LF $ $
3 Repair, replacement and installation of
Chain link fence 6500 LF $ $
4 Repair, replacement and installation of
Chain link fence with 2oz zinc coating 9500 LF $ $
5 Repair, replacement and installation of
wood fence 1000 LF $ $
6 Repair, replacement and installation of
wood gate 300 LF $ $
Estimated Spend Mark up %
7 Parts/Materials $350,000 % $
3 Year TOTAL $
May 18, 2021
A to Z Concrete & Fence LLC
142,155.00
30%
30
48,204.00
55,640.00
100,035.00
8,290.00
5,031.00
10.53
8.29
8.56
31.59
80.34
455,000.00
922,161.50
16.77
-----------------
$ 814,355.00
*
* Calculation Error
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Attachment C: Insurance and Bond Requirements
I. CONTRACTOR'S LIABILITY INSURANCE
A. Contractor must not commence work under this agreement until all insurance
required has been obtained and such insurance has been approved by the City.
Contractor must not allow any subcontractor Agency to commence work until all
similar insurance required of any subcontractor Agency has been obtained.
B. Contractor must furnish to the City's Risk Manager and Contract Administer one
(1) 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. The City must be listed as an additional
insured on the General liability and Auto Liability policies by endorsement, and
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,
required on all certificates or by
applicable policy endorsements
Bodily Injury and p roperty
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
$500,000 Combined Single Limit
WORKERS' COMPENSATION
EMPLOYER'S LIABILITY
Statutory
$500,000 /$500,000 /$500,000
POLLUTION LIABILITY
(Including Cleanup and Remediation)
Risk Review
$1,000,000 Per Occurrence
C. In the event of accidents of any kind related to this agreement, Contractor must
furnish the Risk Manager with copies of all reports of any accidents within 10 days
of the accident.
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II. ADDITIONAL REQUIREMENTS
A. Applicable for paid employees, Contractor 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 Contractor will be
promptly met.
B. Contractor shall obtain and maintain in full force and effect for the duration of this
Contract, and any extension hereof, at Contractor'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. Contractor 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. Contractor 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: Risk Manager
P.O. Box 9277
Corpus Christi, TX 78469-9277
D. Contractor 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, volunteers, and elected
representatives as additional insured by endorsement, as respects operations,
completed operation 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
suspension, cancellation, non-renewal or material change in coverage, and not less
than ten (10) calendar days advance written notice for nonpayment of premium.
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E. Within five (5) calendar days of a suspension, cancellation, or non-renewal of
coverage, Contractor shall provide a replacement Certificate of Insurance and
applicable endorsements to City. City shall have the option to suspend Contractor'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 Contractor'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 Contractor to remove
the exhibit hereunder, and/or withhold any payment(s) if any, which become due
to Contractor hereunder until Contractor demonstrates compliance with the
requirements hereof.
G. Nothing herein contained shall be construed as limiting in any way the extent to which
Contractor may be held responsible for payments of damages to persons or property
resulting from Contractor's or its subcontractor's performance of the work covered
under this agreement.
H. It is agreed that Contractor'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.
I. It is understood and agreed that the insurance required is in addition to and separate
from any other obligation contained in this agreement.
Bond Requirements:
No bonds are required.
2021 Insurance Requirements
Ins. Req. Exhibit 4-C
Contracts for General Services – Services Performed Onsite - Pollution
03/25/2021 Risk Management – Legal Dept.
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ATTACHMENT D: WARRANTY REQUIREMENTS
Warranty on Labor and Workmanship shall be one year.
Warranty on all materials shall be one year.
A. Covered warranty on new installation shall be one year or better for all labor
and material.
B. Warranty on all repairs shall be 1 year or better for all labor and materials. Any
additional service call to repair deficiencies previously addressed, will not be
considered for payment.
DocuSign Envelope ID: FDBE0FED-A8DF-4A3F-AC16-E739EFE42E04
DATE: July 27, 2021
TO: Peter Zanoni, City Manager
FROM: Eyvon McHaney, Director of Human Resources
EyvonMc@cctexas.com
(361) 826-3979
Josh Chronley, Assistant Director of Contracts and Procurement
JoshC2@cctexas.com
(361) 826-3169
CAPTION:
Resolution authorizing a three-year service agreement with two one-year extension options with
Vision Services Plan Insurance Company of Rancho Cordova, CA., to provide third-party
administration of the City’s fully insured vision care in an amount not to exceed $486,381.00 for
a three-year period, or $810,635.00, if both one-year extension options are exercised, funded
100% by participating employees through payroll deduction.
SUMMARY:
This resolution authorizes a three-year service agreement with two one-year extension options
with Vision Services Plan Insurance Company (VSP). The vision benefits are for City and Fire
employees.
BACKGROUND AND FINDINGS:
The City offers employees access to a group vision insurance policy that is 100% funded by
employees as a part of an overall employee health care management strategy. The City’s goal in
contracting with a group vision insurance provider is for participating employees to experience
seamless vision benefit administration personalized for their unique needs. Currently, the City
offers Ameritas Life Insurance Corporation, of Dallas, TX, which leases VSP’s network of
providers at a 22.91% higher cost to our employees than what can be offered directly through
VSP. Costs to employees will vary based on selected plan coverage.
VSP is the nation’s largest vision benefits carrier and currently cover 62,000 clients representing
84.4 million members, including 2,500 public administration organizations. Employees and their
families will receive complete and more affordable vision coverage with VSP.
Group Vision Health Benefits
AGENDA MEMORANDUM
Action Item for the City Council Meeting July 27, 2021
PROCUREMENT DETAILS:
Contracts and Procurement conducted a competitive Request for Proposal to obtain qualified
firms for vision, life, and disability coverage for employees choosing benefit coverage. Sixteen
firms submitted proposals for the three types of coverages. The selection committee was
comprised of representatives from the Fire and Police Associations, Legal, and Human
Resources departments. During the evaluation process, it was determined that only the group
vision coverage would be considered for a new contract, and that the life and disability would be
recommended for renewal on the current contract due to price increases proposed in the
submittals.
Twelve of the sixteen proposals continued through the evaluation process for the vision coverage
by the City’s evaluation committee and health benefits consultant. Upon completion of the
evaluations, the two top firms were asked to submit their best and final offers (BAFOs). The
BAFOs were evaluated, and final scores were tabulated for each firm to determine the highest-
ranking firm offering the best value to the City for vision benefits. VSP was selected as the provider
for group vision coverage and was the highest ranked firm. Since 2008, the City used Ameritas
as its vision insurance provider. The new contract is approximately 30% less than the proposed
price from the current provider.
The final evaluation ranked VSP as the highest ranked firm based on five factors: 1)
Understanding of the Program, 2) Methodology Used for the Program, 3) Management Plan for
the Program, 4.) References, Experience and Qualifications, and 5) Past Performance.
ALTERNATIVES:
The City can choose to negotiate a renewal contract with our current vendor, Ameritas, which is
currently at a 30% higher contract cost than this proposal with VSP. Alternatively, the City could
choose not to offer a group vision insurance plan for employees. Without the vision insurance the
City would be less competitive as an employer due to having an incomplete employer sponsored
benefit program.
FISCAL IMPACT:
This contract is a group vision policy that is 100% employee funded. The City does not pay fees
for the vision insurance policies, nor does the City make any financial contributions to VSP or the
employees who purchase the polices.
FUNDING DETAIL:
Fund: 5614 Other Employee
Organization/Activity: 00000
Mission Element: 000
Project # (CIP Only): N/A
Account: 200543 Discount Vision Payable
Amount: N/A
RECOMMENDATION:
Staff recommends approval of this motion for a three-year service agreement with two one-year
extension options with Vision Services Plan Insurance Company, as presented.
LIST OF SUPPORTING DOCUMENTS:
Resolution
Evaluation Matrix
Page 1 of 2
Resolution authorizing a three-year service agreement with two one-year extension
options with Vision Services Plan Insurance Company of Rancho Cordova, CA., to
provide third-party administration of the City’s fully insured vision care in an
amount not to exceed $486,381.00 for a three-year period, or $810,635.00, if both
one-year extension options are exercised, funded 100% by participating employees
through payroll deduction.
WHEREAS, the group vision care plan, administered by the Human Resources
Department, provides eligible active employees, retirees, and their eligible dependents
and surviving spouses the choice to elect vision care coverage;
WHEREAS, with assistance of the City’s benefit consultant, HUB International
Insurance Services, a Request for Proposal to provide group vision plan coverage was
advertised and issued on April 4, 2021;
WHEREAS, an evaluation team composed of City staff and the consultant
reviewed the responses and was unanimous in its recommendation that a contract be
offered to Vision Services Plan Insurance Company (VSP), providing the best value to
the city, for a three-year term, with an option to extend for up to two additional one-year
terms;
WHEREAS, the estimated costs for the three-year contract term with VSP is
$486,381.00 and;
WHEREAS, the City Council finds that a contract award to VSP provides the best
value to the City for group vision care coverage.
Now, therefore, be it resolved by the City Council of the City of Corpus Christi,
Texas:
SECTION 1. The City Manager or designee is authorized to negotiate and execute a
contract with VSP , having its principal office located in Rancho Cordova, California, to
provide group vision care coverage for a three-year term, with up to two one-year term
extensions, in accordance with Request for Proposal 3581.
Page 2 of 2
PASSED AND APPROVED on the ______ day of _________, 2021:
Paulette M. Guajardo _______________________
Roland Barrera _______________________
Gil Hernandez _______________________
Michael Hunter _______________________
Billy Lerma _______________________
John Martinez _______________________
Ben Molina _______________________
Mike Pusley _______________________
Greg Smith _______________________
ATTEST: CITY OF CORPUS CHRISTI
Rebecca Huerta Paulette M. Guajardo
City Secretary Mayor
*RFP NO. 3581 Group Vision, Life and Disability
MARIA PEDRAZA
Proposal Evaluation Alfac Ameritas Avesis BlueCross
BlueShield EyeMed Humana Lincoln
Financial MetLife
National
Vision
Admin
United
HealthCare Unum VSP
MINIMUM QUALIFICATIONS (PASS/FAIL)Pass Pass Pass Pass Pass pass pass pass pass pass pass pass
Required three years in business performing same services
AM Best Ratingof A- or higher
No outstanding lawsuits during last 5 years or current litigation with
the City during last 5 years
No outstanding regulatory issues last 5 years
References Provided for firm
TECHNICAL PROPOSAL (65 Points)27 55 35 47 37 48 26 42 42 49 28 64
Undersanding of the Program (15 Points)6.4 14.6 8.6 11.4 9.8 12.2 7.8 10.6 10.6 12.2 7.2 14.8
Methodology Used for the Program (15 Points)6.8 11 7.2 9.8 8 10.6 4.6 9.4 9.2 10.4 6.2 14.6
Management Plan for the Program (15 Points)7 11.6 8.8 11.6 8.2 11 7 9.4 9.8 8.8 7.2 14.8
References, Experience and Qualifications (20 Points)7 17.4 10.4 14.2 11 14.4 7 12.8 12.2 18 7.8 19.8
CONTRACT PRICE (35 Points) 26 21 25 27 29 23 22 25 35 20 21 27
Total 53 76 60 74 84 71 48 67 77 69 49 91
*Vison Only
DATE: July 27, 2021
TO: Peter Zanoni, City Manager
FROM: Eyvon McHaney, Director of Human Resources
EyvonMc@cctexas.com
(361) 826-3979
Josh Chronley, Assistant Director of Contracts and Procurement
JoshC2@cctexas.com
(361) 826-3169
CAPTION:
Motion authorizing a one-year extension to provide third-party administration of the City’s self-
funded employee health benefits, pharmacy, fully insured Life and Disability Income insurance for
an estimated value of $37,493,100, with Blue Cross Blue Shield of Texas, Caremark PCS Health,
LLC., and Madison National Life Insurance Company, Inc., effective October 1, 2021 with funding
requested in the FY 2022 Proposed Budget through the Health Benefits Fund.
SUMMARY:
This motion authorizes the first of two one-year extension options for health benefits effective
October 1, 2021.
BACKGROUND AND FINDINGS:
The current three-year contracts for employee health benefits are expiring. This proposal is to
exercise a one-year option agreement. These benefits are for City employees including both Fire
and Police labor groups.
The breakdown of the estimated total value of $37,493,100 is as follows: the Blue Cross Blue
Shield of Texas contract will total $26,493,100 and is composed of $1,739,700 in estimated
medical plan administrative fees, $23,938,400 in medical claims reimbursements, and $815,000
in premiums for fully insured life plans. The CVS Caremark contract will be issued to not exceed
$10,710,000 in pharmacy claims reimbursements. The Madison National Life contract will not
exceed $290,000 in premiums for the fully insured Disability Insurance plan.
The third-party administration (TPA) processes insurance claims for the City based on various
plan designs. The TPA also issues payments to service providers on behalf of the City.
Additionally, the fee allows us the use of their Network physicians and discounts. The fee also
provides extra customer service known as Benefits Value Advisors to guide employees step-by-
Service Agreements for Employee Health Benefits
AGENDA MEMORANDUM
Action Item for the City Council Meeting of July 27, 2021
step through obtaining quality care at the most affordable cost. The TPA fees outlined in this
agenda memo cover our budgeted health plan enrollment of 2,700 and dental enrollment of 2,100
employees.
The City provides Basic Life Insurance to all full-time employees. 2,961 employees are covered
by Basic life as of today with coverage of $146,548,000 that will cost the City an estimated
$90,000 in FY 2022. Employees may elect additional coverage at their own cost for themselves
and their spouses.
Long-term disability is provided to full-time non-uniformed employees at a base plan of 50% of
their base salary with a 6-month waiting period. Employees may buy up to other plans that have
shorter waiting periods and cover up to 66.67% of their base salary.
PROCUREMENT DETAILS:
Contracts and Procurement conducted a competitive Request for Proposal to obtain qualified
firms for vision, life and disability coverage for employees choosing benefit coverage. Sixteen
firms submitted proposals for the three types of coverages. The selection committee was
comprised of representatives from the Fire and Police Associations, Legal, and Human
Resources departments.
During the evaluation process, it was determined that only the vision coverage would be
considered for a new contract and that life and disability would be recommended for a renewal of
the current contract. The original RFP included vision, life, and disability, but due to vendors
declining to bid on the life contacts, and the disability rates from our current vender were great on
the disability product it was decided to simply remove them from the RFP and request to exercise
their one-year extension option.
ALTERNATIVES:
There is no alternative.
FINANCIAL IMPACT:
There are no funds needed for this fiscal year as the contracts will not begin until next fiscal year.
The estimated value of these contracts is $37,493,100 for the one-year extension term. Please
note that the total contract cost of $37,493,100 is an estimated amount based on medical, dental
and pharmacy enrollment and utilization as well as employee participation in Life and LTD.
programs. Fluctuation in utilization may alter the total cost.
FUNDING DETAIL:
Description Fund Fund Name Accounting Unit AcctNo. Amount
BCBS
Third Party Administration Fees
TPA - Dental 5614 Other EE Benefits 5614-40610-213 537205 31,000.00
TPA - Dental 5614 Other EE Benefits 5614-40610-213 537206 48,700.00
TPA - Medical 5608 EmpHth Fire 5608-40602-213 537200 113,000.00
TPA - Medical 5608 EmpHth Fire 5608-40602-213 537201 29,000.00
TPA - Medical 5608 EmpHth Fire 5608-40606-213 537200 157,000.00
TPA - Medical 5608 EmpHth Fire 5608-40606-213 537201 5,500.00
TPA - Medical 5609 EmpHth Police 5609-40605-213 537200 268,000.00
TPA - Medical 5609 EmpHth Police 5609-40605-213 537201 18,500.00
TPA - Medical 5610 EmpHth Citicare 5610-40600-213 537200 790,000.00
TPA - Medical 5610 EmpHth Citicare 5610-40600-213 537201 5,000.00
TPA - Medical 5610 EmpHth Citicare 5610-40601-213 537200 274,000.00
BSBS Claims
Medical Claims 5608 EmpHth Fire 5608-40602-213 537220 2,072,500.00
Medical Claims 5608 EmpHth Fire 5608-40606-213 537220 2,542,500.00
Medical Claims 5609 EmpHth Police 5609-40605-213 537220 3,327,900.00
Medical Claims 5610 EmpHth Citicare 5610-40600-213 537220 10,094,100.00
Medical Claims 5610 EmpHth Citicare 5610-40601-213 537220 2,795,500.00
Medical Claims 5608 EmpHth Fire 5608-40602-213 537221 920,000.00
Medical Claims 5608 EmpHth Fire 5608-40606-213 537221 143,800.00
Medical Claims 5609 EmpHth Police 5609-40605-213 537221 417,900.00
Medical Claims 5610 EmpHth Citicare 5610-40600-213 537221 278,500.00
Dental Claims 5614 Other EE Benefits 5614-40610-213 537225 287,300.00
Dental Claims 5614 Other EE Benefits 5614-40610-213 537226 1,058,400.00
BCBS Life
Life 5614 Other EE Benefits 5614-00000-000 200541 725,000.00
Life 5614 Other EE Benefits 5614-40610-213 537350 90,000.00
BCBS Total 26,493,100.00
CVS
Pharmacy 5608 EmpHth Fire 5608-40602-213 537227 755,100.00
Pharmacy 5608 EmpHth Fire 5608-40602-213 537228 495,200.00
Pharmacy 5608 EmpHth Fire 5608-40606-213 537227 871,200.00
Pharmacy 5608 EmpHth Fire 5608-40606-213 537228 78,200.00
Pharmacy 5609 EmpHth Police 5609-40605-213 537227 2,116,600.00
Pharmacy 5609 EmpHth Police 5609-40605-213 537228 171,200.00
Pharmacy 5610 EmpHth Citicare 5610-40600-213 537227 4,844,000.00
Pharmacy 5610 EmpHth Citicare 5610-40600-213 537228 22,600.00
Pharmacy 5610 EmpHth Citicare 5610-40601-213 537227 1,355,900.00
Pharmacy 5610 EmpHth Citicare 5610-40601-213 537228
-
Total CVS 10,710,000.00
Madison National/Ochs
Disability 5614 Other Employee Benefits 5614-00000-000 200548 140,000.00
Disability 5614 Other Employee Benefits 5614-40610-213 537270 150,000.00
Total Madison National/Ochs 290,000.00
Grand Total 37,493,100.00
RECOMMENDATION:
Staff recommends approval of this motion, as presented.
AGENDA MEMORANDUM
Action Item for the City Council Meeting of July 27, 2021
DATE: July 20, 2021
TO: Peter Zanoni, City Manager
FROM: Al Raymond, AIA, CBO, Director of Development Services
ARaymond@cctexas.com
(361) 826-3575
CAPTION:
Motion to initiate the process for historic landmark designation for City Bakery, at or near 810 19 th
St. (District 1)
SUMMARY:
This motion authorizes the city to initiate the process for historic designation for City Bakery. The
current owner and granddaughter to founder of City Bakery, Barbara Handy, has consented to the
designation.
BACKGROUND AND PURPOSE:
City Bakery is a well-known neighborhood icon that has operated since 1958 and has been at the
present location since 1962. It has been considered a “hub” of the neighborhood around St.
Joseph’s Church, serving breakfast, hosting celebrations, and providing meeting space to
organizations such as LULAC (see Historic Summary).
Below is the review criteria for historic districts and landmarks as set forth in UDC 3.4.3:
1. The property has received prior recognition as a Registered Texas Landmark, National Historic
Landmark or as an entry in the National Register of Historic Places.
2. The property has character, interest or value as part of the development, heritage or
cultural characteristics of the City, State of Texas or the United States.
3. The property is the site of significant historic event.
4. Its identification with a person who significantly contributed to the culture and development of
the City.
5. The property exemplifies the cultural, economic, social or historic heritage of the City.
6. The property portrays the environment of a group of people in an era of history characterized
by a distinctive architectural style.
7. The property embodies distinguishing characteristics of an architectural type or specimen.
City Bakery Landmark Designation
8. The property may be classified as the work of an architect or master builder whose in dividual
work has influenced the development of the City.
9. The property embodies elements of architectural design, detail, materials or craftsmanship
which represent a significant architectural innovation.
10. The property is related to other distinctive areas which are eligible for preservation according to
a plan based on a historic, cultural or architectural motif.
Based on the property research to date, the property meets criteria 2 and 5.
The review process requires Landmark Commission and Planning Commission to hold public
hearings and provide a recommendation to City Council. A public hearing is also held at City
Council.
Public notice includes mailings to properties within 200 feet, a zoning sign placed on the site, and
a newspaper notice advertising the Landmark Commission and City Council hearings.
If designated, any future potential proposed changes to the building that are beyond ordinary repair
and maintenance and demolition would require a Certificate of Appropriateness from the Landmark
Commission.
ALTERNATIVES:
The alternative is that City Council not to authorize the initiation of the process. In that case , the
owner would be responsible for submitting the application and paying the zoning application fees
for landmark designation.
FISCAL IMPACT:
Fiscal impact is negligible. The zoning fee is $1,127.50 for the .3156-acre property including the
zoning sign. The City staff would process the zoning case. Publication, mailing and sign costs of
approximately $555.00 would be absorbed by the department.
FUNDING DETAIL:
Fund: Development Services (4670)
Mission Elem: Revenue (888)
Project: N/A
Account: Zoning Fees (308300)
Activity: NA
Amount: -$555.00
RECOMMENDATION:
Staff recommends approval.
LIST OF SUPPORTING DOCUMENTS:
Historic Summary
Location Map
Corpus Christi’s City Bakery
1
One baking business in Corpus Christi has been a legacy operation for four generations. Antonio and
Juanita Gomez operated the Mexico City Bakery on Ayers St. Their daughter Emma and her husband
Santiago M. Rivera would continue the baking tradition with City Bakery. According to City Directories
from the City of Corpus Christi Library, City Bakery was listed at 521 S. 19th St. from 1958-1961, citing
Santiago Revera (sic.) as manager (Figure 1). In 1962, the City Directory listed City Bakery at 808 S 19th
Street and as owned by Santiago and Mrs. Emma Rivera (Figure 2).
Figure 1 521 S. 19th St., Google Earth, 2021
City Bakery was an important family business in the neighborhood that developed around St. Joseph’s
Church. The original Hispanic settlement in Corpus Christi was located in an area called “The Hill” south
of Leopard St. and west of the bluff. As the Hispanic
population grew in the early 20th century,
neighborhoods extended west and southwest. The
Wiess Addition at 18th and 19th St. at Coleman
Avenue was platted in 1927 (Vol. 4, Pg. 40, Nueces
County Records). Completed in 1950 on S. 19th Street,
St. Joseph’s Church replaced the original chapel of
San Jose on 17th Street. The City Bakery property (Lot
12A, Block 1, Wiess ADD) was platted in 1967 by
Emma and Santiago Rivera Sr. (Vol. 35, Pg. 17, Nueces
County Records).
Mr. and Mrs. Santiago Rivera, Sr. had the right
ingredients to establish Corpus Christi’s City Bakery.
Emma had a bakery and Santiago worked at
Butterkrust Bakery. When they joined forces, they
were determined to make it work, even if it took
Figure 2 810 S. 19th St. (Facebook page)
Figure 1 Emma and Santiago Rivera, Sr. (Facebook page)
Corpus Christi’s City Bakery
2
moving their location. From the 1960s to 1990s, City Bakery hosted a variety of customers because it
was the hub of the neighborhood; thus, establishing itself as a culturally and socially important place,
serving breakfast, hosting celebrations, and even holding LULAC meetings there. The bakery was
supported by local residents along with those attending St. Joseph Church. The Rivera’s children also
learned and helped with the family business. The business thrived as long as the neighborhood thrived,
but economic downturns that affected neighboring residents also affected the bakery’s business with
people moving away along with the closures of other neighboring businesses in the 21st century.
The deed history of City Bakery registered at 810 S. 19th Street, shows the conveyance from Emma G.
Rivera to Santiago M. Rivera in May 1986, Santiago M. Rivera to Juan Rivera (son) in May 1986, and from
Juan Rivera to Santiago M. Rivera in May 1988. In May 2003, Santiago M. Rivera conveyed the property
to Rosita De La Paz (daughter) and in November 2004, Rosita De La Paz conveyed the property to Barbara
Handy (Santiago Rivera, Sr.’s granddaughter).
The bakery building at 810 S 19th St. is a one story building, mid-20th century commercial block style,
constructed circa 1962 of cement block with a masonry brick façade. It has a flat roof, with a slight
parapet. A mansard style shingle canopy was added on the storefront. The entrance on 19th St. has a
double door which is flanked by metal frame glass windows. The storefront also has a secondary single
door entrance. A cement block addition is on the east side of the main building.
Figure 2 810 S. 19th St. with St. Joseph’s Church in background, Google Earth, 2021
Corpus Christi’s City Bakery
3
Figure 3 810 S. 19th St. Google Earth, 2021
Barbara Handy, granddaughter of Emma and Santiago Rivera Sr., is the current owner. The family has
witnessed renewed interest, from several generations along with new residents. With the help of
technology, City Bakery has been able to reestablish their calling by reaching 20,000 shares on Facebook
with the help of Eli Castillo, the Rivera’s great-grandson. They are now seeing generational customers that
have moved away, stopping by again. The efforts to keep City Bakery alive in Corpus Christi is based on
determination in regenerating the “hub of the neighborhood” again.
Figure 4 810 S. 19th St. at Coleman Ave., Google Earth, 2021
Figure 5 Advertisement on Facebook page
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LOCATION MAP
Date Created: 7/21/2021Prepared By: ReyRDepartment of Development Services
SUBJECTPROPERTY
810 S. Nineteenth Street
Initiate Historic Landmark Designation
Map Scale: 1:1,200
DATE: July 22, 2021
TO: Peter Zanoni, City Manager
THRU : Constance P. Sanchez, Chief Financial Officer
FROM: Eddie Houlihan, Director of Management and Budget
EddieHo@cctexas.com
(361) 826-3792
CAPTION:
Resolution Amending Financial Budgetary Policies Adopted by Resolution 032490 and
Providing Financial Policy Direction on Preparation of the Annual Budgets
SUMMARY:
The f inancial budgetary policies for FY 2021-2022 are being recommended for
amendment to address capital improvement annual close-out.
BACKGROUNDAND FINDINGS:
Annually, City staff reviews the financial budgetary polices for direction on preparing
the upcoming, annual budget. The financial budgetary policies for FY 2021-2022 were
presented to City Council on June 29, 2021 and were approved. However, an
additional amendment was requested to be brought back for City Council review. The
requested amendment adds a new section (Section 19) to address the annual
procedure relating to capital fund reconciliation and the review and recommendation
process once a voter-approved or utility revenue debt issuance is deemed complete.
ALTERNATIVES:
An alternative would be to leave the financial budgetary policies as they currently are
written.
FISCAL IMPACT:
There is no fiscal impact for this item.
AGEND A MEMORANDUM
Action Item for the City Council Meeting of July 27, 2021
Amendment to Financial Budgetary Policies for Fiscal Year (FY) 2021-2022
RECOMMEND ATION:
Staff recommends approval of the resolution approving the additional revisions to the
Financial Budgetary Policies for FY 2021-2022.
LIST OF SUPPORTING DOCUMENTS:
Resolution - Redline
Resolution - Clean
RESOLUTION
AMENDING FINANCIAL BUDGETARY POLICIES ADOPTED BY
RESOLUTION 032156032490 AND PROVIDING FINANCIAL POLICY
DIRECTION ON PREPARATION OF THE ANNUAL BUDGETS
WHEREAS, the City Council adopted a Financial Policy in July 2020June 2021 by Resolution 032156032490; and
WHEREAS, as a result of this policy, the City achieved its goal for the General Fund balance and desires now to articulate a strategy to maintain a General fund balance and to utilize any surplus balance to provide for enhanced financial stability in future years, and also desires to manage fund balances of the Internal Service Funds, Enterprise Funds, the Combined Utility Reserve Fund, and Debt Service Reserve Funds; and
WHEREAS, this policy provides an essential guide to direct financial planning and to maintain and strengthen the City's bond rating; and
WHEREAS, it has been the City's practice to reaffirm its financial policy or to adopt a new or modified policy annually in conjunction with preparation of the budget and prior to presenting the Proposed Budget to the City Council. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: ꞏ The Financial Budgetary Policies adopted by Resolution 032156 032490 are amended to read as follows:
Section 1. Development I Effective Date of Financial Budgetary Policy. This Financial Budgetary Policy reaffirms and amends the financial policies adopted each year by the City Council since 1997. The City Manager is directed to prepare each annual proposed budget in accordance with this policy. The City Council is prepared to make expenditure reductions that may be necessary to comply with this policy. This Financial Budgetary policy remains in effect and applies to future annual budget preparation processes until amended by City Council resolution.
Section 2. Current Revenues /Current Expenditures. General Fund current revenues and funds available from all sources will equal or exceed current expenditures.
Section 3. General Fund Balance I Working Capital. To ensure that current and future services or operations are not severely impacted by any economic slowdowns, emergencies, natural disasters or other unforeseen circumstances, adequate financial resources will be set aside in the General Fund unassigned fund balance. In the Government Finance Officers Association's (GFOA) "Best Practice for Determining the
Appropriate Level of Unrestricted Fund Balance in the General Fund (2015)", GFOA recommends, at a minimum, that general-purpose government, regardless of size, maintain an unrestricted budgetary fund balance in their general fund of no less than two months of regular general fund operating revenues or regular general fund operating expenditures. Accordingly; it is the goal of the City Council to build and maintain a reserve in the General Fund unassigned fund balance which totals at least two months (or approximately 17%) of regular general fund operating expenditures up to 20% of total annual General Fund appropriations, exclusive of any one-time appropriations. At the end of the fiscal year, upon completion of the Comprehensive Annual Financial Report, the amount calculated to be at least two months of regular general fund operating expenditures up to 20% of total annual General Fund appropriations will be Reserved for Major Contingencies and set up in a separate account. The City Manager shall report on the status of compliance with this policy at least annually as part of the budget process. Uncommitted fund balance in excess of the policy requirement may be recommended for expenditure by the City Manager. Finally, it is noted that extraordinary situations may arise in which the timing of external actions out of the City's control may require the use of the unassigned fund balance. The City Manager shall note these situations to the City Council as soon as the information is known.
Section 4. Other Committed Fund Balances.
4.1 Internal Service Funds. To ensure that current and future services or operations are not severely impacted by any economic slowdowns, emergencies, natural disasters or other unforeseen circumstances, it is the goal of the City Council to build and maintain an unassigned reserve in each Internal Service Fund listed below, of up to five percent (5%) of the annual Internal Service Fund appropriations, exclusive of any one-time appropriations. Any amount in excess of five percent (5%) will be returned to the paying Funds or used for one-time expenditures. Subsection 4.1only applies to the Information Technologies Internal Service Fund; Stores Internal Service Fund; Engineering Services Internal Service Fund; Fleet Maintenance Internal Service Fund; and Facilities Maintenance Internal Services Fund.
4.2 Group Health Plans. It is a goal of the City to maintain a fund balance in the group health plans to (1) pay any associated administrative costs and claims run-out based upon the most recent actuarial study in the event the plan ceases or a change in the third- party administrator is made; and to (2) hold a reserve for catastrophic claims equaling 10% of projected medical and prescription claims.
4.3 General Liability Fund. It is a goal of the City to maintain a fund balance in the General Liability Fund (1) to fund long-term liabilities, incurred but not reported expenses (IBNR), and a risk margin for the adverse development of claims as determined by the actuarial recommendation and reflected in the Comprehensive Annual Financial Report; (2) to provide additional protection against significant unexpected claims experience in the fiscal year as a catastrophic reserve equaling 25% of the average incurred costs of claims experience over the prior five-year period; and (3) to protect against
significant cost increases in the fiscal year for purchased insurance coverage premiums equaling 25% of the cost for purchased insurance over the prior year.
4.4 Worker's Compensation Fund. It is a goal of the City to maintain a fund balance in the Worker's Compensation Fund (1) to fund long-term liabilities, incurred but not reported expenses (IBNR), and a risk margin for the adverse development of claims as determined by the actuarial recommendation and reflected in the Comprehensive Annual Financial Report; and (2) to protect against significant unexpected claims experience in the fiscal year as a catastrophic reserve equaling 25% of the average of incurred costs of claims experience over the prior five-year period.
4.5 Enterprise Funds. To ensure that current and future services or operations are not severely impacted by any economic slowdowns, emergencies, natural disasters or other unforeseen circumstances, it is the goal of the City Council to build and maintain an unreserved fund balance in each of the Enterprise Funds of a maximum of twenty- five percent (25%) of the annual Enterprise Fund appropriations, exclusive of debt service and any one-time appropriations, and anything over that amount shall be designated for specific purpose(s). Subsection 4.5 only applies to Water, Wastewater, Gas, Stormwater, Airport, and Marina fund balances.
4.6 Debt Service Reserve Fund. The City will strive to maintain a debt service fund balance for bonds, certificates of obligation, tax notes, and other debt instruments of at least two percent (2%) of the annual debt service appropriation(s) for the fiscal year; provided, however, this requirement shall comply with the provision of Treasury Regulation 1.148-2(f) which limits the amount of reserve funds that may secure the payment of debt service on bonds.
Section 5. Liabilities for Other Post-Employment Benefits, Accrued
Compensated Absences and Net Pension Liability. For financial reporting purposes, the City will record liabilities for Other Post-Employment Benefits, Accrued Compensated Absences and Net Pension Liability according to guidance of the Governmental Accounting Standards Board. These liabilities will be funded on a pay- as-you-go basis, and thus will not be included in the minimum fund balances of the affected funds.
Section 6. Property Tax Rate for Operations and Maintenance. Each proposed annual budget shall be prepared assuming that the City will be adopting a tax rate necessary to be in compliance with Section 2 above. Full consideration will be given to achieving the "no new-revenue maintenance and operations tax rate" for maintenance and operations when assessed property values decrease, and full consideration will be given to maintaining the current tax rate when assessed properties values increase, as long as the tax rate does not exceed the "voter approval tax rate" (which is the rate that allows the City to raise the same amount of maintenance and operation revenue raised in the prior year, excluding new property, with a 3.5% increase.)
Section 7. Funding Level from General Fund for Street Maintenance. The General Fund will contribute the higher of 6% of General Fund revenue less grants, industrial district revenue and any transfer to Residential Streets or $10,818,730 for Street Maintenance. In addition, the City must include 5% of industrial district revenue in the Street Maintenance Fund.
Section 8. Funding Level from General Fund for Residential Street
Reconstruction Fund. In order to develop a long-term funding mechanism for capital improvements related to residential/local streets, implement the following: 1. The City must include 5% of industrial district revenue in the Residential Street Reconstruction Fund. 2. In Fiscal Year 2020-2021, transfer 1/3 of one percent of the General Fund revenue less: • Grants • Industrial District revenue, and • Any General Fund transfer to the Residential Street Reconstruction Fund (i.e. four cents of the property tax rate) 3. In Fiscal Year 2021-2022, transfer 2/3 of one percent of the General Fund revenues less: • Grants • Industrial District revenue, and • Any General Fund revenue to the Residential Street Reconstruction Fund 4. In Fiscal Year 2022-2023, transfer 1% of the General Fund revenuesless: • Grants • Industrial District revenue, and • Any General Fund transfer to Residential Streets Reconstruction Fund 5. At a Special City Election in November 2016 Corpus Christi voters voted to create a dedicated fund to be used solely for residential street reconstruction and the city council was authorized each year to levy, assess and collect a property tax not to exceed six cents ($0.06) per one hundred dollars ($100.00) of assessed value for the purpose of residential street reconstruction to be deposited in such fund. Said taxes shall be used solely for the purpose of residential street reconstruction, including associated architectural, engineering and utility costs, and shall be implemented gradually at a rate not to exceed two cents ($0.02) per one hundred dollars ($100.00) of assessed value per year. For the purposes of this provision, the term “reconstruction” is defined as removing all or a significant portion of the pavement material and replacing it with new or recycled materials. The dedicated fund established by this section may not be used for payment of debt service. The City Council approved two cents
($0.02) per one hundred dollars ($100.00) of assessed value for fiscal year 2018-2019 and two cents ($0.02) per one hundred dollars ($100.00) of assessed value for fiscal year 2019-2020 for the purpose of residential street reconstruction. Due to the COVID-related economic downturn the final two cents will not be added in FY 2020-2021 but will be considered in FY 2021-2022.
Section 9. Funding of Texas Municipal Retirement System (TMRS) Contributions. It is a goal of the City Council to maintain the fully funded contribution rate to TMRS to fund the general City employees' and sworn police officers' pension.
Section 10. Funding of Corpus Christi Fire Fighters’ Retirement System (CCFFRS). Whereas, pursuant to a Special Task Force appointed by the City Manager, it is a goal of the City to, over time, adequately fund the CCFFRS so that its funding ratio is in line with the funding ratio of TMRS for general City employees and sworn policeofficers.
Section 11. Priority of City Services. The City Council recognizes the need to provide public services which support the continued growth of the local economy and personal income growth to insure an adequate financial base for the future.
Section 12. Operating Contingencies. The City Manager is directed to budget up to $500,000 per year as an operating contingency as part of General Fund expenditures in order to further insulate the General Fund unreserved fund balance from unforeseen circumstances. Up to 2% of annual appropriations for operating contingencies may be budgeted, as deemed necessary, in enterprise, internal service, and special revenue funds of the City.
Section 13. Multi-year Budget Model. Whereas many of the City's fiscal goals require commitment and discipline beyond the one year considered within the City's fiscal year, the City will also consider adoption of business plans necessary for the accomplishment of City short term or long-term goals. These business plans will be presented and recommended to the City Council in the proposed annual operating budget and shall be used for development of future budget recommendations as necessary to accomplish these goals. The City shall also maintain business plans and/or rate models for enterprise operations. Preparation of the annual budget will include model for years two and three, with specific revenue and expenditure assumptions and with respect to the debt horizon.
Section 14. Cost Recovery. The City may recover costs in the General Fund by charging other funds for administrative costs incurred to support their operations. The City shall attempt to pursue and maintain a diversified and stable revenue stream for the General Fund in order to shelter finances from short term fluctuations in any one revenue source. In order to meet the requirements outlined herein, every effort will be made to base rates on a cost of service model, so costs incurred for certain services are paid by the population benefiting from such services.
Section 15. Quarterly Financial Reporting and Monitoring. The City Manager shall provide interim financial performance reports and updates to the City Council on a quarterly basis. These interim reports must include detailed year to date revenue and expenditure estimates, as well as explanations for major variances to budget. The format of the quarterly report must be relatively consistent with the adopted budget. Quarterly financial reports shall include a summary of fund balances for each fund and a statement regarding compliance with these financial policies, where applicable.
Section 16. Use of Nonrecurring Revenue. The City shall endeavor to use nonrecurring revenue to fund one-time expenditures. Nonrecurring revenue may include items such as sale of fixed assets, court settlements, or revenue collection windfalls.
Section 17. Debt Management. The City Manager shall adhere to the Debt management Policy adopted by Resolution 028902 on December 14, 2010 and reaffirmed by Resolution 029321 on December 13, 2011.
Section 18. Capital Improvement Plans/Funding. The City Manager shall provide quarterly updates to the City Council on Capital Improvement Projects and post these updates on the City website. The annual Capital Improvement Plan (CIP) shall follow a similar cycle as the Operating Budget. As part of the annual capital budget process, the City shall update its short and long-range capital improvement plans. Due to the limited amount of available funds, the CIP serves to establish a priority for the many necessary projects. Therefore, the CIP will be updated annually in order to incorporate the changing priorities, needs and funding sources. As part of a concerted effort to improve financial flexibility, it is authorized that all interest and other revenues relating to Capital Funds will be appropriated at the beginning of each fiscal year and become part of those funds to be used for capital project expenditures. Additionally, the City shall pursue pay-as-you-go funding for maintenance-type capital costs to the extent possible. The CIP is a necessary tool in the capital planning process, and shall be organized as follows: 1. ANNUAL CAPITAL BUDGET: This is the first year of the short-range CIP and shall be fully funded. All approved projects must have corresponding funding resources identified by individual project. Projects added to the approved annual Capital Budget shall require City Council approval. 2. SHORT RANGE CIP: A schedule of capital expenditures to be incurred over the current annual Capital Budget plus two (2) additional years. The short- range plan projects must have programmed funding with corresponding funding resources identified by individual project. Any projects that include projected increases to operating costs for programmed facilities will be notated. A review of all CIP encumbrances will be done annually. Any encumbrance that does not represent a true commitment will be returned to reserves. 3. LONG RANGE CIP: The long-range plan extends for an additional seven years beyond the short range, for a complete plan that includes ten years. The
long- range CIP projects must have realistic planned funding tied to the projects.
Section 19. Capital Improvement Annual Close-out. No less than annually, all capital funds will be reconciled by City Staff. 1. Voter-approved Debt – When all projects in a Fund are deemed complete, Capital Improvement Plan funds associated with voter-approved debt shall be brought to City Council for review and recommendation on use. Funds may be held in the short-term to complete projects or may be assigned to other projects as allowed by bond language. 2. Utility Revenue Debt – Capital Improvement Plan funds associated with utility bond debt shall be brought to City Council in a report comparing budget to actuals when a utility bond issuance is deemed complete. Funds may be held in the short-term to complete projects or may be assigned to other projects as allowed by bond language.
Section 20. Expenditures. Within the limitation of public service needs, statutory requirements and contractual commitments expenditures included in the operating budget shall represent the most cost-efficient method to deliver services to the citizens of Corpus Christi. Efforts toꞏ identify the most cost-efficient method of service delivery shall continue during the fiscal year after the operating budget is adopted and may be implemented during the fiscal year as necessary and of benefit to the public.
Section 21. Line Item Budget Review Process. During the preparation of the City's operating budget, City staff shall perform a line item budget review of departmental budgets.
Section 22. State Hotel Occupancy Tax (SHOT) and Hotel Occupancy Tax (HOT)
Fund. A SHOT Fund was created for the Fiscal Year (FY) 2015-16 budget as a result of the Texas 84th Legislature's (2015) House Bill (HB)1915 that allowed Corpus Christi and three other Texas cities to retain 2% of the state hotel occupancy taxes collected by the cities to be reinvested for beach maintenance and restoration. The expenditures in this Fund shall not be used to offset expenditures for Gulf Beach maintenance currently paid for out of the local HOT Fund. The funding for Gulf Beach maintenance in the local HOT Fund shall not fall below the lesser of $1,825,088 or 15% of HOT revenue (not including the Convention Expansion portion) budgeted. This amount will be in addition to any expenditures budgeted for Gulf Beach Maintenance in the SHOT Fund.
Section 23. Drought Surcharge Exemption Fund. Beginning in Fiscal Year 2018-2019 The Drought Surcharge Exemption Fees collected from large-volume industrial customers pursuant to Ordinance 031533 shall be dedicated for development of a drought-resistant water supply and shall not be used for operation and maintenance costs of any water supply, treatment facility or distribution system. The Drought Surcharge
Exemption Fees paid to the City will be accounted for and reserved in a separate Drought Surcharge Exemption Fund and used only for capital costs to develop and/or acquire an additional drought-resistant water supply including but not limited to, payment of debt for an allowable capital project.
Section 24. Community Enrichment Fund. Revenues and expenditures are recorded in this fund for community enrichment programs and activities not in the General Fund. Revenues come from contributions, developer fees and earnings on investments. Expenditures are restricted to acquisition or development of public parks. Revenues are authorized to be appropriated at the beginning of each fiscal year and will be restricted as per current City codes and ordinances and unspent appropriations will carry over from fiscal year to fiscal year.
Section 25. Budget Controls. Budgetary compliance is an important tool in managing and controlling governmental activities, as well as ensuring conformance with the City’s budgetary limits. Budgetary controls, levels at which expenditures cannot legally exceed appropriated amounts, are established within individual funds. The City utilizes an encumbrance system of accounting as one mechanism to accomplish effective budgetary controls. Encumbrances at year end which represent a true commitment are generally added to the budget. PASSED AND APPROVED on the day of , 2021: Paulette M. Guajardo Roland Barrera Gil Hernandez Michael Hunter Billy Lerma John Martinez Ben Molina Mike Pusley Greg Smith ATTEST: CITY OF CORPUS CHRISTI Rebecca Huerta Paulette M. Guajardo City Secretary Mayor
RESOLUTION
AMENDING FINANCIAL BUDGETARY POLICIES ADOPTED BY
RESOLUTION 032490 AND PROVIDING FINANCIAL POLICY
DIRECTION ON PREPARATION OF THE ANNUAL BUDGETS
WHEREAS, the City Council adopted a Financial Policy in June 2021 by Resolution 032490; and
WHEREAS, as a result of this policy, the City achieved its goal for the General Fund balance and desires now to articulate a strategy to maintain a General fund balance and to utilize any surplus balance to provide for enhanced financial stability in future years, and also desires to manage fund balances of the Internal Service Funds, Enterprise Funds, the Combined Utility Reserve Fund, and Debt Service Reserve Funds; and
WHEREAS, this policy provides an essential guide to direct financial planning and to maintain and strengthen the City's bond rating; and
WHEREAS, it has been the City's practice to reaffirm its financial policy or to adopt a new or modified policy annually in conjunction with preparation of the budget and prior to presenting the Proposed Budget to the City Council. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: ꞏ The Financial Budgetary Policies adopted by Resolution 032490 are amended to read as follows:
Section 1. Development I Effective Date of Financial Budgetary Policy. This Financial Budgetary Policy reaffirms and amends the financial policies adopted each year by the City Council since 1997. The City Manager is directed to prepare each annual proposed budget in accordance with this policy. The City Council is prepared to make expenditure reductions that may be necessary to comply with this policy. This Financial Budgetary policy remains in effect and applies to future annual budget preparation processes until amended by City Council resolution.
Section 2. Current Revenues /Current Expenditures. General Fund current revenues and funds available from all sources will equal or exceed current expenditures.
Section 3. General Fund Balance I Working Capital. To ensure that current and future services or operations are not severely impacted by any economic slowdowns, emergencies, natural disasters or other unforeseen circumstances, adequate financial resources will be set aside in the General Fund unassigned fund balance. In the Government Finance Officers Association's (GFOA) "Best Practice for Determining the
Appropriate Level of Unrestricted Fund Balance in the General Fund (2015)", GFOA recommends, at a minimum, that general-purpose government, regardless of size, maintain an unrestricted budgetary fund balance in their general fund of no less than two months of regular general fund operating revenues or regular general fund operating expenditures. Accordingly; it is the goal of the City Council to build and maintain a reserve in the General Fund unassigned fund balance which totals at least two months (or approximately 17%) of regular general fund operating expenditures up to 20% of total annual General Fund appropriations, exclusive of any one-time appropriations. At the end of the fiscal year, upon completion of the Comprehensive Annual Financial Report, the amount calculated to be at least two months of regular general fund operating expenditures up to 20% of total annual General Fund appropriations will be Reserved for Major Contingencies and set up in a separate account. The City Manager shall report on the status of compliance with this policy at least annually as part of the budget process. Uncommitted fund balance in excess of the policy requirement may be recommended for expenditure by the City Manager. Finally, it is noted that extraordinary situations may arise in which the timing of external actions out of the City's control may require the use of the unassigned fund balance. The City Manager shall note these situations to the City Council as soon as the information is known.
Section 4. Other Committed Fund Balances.
4.1 Internal Service Funds. To ensure that current and future services or operations are not severely impacted by any economic slowdowns, emergencies, natural disasters or other unforeseen circumstances, it is the goal of the City Council to build and maintain an unassigned reserve in each Internal Service Fund listed below, of up to five percent (5%) of the annual Internal Service Fund appropriations, exclusive of any one-time appropriations. Any amount in excess of five percent (5%) will be returned to the paying Funds or used for one-time expenditures. Subsection 4.1only applies to the Information Technologies Internal Service Fund; Stores Internal Service Fund; Engineering Services Internal Service Fund; Fleet Maintenance Internal Service Fund; and Facilities Maintenance Internal Services Fund.
4.2 Group Health Plans. It is a goal of the City to maintain a fund balance in the group health plans to (1) pay any associated administrative costs and claims run-out based upon the most recent actuarial study in the event the plan ceases or a change in the third- party administrator is made; and to (2) hold a reserve for catastrophic claims equaling 10% of projected medical and prescription claims.
4.3 General Liability Fund. It is a goal of the City to maintain a fund balance in the General Liability Fund (1) to fund long-term liabilities, incurred but not reported expenses (IBNR), and a risk margin for the adverse development of claims as determined by the actuarial recommendation and reflected in the Comprehensive Annual Financial Report; (2) to provide additional protection against significant unexpected claims experience in the fiscal year as a catastrophic reserve equaling 25% of the average incurred costs of claims experience over the prior five-year period; and (3) to protect against
significant cost increases in the fiscal year for purchased insurance coverage premiums equaling 25% of the cost for purchased insurance over the prior year.
4.4 Worker's Compensation Fund. It is a goal of the City to maintain a fund balance in the Worker's Compensation Fund (1) to fund long-term liabilities, incurred but not reported expenses (IBNR), and a risk margin for the adverse development of claims as determined by the actuarial recommendation and reflected in the Comprehensive Annual Financial Report; and (2) to protect against significant unexpected claims experience in the fiscal year as a catastrophic reserve equaling 25% of the average of incurred costs of claims experience over the prior five-year period.
4.5 Enterprise Funds. To ensure that current and future services or operations are not severely impacted by any economic slowdowns, emergencies, natural disasters or other unforeseen circumstances, it is the goal of the City Council to build and maintain an unreserved fund balance in each of the Enterprise Funds of a maximum of twenty- five percent (25%) of the annual Enterprise Fund appropriations, exclusive of debt service and any one-time appropriations, and anything over that amount shall be designated for specific purpose(s). Subsection 4.5 only applies to Water, Wastewater, Gas, Stormwater, Airport, and Marina fund balances.
4.6 Debt Service Reserve Fund. The City will strive to maintain a debt service fund balance for bonds, certificates of obligation, tax notes, and other debt instruments of at least two percent (2%) of the annual debt service appropriation(s) for the fiscal year; provided, however, this requirement shall comply with the provision of Treasury Regulation 1.148-2(f) which limits the amount of reserve funds that may secure the payment of debt service on bonds.
Section 5. Liabilities for Other Post-Employment Benefits, Accrued
Compensated Absences and Net Pension Liability. For financial reporting purposes, the City will record liabilities for Other Post-Employment Benefits, Accrued Compensated Absences and Net Pension Liability according to guidance of the Governmental Accounting Standards Board. These liabilities will be funded on a pay- as-you-go basis, and thus will not be included in the minimum fund balances of the affected funds.
Section 6. Property Tax Rate for Operations and Maintenance. Each proposed annual budget shall be prepared assuming that the City will be adopting a tax rate necessary to be in compliance with Section 2 above. Full consideration will be given to achieving the "no new-revenue maintenance and operations tax rate" for maintenance and operations when assessed property values decrease, and full consideration will be given to maintaining the current tax rate when assessed properties values increase, as long as the tax rate does not exceed the "voter approval tax rate" (which is the rate that allows the City to raise the same amount of maintenance and operation revenue raised in the prior year, excluding new property, with a 3.5% increase.)
Section 7. Funding Level from General Fund for Street Maintenance. The General Fund will contribute the higher of 6% of General Fund revenue less grants, industrial district revenue and any transfer to Residential Streets or $10,818,730 for Street Maintenance. In addition, the City must include 5% of industrial district revenue in the Street Maintenance Fund.
Section 8. Funding Level from General Fund for Residential Street
Reconstruction Fund. In order to develop a long-term funding mechanism for capital improvements related to residential/local streets, implement the following: 1. The City must include 5% of industrial district revenue in the Residential Street Reconstruction Fund. 2. In Fiscal Year 2020-2021, transfer 1/3 of one percent of the General Fund revenue less: • Grants • Industrial District revenue, and • Any General Fund transfer to the Residential Street Reconstruction Fund (i.e. four cents of the property tax rate) 3. In Fiscal Year 2021-2022, transfer 2/3 of one percent of the General Fund revenues less: • Grants • Industrial District revenue, and • Any General Fund revenue to the Residential Street Reconstruction Fund 4. In Fiscal Year 2022-2023, transfer 1% of the General Fund revenuesless: • Grants • Industrial District revenue, and • Any General Fund transfer to Residential Streets Reconstruction Fund 5. At a Special City Election in November 2016 Corpus Christi voters voted to create a dedicated fund to be used solely for residential street reconstruction and the city council was authorized each year to levy, assess and collect a property tax not to exceed six cents ($0.06) per one hundred dollars ($100.00) of assessed value for the purpose of residential street reconstruction to be deposited in such fund. Said taxes shall be used solely for the purpose of residential street reconstruction, including associated architectural, engineering and utility costs, and shall be implemented gradually at a rate not to exceed two cents ($0.02) per one hundred dollars ($100.00) of assessed value per year. For the purposes of this provision, the term “reconstruction” is defined as removing all or a significant portion of the pavement material and replacing it with new or recycled materials. The dedicated fund established by this section may not be used for payment of debt service. The City Council approved two cents
($0.02) per one hundred dollars ($100.00) of assessed value for fiscal year 2018-2019 and two cents ($0.02) per one hundred dollars ($100.00) of assessed value for fiscal year 2019-2020 for the purpose of residential street reconstruction. Due to the COVID-related economic downturn the final two cents will not be added in FY 2020-2021 but will be considered in FY 2021-2022.
Section 9. Funding of Texas Municipal Retirement System (TMRS) Contributions. It is a goal of the City Council to maintain the fully funded contribution rate to TMRS to fund the general City employees' and sworn police officers' pension.
Section 10. Funding of Corpus Christi Fire Fighters’ Retirement System (CCFFRS). Whereas, pursuant to a Special Task Force appointed by the City Manager, it is a goal of the City to, over time, adequately fund the CCFFRS so that its funding ratio is in line with the funding ratio of TMRS for general City employees and sworn policeofficers.
Section 11. Priority of City Services. The City Council recognizes the need to provide public services which support the continued growth of the local economy and personal income growth to insure an adequate financial base for the future.
Section 12. Operating Contingencies. The City Manager is directed to budget up to $500,000 per year as an operating contingency as part of General Fund expenditures in order to further insulate the General Fund unreserved fund balance from unforeseen circumstances. Up to 2% of annual appropriations for operating contingencies may be budgeted, as deemed necessary, in enterprise, internal service, and special revenue funds of the City.
Section 13. Multi-year Budget Model. Whereas many of the City's fiscal goals require commitment and discipline beyond the one year considered within the City's fiscal year, the City will also consider adoption of business plans necessary for the accomplishment of City short term or long-term goals. These business plans will be presented and recommended to the City Council in the proposed annual operating budget and shall be used for development of future budget recommendations as necessary to accomplish these goals. The City shall also maintain business plans and/or rate models for enterprise operations. Preparation of the annual budget will include model for years two and three, with specific revenue and expenditure assumptions and with respect to the debt horizon.
Section 14. Cost Recovery. The City may recover costs in the General Fund by charging other funds for administrative costs incurred to support their operations. The City shall attempt to pursue and maintain a diversified and stable revenue stream for the General Fund in order to shelter finances from short term fluctuations in any one revenue source. In order to meet the requirements outlined herein, every effort will be made to base rates on a cost of service model, so costs incurred for certain services are paid by the population benefiting from such services.
Section 15. Quarterly Financial Reporting and Monitoring. The City Manager shall provide interim financial performance reports and updates to the City Council on a quarterly basis. These interim reports must include detailed year to date revenue and expenditure estimates, as well as explanations for major variances to budget. The format of the quarterly report must be relatively consistent with the adopted budget. Quarterly financial reports shall include a summary of fund balances for each fund and a statement regarding compliance with these financial policies, where applicable.
Section 16. Use of Nonrecurring Revenue. The City shall endeavor to use nonrecurring revenue to fund one-time expenditures. Nonrecurring revenue may include items such as sale of fixed assets, court settlements, or revenue collection windfalls.
Section 17. Debt Management. The City Manager shall adhere to the Debt management Policy adopted by Resolution 028902 on December 14, 2010 and reaffirmed by Resolution 029321 on December 13, 2011.
Section 18. Capital Improvement Plans/Funding. The City Manager shall provide quarterly updates to the City Council on Capital Improvement Projects and post these updates on the City website. The annual Capital Improvement Plan (CIP) shall follow a similar cycle as the Operating Budget. As part of the annual capital budget process, the City shall update its short and long-range capital improvement plans. Due to the limited amount of available funds, the CIP serves to establish a priority for the many necessary projects. Therefore, the CIP will be updated annually in order to incorporate the changing priorities, needs and funding sources. As part of a concerted effort to improve financial flexibility, it is authorized that all interest and other revenues relating to Capital Funds will be appropriated at the beginning of each fiscal year and become part of those funds to be used for capital project expenditures. Additionally, the City shall pursue pay-as-you-go funding for maintenance-type capital costs to the extent possible. The CIP is a necessary tool in the capital planning process, and shall be organized as follows: 1. ANNUAL CAPITAL BUDGET: This is the first year of the short-range CIP and shall be fully funded. All approved projects must have corresponding funding resources identified by individual project. Projects added to the approved annual Capital Budget shall require City Council approval. 2. SHORT RANGE CIP: A schedule of capital expenditures to be incurred over the current annual Capital Budget plus two (2) additional years. The short- range plan projects must have programmed funding with corresponding funding resources identified by individual project. Any projects that include projected increases to operating costs for programmed facilities will be notated. A review of all CIP encumbrances will be done annually. Any encumbrance that does not represent a true commitment will be returned to reserves. 3. LONG RANGE CIP: The long-range plan extends for an additional seven years beyond the short range, for a complete plan that includes ten years. The
long- range CIP projects must have realistic planned funding tied to the projects.
Section 19. Capital Improvement Annual Close-out. No less than annually, all capital funds will be reconciled by City Staff. 1. Voter-approved Debt – When all projects in a Fund are deemed complete, Capital Improvement Plan funds associated with voter-approved debt shall be brought to City Council for review and recommendation on use. Funds may be held in the short-term to complete projects or may be assigned to other projects as allowed by bond language. 2. Utility Revenue Debt – Capital Improvement Plan funds associated with utility bond debt shall be brought to City Council in a report comparing budget to actuals when a utility bond issuance is deemed complete. Funds may be held in the short-term to complete projects or may be assigned to other projects as allowed by bond language.
Section 20. Expenditures. Within the limitation of public service needs, statutory requirements and contractual commitments expenditures included in the operating budget shall represent the most cost-efficient method to deliver services to the citizens of Corpus Christi. Efforts toꞏ identify the most cost-efficient method of service delivery shall continue during the fiscal year after the operating budget is adopted and may be implemented during the fiscal year as necessary and of benefit to the public.
Section 21. Line Item Budget Review Process. During the preparation of the City's operating budget, City staff shall perform a line item budget review of departmental budgets.
Section 22. State Hotel Occupancy Tax (SHOT) and Hotel Occupancy Tax (HOT)
Fund. A SHOT Fund was created for the Fiscal Year (FY) 2015-16 budget as a result of the Texas 84th Legislature's (2015) House Bill (HB)1915 that allowed Corpus Christi and three other Texas cities to retain 2% of the state hotel occupancy taxes collected by the cities to be reinvested for beach maintenance and restoration. The expenditures in this Fund shall not be used to offset expenditures for Gulf Beach maintenance currently paid for out of the local HOT Fund. The funding for Gulf Beach maintenance in the local HOT Fund shall not fall below the lesser of $1,825,088 or 15% of HOT revenue (not including the Convention Expansion portion) budgeted. This amount will be in addition to any expenditures budgeted for Gulf Beach Maintenance in the SHOT Fund.
Section 23. Drought Surcharge Exemption Fund. Beginning in Fiscal Year 2018-2019 The Drought Surcharge Exemption Fees collected from large-volume industrial customers pursuant to Ordinance 031533 shall be dedicated for development of a drought-resistant water supply and shall not be used for operation and maintenance costs of any water supply, treatment facility or distribution system. The Drought Surcharge
Exemption Fees paid to the City will be accounted for and reserved in a separate Drought Surcharge Exemption Fund and used only for capital costs to develop and/or acquire an additional drought-resistant water supply including but not limited to, payment of debt for an allowable capital project.
Section 24. Community Enrichment Fund. Revenues and expenditures are recorded in this fund for community enrichment programs and activities not in the General Fund. Revenues come from contributions, developer fees and earnings on investments. Expenditures are restricted to acquisition or development of public parks. Revenues are authorized to be appropriated at the beginning of each fiscal year and will be restricted as per current City codes and ordinances and unspent appropriations will carry over from fiscal year to fiscal year.
Section 25. Budget Controls. Budgetary compliance is an important tool in managing and controlling governmental activities, as well as ensuring conformance with the City’s budgetary limits. Budgetary controls, levels at which expenditures cannot legally exceed appropriated amounts, are established within individual funds. The City utilizes an encumbrance system of accounting as one mechanism to accomplish effective budgetary controls. Encumbrances at year end which represent a true commitment are generally added to the budget. PASSED AND APPROVED on the day of , 2021: Paulette M. Guajardo Roland Barrera Gil Hernandez Michael Hunter Billy Lerma John Martinez Ben Molina Mike Pusley Greg Smith ATTEST: CITY OF CORPUS CHRISTI Rebecca Huerta Paulette M. Guajardo City Secretary Mayor
DATE: July 27, 2021
TO: Peter Zanoni, City Manager
FROM: Richard Martinez, Director of Public Works
Richardm5@cctexas.com
(361) 826-3419
CAPTION:
Motion authorizing a 16-month Streetlight Installation Agreement with AEP Texas to convert 523
existing light fixtures to LED light fixtures for the Ocean Drive Rehabilitation project in an amount
of $72,100.78 funded through the Street Bond 2018 Fund.
SUMMARY:
This agenda item is to appropriate funds to execute a service agreement with AEP Texas to
convert 523 streetlights to LED fixtures as part of the Ocean Drive Rehabilitation project.
BACKGROUND AND FINDINGS:
The use of LED technology for streetlights has increased in popularity. Electric companies have
moved towards establishing LED streetlight tariffs due to longer-life spans, better color rendition,
brightness and improved energy efficiency compared to other lighting options. There has also
been an increased demand from cities to provide LED fixtures as an option.
In June 2020, AEP Texas adopted an LED tariff as an option to cities. The tariff allows
replacement of an existing streetlight if the fixture fails. However, the cost to convert a functioning
streetlight to an LED fixture is $137.86. Assuming a combined REP and TDU kWh charge of
$0.08, the City will have a total combined savings per year of approximately $20,500. A total of
523 AEP owned streetlights were identified along the Ocean Drive and Shoreline Drive corridor,
between Resaca Street and Ennis Joslin Road, that were eligible to be upgraded to LED fixture
types. They are identified below:
379 – 250W High Pressure Sodium (HPS) lights converted to 122W LED lights
132 – 400W HPS lights converted to 194W LED lights
12 – 250W Floodlights converted to 146W LED lights
In October 2020, the City of Corpus Christi announced plans to rehabilitate Ocean Drive from IH-
37 to Ennis Joslin Road. As part of the improvements in the right-of-way, the City’s Public Works
Department worked with AEP Texas to identify eligible streetlights along the roadway segment
City of Corpus Christi and AEP Texas Streetlight Installation Agreement
(LED Conversion Project on Ocean Drive Rehabilitation Project)
AGENDA MEMORANDUM
Action Item for City Council Meeting July 27, 2021
and determine the cost to upgrade existing fixtures to LED fixtures.
The installation will be done by AEP Texas and will begin in August 2021. As owners of the
utilities, AEP Texas is handling the procurement of the inventory and will handle the scheduling
of the resources needed to perform conversion of the streetlights. AEP Texas will advise the City
of Corpus Christi on any unforeseen circumstances that might impact procurement and
installation. All work is estimated to be completed by December 2022.
ALTERNATIVES:
The alternative is to deny the execution of the Streetlight Installation Agreement with AEP Texas.
FISCAL IMPACT:
The fiscal impact for FY 2021 is an amount not to exceed $72,100.78 for the installation of 523
LED streetlights.
FUNDING DETAIL:
Fund: ST2020 Bd18P1
Organization/Activity: 3556-051/ 18045-A-3556-EXP
Mission Element: 051 Maintain, Pavement and Associated
Project # (CIP Only): N/A
Account: 550910 Construction Contract
Amount: $72,100.78
RECOMMENDATION:
Staff recommends approval of this motion authorizing the conversion of 523 existing streetlights
to LED fixtures.
LIST OF SUPPORTING DOCUMENTS:
City of Corpus Christi and AEP Texas Streetlight Installation Agreement
Price Sheet
City of Corpus Christi and AEP Texas
Streetlight Installation Agreement
LED Conversion Project
AEP Texas and The City of Corpus Christi have mutually agreed to
implement a mass change-out of existing streetlights, and replace them with new
LED street lighting options offered through AEP Texas’ Tariffs. Each streetlight
identified, will be replaced with an LED light of equivalent wattage range, as
noted in the attached chart.
It is AEP Texas’ intent to start installations in August 2021. This will allow
time to order the required lights, schedule appropriate resources and plan other
operations associated with the project. At the suggestion of the City, AEP Texas
will focus on a mass change-out along Ocean Drive. If procurement of inventory
or scheduling of resources become an issue due to unforeseen circumstances or
weather concerns, AEP Texas will advise the City and resume the project as soon
as it is reasonably able to do so. All work shall be completed by December 2022.
The Corpus Christi LED Conversion project will involve the installation of
523 lights in 2021 and 2022 if necessary. The charge to change out each light is
$137.86 per light. AEP Texas will provide the City with an invoice for $72,100.78
($137.86 x 523 lights) to be payable 30 days prior to commencement of the
project. The $137.86 covers the cost of the average undepreciated value of
existing non-LED light fixtures. Should AEP Texas incur additional installation
costs, the City shall be advised, beforehand and grant the additional payment
approval prior to the streetlight installations. Please note that no lights shall be
scheduled for installation until AEP Texas receives payment.
AEP Texas will hold periodic meetings with the City to provide an update on
the status of the project and discuss any issues that arise.
The City acknowledges that AEP Texas does not provide street lighting
design services, and that AEP Texas will only place replacement LED lights where
instructed by City, to the extent it can do so consistent with Good Utility
Practice. City further acknowledges that the color and light pattern of
replacement LED street lights may be different from the light pattern of
Customer’s existing streetlights. The City recognizes that AEP Texas will conduct
its operations in a prudent manner and maintain open communication with the
city throughout the course of this project.
In the event that either party defaults in its performance under this
Agreement, the other party may terminate the agreement by providing the
defaulting party with notice in writing of the default, and providing 14 days for
the defaulting party to correct such default. If the defaulting party does not
correct the default within the 14 day period, the Agreement shall be terminated
and the non-defaulting party is released from any obligations under the
Agreement yet to be performed as of the date of termination. If the Agreement is
terminated prior to completion, AEP Texas shall be entitled to payment in full for
all LED lights installed through the date of termination, and the City shall be
entitled to a refund of any advanced funds that remain unused by AEP Texas as of
the date of termination.
This Agreement shall be construed in accordance with the laws of the State
of Texas. In the event of a contractual dispute hereunder, the parties do hereby
AGREE and STIPULATE that VENUE shall lie in Nueces County, Texas, and such
venue shall not be contested or disputed.
In the event it shall become necessary for any party hereto to file a lawsuit
to enforce this Agreement or any provision herein, the party prevailing in such
action shall be entitled to recover, in addition to all other remedies or damages,
reasonable attorneys’ fees incurred in prosecuting or defending such lawsuit.
Acknowledgement for City of Corpus Christi:
By: _____________________________
XXXX, City Manager Date:____________
City of Corpus Christi
Authorized Signer
Acknowledgement for AEP Texas Inc.:
By: ___Julio Reyes_________________________
Julio Reyes, Vice President Date: ____________
External Affairs
Authorized Signer
Attest:
______________________
XXXX, City Secretary
LED Lighting Options
Traditional Street Light Alternative AEP LED Streetlight
Fixture kWh
Fixture
Charge
Total
Charge
per
month* Fixture kWh
Fixture
Charge
Total
Charge
per
month*
100 W MV 40 $5.18 $8.38 20-60 W LED (43 W) 14 $6.03 $7.15
175 W MV 70 $5.87 $11.47 61-100 W LED (71 W) 29 $6.13 $8.45
400 W MV 145 $9.62 $21.22 120-160 W LED (122 W) 46 $8.96 $12.64
OR
200-240 W LED (194 W) 73 $10.95 $16.79
150 W MH 65 $8.47 $13.67 61-100 W LED (71 W) 29 $6.13 $8.45
175 W MH 75 $8.47 $14.47 61-100 W LED (71 W) 29 $6.13 $8.45
250 W MH 105 $8.72 $17.12 120-160 W LED (122 W) 46 $8.96 $12.64
400 W MH 155 $9.19 $21.59 200-240 W LED (194 W) 73 $10.95 $16.79
1000 W MH 367 $9.36 $38.72 N/A
70 W HPS 28 $5.21 $7.45 20-60 W LED (43 W) 14 $6.03 $7.15
100 W HPS 39 $5.32 $8.44 20-60 W LED (43 W) 14 $6.03 $7.15
150 W HPS 57 $5.47 $10.03 61-100 W LED (71 W) 29 $6.13 $8.45
250 W HPS (Cobra) 104 $7.66 $15.98 120-160 W LED (122 W) 46 $8.96 $12.64
250 W HPS (Flood) 104 $7.66 $15.98 130-170W LED (146 W) 50 $15.24 $19.24
400 W HPS 155 $8.31 $20.71 200-240 W LED (194 W) 73 $10.95 $16.79
1000 W HPS 367 $7.02 $36.38 N/A
*Assumes a Combined REP and TDU kWh Charge of $0.08.
DATE: July 2, 2021
TO: Peter Zanoni, City Manager
FROM: Tammy Embrey, Director Intergovernmental Relations
tammye@cctexas.com
361-826-3622
CAPTION: Motion authorizing the renewal of an agreement with the United Corpus
Christi Chamber of Commerce to support the operations and activities of the South
Texas Military Task Force during Fiscal Year 2021 in the amount of $75,000.
SUMMARY:
The City of Corpus Christi contributes $75,000 per year to the United Corpus Christi
Chamber of Commerce (Chamber) for the operations, activities and tasks of the South
Texas Military Task Force (STMTF) to protect the Military missions based in Corpus
Christi.
BACKGROUND AND FINDINGS:
The City of Corpus Christi contributes $75,000 per year to the United Corpus Christi
Chamber of Commerce (Chamber) for the operations and activities of the South Texas
Military Task Force (STMTF). The STMTF is a committee of the Chamber whose purpose
is to advocate for and protect the military missions based in Corpus Christi including:
Naval Air Station Corpus Christi (NASCC)
Corpus Christi Army Depot (CCAD)
Chief of Naval Air Training (CNATRA)
Tenant commands at NASCC
U.S. Coast Guard Sector at the Corpus Christi International Airport.
The City and the Task Force adopted a formal agreement three years ago which
established specific expectations and responsibilities for the Task Force and this
agreement has been updated to reflect current needs of the City and our Military partners.
In addition to basic operational responsibilities, the agreement requires the Task Force to
provide semi-annual reports to the City detailing STMTF activities, achievements and an
updated financial report for the Task Force.
Motion to Authorize Renewal of Agreement with the United Corpus Christi Chamber of
Commerce to support the South Texas Military Task Force
AGENDA MEMORANDUM
Action Item for the City Council Meeting July 27, 2021
ALTERNATIVES:
1. Amend the agreement.
2. Do not approve the agreement
FISCAL IMPACT: This membership was included in the FY 2021 Intergovernmental
Relations budget for Memberships, licenses, and dues.
Funding Detail:
Fund: General Fund
Organization/Activity: 10250
Mission Element:
Project # (CIP Only):
Account: 530250 Memberships, licenses & dues
RECOMMENDATION: Staff recommends approval of the motion
LIST OF SUPPORTING DOCUMENTS:
STMTF Funding Agreement FY 2021 7 27 2021
STMTF Semi Annual reports July 20 and January 2021
1
MEMORANDUM OF UNDERSTANDING
UNITED CORPUS CHRISTI CHAMBER OF COMMERCE
AND THE CITY OF CORPUS CHRISTI
This agreement entered into on the date of its execution as set forth below by and
between the United Corpus Christi Chamber of Commerce ("UCCC") for the South Texas
Military Task Force ("STMTF") and the City of Corpus Christi ("The City"). The UCCC is an
organization founded for the promotion of businesses, creation and retention of jobs, and overall
benefit of Corpus Christi, Texas, Nueces County and surrounding areas. The STMTF is a
committee of the UCCC focused on preserving, expanding and supporting military activities in
South Texas.
The City seeks to stimulate business and commercial activities in Corpus Christi,
Nueces County, and the area. The STMTF, a committee of the UCCC will:
1.) Stimulate, encourage, develop business location and commercial activity including
preparation and implementation of strategic plans for maximum utility of area
military facilities and other community assets for military activities;
2.) Promote and advertise the area by in person presentations locally and in other areas
for the benefit of Corpus Christi, Nueces County and surrounding areas;
3.) Undertake robust advocacy activities to secure, protect, and expand local military
bases and activities;
4.) Diligently utilize the resources of the STMTF to promote the cause of
administration of the program above; and
5.) Submit reports semi-annually to The City detailing the activities of the STMTF in
2
performance of obligations pursuant to this agreement. UCCC shall include in its
report a detailed accounting of expenditures of the funds of and any
measurable results obtained.
As payment for these services, for FISCAL YEAR 2020 (October 1, 2020
through September 30. 20 21). The City, subject to any additional conditions
or requirem ents contained in Attachment A, agrees to provide $75 ,000.
UCCC will cause this funding to be segregated from other funds used for the
activities unrelated to STMTF activities and the purposes of this agreement.
This agreement will continue in force and effect until September 30 2021.
In the event the UCC C terminates the program activities subject to this
agreement prior to the expiration of this agreement, the balance of any
remaining funds shall be returned to The City in the same proportion that The
City funds bear to the total funds received or in posse ssion of
UCCC to conduct activities related to this agreement.
WITNESS our hands on this day of July 27, 2021
Peter Zanoni John LaRue
City Manager President and CEO
City of Corpus Christi United Corpus Christi Chamber of Commerce
ATTACHMENT A
1. The South Texas Military Task Force will submit activity and financial reports to the City
of Corpus Christi by July 30th for the period of January to June of each year and by
January 30th for the period of July-December each year
2. The Mayor of the City of Corpus Christi will serve as a permanent member of the
Executive Committee of the South Texas Military Task Force. The Mayor may designate
a member of the staff of the City of Corpus Christi to represent the City, including
casting the Mayor’s vote, at all meetings of the Task Force.
3. The South Texas Military Task Force shall adopt an annual budget detailing revenues
and expenditures in accordance with adopted operating policies and procedures.
4. Any changes to the adopted operating policies and procedures must be approved by the
Executive Committee of the South Texas Military Task Force.
5. Policies adopted by the Task Force shall not conflict with policies, initiatives and other
action adopted by the United Corpus Christi Chamber of Commerce or its member
governmental units.
16 January, 2021
The Honorable Paulette Guajardo
Mayor of Corpus Christi
P.O. Box 9277
Corpus Christi, Texas 78469
RE: 2020 South Texas Military Task Force Semi-Annual Report
Mayor Guajardo,
Thank you and the Corpus Christi City Council for your continued support to our area
military installations and the South Texas Military Task Force. Just as our military and City
services are expected to remain fully operational under any situation, we remain engaged as
well. This report highlights the work our area's Military Task Force has accomplished in
preserving, protecting, and expanding the value of military facilities in the Coastal Bend
Region. Also, per our agreement we have included the accounting of our expenditures for
this period in the form of our latest budget. We are available to further discuss details of the
items in this report and welcome your feedback anytime. Again, thank you for your
support. The South Texas Military is stronger because of you.
Very Respectfully,
Kresten Cook,
Executive Director, South Texas Military Task Force
South Texas Military Task Force
Activity Report
July to December 2020
Increased local community awareness of the STMTF with continued communications
with area community groups and business segments through presentation of the STMTF
“Roadshow” with emphasis on the STMTF mission, our area military operations critical
role in providing Military Readiness and the economic impact (financial and jobs) impact
these installations in our community. Made virtual and in-person presentations to:
Christi Chapter of the League of Women Voters, Nueces County Commissioners Court,
Port of Corpus Christi Commissioners, and the Regional Transportation Authority Board.
Researched possibility potential future utilization of DCIP (Defense Critical Infrastructure
Program) and applicability of this program with future Navy/Area Community goals.
Acquired recent data on local military installation infrastructure and working to increase
Congressional and DoD support to keep our area military facilities from further
deterioration, thus maintaining, a fiscally sound national insurance policy for steady
state and surge.
Increased the communication to Congressional, State, and area community leaders of
CCNAS’s critical role in Navy Air Training and providing Military Readiness.
Supported development of short and long-term Intergovernmental Support Agreements
(IGSA) possibilities between NASCC and City/County
Increased emphasis on the importance of USCG Sector/Air Station Corpus Christi in
ensuring a safe, prosperous South Texas through its mission of providing maritime
safety and border security.
Developing plan to improve the partnership between the Military Surface Deployment
and Distribution Comment (SDDC) and the Port of Corpus Christi as a global intermodal
surface connector.
Improved national/state support encouraging local educational institutions, at all levels,
to partner with and target recruits to fill critical civilian skills needed by area military
installations.
STMTF Executive Director continued to work as an appointee to the Texas Governor's
Committee to Support the Military recommending legislation to support military
installations and military families in Texas. This Committee formed in 2019, continues to
work on five charges from Governor:
• Study and make recommendations on how best to maintain and enhance military
value at
existing military installations in Texas;
• Study and make recommendations on how best to make Texas a more attractive
destination for additional military missions;
• Collaborate with local governments and chambers of commerce to explore
surrounding civilian
infrastructure and identify competing and complementary needs between private
development,
the rights of private landowners, and military necessities;
• Examine the 2005 criteria used by the Base Realignment and Closure (“BRAC”)
Commission and identify strategies to avoid future base closures; and
• Coordinate with the Texas Military Preparedness Commission and Texas Military
Values
Worked closely with the South Texas USO and its mission of providing support to area
military and their families.
Organized and Convened South Texas Military Task Force Meetings:
- Executive Committee Meetings: 31 July, 28 August, 25 September, 30 October
- South Texas Military Task Force: 12 August, 18 November
Wrote letters of support for Nueces County’s and City of Corpus Christi’s (City)
applications for a Texas Defense Economic Adjustment Assistance Grant (DEAAG) to
improve critical infrastructure at the Corpus Christi Army Depot (CCAD) and Naval Air
Station Corpus Christi (NASCC).
Discussed upcoming release of revised Navy Air Installations Compatible Use Zones
(AICUZ) report and its implications with NASCC rep Ben Polak and Commissioner
Bradford. Attended meeting of STMTF and City representatives regarding next steps re:
Navy Region Southwest Commander’s letter to Gov Abbott regarding potential future
legislation to avoid future land development incompatible with Navy training flight
paths.
Reviewed Draft Environmental Assessment (EA) and Draft Finding of No Significant
Impact (FONSI) received from Judge Canales for proposed construction and operation of
a new Air and Marine Operations (AMO) marine facility for U.S. Customs and Border
Protection (CBP) in Port Aransas, Texas.
Prepared/delivered letter to Governor Abbott supporting City of Corpus Christi’s
application for a Defense Economic Adjustment Assistance Grant (DEAAG) to replace
deteriorating 78 year-old high pressure natural gas supply lines aboard Naval Air Station
Corpus Christi (NASCC).
Continued to garner support for a local project to seek local funding to construct new
quarters for the Chief of Naval Air Training - the highest ranking military officer in South
Texas. The previous CNATRA quarters (built in the 1940’s) were determined
“uninhabitable” and beyond economical repair due to deterioration unsafe conditions.
Represented the STMTF at Corpus Christi Mayor’s Interagency meetings.
Maintained regular communications with area Military leaders to check on their status
and how the STMTF can provide support.
Continued to invest a significant portion of the STMTF budget towards lobbying efforts
in Washington with emphasis on 2021 National Defense Authorization Act (NDAA) and
2021 Defense Appropriations efforts. Cong. Cloud committed to stay in close touch with
Cong. Cuellar who serves on the Appropriations Committee and to coordinate military
support with Senators Cornyn and Cruz.
Worked with Sean Strawbridge, CEO, Port of Corpus Christi on strategies to increase
military operations at the Port. Arranged for Sean to make a presentation to the STMTF
membership.
Welcomed RDML Westendorff, new Chief of Naval Air Training, CNATRA, and provided
him an overview of the STMTF along with open invitations to all STMTF meetings.
Welcomed two new STMTF supporting donors: GFP Group and Camacho Demolition
Provided supporting economic impact data for STMTF letter to Honorable Tom Craddick
Chairman, Land and Resource Management Committee Texas House of Representatives
requesting no further restrictions on municipalities’ abilities to utilize annexation and
eminent domain. These restrictions could have dire impacts on the future of military
activities in Texas.
Assisted with advocacy and lobbying support to gain approval of City of Corpus Christi’s
agreement for a land exchange with the US Navy to protect Navy air training fields from
incompatible development and protect both area military missions and public safety.
Reviewed the DRAFT National Defense Authorization ACT (NDAA) as it is being
worked in committee. Specifically looking into the possibility of a South Texas
DCIP (Defense Critical Infrastructure Grant).
Assisted CCISD with military contacts list in preparation for a Military Community
Summit Focus Group to be held on 10 December.
Participated in Virtual meeting with Mayor/School Districts/Military Task
Force/UCCCC on recent Letter from RDML Mayes to Governor Abbott requesting
possible changes in Texas law
Communicating with NASCC to determine impact of new proposed wind farm
project in Mathis, Texas. DoD letter reports no adverse impact to military
operations.
Researching past year’s Defense contracts awarded for work in South Texas. Link
for a search of Corpus Christi DoD contracts in
2020: https://www.defense.gov/Newsroom/Contracts/StartDate/2020 -01-
01/?Search=corpus+christi
Made contact with John Brier, who is working with Nueces County on economic
development related to NASCC
Participated in Military Roundtable interviews for 2020 Regional Economic Development
Corporation’s Targeted Industry Survey.
22, July 2020
The Honorable Joe McComb
Mayor of Corpus Christi
P.O.Box 9277
Corpus Christi, Texas 78469
RE: 2020 South Texas Military Task Force Semi-Annual Report
Mayor McComb,
Thank you and the City of Corpus Christi for your continued support to the South Texas Military
Task Force. Just as our Military and city services are expected to remain fully operational under
any situation, we remain engaged as well. This report highlights the work our area's Military Task
Force has accomplished in preserving, protecting, and expanding the value of military facilities in
the Coastal Bend Region. Also, per our agreement we have included the accounting of our
expenditures for this period in the form of our latest budget. We are available to further discuss
details of the items in this report and welcome your feedback anytime. Again, thank you for your
support. The South Texas Military is stronger because of you.
Very Respectfully,
Alan Wilson
Chairman, South Texas Military Task Force
Kresten Cook
Executive Director, South Texas Military Task Force
Enclosures: Semi-annual Report, STMTF Briefing, STMTF Budget, Invoice
South Texas Military Task Force Activity Report
January to June 2020
Convened a successful strategic planning session in January. Strategies were developed to expand
Military Task Force communications and represent a larger segment of area military operations.
These additional operations include US Coast Guard - Corpus Christi Sector, Marine Aviation
Support Group 22, Training Wing Four, and Military Operations at the Port of Corpus Christi.
Expanded communications with area community groups and business segments through
development and distribution of a STMTF “Roadshow” presentation (attached) to increase
Congressional, State, and local community awareness of area military operations critical role in
providing Military Readiness and the economic impact of these installations in our community.
Received the Texas Governor’s latest economic Impact data on Military Installations in Texas. Our
area’s two largest military operations within Corpus Christi (CCAD and NASCC) contributed $4.5
billion dollars in goods and services in 2019. CCAD and NASCC currently employ 8,440 direct and
affect over 26,000 areas jobs indirectly.
Worked to increase Congressional support for modernizing Army depot infrastructure and
equipment, a fiscally sound national insurance policy for steady state and surge.
Increased the Congressional, State, and Area Community communication of CCNAS’s critical role in
Navy Air Training and providing Military Readiness.
Attended the Texas Military Summit, Texas Military Preparedness Commission Meeting, and the
Texas Governor’s Committee to Support the Military, Austin, Texas 14-15 JAN 2020
Supported exploration of short and long term Intergovernmental Support Agreements (IGSA)
possibilities between NASCC and City/County
At the request of Congressman Filemon Vela, arranged and coordinated a meeting with Rep Vela
and local leaders on 6 JAN 2020
Worked with the Texas Governor’s Military Support Committee for additional national/state
support encouraging local educational institutions, at all levels, to partner with and target recruits
to fill critical civilian skills needed by area military installations.
Increased emphasis on the importance of USCG Sector/Air Station Corpus Christi in ensuring a safe,
prosperous South Texas through its mission of providing maritime safety and border security.
Worked to improve the partnership between the Military Surface Deployment and Distribution
Comment (SDDC) and the Port of Corpus Christi as a global intermodal surface connector.
Supported exploration/development of short and long term Intergovernmental Support
Agreements (IGSA) possibilities between NASCC and City/County
Improved national/state support encouraging local educational institutions, at all levels, to partner
with and target recruits to fill critical civilian skills needed by area military installations.
Gained awareness of recent Chief of Naval Operations (CNO) acknowledgement of future risk to
combat readiness if shore infrastructure funds continue to be diverted to immediate operational
readiness priorities. Corpus Christi Naval Air station is a critical link to ensuring the Navy has
mission ready pilots
STMTF Executive Director continued to work as a member of Texas Governor's Committee to
Support the Military recommending legislation to support military installations and military
families in Texas. This Committee formed in 2019, continues to work on five charges from
Governor:
• Study and make recommendations on how best to maintain and enhance military value at
existing military installations in Texas;
• Study and make recommendations on how best to make Texas a more attractive destination for
additional military missions;
• Collaborate with local governments and chambers of commerce to explore surrounding civilian
infrastructure and identify competing and complementary needs between private development,
the rights of private landowners, and military necessities;
• Examine the 2005 criteria used by the Base Realignment and Closure (“BRAC”) Commission and
identify strategies to avoid future base closures; and
• Coordinate with the Texas Military Preparedness Commission and Texas Military Values
Worked closely with the South Texas USO and its mission of providing support to area military and
their families.
Attended the Association of Defense Communities Installation Innovation 2020 Conference in San
Antonio, Texas. Gained knowledge how defense communities forge better partnerships with their
military installations, network and learn from fellow military/community leaders.
Wrote letter of support for City of Corpus Christi’s (City) application for a Defense Economic
Adjustment Assistance Grant (DEAAG) program to improve security and flight line safety at the
Corpus Christi Army Depot (CCAD) aboard Naval Air Station Corpus Christi (NASCC).
Supported a local project to seek local funding to construct new quarters for the Chief of Naval Air
Training - the highest ranking military officer in South Texas. The previous CNATRA quarters (built
in the 1940’s) were determined “uninhabitable” and beyond economical repair due to deterioration
unsafe conditions.
Completed draft commendations, at the request of the City, for all six departing area
military commanders. Provided Changes of Command information to the Port, City, and
County, and Rep. Cloud’s office.
Developed and Delivered a Press Release on our Area’s Military Leaders
Represented the STMTF at Corpus Christi Mayor’s Interagency meetings.
Met with the Honorable Lucien Niemeyer, Navy Assistant Secretary for Installations, Energy, and
Environment (discussed Navy Installation needs at NASCC and NASK as well as Intergovernmental
Support Agreements in work)
Met with Tommy Kurtz, Regional Economic Development Corporation and Mark Wagner, Deputy to
the Commander, Corpus Christi Army Depot, on potential new area aviation repair facilities and
impact on CCAD and 50/50 law.
Provided support to Tammy Embry, City of Corpus Christi, with a draft press release announcing
the recently awarded Defense Economic Adjustment Assistance Grant (DEAAG) award.
Maintained regular communications with area Military leaders to check on their status and how the
STMTF can provide support.
Wrote a letter of support from the STMTF for expediting COVID-19 Testing equipment to our
community.
Worked with STMTF’s Washington lobbyist, Larry Meyers, in development of the 2021 National
Defense Authorization Act (NDAA) and 2021 Defense Appropriations efforts. Cong. Cloud
committed to stay in close touch with Cong. Cuellar who serves on the Appropriations Committee
and to coordinate military support with Senators Cornyn and Cruz.
As member of the Governor’s Military Support Committee, STMTF Executive Director, Kresten Cook
prepared recommendations in support of the committee’s 3 fold charter: 1) Enhance the military
value of current military installations in Texas, 2) Attract future military missions to our state, and
3) Build partnerships between our military installations and their surrounding communities.
Communicated with LTG (ret.) Larry Wysch, former Army Material Command Deputy Commanding
General. LTG Wysch, who has connections with Corpus Christ (2018 Distinguished Alumnus
TAMUCC and wife Denise, is from Corpus Christi) offered to come to Corpus Christi as a Salute to
the Military speaker.
Participated in Texas General Land Office Study focused on a post-Harvey and current pandemic
situation and economic development for nine counties in South Texas, including Nueces
Wrote letter of support for Nueces County’s application for a Defense Economic Adjustment
Assistance Grant (DEAAG) program to purchase a 50 acre navigation easement in the Clear Zone for
compatible use at Naval Outlying Field Cabaniss for Naval Air Station Corpus Christi (NASCC).
Assisted with logistics and hosting of area senior military Commanders and their spouses to a
“Texas style” quail hunt in Hebbronville, Texas
Visited Marine Aviation Training Support Group-22 (MATSG-22) Headquarters with Mayor
McComb to present City Proclamation to departing Commander, COL Bret H. “Critter” Ritterby.
Met COL William P. Donnelly, the new MATSG-22 Commander.
Developed, and delivered a letter of support for USO South Texas’ application for City Type B
Funding.
Visited Marine Aviation Training Support Group-22 (MATSG-22) Headquarters with Mayor
McComb to present City Proclamation to departing Commander, COL Bret H. “Critter” Ritterby.
Met COL William P. Donnelly, the new MATSG-22 Commander.
Received notice from the Texas Governor’s office that the Texas Education Agency has created a
Military Student Identifier resource for school year 2020-2021 to assist with increasing the
identification of military connected students. Bottom line, school districts get some extra funding
for having students from active military families. STMTF Communicated this new resource to area
Districts and charter schools. .
DATE: July 27, 2021
TO: Peter Zanoni, City Manager
Thru: Neiman Young, Assistant City Manager
FROM: David Lehfeldt, Director of Solid Waste
DavidL3@cctexas.com
(361) 826-1966
Josh Chronley, Interim Director Contracts and Procurement
Joshc2@cctexas.com
(361) 826-3169
CAPTION:
Motion authorizing the City Manager, or designee, to execute the First Amendment to the
Recycling Services Agreement with BFI Waste Services of Texas, L.P, doing business as
Republic Services of Corpus Christi, and ratifying the effective date of the amendment to
be March 1, 2021.
SUMMARY:
This motion authorizes a contract amendment to adjust the formula to calculate the
sharing of revenue from the sales of processed program recyclables. In consideration of
the contract amendment, the Contractor agrees to expand the services provided to the
City.
The proposed amendment changes (to retroactively go into effect on March 1, 2021 )
include:
1. Change the City’s receipt of 100% of the revenue generated from materials sold
(up to the amount of the processing fee) to the City’s receipt of 55% of the revenue
generated from materials sold and the Contractor’s receipt of 45% of the revenue
generated from materials sold.
2. Require Contractor to provide hauling service in support of 12 monthly community
clean-up (Litter Critter) events.
3. Increase Contractor’s monetary contribution to the City recycling education
First Amendment to Recycling Services Agreement
AGENDA MEMORANDUM
Action Item for the City Council Meeting July 27, 2021
program from $1.00 of materials delivered ($14,000 annually) to $2.00 per ton of
materials delivered ($28,000 annually).
4. Require Contractor to provide in-kind services not to exceed $150,000 in support
of the City’s recycling education program. These services will include:
a. Providing seminars to four elementary schools (of the City’s choice)
annually.
b. Providing four scheduled tours of the recycling processing facility annually.
5. Extend the processing facility’s Monday through Friday operating hours from 8:00
a.m. - 5:00 p.m. to 8:00 a.m. - 7:00 p.m.
BACKGROUND AND FINDINGS:
Following a Request for Proposal (RFP) process, the City Council approved the recycling
services agreement with the Contractor on January 21, 2021 with the effective date of
February 1, 2021. Republic Services was the only firm to submit a proposal for recycling
services.
In April 2021, the Contractor submitted a request for an amendment to the contract. City
staff agreed to renegotiate the contract terms to help assure that the City is able to offer
recycling services at the lowest possible cost.
Shown below is a table of the current and proposed contract fees.
The amended recycling services agreement will bring the City’s overall annual expense
for recycling programs to a total of ~$2,784,535. This includes $350,000 for education,
$821,000 for curb-side collection, $400,000 for compliance inspection, and ~$1,213,535
for the recycling services contract.
ALTERNATIVES:
Alternatives include continuing the current recycling contract.
FISCAL IMPACT:
The fiscal impact for the FY 2021 General Fund, Solid Waste Services budget, is
approximately $809,023, with annual impacts of $1,213,535 in years 2 and 3 of the
RECYCLING CONTRACT AMENDMENT COMPARISON
Current Amended
Processing Fee (per ton)$126.00/ton $126.00/ton
Revenue Share Net Revenue Gross Revenue
Revenue Share Percent *100 then 50/50 55/45
Processing Fees $1,700,000 $1,700,000
Potential Revenue Share**$861,059 $473,581
Expense to City $826,058 $1,213,535
*Revenue Share is 100% until Processing Fees are offset, then 50%
**Based on average of last 3 years
agreement. Total estimated expenses for eight months of funding in FY 2021 is
$1,133,333, with offsetting revenues share estimated at $315,721.
Funding Detail:
Fund: 1020 General Fund
Organization/Activity: 12512 Recycling Collection
Mission Element: 032
Project # (CIP Only): ----
Account: 530000 Professional Services
RECOMMENDATION:
Staff recommends approval of the proposed amendment.
LIST OF SUPPORTING DOCUMENTS:
Service Agreement
July 27, 2021
Solid Waste Services
Recycling Services Contract Amendment
1
2
Recycling Services Contract Amendment
BACKGROUND AND FINDINGS:
Following a Request for Proposal (RFP) process, the City Council approved the
recycling services agreement with the Contractor on January 21, 2021, with the
effective date of February 1, 2021. Republic Services was the only firm to submit a
proposal for recycling services.
In April 2021, the Contractor submitted a request for an amendment to the contract.
City staff agreed to renegotiate the contract terms to help assure that the City is able
to offer recycling services at the lowest possible cost.
3
Recycling Services Contract Amendment
**
*Note:Net Revenue = Revenue received after processing fee
Gross Revenue = Revenue received before processing fee
Summary: City payment (Revenue Share + Processing Fee) to recycling
contract increases by $387,477 or 13%
4
Recycling Services Contract Amendment
1. Change the City’s receipt of 100% of the revenue generated from
materials sold (up to the amount of the processing fee) to the City’s receipt of
55% of the revenue generated from materials sold and the Contractor’s receipt of
45% of the revenue generated from materials sold.
2. Require Contractor to provide hauling service in support of 12 monthly Litter
Critter events.
3. Increase Contractor’s monetary contribution to the City recycling
education program from $1.00 of materials delivered ($14,000 annually) to $2.00
per ton of materials delivered ($28,000 annually).
4. Require Contractor to provide in-kind services not to exceed $150,000 in
support of the City’s recycling education program.
5. Extend the processing facility’s Monday through Friday operating hours from
8:00 a.m. - 5:00 p.m. to 8:00 a.m. - 7:00 p.m.
TOTAL FISCAL IMPACT
- $387,477
+$60,000
+$14,000
+$150,000
$0
$163,477
5
Staff recommends approval of the proposed amendment.
Recommendation
AGENDA MEMORANDUM
First Reading for the City Council Meeting of July 27, 2021
Second Reading for the City Council Meeting of August 10, 2021
______________________________________________________________________
DATE: July 14, 2021
TO: Peter Zanoni, City Manager
FROM: Heather Hurlbert, Director of Finance and Business Analysis
HeatherH3@cctexas.com
(361) 826-3227
CAPTION:
Ordinance authorizing the delegation of the issuance of City of Corpus Christi, Texas Certificate
of Obligations, Series 2021 related to Solid Waste and City Facilities improvements in an amount
not to exceed $18,500,000, within set parameters and according to the plan of finance set by the
City’s financial advisors to the City Manager, Chief Financial Officer, or Director of Finance and
Business Analysis and authorizing other matters incident and related thereto.
SUMMARY:
The City plans on issuing Certificates of Obligation in an amount not to exceed $18,500,000 for
improvements to Solid Waste and City facilities. The amount of bond issuance included in the
ordinance includes estimated costs of issuance and accounts for any fluctuations in the bond
market at the time of pricing. The ordinance delegates the authority to issue the bonds to the City
Manager, Chief Financial Officer, or the Director of Finance and Business Analysis per the plan
of finance set by the City’s financial advisors and within the parameters set forth in the ordinance
for net present value savings and true interest rate.
BACKGROUND AND FINDINGS:
Because of the fluctuating conditions in the municipal bond market and to ensure that all legal
documents are executed on a timely basis, our financial advisor has recommended that the City
Council delegate to the City Manager, Chief Financial Officer, and the Director of Financial
Business Analysis - including any person serving in any of the foregoing capacities on an interim
or non-permanent basis (the “Authorized Officials”), the authority to approve the sale of the bonds
subject to the following parameters: (1) the principal amount in total of all bonds sold may not
exceed $18,500,000; (2) the true interest rate shall not exceed 5% per year, and (3) final maturity
no later than March 1, 2041. The City's bond counsel has confirmed that the City can delegate
the sale of the bonds to the Authorized Officials in the manner outlined above pursuant to the
authority contained in Chapter 1371, as amended, in the Texas Government Code.
Approve the Delegation of Authority for the Issuance of Certificates of Obligation Bonds
On March 8, 2021, the City Council approved a $12,000,000 reimbursement resolution to begin
awarding contracts for the projects to be funded with the Certificates of Obligation prior to the
issuance of obligations. This agenda item will allow for the issuance of Certificate of Obligations
to reimburse the City funds used for these projects.
This is the second step in the process of issuing the certificates of obligation. The City Council
approved a notice of intention to issue an amount not to exceed $18,500,000 in certificates of
obligation at the June 15, 2021 City Council meeting. This notice of intention was placed in the
Corpus Christi Caller-Times on June 24, 2021 and June 27, 2021. Staff will meet with the rating
agencies the week of July 26th, will issue the preliminary official statement in mid-August, and
then price and sell the new money bonds in late August. City Council will be updated with the
final results of the issuance upon completion of the sale. A complete timeline is shown below:
Date Event
Week of July 26th Calls with rating agencies
August 10, 2021 Adopt delegation ordinance
August 18, 2021 Due diligence calls
August 19, 2021 Posting of Preliminary Official Statement
August 31, 2021 Pricing and sale of certificates of obligation
September 22, 2021 Close on financing
The certificates of obligation will fund numerous City facility capital improvements, Solid Waste
facility construction and capital improvements, and Parks and Recreation capital improvements.
The original amount identified for financing in the FY 2021 capital improvement plan was
$11,730,940, but several additional projects were identified which increased the need by
$6,675,000 for a total of $18,405,940. The projects are as follows:
FY 2021 CERTIFICATES OF OBLIGATION
City Hall First Floor Renovation $ 125,000
City Hall 6th Floor Conference Room $ 480,000
City Hall Fencing and Gates $ 135,000
Various Facility Improvements $ 2,000,000
Museum of Science and History Cooling and Heating $ 1,342,440
Cefe Valenzuela Landfill Sector 2C Cell Development $ 517,000
Cefe Valenzuela Gas Collection & Control System $ 315,000
Cefe Valenzuela Landfill Road Improvements $ 2,000,000
JC Elliott Landfill Road Improvements $ 1,100,000
Solid Waste Facility Complex $ 2,516,500
Police Substation - Flour Bluff $ 1,200,000
Total for Projects in Capital Budget
$ 11,730,940
Additional needs for Certificates of Obligation:
Additional Facility Improvements $ 3,000,000
Golf Course Improvements $ 2,300,000
Veteran's Memorial $ 125,000
City Hall Elevators $ 1,250,000
Total for Additional Projects
$ 6,675,000
TOTAL FY 2021 CERTIFICATES OF OBLIGATION
$ 18,405,940
ALTERNATIVES:
n/a
FISCAL IMPACT:
The fiscal impact of this ordinance is that it will generate $18,500,000 in bond proceeds for use
on the facility projects.
COMMENTS:
None.
RECOMMENDATION:
Staff recommends approval of the ordinance as presented.
LIST OF SUPPORTING DOCUMENTS:
Ordinance
CO Project Listing
82642256.3
ORDINANCE NO. ____
AN ORDINANCE AUTHORIZING THE ISSUANCE OF “CITY OF
CORPUS CHRISTI, TEXAS COMBINATION TAX AND LIMITED
PLEDGE REVENUE CERTIFICATES OF OBLIGATION, SERIES 2021”
IN AN AMOUNT NOT TO EXCEED $18,500,000 FOR THE PURPOSE OF
FINANCING COSTS ASSOCIATED WITH MAKING PERMANENT
PUBLIC IMPROVEMENTS WITHIN THE CITY; PROVIDING FOR THE
PAYMENT OF SAID CERTIFICATES BY THE LEVY OF AN AD
VALOREM TAX UPON ALL TAXABLE PROPERTY WITHIN THE CITY
AND FURTHER SECURING SAID CERTIFICATES BY A LIEN ON AND
PLEDGE OF THE PLEDGED REVENUES OF THE SOLID WASTE
SYSTEM; PROVIDING THE TERMS AND CONDITIONS OF SAID
CERTIFICATES AND RESOLVING OTHER MATTERS INCIDENT AND
RELATING TO THE ISSUANCE, PAYMENT, SECURITY, SALE, AND
DELIVERY OF SAID CERTIFICATES, INCLUDING THE APPROVAL
AND DISTRIBUTION OF AN OFFICIAL STATEMENT PERTAINING
THERETO; AUTHORIZING THE EXECUTION OF A PAYING
AGENT/REGISTRAR AGREEMENT AND A PURCHASE CONTRACT;
COMPLYING WITH THE REQUIREMENTS OF THE LETTER OF
REPRESENTATIONS ON FILE WITH THE DEPOSITORY TRUST
COMPANY; DELEGATING THE AUTHORITY TO CERTAIN CITY
OFFICIALS AND STAFF TO APPROVE AND EXECUTE CERTAIN
DOCUMENTS RELATING TO THE SALE OF THE OBLIGATIONS;
ENACTING OTHER PROVISIONS INCIDENT AND RELATED TO THE
SUBJECT AND PURPOSE OF THIS ORDINANCE; AND PROVIDING AN
EFFECTIVE DATE
WHEREAS, the City Council (the City Council or the Governing Body) of the City of
Corpus Christi, Texas (the City or the Issuer) has caused notice to be given of its intention to issue
certificates of obligation in the maximum principal amount not to exceed $18,500,000 for the
purpose or purposes of paying contractual obligations of the City to be incurred for making
permanent public improvements and for other public purposes to the extent of availability of funds,
to-wit: (1) (a) constructing, acquiring, purchasing, renovating, enlarging, and improving City
facilities and signage, including City Hall and the Museum of Science and History, (b)
constructing, acquiring, purchasing, renovating, enlarging, and improving City facilities and
signage, (c) constructing, acquiring, purchasing, renovating, enlarging, and improving City solid
waste facilities, including landfill site development, a gas collection and control system, and
related road improvements, and (d) constructing, acquiring, purchasing, renovating, enlarging, and
improving City park facilities, including the Veterans Memorial Park and City golf courses; (2)
the purchase of materials, supplies, equipment, machinery, landscaping, land, and rights-of-way
for authorized needs and purposes relating to the aforementioned projects; and (3) the payment of
professional services related to the design, construction, management and financing of the
aforementioned projects. This notice has been duly published in a newspaper hereby found and
82642256.3 -2-
determined to be of general circulation in the City, once a week for two (2) consecutive weeks, the
date of the first publication of such notice being not less than forty-five (45) days prior to the
tentative date stated therein for the final passage of the ordinance authorizing the issuance of such
certificates of obligation; and
WHEREAS, in accordance with the provisions of Section 271.049, as amended, Texas
Government Code, the City confirms that notice of the City’s intention to issue certificates of
obligation was approved by resolution at a public meeting and stated (1) the then-current principal
of all outstanding debt of the City; (2) the then-current combined principal and interest required to
pay all outstanding debt obligations of the City on time and in full, based on the City’s expectations
relative to the interest due on any variable rate debt obligations, as applicable (3) the maximum
principal amount of the certificates of obligation to be authorized; (4) the estimated combined
principal and interest required to pay the certificates of obligation in full; (5) the estimated interest
rate for the certificates of obligation or that the maximum interest rate for the certificates of
obligation may not exceed the maximum legal interest rate; and (6) the maximum maturity date of
the certificates of obligation; and
WHEREAS, the City Council hereby finds and determines that the actions authorized
hereby and the adoption of this Ordinance are in the best interest of the citizens of the City; and
WHEREAS, no petition protesting the issuance of the certificates of obligation described
in this notice, signed by at least 5% of the qualified electors of the City, has been presented to or
filed with the City Secretary prior to the date tentatively set in such notice for the passage of this
ordinance; and
WHEREAS, the City Council hereby finds and determines that the issuance of the
certificates of obligation, under the terms herein specified, is in the best interests of the City and
its residents; and
WHEREAS, the City Council hereby finds and determines that certificates of obligation in
the principal amount of $__________ described in such notice should be issued and sold at this
time; now, therefore,
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI,
TEXAS THAT:
SECTION 1. Authorization - Designation - Principal Amount - Purpose. The
certificates of obligation of the City shall be and are hereby authorized to be issued in the aggregate
principal amount of __________________________________________ AND NO/100
DOLLARS ($___________), to be designated and bear the title of “CITY OF CORPUS CHRISTI,
TEXAS COMBINATION TAX AND LIMITED PLEDGE REVENUE CERTIFICATES OF
OBLIGATION, SERIES 2021” (the Certificates), for the purpose or purposes of paying
contractual obligations of the City to be incurred for making permanent public improvements and
for other public purposes to the extent of availability of funds, to-wit: (1) (a) constructing,
acquiring, purchasing, renovating, enlarging, and improving City facilities and signage, including
City Hall and the Museum of Science and History, (b) constructing, acquiring, purchasing,
renovating, enlarging, and improving City facilities and signage, (c) constructing, acquiring,
82642256.3 -3-
purchasing, renovating, enlarging, and improving City solid waste facilities, including landfill site
development, a gas collection and control system, and related road improvements, and (d)
constructing, acquiring, purchasing, renovating, enlarging, and improving City park facilities,
including the Veterans Memorial Park and City golf courses; (2) the purchase of materials,
supplies, equipment, machinery, landscaping, land, and rights-of-way for authorized needs and
purposes relating to the aforementioned projects; and (3) the payment of professional services
related to the design, construction, management and financing of the aforementioned projects,
pursuant to the authority conferred by and in conformity with the laws of the State of Texas,
particularly the Certificate of Obligation Act of 1971, as amended, Texas Local Government Code
Section 271.041 through Section 271.064, Section 363.135, as amended, Texas Health and Safety
Code, Chapter 1371, as amended, Texas Government Code (Chapter 1371), and the City’s Home
Rule Charter.
As authorized by Chapter 1371, each Pricing Officer (defined herein) is hereby authorized,
appointed, and designated as the officers of the Issuer authorized to act on behalf of the Issuer in
selling and delivering one or more series of certificates of obligation as authorized herein and
carrying out the procedures specified in this Ordinance, including approval of the following terms
and provisions for each series of certificates of obligation:
A. the style of each series of certificates of obligation, which style indicates (with
respect to each series of bonds) the use of proceeds thereof, calendar year of issuance, and (if
necessary or desired) a letter or other sequential identification indicating that multiple series of
certificates of obligation of the same or similar type have been or will be issued hereunder during
a particular calendar year;
B. the aggregate principal amount of each series of certificates of obligation, as well
as the principal amount of each stated maturity within a series of certificates of obligation;
C. the rate of interest to be borne on the principal amount of each stated maturity
within a series of certificates of obligation and the interest payment dates for such series of
certificates of obligation;
D. the Bond Date for each series of certificates of obligation;
E. whether such series of certificates of obligation is sold pursuant to a competitive,
negotiated, or private placement sale based upon the advice of the Issuer’s financial advisor;
F. the optional, extraordinary optional, and mandatory redemption provisions
applicable, if at all, to each series of certificates of obligation;
G. whether or not to issue such series of certificates of obligation on a taxable or tax-
exempt basis and, if on a tax-exempt basis, subject to market conditions at the time of pricing and
sale of such series of certificates of obligation;
H. the pricing of each series of certificates of obligation, including use of premium,
discount, underwriters’ compensation, and costs of issuance; and
82642256.3 -4-
I. approval, replacement, or confirmation, as applicable, of the underwriting
syndicate of the applicable series of certificates of obligation, to consist of one (1) or more financial
institutions included in the Issuer’s approved underwriters pool, and the establishment or
confirmation, as applicable, of the respective roles of the members of such syndicate, which
approval, replacement, and establishment (if any) shall supersede prior action or actions of the
Governing Body concerning the same.
The Bonds shall be issued within the following parameters:
A. the principal amount of the certificates of obligation issued hereunder shall not
exceed $18,500,000;
B. the maximum maturity of any series of certificates of obligation shall not occur
later than March 1, 2041;
C. the true interest cost on each series of certificates of obligation shall not exceed a
rate greater than 5.0% per annum; and
D. the final series of certificates of obligation hereunder issued shall be sold on or
before August 10, 2022 (though the initial delivery of a particular series of certificates of obligation
may occur within a reasonable period of time occurring thereafter, as determined by a Pricing
Officer).
Any Pricing Officer, acting for and on behalf of the Issuer, is authorized, with respect to a
series of certificates of obligation, to complete and execute an Approval Certificate, in
substantially the form attached hereto as Schedule I. The execution of the Approval Certificate
shall evidence the sale date of each series of certificates of obligation by the Issuer to the initial
purchasers thereof in accordance with the provisions of Chapter 1371 and as set forth in Schedule
I. Upon execution of an Approval Certificate, Bond Counsel is authorized to complete a copy of
this Ordinance as evidence of the issuance of a series of certificates of obligation pursuant to the
delegated authority granted hereunder and to reflect such final terms for such series of certificates
of obligation, which includes (A) completion of the preamble to this Ordinance, included deletion
of those recitals that are not applicable to the particular series of certificates of obligation then
being issued, (B) selection of the appropriate terms to reflect the final transaction structure and
terms of sale evidenced in an applicable Approval Certificate, and (C) such other necessary
technical modifications to this Ordinance (including the renumbering of sections hereof) to
accommodate all other terms and provisions of this Section 1. In addition to the foregoing, each
Pricing Officer is authorized to execute, as the act and deed of the Issuer and on behalf of the
Governing Body, any and all contracts, agreements, letters, and certificates, relative to any series
of certificates of obligation that may be required by this Ordinance, as supplemented in the manner
described above, or determined to be necessary or advisable in connection with an issuance of
certificates of obligation hereunder. It is further provided, however, that notwithstanding the
foregoing provisions, the certificates of obligation shall not be delivered unless prior to delivery,
the certificates of obligation have been rated by a nationally recognized rating agency for
municipal securities in one (1) of the four (4) highest rating categories for long term obligations,
as required by Chapter 1371.
82642256.3 -5-
SECTION 2. Fully Registered Obligations - Authorized Denominations - Stated
Maturities - Interest Rates - Certificate Date. The Certificates are issuable in fully registered form
only; shall be dated ________ __, 2021 (the Certificate Date) and shall be issued in denominations
of $5,000 or any integral multiple (within a Stated Maturity) thereof, and the Certificates shall
become due and payable on March 1 in each of the years and in principal amounts (the Stated
Maturities) in accordance with the following schedule:
Years of
Stated Maturity
Principal
Amounts ($)
Interest
Rates (%)
The Certificates shall bear interest on the unpaid principal amounts from the [Certificate
Date / Closing Date (anticipated to occur on or about ________ __, 2021)], or from the most recent
Interest Payment Date to which interest has been paid or duly provided for, to Stated Maturity or
prior redemption while Outstanding, at the rates per annum shown in the above schedule
(calculated on the basis of a 360-day year of twelve 30-day months). Interest on the Certificates
shall be payable semiannually on March 1 and September 1 (each, an Interest Payment Date),
commencing ________ __, 20__, while the Certificates are Outstanding.
SECTION 3. Payment of Certificates - Paying Agent/Registrar. The principal of,
premium, if any, and interest on the Certificates, due and payable by reason of Stated Maturity,
redemption, or otherwise, shall be payable in any coin or currency of the United States of America
which at the time of payment is legal tender for the payment of public and private debts, and such
payment of principal of, premium, if any, and interest on the Certificates shall be without exchange
or collection charges to the Holder (as hereinafter defined) of the Certificates.
82642256.3 -6-
The selection and appointment of The Bank of New York Mellon Trust Company, N.A.,
Dallas, Texas, to serve as the initial Paying Agent/Registrar (the Paying Agent/Registrar) for the
Certificates is hereby approved and confirmed, and the City agrees and covenants to cause to be
kept and maintained at the corporate trust office of the Paying Agent/Registrar books and records
(the Security Register) for the registration, payment and transfer of the Certificates, all as provided
herein, in accordance with the terms and provisions of a Paying Agent/Registrar Agreement,
attached, in substantially final form, as Exhibit A hereto, and such reasonable rules and regulations
as the Paying Agent/Registrar and the City may prescribe. The City covenants to maintain and
provide a Paying Agent/Registrar at all times while the Certificates are Outstanding, and any
successor Paying Agent/Registrar shall be (i) a national or state banking institution or (ii) an
association or a corporation organized and doing business under the laws of the United States of
America or of any state, authorized under such laws to exercise trust powers. Such Paying
Agent/Registrar shall be subject to supervision or examination by federal or state authority and
authorized by law to serve as a Paying Agent/Registrar.
The City reserves the right to appoint a successor Paying Agent/Registrar upon providing
the previous Paying Agent/Registrar with a certified copy of a resolution or ordinance terminating
such agency. Additionally, the City agrees to promptly cause a written notice of this substitution
to be sent to each Holder of the Certificates by United States mail, first-class postage prepaid,
which notice shall also give the address of the new Paying Agent/Registrar.
Principal of, premium, if any, and interest on the Certificates, due and payable by reason
of Stated Maturity, redemption, or otherwise, shall be payable only to the registered owner of the
Certificates appearing on the Security Register (the Holder or Holders) maintained on behalf of
the City by the Paying Agent/Registrar as hereinafter provided (i) on the Record Date (hereinafter
defined) for purposes of payment of interest thereon, (ii) on the date of surrender of the Certificates
for purposes of receiving payment of principal thereof upon redemption of the Certificates or at
the Certificates’ Stated Maturity, and (iii) on any other date for any other purpose. The City and
the Paying Agent/Registrar, and any agent of either, shall treat the Holder as the owner of a
Certificate for purposes of receiving payment and all other purposes whatsoever, and neither the
City nor the Paying Agent/Registrar, or any agent of either, shall be affected by notice to the
contrary.
Principal of and premium, if any, on the Certificates shall be payable only upon
presentation and surrender of the Certificates to the Paying Agent/Registrar at its corporate trust
office. Interest on the Certificates shall be paid to the Holder whose name appears in the Security
Register at the close of business on the fifteenth day of the month next preceding an Interest
Payment Date for the Certificates (the Record Date) and shall be paid (i) by check sent on or prior
to the appropriate date of payment by United States Mail, first-class postage prepaid, by the Paying
Agent/Registrar, to the address of the Holder appearing in the Security Register or (ii) by such
other method, acceptable to the Paying Agent/Registrar, requested in writing by the Holder at the
Holder’s risk and expense.
If the date for the payment of the principal of, premium, if any, or interest on the
Certificates shall be a Saturday, Sunday, a legal holiday, or a day on which banking institutions in
the city where the corporate trust office of the Paying Agent/Registrar is located are authorized by
law or executive order to close, then the date for such payment shall be the next succeeding day
82642256.3 -7-
which is not such a day. The payment on such date shall have the same force and effect as if made
on the original date any such payment on the Certificates was due.
In the event of a non-payment of interest on a scheduled payment date, and for thirty (30)
days thereafter, a new record date for such interest payment (a Special Record Date) will be
established by the Paying Agent/Registrar, if and when funds for the payment of such interest have
been received from the City. Notice of the Special Record Date and of the scheduled payment
date of the past due interest (the Special Payment Date - which shall be fifteen (15) days after the
Special Record Date) shall be sent at least five (5) business days prior to the Special Record Date
by United States mail, first-class postage prepaid, to the address of each Holder appearing on the
Security Register at the close of business on the last business day next preceding the date of mailing
of such notice.
SECTION 4. Redemption.
A. Mandatory Redemption of Term Certificates. The Certificates stated to mature on
March 1, 20__ and March 1, 20__ are referred to herein as the “Term Certificates”. The Term
Certificates are subject to mandatory sinking fund redemption prior to their stated maturities from
money required to be deposited in the Certificate Fund for such purpose and shall be redeemed in
part, by lot or other customary method, at the principal amount thereof plus accrued interest to the
date of redemption in the following principal amounts on March 1 in each of the years as set forth
below:
Term Certificates
Stated to Mature
on March 1, 20__
Term Certificates
Stated to Mature
on March 1, 20__
Year
Principal
Amount ($) Year
Principal
Amount ($)
20__ 20__
20__ 20__
20__ 20__
*Payable at Stated Maturity
The principal amount of a Term Certificate required to be redeemed pursuant to the
operation of such mandatory redemption provisions shall be reduced, at the option of the Issuer,
by the principal amount of any Term Certificates of such Stated Maturity which, at least 50 days
prior to the mandatory redemption date (1) shall have been defeased or acquired by the Issuer and
delivered to the Paying Agent/Registrar for cancellation (2) shall have been purchased and
canceled by the Paying Agent/Registrar at the request of the Issuer with money in the Certificate
Fund, or (3) shall have been redeemed pursuant to the optional redemption provisions set forth
below and not theretofore credited against a mandatory redemption requirement.
B. Optional Redemption. The Certificates having Stated Maturities on and after
March 1, 20__ shall be subject to redemption prior to Stated Maturity, at the option of the City, on
82642256.3 -8-
March 1, 20__, or on any date thereafter, as a whole or in part, in principal amounts of $5,000 or
any integral multiple thereof (and if within a Stated Maturity selected at random and by lot by the
Paying Agent/Registrar), at the redemption price of par plus accrued interest to the date of
redemption.
C. Exercise of Redemption Option. At least forty-five (45) days prior to a date set for
the redemption of Certificates (unless a shorter notification period shall be satisfactory to the
Paying Agent/Registrar), the City shall notify the Paying Agent/Registrar of its decision to exercise
the right to redeem Certificates, the principal amount of each Stated Maturity to be redeemed, and
the date set for the redemption thereof. The decision of the City to exercise the right to redeem
Certificates shall be entered in the minutes of the City Council.
D. Selection of Certificates for Redemption. If less than all Outstanding Certificates
of the same Stated Maturity are to be redeemed on a redemption date, the Paying Agent/Registrar
shall select at random and by lot the Certificates to be redeemed, provided that if less than the
entire principal amount of a Certificate is to be redeemed, the Paying Agent/Registrar shall treat
such Certificate then subject to redemption as representing the number of Certificates Outstanding
which is obtained by dividing the principal amount of such Certificate by $5,000.
E. Notice of Redemption. Not less than thirty (30) days prior to a redemption date for
the Certificates, a notice of redemption shall be sent by United States mail, first-class postage
prepaid, in the name of the City and at the City’s expense, by the Paying Agent/Registrar to each
Holder of a Certificate to be redeemed, in whole or in part, at the address of the Holder appearing
on the Security Register at the close of business on the business day next preceding the date of
mailing such notice, and any notice of redemption so mailed shall be conclusively presumed to
have been duly given irrespective of whether received by the Holder. This notice may also be
published once in a financial publication, journal, or reporter of general circulation among
securities dealers in the City of New York, New York (including, but not limited to, The Bond
Buyer and The Wall Street Journal), or in the State of Texas (including, but not limited to, The
Texas Bond Reporter).
All notices of redemption shall (i) specify the date of redemption for the Certificates,
(ii) identify the Certificates to be redeemed and, in the case of a portion of the principal amount to
be redeemed, the principal amount thereof to be redeemed, (iii) state the redemption price, (iv)
state that the Certificates, or the portion of the principal amount thereof to be redeemed, shall
become due and payable on the redemption date specified, and the interest thereon, or on the
portion of the principal amount thereof to be redeemed, shall cease to accrue from and after the
redemption date, and (v) specify that payment of the redemption price for the Certificates, or the
principal amount thereof to be redeemed, shall be made at the corporate trust office of the Paying
Agent/Registrar only upon presentation and surrender thereof by the Holder.
If a Certificate is subject by its terms to redemption and has been called for redemption and
notice of redemption thereof has been duly given or waived as herein provided, such Certificate
(or the principal amount thereof to be redeemed) so called for redemption shall become due and
payable, and if money sufficient for the payment of such Certificates (or of the principal amount
thereof to be redeemed) at the then applicable redemption price is held for the purpose of such
payment by the Paying Agent/Registrar, then on the redemption date designated in such notice,
82642256.3 -9-
interest on the Certificates (or the principal amount thereof to be redeemed) called for redemption
shall cease to accrue and such Certificates shall not be deemed to be Outstanding in accordance
with the provisions of this Ordinance.
F. Transfer/Exchange of Certificates. Neither the City nor the Paying Agent/Registrar
shall be required (1) to transfer or exchange any Certificate during a period beginning forty-five
(45) days prior to the date fixed for redemption of the Certificates or (2) to transfer or exchange
any Certificate selected for redemption, provided, however, such limitation of transfer shall not be
applicable to an exchange by the Holder of the unredeemed balance of a Certificate which is
subject to redemption in part.
SECTION 5. Execution - Registration. The Certificates shall be executed on behalf of
the City by its Mayor or Mayor Pro Tem under its seal reproduced or impressed thereon and
attested by its City Secretary or Assistant City Secretary. The signature of either of said officers
on the Certificates may be manual or facsimile. Certificates bearing the manual or facsimile
signatures of individuals who were, at the time of the Certificate Date, the proper officers of the
City shall bind the City, notwithstanding that such individuals or either of them shall cease to hold
such offices prior to the delivery of the Certificates to the Purchasers, all as authorized and
provided in Chapter 1201, as amended, Texas Government Code.
No Certificate shall be entitled to any right or benefit under this Ordinance, or be valid or
obligatory for any purpose, unless there appears on such Certificate either a certificate of
registration substantially in the form provided in Section 8C, executed by the Comptroller of Public
Accounts of the State of Texas or his duly authorized agent by manual signature, or a certificate
of registration substantially in the form provided in Section 8D, executed by the Paying
Agent/Registrar by manual signature, and either such certificate upon any Certificate shall be
conclusive evidence, and the only evidence, that such Certificate has been duly certified or
registered and delivered.
SECTION 6. Registration - Transfer - Exchange of Certificates - Predecessor
Certificates. A Security Register relating to the registration, payment, transfer, or exchange of the
Certificates shall at all times be kept and maintained by the City at the corporate trust office of the
Paying Agent/Registrar, and the Paying Agent/Registrar shall obtain, record, and maintain in the
Security Register the name and address of every owner of the Certificates, or if appropriate, the
nominee thereof. Any Certificate may, in accordance with its terms and the terms hereof, be
transferred or exchanged for Certificates of other authorized denominations upon the Security
Register by the Holder, in person or by his duly authorized agent, upon surrender of such
Certificate to the Paying Agent/Registrar for cancellation, accompanied by a written instrument of
transfer or request for exchange duly executed by the Holder or by his duly authorized agent, in
form satisfactory to the Paying Agent/Registrar.
Upon surrender for transfer of any Certificate at the corporate trust office of the Paying
Agent/Registrar, the City shall execute and the Paying Agent/Registrar shall register and deliver,
in the name of the designated transferee or transferees, one or more new Certificates executed on
behalf of, and furnished by, the City of authorized denominations and having the same Stated
Maturity and of a like interest rate and aggregate principal amount as the Certificate or Certificates
surrendered for transfer.
82642256.3 -10-
At the option of the Holder, Certificates may be exchanged for other Certificates of
authorized denominations and having the same Stated Maturity, bearing the same rate of interest
and of like aggregate principal amount as the Certificates surrendered for exchange upon surrender
of the Certificates to be exchanged at the corporate trust office of the Paying Agent/Registrar.
Whenever any Certificates are so surrendered for exchange, the City shall execute, and the Paying
Agent/Registrar shall register and deliver new, the Certificates executed on behalf of, and
furnished by, the City to the Holder requesting the exchange.
All Certificates issued upon any transfer or exchange of Certificates shall be delivered at
the corporate trust office of the Paying Agent/Registrar, or be sent by United States registered mail
to the Holder at his request, risk, and expense, and upon the delivery thereof, the same shall be the
valid and binding obligations of the City, evidencing the same obligation to pay, and entitled to
the same benefits under this Ordinance, as the Certificates surrendered upon such transfer or
exchange.
All transfers or exchanges of Certificates pursuant to this Section shall be made without
expense or service charge to the Holder, except as otherwise herein provided, and except that the
Paying Agent/Registrar shall require payment by the Holder requesting such transfer or exchange
of any tax or other governmental charges required to be paid with respect to such transfer or
exchange.
Certificates canceled by reason of an exchange or transfer pursuant to the provisions hereof
are hereby defined to be Predecessor Certificates, evidencing all or a portion, as the case may be,
of the same debt evidenced by the new Certificate or Certificates registered and delivered in the
exchange or transfer therefor. Additionally, the term Predecessor Certificates shall include any
Certificate registered and delivered pursuant to Section 25 in lieu of a mutilated, lost, destroyed,
or stolen Certificate which shall be deemed to evidence the same obligation as the mutilated, lost,
destroyed, or stolen Certificate.
SECTION 7. Initial Certificate. The Certificates herein authorized shall be issued
initially either (i) as a single fully registered Certificate in the total principal amount of
$__________ with principal installments to become due and payable as provided in Section 2 and
numbered T-1, or (ii) as one (1) fully registered Certificate for each year of Stated Maturity in the
applicable principal amount, interest rate, and denomination and to be numbered consecutively
from T-1 and upward (the Initial Certificate) and, in either case, the Initial Certificate shall be
registered in the name of the Purchasers or the designee thereof. The Initial Certificate shall be
the Certificates submitted to the Office of the Attorney General of the State of Texas for approval,
certified and registered by the Office of the Comptroller of Public Accounts of the State of Texas
and delivered to the Purchasers. Any time after the delivery of the Initial Certificate to the
Purchasers, the Paying Agent/Registrar, pursuant to written instructions from the Purchasers or
their designee, shall cancel the Initial Certificate delivered hereunder and exchange therefor
definitive Certificates of authorized denominations, Stated Maturities, principal amounts and
bearing applicable interest rates on the unpaid principal amounts from the Certificate Date, or from
the most recent Interest Payment Date to which interest has been paid or duly provided for, to
Stated Maturity, and shall be lettered “R” and numbered consecutively from one (1) upward for
transfer and delivery to the Holders named at the addresses identified therefor; all pursuant to and
82642256.3 -11-
in accordance with such written instructions from the Purchasers, or the designee thereof, and such
other information and documentation as the Paying Agent/Registrar may reasonably require.
SECTION 8. Forms.
A. Forms Generally. The Certificates, the Registration Certificate of the Comptroller
of Public Accounts of the State of Texas, the Registration Certificate of Paying Agent/Registrar,
and the form of Assignment to be printed on each of the Certificates shall be substantially in the
forms set forth in this Section with such appropriate insertions, omissions, substitutions, and other
variations as are permitted or required by this Ordinance and may have such letters, numbers, or
other marks of identification (including insurance legends in the event the Certificates, or any
Stated Maturities thereof, are insured and identifying numbers and letters of the Committee on
Uniform Securities Identification Procedures of the American Bankers Association) and such
legends and endorsements (including any reproduction of an opinion of Bond Counsel) thereon as
may, consistent herewith, be established by the City or determined by the officers executing the
Certificates as evidenced by their execution thereof. Any portion of the text of any Certificate may
be set forth on the reverse thereof, with an appropriate reference thereto on the face of the
Certificate.
The definitive Certificates shall be printed, lithographed, or engraved, produced by any
combination of these methods, or produced in any other similar manner, all as determined by the
officers executing the Certificates as evidenced by their execution thereof, but the Initial
Certificate submitted to the Attorney General of Texas may be typewritten or photocopied or
otherwise reproduced.
82642256.3 -12-
B. Form of Definitive Certificate.
REGISTERED
REGISTERED PRINCIPAL AMOUNT
NO. _________ $_____________
United States of America
State of Texas
Counties of Nueces, Aransas, Kleberg, and San Patricio
CITY OF CORPUS CHRISTI, TEXAS
COMBINATION TAX AND LIMITED PLEDGE REVENUE
CERTIFICATE OF OBLIGATION, SERIES 2021
Certificate Date: Interest Rate: Stated Maturity: CUSIP No.
_______ __ 2021
REGISTERED OWNER: ________________________________________________________
PRINCIPAL AMOUNT: ________________________________________________________
The City of Corpus Christi, Texas (the City), a body corporate and municipal corporation
in the Counties of Nueces, Aransas, Kleberg, and San Patricio, State of Texas, for value received,
acknowledges itself indebted to and hereby promises to pay to the order of the Registered Owner
specified above, or the registered assigns thereof, on the Stated Maturity date specified above, the
Principal Amount specified above (or so much thereof as shall not have been paid upon prior
redemption) and to pay interest on the unpaid principal amount hereof from the [Certificate Date /
Closing Date (anticipated to occur on or about _______ __, 2021)], or from the most recent Interest
Payment Date (defined below) to which interest has been paid or duly provided for until such
principal sum has become due and payment thereof has been made or duly provided for, to the
earlier of redemption or Stated Maturity, at the per annum rate of interest specified above computed
on the basis of a 360-day year of twelve 30-day months; such interest being payable on March 1
and September 1 of each year, commencing _______ __, 2021 (each, an Interest Payment Date).
Principal and premium, if any, of this Certificate shall be payable to the Registered Owner
hereof (the Holder), upon presentation and surrender, at the corporate trust office of the Paying
Agent/Registrar executing the registration certificate appearing hereon or a successor thereof.
Interest shall be payable to the Holder of this Certificate (or one or more Predecessor Certificates,
as defined in the Ordinance hereinafter referenced) whose name appears on the Security Register
maintained by the Paying Agent/Registrar at the close of business on the Record Date, which is
the fifteenth day of the month next preceding each Interest Payment Date. All payments of
principal of and interest on this Certificate shall be in any coin or currency of the United States of
America which at the time of payment is legal tender for the payment of public and private debts.
Interest shall be paid by the Paying Agent/Registrar by check sent on or prior to the appropriate
date of payment by United States mail, first-class postage prepaid, to the Holder hereof at the
address appearing in the Security Register or by such other method, acceptable to the Paying
Agent/Registrar, requested by the Holder hereof at the Holder’s risk and expense.
82642256.3 -13-
This Certificate is one of the series specified in its title issued in the aggregate principal
amount of $________ (the Certificates) pursuant to an Ordinance adopted by the governing body
of the City (the Ordinance), for the purpose or purposes of paying contractual obligations of the
City to be incurred for making permanent public improvements and for other public purposes to
the extent of availability of funds, to-wit: (1) (a) constructing, acquiring, purchasing, renovating,
enlarging, and improving City facilities and signage, including City Hall and the Museum of
Science and History, (b) constructing, acquiring, purchasing, renovating, enlarging, and improving
City facilities and signage, (c) constructing, acquiring, purchasing, renovating, enlarging, and
improving City solid waste facilities, including landfill site development, a gas collection and
control system, and related road improvements, and (d) constructing, acquiring, purchasing,
renovating, enlarging, and improving City park facilities, including the Veterans Memorial Park
and City golf courses; (2) the purchase of materials, supplies, equipment, machinery, landscaping,
land, and rights-of-way for authorized needs and purposes relating to the aforementioned projects;
and (3) the payment of professional services related to the design, construction, management and
financing of the aforementioned projects, pursuant to the authority conferred by and in strict
conformity with the laws of the State of Texas, particularly the Certificate of Obligation Act of
1971, as amended, Texas Local Government Code, Section 271.041 through 271.065, Section
363.135, as amended, Texas Health and Safety Code, Chapter 1371, as amended, Texas
Government Code, and the City’s Home Rule Charter.
As specified in the Ordinance, the Certificates stated to mature on March 1, 20__ and
March 1, 20__ are referred to herein as the “Term Certificates”. The Term Certificates are subject
to mandatory sinking fund redemption prior to their stated maturities from money required to be
deposited in the Certificate Fund for such purpose and shall be redeemed in part, by lot or other
customary method, at the principal amount thereof plus accrued interest to the date of redemption
in the following principal amounts on March 1 in each of the years as set forth below:
Term Certificates
Stated to Mature
on March 1, 20__
Term Certificates
Stated to Mature
on March 1, 20__
Year
Principal
Amount ($) Year
Principal
Amount ($)
20__ 20__
20__ 20__
20__ 20__
*Payable at Stated Maturity
The principal amount of a Term Certificate required to be redeemed pursuant to the
operation of such mandatory redemption provisions shall be reduced, at the option of the Issuer,
by the principal amount of any Term Certificates of such Stated Maturity which, at least 50 days
prior to the mandatory redemption date (1) shall have been defeased or acquired by the Issuer and
delivered to the Paying Agent/Registrar for cancellation (2) shall have been purchased and
canceled by the Paying Agent/Registrar at the request of the Issuer with money in the Certificate
82642256.3 -14-
Fund, or (3) shall have been redeemed pursuant to the optional redemption provisions set forth
below and not theretofore credited against a mandatory redemption requirement.
The Certificates stated to mature on and after March 1, 20__ may be redeemed prior to
their Stated Maturities, at the option of the City, on March 1, 20__, or on any date thereafter, in
whole or in part, in principal amounts of $5,000 or any integral multiple thereof (and if within a
Stated Maturity selected at random and by lot by the Paying Agent/Registrar) at the redemption
price of par plus accrued interest to the date of redemption; provided, however, that at least thirty
(30) days prior written notice shall be sent to the Holder of the Certificates to be redeemed by
United States mail, first-class postage prepaid, and subject to the terms and provisions relating
thereto contained in the Ordinance. If this Certificate is subject to redemption prior to Stated
Maturity and is in a denomination in excess of $5,000, portions of the principal sum hereof in
installments of $5,000 or any integral multiple thereof may be redeemed, and, if less than all of
the principal sum hereof is to be redeemed, there shall be issued, without charge therefor, to the
Holder hereof, upon the surrender of this Certificate to the Paying Agent/Registrar at its corporate
trust office, a new Certificate or Certificates of like Stated Maturity and interest rate in any
authorized denominations provided in the Ordinance for the then unredeemed balance of the
principal sum hereof.
If this Certificate (or any portion of the principal sum hereof) shall have been duly called
for redemption and notice of such redemption has been duly given, then upon such redemption
date this Certificate (or the portion of the principal sum hereof to be redeemed) shall become due
and payable, and, if the money for the payment of the redemption price and the interest accrued
on the principal amount to be redeemed to the date of redemption is held for the purpose of such
payment by the Paying Agent/Registrar, interest shall cease to accrue and be payable hereon from
and after the redemption date on the principal amount hereof to be redeemed. If this Certificate is
called for redemption, in whole or in part, the City or the Paying Agent/Registrar shall not be
required to issue, transfer, or exchange this Certificate within forty-five (45) days of the date fixed
for redemption; provided, however, such limitation of transfer shall not be applicable to an
exchange by the Holder of the unredeemed balance hereof in the event of its redemption in part.
The Certificates of this series are payable from the proceeds of an ad valorem tax levied
upon all taxable property within the City, within the limitations prescribed by law, and are further
payable from and secured by a lien on and pledge of the Pledged Revenues (identified and defined
in the Ordinance), being a limited amount of the Net Revenues derived from the operation of the
City’s solid waste management system (the System), such lien on and pledge of the limited amount
of Net Revenues being subordinate and inferior to the lien on and pledge of such Net Revenues
securing payment of the currently outstanding Limited Pledge Obligations and any Prior Lien
Obligations, Junior Lien Obligations, Subordinate Lien Obligations, or Additional Limited Pledge
Obligations hereafter issued by the City. In the Ordinance, the City reserves and retains the right
to issue Prior Lien Obligations, Junior Lien Obligations, Subordinate Lien Obligations, and
Additional Limited Pledge Obligations (all as identified and defined in the Ordinance), while the
Certificates are Outstanding, without limitation as to principal amount but subject to any terms,
conditions or restrictions as may be applicable thereto under law or otherwise.
Reference is hereby made to the Ordinance, a copy of which is on file in the corporate trust
office of the Paying Agent/Registrar, and to all of the provisions of which the Holder by his
82642256.3 -15-
acceptance hereof hereby assents, for definitions of terms; the description of and the nature and
extent of the tax levied and the revenues pledged for the payment of the Certificates; the terms and
conditions under which the City may issue Prior Lien Obligations, Junior Lien Obligations,
Subordinate Lien Obligations, and Additional Limited Pledge Obligations; the terms and
conditions relating to the transfer or exchange of the Certificates; the conditions upon which the
Ordinance may be amended or supplemented with or without the consent of the Holder; the rights,
duties, and obligations of the City and the Paying Agent/Registrar; the terms and provisions upon
which this Certificate may be redeemed or discharged at or prior to the Stated Maturity thereof,
and deemed to be no longer Outstanding thereunder; and for the other terms and provisions
specified in the Ordinance. Capitalized terms used herein have the same meanings assigned in the
Ordinance.
This Certificate, subject to certain limitations contained in the Ordinance, may be
transferred on the Security Register upon presentation and surrender at the corporate trust office
of the Paying Agent/Registrar, duly endorsed by, or accompanied by a written instrument of
transfer in form satisfactory to the Paying Agent/Registrar duly executed by the Holder hereof, or
his duly authorized agent, and thereupon one or more new fully registered Certificates of the same
Stated Maturity, of authorized denominations, bearing the same rate of interest, and of the same
aggregate principal amount will be issued to the designated transferee or transferees.
The City and the Paying Agent/Registrar, and any agent of either, shall treat the Holder
hereof whose name appears on the Security Register (i) on the Record Date as the owner hereof
for purposes of receiving payment of interest hereon, (ii) on the date of surrender of this Certificate
as the owner hereof for purposes of receiving payment of principal hereof at its Stated Maturity or
its redemption, in whole or in part, and (iii) on any other date as the owner hereof for all other
purposes, and neither the City nor the Paying Agent/Registrar, or any such agent of either, shall be
affected by notice to the contrary. In the event of a non-payment of interest on a scheduled payment
date, and for thirty (30) days thereafter, a new record date for such interest payment (a Special
Record Date) will be established by the Paying Agent/Registrar, if and when funds for the payment
of such interest have been received from the City. Notice of the Special Record Date and of the
scheduled payment date of the past due interest (the Special Payment Date - which shall be fifteen
(15) days after the Special Record Date) shall be sent at least five (5) business days prior to the
Special Record Date by United States mail, first-class postage prepaid, to the address of each
Holder appearing on the Security Register at the close of business on the last business day next
preceding the date of mailing of such notice.
It is hereby certified, covenanted, and represented that all acts, conditions, and things
required to be performed, exist, and be done precedent to the issuance of this Certificate in order
to render the same a legal, valid, and binding obligation of the City have been performed, exist,
and have been done, in regular and due time, form, and manner, as required by the laws of the
State of Texas and the Ordinance, and that issuance of the Certificates does not exceed any
constitutional or statutory limitation; and that due provision has been made for the payment of the
principal of, premium if any, and interest on the Certificates by the levy of a tax and collection of
Pledged Revenues as aforestated. In case any provision in this Certificate or any application
thereof shall be deemed invalid, illegal, or unenforceable, the validity, legality, and enforceability
of the remaining provisions and applications shall not in any way be affected or impaired thereby.
82642256.3 -16-
The terms and provisions of this Certificate and the Ordinance shall be construed in accordance
with and shall be governed by the laws of the State of Texas.
[The remainder of this page intentionally left blank.]
82642256.3 -17-
IN WITNESS WHEREOF, the City has caused this Certificate to be duly executed under
its official seal.
CITY OF CORPUS CHRISTI, TEXAS
By _________________________________
Mayor
ATTEST:
____________________________________
City Secretary
(CITY SEAL)
[The remainder of this page intentionally left blank.]
82642256.3 -18-
C. *Form of Registration Certificate of Comptroller of Public Accounts to Appear on
Initial Certificate Only.
REGISTRATION CERTIFICATE OF
COMPTROLLER OF PUBLIC ACCOUNTS
OFFICE OF THE COMPTROLLER OF
PUBLIC ACCOUNTS
THE STATE OF TEXAS
§
§
§
§
REGISTER NO.
I HEREBY CERTIFY that this Certificate has been examined, certified as to validity and
approved by the Attorney General of the State of Texas, and duly registered by the Comptroller of
Public Accounts of the State of Texas.
WITNESS my signature and seal of office this ____________________
____________________________________
Comptroller of Public Accounts
of the State of Texas
(SEAL)
*NOTE TO PRINTER: Not to appear on printed Certificates.
D. Form of Registration Certificate of Paying Agent/Registrar to Appear on Definitive
Certificates Only.
REGISTRATION CERTIFICATE OF PAYING AGENT/REGISTRAR
This Certificate has been duly issued under the provisions of the within-mentioned
Ordinance; the Certificate or Certificates of the above-entitled and designated series originally
delivered having been approved by the Attorney General of the State of Texas and registered by
the Comptroller of Public Accounts, as shown by the records of the Paying Agent/Registrar.
Registered this date:
___________________________________
The Bank of New York Mellon Trust
Company, N.A., Dallas, Texas, as Paying
Agent/Registrar
By: _______________________________
Authorized Signature
*NOTE TO PRINTER: Print on Definitive Certificates.
82642256.3 -19-
E. Form of Assignment.
ASSIGNMENT
FOR VALUE RECEIVED the undersigned hereby sells, assigns, and transfers unto (Print
or typewrite name, address, and zip code of transferee): _________________________________
______________________________________________________________________________
(Social Security or other identifying number): ________________________________________
the within Certificate and all rights thereunder, and hereby irrevocably constitutes and appoints
____________________attorney to transfer the within Certificate on the books kept for
registration thereof, with full power of substitution in the premises.
DATED: ____________________________
________________________________________________
NOTICE: The signature on this assignment must correspond
with the name of the registered owner as it appears on the
face of the within Certificate in every particular.
Signature guaranteed:
____________________________________
[The remainder of this page intentionally left blank.]
82642256.3 -20-
F. The Initial Certificate shall be in the form set forth in paragraph B of this Section,
except that the form of a single fully registered Initial Certificate shall be modified as follows:
(i) immediately under the name of the Certificate(s) the headings “Interest Rate”
and “Stated Maturity” shall both be completed “as shown below”;
(ii) first two paragraphs shall read as follows:
REGISTERED PRINCIPAL
REGISTERED AMOUNT
NO. T-1 $____________
United States of America
State of Texas
Counties of Nueces, Aransas, Kleberg, and San Patricio
CITY OF CORPUS CHRISTI, TEXAS
COMBINATION TAX AND LIMITED PLEDGE REVENUE
CERTIFICATE OF OBLIGATION, SERIES 2021
Certificate Date: Interest Rate: Stated Maturity: CUSIP No.
_______ __, 2021 As Shown Below As Shown Below
REGISTERED OWNER: ________________________________________________________
PRINCIPAL AMOUNT: ________________________________________________________
The City of Corpus Christi, Texas (the City), a body corporate and municipal corporation
in the Counties of Nueces, Aransas, Kleberg, and San Patricio, State of Texas, for value received,
acknowledges itself indebted to and hereby promises to pay to the order of the Registered Owner
named above, or the registered assigns thereof, the Principal Amount specified above stated to
mature on the first day of March in each of the years and in principal amounts and bearing interest
at per annum rates in accordance with the following schedule:
Years of
Stated Maturity
Principal
Amounts ($)
Interest
Rates (%)
(Information to be inserted
from schedule in Section 2 hereof)
(or so much thereof as shall not have been paid upon prior redemption) and to pay interest on the
unpaid Principal Amounts hereof from the [Certificate Date / Closing Date (anticipated to be on
or about ________ __, 2021)], or from the most recent Interest Payment Date (defined below) to
which interest has been paid or duly provided for, until the principal amounts have become due
and payment thereof has been made or duly provided for, to the earlier of redemption or Stated
Maturity, at the per annum rates of interest specified above, computed on the basis of a 360-day
year of twelve 30-day months; such interest being payable on March 1 and September 1 of each
year, commencing ________ __, 20__ (each, an Interest Payment Date).
82642256.3 -21-
Principal of this Certificate shall be payable to the Registered Owner hereof (the Holder),
upon its presentation and surrender, to Stated Maturity or prior redemption, while Outstanding, at
the corporate trust office of The Bank of New York Mellon Trust Company, N.A., Dallas, Texas
(the Paying Agent/Registrar). Interest shall be payable to the Holder of this Certificate whose name
appears on the Security Register maintained by the Paying Agent/Registrar at the close of business
on the Record Date, which is the fifteenth day of the month next preceding each Interest Payment
Date. All payments of principal of and interest on this Certificate shall be in any coin or currency
of the United States of America which at the time of payment is legal tender for the payment of
public and private debts. Interest shall be paid by the Paying Agent/Registrar by check sent on or
prior to the appropriate date of payment by United States mail, first-class postage prepaid, to the
Holder hereof at the address appearing in the Security Register or by such other method, acceptable
to the Paying Agent/Registrar, requested by, and at the risk and expense of, the Holder hereof.
G. Form of Insurance Legend. If bond insurance is obtained by the City or the
Purchasers for the Certificates, the Definitive Certificates and the Initial Certificate shall bear an
appropriate legend as provided by the insurer to appear under the following header:
[CERTIFICATE INSURANCE]
SECTION 9. Definitions. For all purposes of this Ordinance (as defined below), except
as otherwise expressly provided or unless the context otherwise requires: the terms defined in this
Section have the meanings assigned to them in this Section, and certain terms used in Sections 27
and 44 of this Ordinance have the meanings assigned to them in Sections 27 and 44 of this
Ordinance, and all such terms, include the plural as well as the singular; (ii) all references in this
Ordinance to designated “Sections” and other subdivisions are to the designated Sections and other
subdivisions of this Ordinance as originally adopted; and (iii) the words “herein”, “hereof’, and
“hereunder” and other words of similar import refer to this Ordinance as a whole and not to any
particular Section or other subdivision.
A. The term Additional Limited Pledge Obligations shall mean (i) any bonds, notes,
warrants, certificates of obligation or other evidences of indebtedness hereafter issued by the City
payable in part from a pledge of and lien on Pledged Revenues of the System which pledge of
revenues is limited as further provided in Section 20 of this Ordinance, and (ii) any obligations
hereafter issued to refund the foregoing as determined by the City Council in accordance with any
applicable law.
B. The term Authorized Representatives shall mean the City Manager of the City, an
Assistant City Manager, the Chief Financial Officer, the City’s Director of Financial Services, and
the City Attorney (any of the foregoing whether serving in a permanent or interim capacity).
C. The term Certificates shall mean the $_________ “CITY OF CORPUS CHRISTI,
TEXAS COMBINATION TAX AND LIMITED PLEDGE REVENUE CERTIFICATES OF
OBLIGATION, SERIES 2021” authorized by this Ordinance.
D. The term Certificate Fund shall mean the special Fund created and established by
the provisions of Section 10 of this Ordinance.
82642256.3 -22-
E. The term City shall mean the City of Corpus Christi, located in Nueces, Aransas,
Kleberg, and San Patricio Counties, Texas and, where appropriate, the City Council of the City.
F. The term Closing Date shall mean the date of physical delivery of the Initial
Certificate in exchange for the payment of the agreed purchase price for the Certificates.
G. The term Collection Date shall mean, when reference is being made to the levy and
collection of annual ad valorem taxes, the date the annual ad valorem taxes levied each year by the
City become delinquent.
H. The term Debt Service Requirements shall mean, as of any particular date of
computation, with respect to any obligations and with respect to any period, the aggregate of the
amounts to be paid or set aside by the City as of such date or in such period for the payment of the
principal of, premium, if any, and interest (to the extent not capitalized) on such obligations;
assuming, in the case of obligations without a fixed numerical rate, that such obligations bear
interest at the maximum rate permitted by the terms thereof and further assuming in the case of
obligations required to be redeemed or prepaid as to principal prior to Stated Maturity, the principal
amounts thereof will be redeemed prior to Stated Maturity in accordance with the mandatory
redemption provisions applicable thereto.
I. The term Depository shall mean an official depository bank of the City.
J. The term Fiscal Year shall mean the annual financial accounting period for the
System now ending on September 30th of each year; provided, however, the City Council may
change such annual financial accounting period to end on another date if such change is found and
determined to be necessary for accounting purposes or is required by applicable law.
K. The term Government Securities, as used herein, shall mean (i) direct noncallable
obligations of the United States, including obligations that are unconditionally guaranteed by, the
United States of America; (ii) noncallable obligations of an agency or instrumentality of the United
States, including obligations that are unconditionally guaranteed or insured by the agency or
instrumentality and that, on the date the governing body of the issuer adopts or approves the
proceedings authorizing the issuance of refunding bonds, are rated as to investment quality by a
nationally recognized investment rating firm not less than “AAA” or its equivalent; (iii)
noncallable obligations of a state or an agency or a county, municipality, or other political
subdivision of a state that have been refunded and that, on the date the governing body of the issuer
adopts or approves the proceedings authorizing the issuance of refunding bonds, are rated as to
investment quality by a nationally recognized investment rating firm not less than “AAA” or its
equivalent; or (iv) any additional securities and obligations hereafter authorized by the laws of the
State of Texas as eligible for use to accomplish the discharge of obligations such as the Certificates.
L. The term Gross Revenues for any period shall mean all income and revenues
received by the City by virtue of its ownership and operation of the System, including, but not
limited to, its rentals, fees, and other revenues resulting from the ownership of the System,
including rentals received from leasing all or part of the System. However, it is expressly
recognized that any such lease must comply with the requirements of the Code and existing
regulations, published rulings, and court decisions.
82642256.3 -23-
M. The term Holder or Holders shall mean the registered owner, whose name appears
in the Security Register, for any Certificate.
N. The term Interest Payment Date shall mean the date semiannual interest is payable
on the Certificates, being March 1 and September 1 of each year, commencing ________ __, 20__,
while any of the Certificates remain Outstanding.
O. The term Junior Lien Obligations shall mean (i) any bonds, notes, warrants,
certificates of obligation, or any similar obligations hereafter issued by the City that are payable,
in whole or in part, from and equally and ratably secured by a lien on and pledge of the Net
Revenues of the System, such pledge being junior and inferior to the lien on and pledge of the Net
Revenues of the System that may be pledged to the payment of any Prior Lien Obligations hereafter
issued by the City, but prior and superior to the lien on and pledge of the Net Revenues securing
the payment of the currently outstanding Limited Pledge Obligations (including the Certificates),
or any Additional Limited Pledge Obligations hereafter issued by the City, all as further provided
in Section 20 of this Ordinance and (ii) obligations hereafter issued to refund any of the foregoing
that are payable from and equally and ratably secured by a junior and inferior lien on and pledge
of the Net Revenues as determined by the City Council in accordance with any applicable law.
P. The term Limited Pledge Obligations shall mean (i) the outstanding and unpaid
obligations of the City that are payable, in part, from and secured by a pledge of and lien on the
Pledged Revenues of the System and designated as follows:
(1) “City of Corpus Christi, Texas Combination Tax and Limited Pledge
Revenue Certificates of Obligation, Series 2010”, dated July 1, 2010, in the original
principal amount of $3,000,000; and
(2) “City of Corpus Christi, Texas Combination Tax and Limited Pledge
Revenue Certificates of Obligation, Taxable Series 2015”, dated October 1, 2015, in the
original amount of $10,020,000; and
(3) “City of Corpus Christi, Texas Combination Tax and Limited Pledge
Revenue Certificates of Obligation, Series 2016”, dated December 1, 2015, in the original
amount of $2,000,000; and
(4) “City of Corpus Christi, Texas Combination Tax and Limited Pledge
Revenue Certificates of Obligation, Series 2016A”, dated July 1, 2016, in the original
amount of $16,430,000; and
(5) “City of Corpus Christi, Texas Combination Tax and Limited Pledge
Revenue Certificates of Obligation, Taxable Series 2017”, dated May 1, 2017, in the
original amount of $2,500,000; and
(6) “City of Corpus Christi, Texas Combination Tax and Limited Pledge
Revenue Certificates of Obligation, Series 2018A”, dated June 1, 2018, in the original
amount of $14,315,000; and
82642256.3 -24-
(7) “City of Corpus Christi, Texas Combination Tax and Limited Pledge
Revenue Certificates of Obligation, Taxable Series 2018B”, dated June 1, 2018, in the
original amount of $7,490,000; and
(8) Upon issuance, the Certificates;
and (ii) obligations hereafter issued to refund any of the foregoing as determined by the City
Council in accordance with any applicable law.
Q. The term Maintenance and Operating Expenses shall mean the expenses of
operation and maintenance, including all salaries, labor, materials, repairs and extensions
necessary to maintain and operate the System; provided, however, that only such repairs and
extensions as in the judgment of the City Council, reasonably and fairly exercised, are necessary
to keep the System in operation and render adequate service to the City and the inhabitants thereof,
or such as might be necessary to meet some physical action or condition which would otherwise
impair the security of any bonds or other obligations payable from and secured, in whole or in part,
by a lien on the Net Revenues derived from the ownership and operation of the System shall be
deducted in determining Net Revenues.
R. The term Net Revenues for any period shall mean the Gross Revenues of the System
less the Maintenance and Operating Expenses of the System.
S. The term Ordinance shall mean this ordinance as finally passed and adopted by the
City Council of the City.
T. The term Outstanding when used in this Ordinance with respect to Certificates shall
mean, as of the date of determination, all Certificates issued and delivered under this Ordinance,
except:
(1) those Certificates canceled by the Paying Agent/Registrar or delivered to
the Paying Agent/Registrar for cancellation;
(2) those Certificates for which payment has been duly provided by the City in
accordance with the provisions of Section 29 of this Ordinance; and
(3) those Certificates that have been mutilated, destroyed, lost, or stolen and
replacement Certificates have been registered and delivered in lieu thereof as provided in
Section 25 of this Ordinance.
U. The term Pledged Revenues shall mean, while the Certificates remain Outstanding,
an amount of Net Revenues not in excess of $1,000. The Pledged Revenues shall be deposited,
allocated, and expended in accordance with Section 10 of this Ordinance.
V. The term Pledged Revenue Amount shall mean the total amount, not to exceed
$1,000 while the Certificates are Outstanding, of Net Revenues that may be transferred in whole
or in part by the City in any given Fiscal Year (however, any amounts transferred prior to the final
maturity date of the Certificates may not exceed the total amount of $1,000) to the Certificate
Fund.
82642256.3 -25-
W. The term Pricing Officer shall mean either of the City Manager, the Chief Financial
Officer, or the Director of Financial Services of the City (which shall include any person serving
in the foregoing capacity on an interim or non-permanent basis).
X. The term Prior Lien Obligations shall mean (i) any bonds, notes, warrants,
certificates of obligation or any similar obligations hereafter issued by the City that are payable
wholly or in part from and equally and ratably secured by a prior and first lien on and pledge of
the Net Revenues of the System, all as further provided in Section 20 of this Ordinance, and (ii) any
obligations hereafter issued to refund the foregoing if issued in a manner so as to be payable from
and equally and ratably secured by a prior and first lien on and pledge of the Net Revenues of the
System as determined by the City Council in accordance with any applicable law.
Y. The term Purchasers shall mean the initial purchaser or purchasers of the
Certificates named in Section 26 of this Ordinance.
Z. The term Stated Maturity shall mean the annual principal payments of the
Certificates payable on March 1 of each year the Certificates are Outstanding as set forth in Section
2 of this Ordinance.
AA. The term Subordinate Lien Obligations shall mean (i) any bonds, notes, warrants,
certificates of obligation, or any similar obligations hereafter issued by the City that are payable,
in whole or in part, from and equally and ratably secured by a lien on and pledge of the Net
Revenues of the System, such pledge being subordinate and inferior to the lien on and pledge of
the Net Revenues of the System that may be pledged to the payment of any Prior Lien Obligations
or Junior Lien Obligations hereafter issued by the City, but prior and superior to the lien on and
pledge of the Net Revenues securing the payment of the currently outstanding Limited Pledge
Obligations (including the Certificates), or any Additional Limited Pledge Obligations hereafter
issued by the City, all as further provided in Section 20 of this Ordinance, and (ii) obligations
hereafter issued to refund any of the foregoing that are payable from and equally and ratably
secured by a subordinate and inferior lien on and pledge of the Net Revenues as determined by the
City Council in accordance with any applicable law.
BB. The term System shall mean a plant, composting process plant, incinerator, sanitary
landfill, transfer station, or other works and equipment that is acquired, installed, or operated to
collect, handle, store, process, recover material or energy from, or dispose of solid waste, and
includes sites for those works and equipment.
SECTION 10. Certificate Fund - Investments. For the purpose of paying the interest on
and to provide a sinking fund for the payment, redemption, and retirement of the Certificates, there
shall be and is hereby created a special fund to be designated “COMBINATION TAX AND
LIMITED PLEDGE REVENUE CERTIFICATES OF OBLIGATION, SERIES 2021 INTEREST
AND SINKING FUND” (the Certificate Fund), which fund shall be kept and maintained at the
Depository, and money deposited in such fund shall be used for no other purpose. Authorized
Representatives of the City are hereby authorized and directed to make withdrawals from the
Certificate Fund sufficient to pay the purchase price or the amount of principal of, premium, if
any, and interest on the Certificates as the same become due and payable, or the purchase price
thereof, and shall cause to be transferred to the Paying Agent/Registrar from money on deposit in
82642256.3 -26-
the Certificate Fund an amount sufficient to pay the amount of principal and/or interest stated to
mature on the Certificates, such transfer of funds to the Paying Agent/Registrar to be made in such
manner as will cause immediately available funds to be deposited with the Paying Agent/Registrar
on or before the business day next preceding each interest and principal payment date for the
Certificates.
The City, at its sole discretion, may deposit the Pledged Revenue Amount to the Certificate
Fund. The Pledged Revenue Amount, if deposited, shall be expended annually to pay principal of
and interest on the Certificates as the same become due and payable. This Pledged Revenue
Amount shall be accounted for and transferred to the Paying Agent/Registrar in accordance with
the provisions of the previous paragraph of this Section.
Pending the transfer of funds to the Paying Agent/Registrar, money deposited in any fund
created and established by this Ordinance may, at the option of the City, be placed in time deposits,
certificates of deposit, guaranteed investment contracts, or similar contractual agreements, as
permitted by the provisions of the Public Funds Investment Act, as amended, Chapter 2256, Texas
Government Code, secured (to the extent not insured by the Federal Deposit Insurance
Corporation) by obligations of the type hereinafter described, or be invested, as authorized by any
law, including investments held in book-entry form, in securities, including, but not limited to,
direct obligations of the United States of America, obligations guaranteed or insured by the United
States of America, which, in the opinion of the Attorney General of the United States, are backed
by its full faith and credit or represent its general obligations, or invested in indirect obligations of
the United States of America, including, but not limited to, evidences of indebtedness issued,
insured or guaranteed by such governmental agencies as the Federal Land Banks, Federal
Intermediate Credit Banks, Banks for Cooperatives, Federal Home Loan Banks, Government
National Mortgage Association, Farmers Home Administration, Federal Home Loan Mortgage
Association, Small Business Administration, or Federal Housing Association; provided that all
such deposits and investments shall be made in such a manner that the money required to be
expended from such fund will be available at the proper time or times. All interest and income
derived from deposits and investments in any fund established pursuant to the provisions of this
Ordinance shall be credited to, and any losses debited to, such fund. All such investments shall be
sold promptly when necessary to prevent any default in connection with the Certificates.
SECTION 11. Tax Levy. To provide for the payment of the Debt Service Requirements
on the Certificates being (i) the interest on the Certificates and (ii) a sinking fund for their
redemption at Stated Maturity or a sinking fund of 2% (whichever amount shall be the greater),
there shall be and there is hereby levied for the current year and each succeeding year thereafter
while the Certificates or any interest thereon shall remain Outstanding, a sufficient tax, within the
limitations prescribed by law, on each one hundred dollars valuation of taxable property in the
City, adequate to pay such Debt Service Requirements, full allowance being made for
delinquencies and costs of collection; said tax shall be assessed and collected each year and applied
to the payment of the Debt Service Requirements, and the same shall not be diverted to any other
purpose. The taxes so levied and collected shall be paid into the Certificate Fund and are thereafter
pledged to the payment of the Certificates. The City Council hereby declares its purpose and intent
to provide and levy a tax legally and fully sufficient to pay such Debt Service Requirements, it
having been determined that the existing and available taxing authority of the City for such purpose
82642256.3 -27-
is adequate to permit a legally sufficient tax in consideration of all other outstanding indebtedness
and obligations of the City.
The amount of taxes to be provided annually for the payment of the principal of and interest
on the Certificates shall be determined and accomplished in the following manner:
A. Prior to the date the City Council establishes the annual tax rate and passes an
ordinance levying ad valorem taxes each year, the City Council shall determine:
(1) the amount of Debt Service Requirements to become due and payable on
the Certificates between the Collection Date for the taxes then to be levied and the
Collection Date for the taxes to be levied during the next succeeding calendar year;
(2) the amount on deposit in the Certificate Fund after (a) deducting therefrom
the total amount of Debt Service Requirements to become due on Certificates prior to the
Collection Date for the ad valorem taxes to be levied and (b) adding thereto the amount of
the Pledged Revenues, if any, or any other lawfully available funds to be appropriated and
allocated during such year to pay such Debt Service Requirements, if any, prior to the
Collection Date for the ad valorem taxes to be levied; and
(3) the amount of Pledged Revenues, if any, or any other lawfully available
funds appropriated and set aside for the payment of the Debt Service Requirements on the
Certificates between the Collection Date for the taxes then to be levied and the Collection
Date for the taxes to be levied during the next succeeding Fiscal Year.
B. The amount of taxes to be levied annually each year to pay the Debt Service
Requirements on the Certificates shall be the amount established in paragraph (1) above less the
sum total of the amounts established in paragraphs (2) and (3), after taking into consideration
delinquencies and costs of collecting such annual taxes.
SECTION 12. Pledge of Pledged Revenues. The City hereby covenants and agrees that,
subject to (i) any prior lien on and pledge of the Net Revenues of the System to the payment and
security of any Prior Lien Obligations, Junior Lien Obligations, or Subordinate Lien Obligations
hereafter issued by the City and (ii) the lien on and pledge of the Pledged Revenues (or such other
limited amount of excess Net Revenues of the System) to the payment and security of the currently
outstanding Limited Pledge Obligations, the Pledged Revenues are hereby irrevocably pledged to
the payment of the principal of and interest on the Certificates and the pledge of Pledged Revenues
herein made for the payment of the Certificates shall constitute a lien on the Pledged Revenues in
accordance with the terms and provisions hereof and be valid and binding without any physical
delivery thereof or further act by the City.
SECTION 13. Revenue Fund. The City hereby covenants and agrees that all Gross
Revenues derived from the operation of the System shall be kept separate and apart from all other
funds, accounts and money of the City and shall be deposited as collected into the “CITY OF
CORPUS CHRISTI, TEXAS SOLID WASTE MANAGEMENT SYSTEM REVENUE FUND”
(the Revenue Fund). All money deposited in the Revenue Fund shall be pledged and appropriated
to the extent required for the following purposes and in the order of priority shown:
82642256.3 -28-
First: to the payment of the reasonable and proper Maintenance and Operating
Expenses of the System required by statute or ordinances authorizing the issuance
of any indebtedness of the City to be a first charge on and claim against the Gross
Revenues of the System;
Second: To the payment of the amounts that must be deposited in the special funds
and accounts created and established for the payment, security, and benefit of any
Prior Lien Obligations hereafter issued by the City in accordance with the terms
and provisions of any ordinances authorizing their issuance;
Third: To the payment of the amounts that must be deposited in the special funds
and accounts created and established for the payment, security, and benefit of any
Junior Lien Obligations hereafter issued by the City in accordance with the terms
and provisions of any ordinances authorizing their issuance;
Fourth: To the payment of the amounts that must be deposited in the special funds
and accounts created and established for the payment, security, and benefit of any
Subordinate Lien Obligations hereafter issued by the City in accordance with the
terms and provisions of any ordinances authorizing their issuance; and
Fifth: To the payment of the amounts that may be deposited in the special funds
and accounts established for the payment of the currently outstanding Limited
Pledge Obligations, including the Certificates, and any Additional Limited Pledge
Obligations hereafter issued by the City in accordance with the terms and
provisions of any ordinances authorizing their issuance.
Any Net Revenues remaining in the System Fund after satisfying the foregoing payments,
or making adequate and sufficient provision for the payment, security and benefit thereof, may be
appropriated and used for any other City purpose now or hereafter permitted by law.
SECTION 14. Deposits to Certificate Fund – Surplus Certificate Proceeds. The City
hereby covenants and agrees to cause to be deposited in the Certificate Fund prior to a principal
and Interest Payment Date for the Certificates, from the Pledged Revenues in the System Fund,
after the deduction of all payments required to be made to the special funds or accounts created
for the payment, security, and benefit of the (i) any Prior Lien Obligations, Junior Lien Obligations,
or Subordinate Lien Obligations hereafter issued by the City and (ii) the currently outstanding
Limited Pledge Obligations and any Additional Limited Pledge Obligations hereafter issued by
the City, any amounts budgeted to be paid therefrom in such Fiscal Year.
Accrued interest, if any, received from the Purchasers of the Certificates shall be deposited
to the Certificate Fund and ad valorem taxes levied and collected for the benefit of the Certificates
shall be deposited to the Certificate Fund. In addition, any surplus proceeds, including investment
income therefrom, from the sale of the Certificates not expended for authorized purposes shall be
deposited in the Certificate Fund, and such amounts so deposited shall reduce the sums otherwise
required to be deposited in said fund from ad valorem taxes.
82642256.3 -29-
SECTION 15. Security of Funds. All money on deposit in the funds for which this
Ordinance makes provision (except any portion thereof as may be at any time properly invested as
provided herein) shall be secured in the manner and to the fullest extent required by the laws of
the State of Texas for the security of public funds, and money on deposit in such funds shall be
used only for the purposes permitted by this Ordinance.
SECTION 16. Maintenance of System - Insurance. The City covenants and agrees that
while the Certificates remain Outstanding it will maintain and operate the System with all possible
efficiency and maintain casualty and other insurance (including a system of self-insurance) on the
properties of the System and its operations of a kind and in such amounts customarily carried by
municipal corporations in the State of Texas engaged in a similar type of business and that it will
faithfully and punctually perform all duties with reference to the System required by the laws of
the State of Texas. All money received from losses under such insurance policies, other than
public liability policies, are held for the benefit of the holders of the Certificates until and unless
the proceeds are paid out in making good the loss or damage in respect of which such proceeds are
received, either by replacing the property destroyed or repairing the property damaged, and
adequate provision for making good such loss or damage must be made within ninety (90) days
after the date of loss. The payment of premiums for all insurance policies required under the
provisions hereof shall be considered Maintenance and Operating Expenses. Nothing in this
Ordinance shall be construed as requiring the City to expend any funds which are derived from
sources other than the operation of the System but nothing herein shall be construed as preventing
the City from doing so.
SECTION 17. Rates and Charges. The City hereby covenants and agrees with the
Holders of the Certificates that rates and charges for solid waste collection services afforded by
the System will be established and maintained to provide Gross Revenues sufficient at all times:
A. to pay, together with any other lawfully available funds, all operating, maintenance,
depreciation, replacement, betterment, and other costs incurred in the maintenance and operation
of the System, including, but not limited to, Maintenance and Operating Expenses;
B. to produce Net Revenues sufficient, together with any other lawfully available
funds, to pay (i) the interest on and principal of any Prior Lien Obligations hereafter issued by the
City as the same becomes due and payable and the amounts required to be deposited in any special
fund created and established for the payment, security, and benefit thereof; (ii) the interest on and
principal of any Junior Lien Obligations hereafter issued by the City as the same becomes due and
payable and the amounts required to be deposited in any special fund created and established for
the payment, security, and benefit thereof; (iii) the interest on and principal of any Subordinate
Lien Obligations hereafter issued by the City as the same becomes due and payable and the
amounts required to be deposited in any special fund created and established for the payment,
security, and benefit thereof; and (iv) the amounts that may be deposited in the special funds
established for the payment of the Limited Pledge Obligations or any Additional Limited Pledge
Obligations hereafter issued by the City; and
C. to pay other legally incurred indebtedness payable from the Net Revenues of the
System and/or secured by a lien on the System or the Net Revenues thereof.
82642256.3 -30-
SECTION 18. Records and Accounts - Annual Audit. The City further covenants and
agrees that so long as any of the Certificates remain Outstanding it will keep and maintain separate
and complete records and accounts pertaining to the operations of the System in which complete
and correct entries shall be made of all transactions relating thereto, as provided by Chapter 363,
as amended, Texas Health and Safety Code, or other applicable law. The Holders of the
Certificates or any duly authorized agent or agents of the Holders shall have the right to inspect
the System and all properties comprising the same. The City further agrees that, following the
close of each Fiscal Year, it will cause an audit of such books and accounts to be made by an
independent firm of certified public accountants. Expenses incurred in making the annual audit of
the operations of the System are to be regarded as Maintenance and Operating Expenses.
SECTION 19. Remedies in Event of Default. In addition to all the rights and remedies
provided by the laws of the State of Texas, the City covenants and agrees particularly that in the
event the City (a) defaults in the payments to be made to the Certificate Fund, or (b) defaults in
the observance or performance of any other of the covenants, conditions, or obligations set forth
in this Ordinance, the Holders of any of the Certificates shall be entitled to seek a writ of mandamus
issued by a court of proper jurisdiction compelling and requiring the governing body of the City
and other officers of the City to observe and perform any covenant, condition, or obligation
prescribed in this Ordinance.
No delay or omission to exercise any right or power accruing upon any default shall impair
any such right or power or shall be construed to be a waiver of any such default or acquiescence
therein, and every such right and power may be exercised from time to time and as often as may
be deemed expedient. The specific remedies herein provided shall be cumulative of all other
existing remedies and the specification of such remedies shall not be deemed to be exclusive.
SECTION 20. Issuance of Prior Lien Obligations - Junior Lien Obligations –
Subordinate Lien Obligations – Additional Limited Pledge Obligations. The City hereby expressly
reserves the right to hereafter issue bonds, notes, warrants, certificates of obligation, or similar
obligations, payable, wholly or in part, as appropriate, from and secured by a pledge of and lien
on the Net Revenues of the System with the following priorities, without limitation as to principal
amount, but subject to any terms, conditions, or restrictions applicable thereto under existing
ordinances, laws, or otherwise:
A. Prior Lien Obligations payable from and equally and ratably secured by a first and
prior lien on and pledge of the Net Revenues of the System;
B. Junior Lien Obligations payable from and equally and ratably secured by a lien on
and pledge of the Net Revenues that is junior and inferior to the lien on and pledge thereof securing
the payment of any Prior Lien Obligations hereafter issued by the City, but prior and superior to
the lien on and pledge of the Net Revenues securing the payment of the Certificates and any
Subordinate Lien Obligations or Additional Limited Pledge Obligations hereafter issued by the
City; and
C. Subordinate Lien Obligations payable from and equally and ratably secured by a
lien on and pledge of the Net Revenues that is subordinate and inferior to the lien on and pledge
thereof securing the payment of any Prior Lien Obligations or Junior Lien Obligations hereafter
82642256.3 -31-
issued by the City, but prior and superior to the lien on and pledge of the Net Revenues securing,
in part, the payment of the currently outstanding Limited Pledge Obligations, the Certificates, and
any Additional Limited Pledge Obligations hereafter issued by the City; and
D. Additional Limited Pledge Obligations secured by a lien on and pledge of a limited
amount of the Net Revenues in accordance with the provisions of the following paragraph.
Prior Lien Obligations, Junior Lien Obligations, and Subordinate Lien Obligations, if
issued, may be payable, in whole or in part, from Net Revenues (without impairment of the
obligation of contract with the holders of the currently outstanding Limited Pledge Obligations
and the Certificates) upon such terms and conditions as the City Council may determine.
Additional Limited Pledge Obligations, if issued and payable, in whole or in part, from Pledged
Revenues (defined in the same or similar terms as provided in Section 9 of this Ordinance or in
the ordinances authorizing the issuance of the currently outstanding Limited Pledge Obligations),
shall not in any event be construed to be payable from the Pledged Revenues authorized by this
Ordinance or in the ordinances authorizing the issuance of the currently outstanding Limited
Pledge Obligations to be budgeted and appropriated for the payment of the Certificates or in the
ordinances authorizing the issuance of the currently outstanding Limited Pledge Obligations.
However, the lien on and pledge of the limited amount of Net Revenues securing, in part, the
payment of the Certificates, the Limited Pledge Obligations and any Additional Limited Pledge
Obligations shall be subordinate and inferior to the pledge of and lien on the Net Revenues securing
the payment of any Prior Lien Obligations, Junior Lien Obligations, or Subordinate Lien
Obligations hereafter issued by the City.
SECTION 21. Special Covenants. The City hereby further covenants that:
A. it has the lawful power to pledge the Pledged Revenues supporting the Certificates
and has lawfully exercised said powers under the laws of the State of Texas, including power
existing under Chapter 363, as amended, Texas Health and Safety Code, and the Certificate of
Obligation Act of 1971, as amended, Texas Local Government Code, Section 271.041 through
Section 271.064, and the City’s Home Rule Charter; and
B. other than for the payment of the currently outstanding Limited Pledge Obligations,
the Net Revenues of the System have not in any manner been pledged to the payment of any debt
or obligation of the City or of the System;
SECTION 22. Application of the Covenants and Agreements of the Subordinate Lien
Obligations, Prior Lien Obligations, or Junior Lien Obligations. It is the intention of the City
Council and accordingly hereby recognized and stipulated that the provisions, agreements, and
covenants contained herein bearing upon the management and operations of the System, and the
administration and application of Gross Revenues derived from the operation thereof, shall to the
extent possible be harmonized with like provisions, agreements, and covenants contained in the
ordinances authorizing the issuance of any Prior Lien Obligations, Junior Lien Obligations, or
Subordinate Lien Obligations hereafter issued by the City, and to the extent of any irreconcilable
conflict between the provisions contained herein and in the ordinances authorizing the issuance of
any Prior Lien Obligations, Junior Lien Obligations, or Subordinate Lien Obligations hereafter
issued, the provisions, agreements and covenants contained therein shall prevail to the extent of
82642256.3 -32-
such conflict and be applicable to this Ordinance, especially the priority of rights and benefits
conferred thereby to the holders of any Prior Lien Obligations, Junior Lien Obligations, or
Subordinate Lien Obligations hereafter issued. It is expressly recognized that prior to the issuance
of any Prior Lien Obligations, Junior Lien Obligations, or Subordinate Lien Obligations, the City
must comply with each of the conditions precedent contained in the ordinances authorizing the
issuance of the currently outstanding Limited Pledge Obligations and the Certificates, as
appropriate.
SECTION 23. Notices to Holders - Waiver. Wherever this Ordinance provides for notice
to Holders of any event, such notice shall be sufficiently given (unless otherwise herein expressly
provided) if in writing and sent by United States mail, first-class postage prepaid, to the address
of each Holder appearing in the Security Register at the close of business on the business day next
preceding the mailing of such notice.
In any case where notice to Holders is given by mail, neither the failure to mail such notice
to any particular Holders, nor any defect in any notice so mailed, shall affect the sufficiency of
such notice with respect to all other Holders. Where this Ordinance provides for notice in any
manner, such notice may be waived in writing by the Holder entitled to receive such notice, either
before or after the event with respect to which such notice is given, and such waiver shall be the
equivalent of such notice. Waivers of notice by Holders shall be filed with the Paying
Agent/Registrar, but such filing shall not be a condition precedent to the validity of any action
taken in reliance upon such waiver.
SECTION 24. Cancellation. All Certificates surrendered for payment, redemption,
transfer, exchange, or replacement, if surrendered to the Paying Agent/Registrar, shall be promptly
canceled by it and, if surrendered to the City, shall be delivered to the Paying Agent/Registrar and,
if not already canceled, shall be promptly canceled by the Paying Agent/Registrar. The City may
at any time deliver to the Paying Agent/Registrar for cancellation any Certificates previously
certified or registered and delivered which the City may have acquired in any manner whatsoever,
and all Certificates so delivered shall be promptly canceled by the Paying Agent/Registrar. All
canceled Certificates held by the Paying Agent/Registrar shall be destroyed as directed by the City.
SECTION 25. Mutilated, Destroyed, Lost, and Stolen Certificates. If (1) any mutilated
Certificate is surrendered to the Paying Agent/Registrar, or the City and the Paying
Agent/Registrar receive evidence to their satisfaction of the destruction, loss, or theft of any
Certificate, and (2) there is delivered to the City and the Paying Agent/Registrar such security or
indemnity as may be required to save each of them harmless, then, in the absence of notice to the
City or the Paying Agent/Registrar that such Certificate has been acquired by a bona fide
purchaser, the City shall execute and, upon its request, the Paying Agent/Registrar shall register
and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost, or stolen Certificate,
a new Certificate of the same Stated Maturity and interest rate and of like tenor and principal
amount, bearing a number not contemporaneously Outstanding.
In case any such mutilated, destroyed, lost, or stolen Certificate has become or is about to
become due and payable, the City in its discretion may, instead of issuing a new Certificate, pay
such Certificate.
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Upon the issuance of any new Certificate or payment in lieu thereof, under this Section,
the City may require payment by the Holder of a sum sufficient to cover any tax or other
governmental charge imposed in relation thereto and any other expenses and charges (including
attorney’s fees and the fees and expenses of the Paying Agent/Registrar) connected therewith.
Every new Certificate issued pursuant to this Section in lieu of any mutilated, destroyed,
lost, or stolen Certificate shall constitute a replacement of the prior obligation of the City, whether
or not the mutilated, destroyed, lost, or stolen Certificate shall be at any time enforceable by
anyone, and shall be entitled to all the benefits of this Ordinance equally and ratably with all other
Outstanding Certificates.
The provisions of this Section are exclusive and shall preclude (to the extent lawful) all
other rights and remedies with respect to the replacement and payment of mutilated, destroyed,
lost, or stolen Certificates.
SECTION 26. Sale of the Certificates – Official Statement Approval – Approval of
Purchase Contract - Use of Certificate Proceeds. The Certificates authorized by this Ordinance
are hereby sold by the City to ______________, ___________, ___________, as the authorized
representative of a group of underwriters at a negotiated sale (the Purchasers, having all the rights,
benefits, and obligations of a Holder) in accordance with the provisions of a Purchase Contract,
dated _________ __, 2021 (the Purchase Contract), attached hereto as Exhibit B and incorporated
herein by reference as a part of this Ordinance for all purposes. The Initial Certificate shall be
registered in the name of the _____________. The pricing and terms of the sale of the Certificates
are hereby found and determined to be the most advantageous reasonably obtainable by the City.
The Mayor and any Authorized Representative is hereby authorized and directed to execute the
Purchase Contract for and on behalf of the City and as the act and deed of the City Council, and in
regard to the approval and execution of the Purchase Contract, the City Council hereby finds,
determines and declares that the representations, warranties, and agreements of the City contained
in the Purchase Contract are true and correct in all material respects and shall be honored and
performed by the City. Delivery of the Certificates to the Purchasers shall occur as soon as
practicable after the adoption of this Ordinance, upon payment therefor in accordance with the
terms of the Purchase Contract.
Furthermore, the City hereby ratifies, confirms, and approves in all respects (i) the City’s
prior determination that the Preliminary Official Statement was, as of its date, “deemed final” in
accordance with the Rule (hereinafter defined) and (ii) the use and distribution of the Preliminary
Official Statement by the Purchasers in connection with the public offering and sale of the
Certificates. The final Official Statement, being a modification and amendment of the Preliminary
Official Statement to reflect the terms of sale (together with such changes approved by an
Authorized Representative), shall be and is hereby in all respects approved and the Purchasers are
hereby authorized to use and distribute the final Official Statement, dated _______ __, 2021, in
the reoffering, sale and delivery of the Certificates to the public. The Mayor and/or City Secretary
are further authorized and directed to manually execute and deliver for and on behalf of the City
copies of the Official Statement in final form as may be required by the Purchasers, and such final
Official Statement in the form and content manually executed by said officials shall be deemed to
be approved by the City Council and constitute the Official Statement authorized for distribution
and use by the Purchasers. The proper officials of the City are hereby authorized to execute and
82642256.3 -34-
deliver a certificate pertaining to such Official Statement as prescribed therein, dated as of the date
of payment for and delivery of the Certificates.
Proceeds from the sale of the Certificates shall be applied as follows:
(1) Accrued interest, if any, received from the Purchasers shall be deposited
into the Certificate Fund. The City received a [net] reoffering premium from the sale of
the Certificates of $__________ which is hereby allocated by the City in the following
manner: (1) $__________ to pay the Purchasers’ compensation, (2) $_________ to pay
the costs of issuance, and (3) $________ shall be deposited to the project construction fund.
(2) The amount of $_______ (being principal of the Certificates in the amount
of $_________ and a portion of the [net] reoffering premium in the amount of $_________
as described above), derived from the sale of the Certificates, after making the deposits to
the Certificate Fund as described in (1) above, shall be used to pay costs of issuance or
deposited into the special construction account or accounts created for the projects to be
constructed with the proceeds of the Certificates. This special construction account shall
be established and maintained at the Depository and shall be invested in accordance with
the provisions of Section 10 of this Ordinance. The governing body of the City hereby
appropriates from this special construction account funds necessary to undertake these
capital projects for which the Certificates are issued (being those projects described in
Section 1 hereof). Interest earned on the proceeds of the Certificates pending completion
of construction of the projects financed with such proceeds shall be accounted for,
maintained, deposited, and expended as permitted by the provisions of Chapter 1201, as
amended, Texas Government Code, or as required by any other applicable law. Thereafter,
such amounts shall be expended in accordance with Section 14 of this Ordinance.
SECTION 27. Covenants to Maintain Tax-Exempt Status.
A. Definitions. When used in this Section, the following terms have the following
meanings:
[Bonds means the “City of Corpus Christi, Texas General Improvement Refunding
Bonds, Series 2021”.]
Closing Date means the date on which the Certificates are first authenticated and
delivered to the initial purchasers against payment therefor.
Code means the Internal Revenue Code of 1986, as amended by all legislation, if
any, effective on or before the Closing Date.
Computation Date has the meaning set forth in Section 1.148-1(b) of the
Regulations.
Gross Proceeds means any proceeds as defined in Section 1.148-1(b) of the
Regulations, and any replacement proceeds as defined in Section 1.148-1(c) of the
Regulations, of the Certificates.
82642256.3 -35-
Investment has the meaning set forth in Section 1.148-1(b) of the Regulations.
Nonpurpose Investment means any investment property, as defined in
section 148(b) of the Code, in which Gross Proceeds of the Certificates are invested and
which is not acquired to carry out the governmental purposes of the Certificates.
Rebate Amount has the meaning set forth in Section 1.148-1(b) of the Regulations.
Regulations means any proposed, temporary, or final Income Tax Regulations
issued pursuant to sections 103 and 141 through 150 of the Code, and 103 of the Internal
Revenue Code of 1954, which are applicable to the Certificates. Any reference to any
specific Regulation shall also mean, as appropriate, any proposed, temporary or final
Income Tax Regulation designed to supplement, amend or replace the specific Regulation
referenced.
Yield of
(1) any Investment has the meaning set forth in Section 1.148-5 of the
Regulations; and
(2) [the Certificates means the combined yield of the Certificates and
the Bonds, treated as a single issue, within the meaning set forth in Section 1.148-
4 of the Regulations.]
B. Not to Cause Interest to Become Taxable. The City shall not use, permit the use of,
or omit to use Gross Proceeds or any other amounts (or any property the acquisition, construction
or improvement of which is to be financed directly or indirectly with Gross Proceeds) in a manner
which if made or omitted, respectively, would cause the interest on any Certificate to become
includable in the gross income, as defined in section 61 of the Code, of the owner thereof for
federal income tax purposes. Without limiting the generality of the foregoing, unless and until the
City receives a written opinion of counsel nationally recognized in the field of municipal bond law
to the effect that failure to comply with such covenant will not adversely affect the exemption from
federal income tax of the interest on any Certificate, the City shall comply with each of the specific
covenants in this Section.
C. No Private Use or Private Payments. Except to the extent that it will not cause the
Certificates to become “private activity bonds” within the meaning of section 141 of the Code and
the Regulations and rulings thereunder, the City shall at all times prior to the last Stated Maturity
of Certificates:
(1) exclusively own, operate and possess all property the acquisition,
construction or improvement of which is to be financed or refinanced directly or indirectly
with Gross Proceeds of the Certificates, and not use or permit the use of such Gross
Proceeds (including all contractual arrangements with terms different than those applicable
to the general public) or any property acquired, constructed or improved with such Gross
Proceeds in any activity carried on by any person or entity (including the United States or
any agency, department and instrumentality thereof) other than a state or local government,
unless such use is solely as a member of the general public; and
82642256.3 -36-
(2) not directly or indirectly impose or accept any charge or other payment by
any person or entity who is treated as using Gross Proceeds of the Certificates or any
property the acquisition, construction or improvement of which is to be financed or
refinanced directly or indirectly with such Gross Proceeds, other than taxes of general
application within the City or interest earned on investments acquired with such Gross
Proceeds pending application for their intended purposes.
D. No Private Loan. Except as would not cause the Certificates to become “private
activity bonds” within the meaning of section 141 of the Code and the Regulations and rulings
thereunder, the City shall not use Gross Proceeds of the Certificates to make or finance loans to
any person or entity other than a state or local government. For purposes of the foregoing covenant,
such Gross Proceeds are considered to be “loaned” to a person or entity if- (1) property acquired,
constructed or improved with such Gross Proceeds is sold or leased to such person or entity in a
transaction which creates a debt for federal income tax purposes; (2) capacity in or service from
such property is committed to such person or entity under a take-or-pay, output or similar contract
or arrangement; or (3) indirect benefits, or burdens and benefits of ownership, of such Gross
Proceeds or any property acquired, constructed or improved with such Gross Proceeds are
otherwise transferred in a transaction which is the economic equivalent of a loan.
E. Not to Invest at Higher Yield. Except as would not cause the Certificates to become
“arbitrage bonds” within the meaning of section 148 of the Code and the Regulations and rulings
thereunder, the City shall not at any time prior to the final Stated Maturity of the Certificates
directly or indirectly invest Gross Proceeds in any Investment, if as a result of such investment the
Yield of any Investment acquired with Gross Proceeds, whether then held or previously disposed
of, materially exceeds the Yield of the Certificates.
F. Not Federally Guaranteed. Except to the extent permitted by section 149(b) of the
Code and the Regulations and rulings thereunder, the City shall not take or omit to take any action
which would cause the Certificates to be federally guaranteed within the meaning of section 149(b)
of the Code and the Regulations and rulings thereunder.
G. Information Report. The City shall timely file the information required by section
149(e) of the Code with the Secretary of the Treasury on Form 8038-G or such other form and in
such place as the Secretary may prescribe.
H. Rebate of Arbitrage Profits. Except to the extent otherwise provided in section
148(f) of the Code and the Regulations and rulings thereunder:
(1) The City shall account for all Gross Proceeds (including all receipts,
expenditures and investments thereof) on its books of account separately and apart from
all other funds (and receipts, expenditures and investments thereof) and shall retain all
records of accounting for at least six years after the day on which the last Outstanding
Certificate is discharged. However, to the extent permitted by law, the City may commingle
Gross Proceeds of the Certificates with other money of the City, provided that the City
separately accounts for each receipt and expenditure of Gross Proceeds and the obligations
acquired therewith.
82642256.3 -37-
(2) Not less frequently than each Computation Date, the City shall calculate the
Rebate Amount in accordance with rules set forth in section 148(f) of the Code and the
Regulations and rulings thereunder. The City shall maintain such calculations with its
official transcript of proceedings relating to the issuance of the Certificates until six years
after the final Computation Date.
(3) As additional consideration for the purchase of the Certificates by the
Purchasers and the loan of the money represented thereby and in order to induce such
purchase by measures designed to insure the excludability of the interest thereon from the
gross income of the owners thereof for federal income tax purposes, the City shall pay to
the United States out of the Certificate Fund or its general fund, as permitted by applicable
Texas statute, regulation or opinion of the Attorney General of the State of Texas, the
amount that when added to the future value of previous rebate payments made for the
Certificates equals (i) in the case of a Final Computation Date as defined in Section 1.148-
3(e)(2) of the Regulations, one hundred percent (100%) of the Rebate Amount on such
date; and (ii) in the case of any other Computation Date, ninety percent (90%) of the Rebate
Amount on such date. In all cases, the rebate payments shall be made at the times, in the
installments, to the place and in the manner as is or may be required by section 148(f) of
the Code and the Regulations and rulings thereunder, and shall be accompanied by Form
8038-T or such other forms and information as is or may be required by section 148(f) of
the Code and the Regulations and rulings thereunder.
(4) The City shall exercise reasonable diligence to assure that no errors are
made in the calculations and payments required by paragraphs (2) and (3), and if an error
is made, to discover and promptly correct such error within a reasonable amount of time
thereafter (and in all events within one hundred eighty (180) days after discovery of the
error), including payment to the United States of any additional Rebate Amount owed to
it, interest thereon, and any penalty imposed under Section 1.148-3(h) of the Regulations.
I. Not to Divert Arbitrage Profits. Except to the extent permitted by section 148 of
the Code and the Regulations and rulings thereunder, the City shall not, at any time prior to the
earlier of the Stated Maturity or final payment of the Certificates, enter into any transaction that
reduces the amount required to be paid to the United States pursuant to Subsection H of this Section
because such transaction results in a smaller profit or a larger loss than would have resulted if the
transaction had been at arm’s length and had the Yield of the Certificates not been relevant to
either party.
J. Certificates Not Hedge Bonds.
(1) The City reasonably expects to spend at least 85% of the spendable proceeds
of the Certificates within three years after such Certificates are issued.
(2) Not more than 50% of the proceeds of the Certificates will be invested in
Nonpurpose Investments having a substantially guaranteed Yield for a period of 4 years or
more.
82642256.3 -38-
K. Elections. The City hereby directs and authorizes the Mayor, the Mayor Pro Tem,
any Authorized Representative, or any combination of them, to make elections permitted or
required pursuant to the provisions of the Code or the Regulations, as they deem necessary or
appropriate in connection with the Certificates, in the Certificate as to Tax Exemption or similar
or other appropriate certificate, form or document. Such elections shall be deemed to be made on
the Closing Date.
SECTION 28. Control and Custody of Certificates. The Mayor of the City shall be and
is hereby authorized to take and have charge of all necessary orders and records pending
investigation by the Attorney General of the State of Texas and shall take and have charge and
control of the Certificates pending their approval by the Attorney General, the registration thereof
by the Comptroller of Public Accounts and the delivery of the Certificates to the Purchasers.
Furthermore, each Authorized Representative is hereby authorized and directed to furnish
and execute such documents relating to the City and its financial affairs as may be necessary for
the issuance of the Certificates, the approval of the Attorney General of the State of Texas and
their registration by the Comptroller of Public Accounts of the State of Texas and, together with
the City’s financial advisor, bond counsel, and the Paying Agent/Registrar, make the necessary
arrangements for the delivery of the Initial Certificate to the Purchasers and the initial exchange
thereof for definitive Certificates.
SECTION 29. Satisfaction of Obligation of City. If the City shall pay or cause to be
paid, or there shall otherwise be paid to the Holders, the principal of, premium, if any, and interest
on the Certificates, at the times and in the manner stipulated in this Ordinance, then the pledge of
taxes levied and the lien on and pledge of the Pledged Revenues under this Ordinance and all
covenants, agreements, and other obligations of the City to the Holders shall thereupon cease,
terminate, and be discharged and satisfied.
Certificates, or any principal amount(s) thereof, shall be deemed to have been paid within
the meaning and with the effect expressed above in this Section when (i) money sufficient to pay
in full such Certificates or the principal amount(s) thereof at Stated Maturity or to the redemption
date therefor, together with all interest due thereon, shall have been irrevocably deposited with and
held in trust by the Paying Agent/Registrar, or an authorized escrow agent, and/or (ii) Government
Securities shall have been irrevocably deposited in trust with the Paying Agent/Registrar, or an
authorized escrow agent, which Government Securities that mature as to principal and interest in
such amounts and at such times as will insure the availability, without reinvestment, of sufficient
money, together with any money deposited therewith, if any, to pay when due the principal of and
interest on such Certificates, or the principal amount(s) thereof, on and prior to the Stated Maturity
thereof or (if notice of redemption has been duly given or waived or if irrevocable arrangements
therefor acceptable to the Paying Agent/Registrar have been made) the redemption date thereof.
In the event of a defeasance of the Certificates, the City shall deliver a certificate from its financial
advisor, the Paying Agent/Registrar, an independent accounting firm, or another qualified third
party concerning the deposit of cash and/or Government Securities to pay, when due, the principal
of, redemption premium (if any), and interest due on any defeased Certificates. As and to the
extent applicable, if at all, the City covenants that no deposit of money or Government Securities
will be made under this Section and no use made of any such deposit which would cause the
82642256.3 -39-
Certificates to be treated as arbitrage bonds within the meaning of section 148 of the Code (as
defined in Section 27 hereof).
Any money so deposited with the Paying Agent/Registrar, and all income from
Government Securities held in trust by the Paying Agent/Registrar, or an authorized escrow agent,
pursuant to this Section which is not required for the payment of the Certificates, or any principal
amount(s) thereof, or interest thereon with respect to which such money has been so deposited
shall be remitted to the City or deposited as directed by the City. Furthermore, any money held by
the Paying Agent/Registrar for the payment of the principal of and interest on the Certificates and
remaining unclaimed for a period of three (3) years after the Stated Maturity of the Certificates, or
applicable redemption date, such money was deposited and is held in trust to pay shall upon the
request of the City be remitted to the City against a written receipt therefor, subject to the
unclaimed property laws of the State of Texas.
Notwithstanding any other provision of this Ordinance to the contrary, it is hereby provided
that any determination not to redeem defeased Certificates that is made in conjunction with the
payment arrangements specified in subsection (i) or (ii) above shall not be irrevocable, provided
that: (1) in the proceedings providing for such defeasance, the City expressly reserves the right to
call the defeased Certificates for redemption; (2) gives notice of the reservation of that right to the
owners of the defeased Certificates immediately following the defeasance; (3) directs that notice
of the reservation be included in any redemption notices that it authorizes; and (4) at the time of
the redemption, satisfies the conditions of (i) or (ii) above with respect to such defeased debt as
though it was being defeased at the time of the exercise of the option to redeem the defeased
Certificates, after taking the redemption into account in determining the sufficiency of the
provisions made for the payment of the defeased Certificates.
SECTION 30. Printed Opinion. The Purchasers’ obligation to accept delivery of the
Certificates is subject to their being furnished a final opinion of Norton Rose Fulbright US LLP,
Austin, Texas, as Bond Counsel, approving certain legal matters as to the Certificates, the opinion
to be dated and delivered as of the date of initial delivery and payment for the Certificates. Printing
of a true and correct copy of the opinion on the reverse side of each of the Certificates, with
appropriate certificate pertaining thereto executed by facsimile signature of the City Secretary of
the City is hereby approved and authorized.
SECTION 31. CUSIP Numbers. CUSIP numbers may be printed or typed on the
definitive Certificates. It is expressly provided, however, that the presence or absence of CUSIP
numbers on the definitive Certificates shall be of no significance or effect as regards the legality
thereof, and neither the City nor Bond Counsel are to be held responsible for CUSIP numbers
incorrectly printed or typed on the definitive Certificates.
SECTION 32. Effect of Headings. The Section headings herein are for convenience only
and shall not affect the construction hereof.
SECTION 33. Ordinance a Contract, Amendments - Outstanding Certificates. The City
acknowledges that the covenants and obligations of the City herein contained are a material
inducement to the purchase of the Certificates. This Ordinance shall constitute a contract with the
Holders from time to time, binding on the City and its successors and assigns, and it shall not be
82642256.3 -40-
amended or repealed by the City so long as any Certificate remains Outstanding except as
permitted in this Section. The City may, without the consent of or notice to any Holders, from time
to time and at any time, amend this Ordinance in any manner not detrimental to the interests of the
Holders, including the curing of any ambiguity, inconsistency, or formal defect or omission herein.
In addition, the City may, with the written consent of Holders holding a majority in aggregate
principal amount of the Certificates then Outstanding affected thereby, amend, add to, or rescind
any of the provisions of this Ordinance; provided, however, that, without the consent of all Holders
of Outstanding Certificates, no such amendment, addition, or rescission shall (1) extend the time
or times of payment of the principal of and interest on the Certificates, reduce the principal amount
thereof or the rate of interest thereon, or in any other way modify the terms of payment of the
principal of, the redemption price therefor, or interest on the Certificates, (2) give any preference
to any Certificate over any other Certificate, or (3) reduce the aggregate principal amount of
Certificates required for consent to any such amendment, addition, or rescission.
SECTION 34. Benefits of Ordinance. Nothing in this Ordinance, expressed or implied,
is intended or shall be construed to confer upon any person other than the City, Bond Counsel,
Paying Agent/Registrar, and the Holders, any right, remedy, or claim, legal or equitable, under or
by reason of this Ordinance or any provision hereof, this Ordinance and all its provisions being
intended to be and being for the sole and exclusive benefit of the City, Bond Counsel, Paying
Agent/Registrar, and the Holders.
SECTION 35. Inconsistent Provisions. All ordinances and resolutions, or parts thereof,
which are in conflict or inconsistent with any provision of this Ordinance are hereby repealed to
the extent of such conflict, and the provisions of this Ordinance shall be and remain controlling as
to the matters ordained herein.
SECTION 36. Governing Law. This Ordinance shall be construed and enforced in
accordance with the laws of the State of Texas and the United States of America.
SECTION 37. Severability. If any provision of this Ordinance or the application thereof
to any person or circumstance shall be held to be invalid, the remainder of this Ordinance and the
application of such provision to other persons and circumstances shall nevertheless be valid, and
the City Council hereby declares that this Ordinance would have been enacted without such invalid
provision.
SECTION 38. Construction of Terms. If appropriate in the context of this Ordinance,
words of the singular number shall be considered to include the plural, words of the plural number
shall be considered to include the singular, and words of the masculine, feminine or neuter gender
shall be considered to include the other genders.
SECTION 39. Incorporation of Preamble Recitals. The recitals contained in the
preamble hereof are hereby found to be true, and such recitals are hereby made a part of this
Ordinance for all purposes and are adopted as a part of the judgment and findings of the City
Council of the City.
SECTION 40. Authorization of Paying Agent/Registrar Agreement. The City Council
of the City hereby finds and determines that it is in the best interest of the City to authorize the
82642256.3 -41-
execution of a Paying Agent/Registrar Agreement concerning the payment, exchange, registration,
and transferability of the Certificates. A copy of the Paying Agent/Registrar Agreement is attached
hereto, in substantially final form, as Exhibit A and is incorporated by reference to the provisions
of this Ordinance.
SECTION 41. Public Meeting. It is officially found, determined, and declared that the
meeting at which this Ordinance is adopted was open to the public and public notice of the time,
place, and subject matter of the public business to be considered at such meeting, including this
Ordinance, was given, all as required by Chapter 551, as amended, Texas Government Code.
SECTION 42. Unavailability of Authorized Publication. If, because of the temporary or
permanent suspension of any newspaper, journal, or other publication, or, for any reason,
publication of notice cannot be made meeting any requirements herein established, any notice
required to be published by the provisions of this Ordinance shall be given in such other manner
and at such time or times as in the judgment of the City or of the Paying Agent/Registrar shall
most effectively approximate such required publication and the giving of such notice in such
manner shall for all purposes of this Ordinance be deemed to be in compliance with the
requirements for publication thereof.
SECTION 43. No Recourse Against City Officials. No recourse shall be had for the
payment of principal of, premium, if any, or interest on any Certificate or for any claim based
thereon or on this Ordinance against any official of the City or any person executing any
Certificate.
SECTION 44. Continuing Disclosure Undertaking.
A. Definitions.
As used in this Section, the following terms have the meanings ascribed to such terms
below:
EMMA means the MSRB’s Electronic Municipal Market Access system, accessible by the
general public, without charge, on the internet through the uniform resource locator (URL)
http://www.emma.msrb.org.
Financial Obligation means a (a) debt obligation; (b) derivative instrument entered into in
connection with, or pledged as security or a source of payment for, an existing or planned debt
obligation; or (c) guarantee of a debt obligation or any such derivative instrument; provided that
“financial obligation” shall not include municipal securities (as defined in the Securities Exchange
Act of 1934, as amended) as to which a final official statement (as defined in the Rule) has been
provided to the MSRB consistent with the Rule.
MSRB means the Municipal Securities Rulemaking Board.
Rule means SEC Rule 15c2-12, as amended from time to time.
SEC means the United States Securities and Exchange Commission.
82642256.3 -42-
Undertaking means the Issuer’s continuing disclosure undertaking, described in
subsections B through F below, hereunder accepted and entered into by the Issuer for the purpose
of compliance with the Rule.
B. Annual Reports.
The City shall file annually with the MSRB, (1) within six months after the end of each
fiscal year of the City ending in or after 2021, financial information and operating data with respect
to the System of the general type included in the final Official Statement authorized by Section 26
of this Ordinance, being the information described in Exhibit C hereto, and (2) if not provided as
part of such financial information and operating data, audited financial statements of the City,
when and if available. Any financial statements so to be provided shall be (i) prepared in
accordance with the accounting principles described in Exhibit C hereto, or such other accounting
principles as the City may be required to employ from time to time pursuant to state law or
regulation, and (ii) audited, if the City commissions an audit of such financial statements and the
audit is completed within the period during which they must be provided. If the audit of such
financial statements is not complete within such period, then the City shall file unaudited financial
statements within such period and audited financial statements for the applicable fiscal year to the
MSRB, when and if the audit report on such financial statements becomes available. Under current
Texas law, including, but not limited to, Chapter 103, as amended, Texas Local Government Code,
the City must have its records and accounts audited annually and shall have an annual financial
statement prepared based on the audit. The annual financial statement, including the auditor’s
opinion on the statement, shall be filed in the office of the City Secretary within one hundred eighty
(180) days after the last day of the City’s fiscal year. Additionally, upon the filing of this financial
statement and the annual audit, these documents are subject to the Texas Open Records Act, as
amended, Texas Government Code, Chapter 552.
If the City changes its fiscal year, it will file notice of such change (and of the date of the
new fiscal year end) with the MSRB prior to the next date by which the City otherwise would be
required to provide financial information and operating data pursuant to this Section.
C. Notice of Certain Events.
The City shall file notice of any of the following events with respect to the Certificates to
the MSRB in a timely manner and not more than 10 business days after occurrence of the event:
(1) Principal and interest payment delinquencies;
(2) Non-payment related defaults, if material;
(3) Unscheduled draws on debt service reserves reflecting financial difficulties;
(4) Unscheduled draws on credit enhancements reflecting financial difficulties;
(5) Substitution of credit or liquidity providers, or their failure to perform;
(6) Adverse tax opinions, the issuance by the Internal Revenue Service of
proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-
82642256.3 -43-
TEB), or other material notices or determinations with respect to the tax status of the
Certificates, or other material events affecting the tax status of the Certificates;
(7) Modifications to rights of holders of the Certificates if material;
(8) Certificate calls, if material, and tender offers;
(9) Defeasances;
(10) Release, substitution, or sale of property securing repayment of the
Certificates, if material;
(11) Rating changes;
(12) Bankruptcy, insolvency, receivership, or similar event of the City, which
shall occur as described below;
(13) The consummation of a merger, consolidation, or acquisition involving the
City or the sale of all or substantially all of its assets, other than in the ordinary course of
business, the entry into of a definitive agreement to undertake such an action or the
termination of a definitive agreement relating to any such actions, other than pursuant to
its terms, if material;
(14) Appointment of a successor or additional paying agent/registrar or the
change of name of a paying agent/registrar, if material;
(15) Incurrence of a Financial Obligation of the Issuer, if material, or agreement
to covenants, events of default, remedies, priority rights, or other similar terms of a
Financial Obligation of the Issuer, any of which affect security holders, if material; and
(16) Default, event of acceleration, termination event, modification of terms, or
other similar events under the terms of a Financial Obligation of the Issuer, any of which
reflect financial difficulties.
For these purposes, (a) any event described in the immediately preceding paragraph (12) is
considered to occur when any of the following occur: the appointment of a receiver, fiscal agent,
or similar officer for the City in a proceeding under the United States Bankruptcy Code or in any
other proceeding under state or federal law in which a court or governmental authority has assumed
jurisdiction over substantially all of the assets or business of the City, or if such jurisdiction has
been assumed by leaving the existing governing body and officials or officers in possession but
subject to the supervision and orders of a court or governmental authority, or the entry of an order
confirming a plan of reorganization, arrangement, or liquidation by a court or governmental
authority having supervision or jurisdiction over substantially all of the assets or business of the
City, and (b) the Issuer intends the words used in the immediately preceding paragraphs (15) and
(16) and the definition of Financial Obligation in this Section to have the same meanings as when
they are used in the Rule, as evidenced by SEC Release No. 34-83885, dated August 20, 2018.
The City shall file notice with the MSRB, in a timely manner, of any failure by the City to
82642256.3 -44-
provide financial information or operating data in accordance with this Section by the time
required by this Section.
D. Limitations, Disclaimers, and Amendments.
The City shall be obligated to observe and perform the covenants specified in this Section
for so long as, but only for so long as, the City remains an “obligated person” with respect to the
Certificates within the meaning of the Rule, except that the City in any event will give notice of
any deposit that causes the Certificates to be no longer Outstanding.
The provisions of this Section are for the sole benefit of the holders and beneficial owners
of the Certificates, and nothing in this Section, express or implied, shall give any benefit or any
legal or equitable right, remedy, or claim hereunder to any other person. The City undertakes to
provide only the financial information, operating data, financial statements, and notices which it
has expressly agreed to provide pursuant to this Section and does not hereby undertake to provide
any other information that may be relevant or material to a complete presentation of the City’s
financial results, condition, or prospects or hereby undertake to update any information provided
in accordance with this Section or otherwise, except as expressly provided herein. The City does
not make any representation or warranty concerning such information or its usefulness to a
decision to invest in or sell Certificates at any future date.
UNDER NO CIRCUMSTANCES SHALL THE CITY BE LIABLE TO THE HOLDER
OR BENEFICIAL OWNER OF ANY CERTIFICATE OR ANY OTHER PERSON, IN
CONTRACT OR TORT, FOR DAMAGES RESULTING IN WHOLE OR IN PART FROM
ANY BREACH BY THE CITY, WHETHER NEGLIGENT OR WITH OR WITHOUT FAULT
ON ITS PART, OF ANY COVENANT SPECIFIED IN THIS SECTION, BUT EVERY RIGHT
AND REMEDY OF ANY SUCH PERSON, IN CONTRACT OR TORT, FOR OR ON
ACCOUNT OF ANY SUCH BREACH SHALL BE LIMITED TO AN ACTION FOR
MANDAMUS OR SPECIFIC PERFORMANCE.
No default by the City in observing or performing its obligations under this Section shall
constitute a breach of or default under this Ordinance for purposes of any other provision of this
Ordinance.
Nothing in this Section is intended or shall act to disclaim, waive, or otherwise limit the
duties of the City under federal and state securities laws.
The provisions of this Section may be amended by the City from time to time to adapt to
changed circumstances that arise from a change in legal requirements, a change in law, or a change
in the identity, nature, status, or type of operations of the City, but only if (1) the provisions of this
Section, as so amended, would have permitted an underwriter to purchase or sell Certificates in
the primary offering of the Certificates in compliance with the Rule, taking into account any
amendments or interpretations of the Rule to the date of such amendment, as well as such changed
circumstances, and (2) either (a) the holders of a majority in aggregate principal amount (or any
greater amount required by any other provision of this Ordinance that authorizes such an
amendment) of the Outstanding Certificates consent to such amendment or (b) a person that is
unaffiliated with the City (such as nationally recognized bond counsel) determines that such
82642256.3 -45-
amendment will not materially impair the interests of the holders and beneficial owners of the
Certificates. The City may also repeal or amend the provisions of this Section if the SEC amends
or repeals the applicable provisions of the Rule or any court of final jurisdiction enters judgment
that such provisions of the Rule are invalid, and the City also may amend the provisions of this
Section in its discretion in any other manner or circumstance, but in either case only if and to the
extent that the provisions of this sentence would not have prevented an underwriter from lawfully
purchasing or selling Certificates in the primary offering of the Certificates, giving effect to (a)
such provisions as so amended and (b) any amendments or interpretations of the Rule. If the City
so amends the provisions of this Section, the City shall include with any amended financial
information or operating data next provided in accordance with this Section an explanation, in
narrative form, of the reasons for the amendment and of the impact of any change in the type of
financial information or operating data so provided.
E. Information Format; Incorporation by Reference.
The City information required under this Section shall be filed with the MSRB through
EMMA in such format and accompanied by such identifying information as may be specified from
time to time thereby. Under the current rules of the MSRB, continuing disclosure documents
submitted to EMMA must be in word-searchable portable document format (PDF) files that permit
the document to be saved, viewed, printed, and retransmitted by electronic means and the series of
obligations to which such continuing disclosure documents relate must be identified by CUSIP
number or numbers.
Financial information and operating data to be provided pursuant to this Section may be
set forth in full in one or more documents or may be included by specific reference to any document
(including an official statement or other offering document) available to the public through EMMA
or filed with the SEC.
F. General Policies and Procedures Concerning Compliance with the Rule.
Because the issuance of the Certificates is subject to the provisions of the Rule and because
the potential “underwriters” in a negotiated sale of the Certificates or the initial purchasers in a
competitive sale of the Certificates may be subject to MSRB rules and regulations with respect to
such sale (including certain due diligence and suitability requirements, among others), the Issuer
hereby adopts the General Policies and Procedures Concerning Compliance with the Rule (the
Policies and Procedures), attached hereto as Exhibit E, with which the Issuer shall follow to assure
compliance with the Undertaking. The Issuer has developed these Policies and Procedures for the
purpose of meeting its requirements of the Undertaking and, in connection therewith, has sought
the guidance from its internal staff charged with administering the Issuer’s financial affairs, its
municipal or financial advisors, its legal counsel (including its Bond Counsel), and its independent
accountants (to the extent determined to be necessary or advisable). The Policies and Procedures
can be amended at the sole discretion of the Issuer and any such amendment will not be deemed
to be an amendment to the Undertaking. Each Authorized Representative is hereby authorized to
amend the Policies and Procedures as a result of a change in law, a future issuance of indebtedness
subject to the Rule, or another purpose determined by the Authorized Representative to be
necessary or desirable for or with respect to future compliance with the Undertaking.
82642256.3 -46-
SECTION 45. Book-Entry Only System.
The Certificates shall initially be registered so as to participate in a securities depository
system (the DTC System) with The Depository Trust Company, New York, New York, or any
successor entity thereto (DTC), as set forth herein. Each Stated Maturity of the Certificates shall
be issued (following cancellation of the Initial Certificate described in Section 7) in the form of a
separate single definitive Certificate. Upon issuance, the ownership of each such Certificate shall
be registered in the name of Cede & Co., as the nominee of DTC, and all of the Outstanding
Certificates shall be registered in the name of Cede & Co., as the nominee of DTC. The City and
the Paying Agent/Registrar are authorized to execute, deliver, and take the actions set forth in such
letters to or agreements with DTC as shall be necessary to effectuate the DTC System, including
the Letter of Representations attached hereto as Exhibit D (the Representation Letter).
With respect to the Certificates registered in the name of Cede & Co., as nominee of DTC,
the City and the Paying Agent/Registrar shall have no responsibility or obligation to any
broker-dealer, bank, or other financial institution for which DTC holds the Certificates from time
to time as securities depository (a Depository Participant) or to any person on behalf of whom
such a Depository Participant holds an interest in the Certificates (an Indirect Participant).
Without limiting the immediately preceding sentence, the City and the Paying Agent/Registrar
shall have no responsibility or obligation with respect to (i) the accuracy of the records of DTC,
Cede & Co., or any Depository Participant with respect to any ownership interest in the
Certificates, (ii) the delivery to any Depository Participant or any other person, other than a
registered owner of the Certificates, as shown on the Security Register, of any notice with respect
to the Certificates, including any notice of redemption, or (iii) the delivery to any Depository
Participant or any Indirect Participant or any other Person, other than a Holder of a Certificate, of
any amount with respect to principal of, premium, if any, or interest on the Certificates. While in
the DTC System, no person other than Cede & Co., or any successor thereto, as nominee for DTC,
shall receive a bond certificate evidencing the obligation of the City to make payments of principal,
premium, if any, and interest pursuant to this Ordinance. Upon delivery by DTC to the Paying
Agent/Registrar of written notice to the effect that DTC has determined to substitute a new
nominee in place of Cede & Co., and subject to the provisions in this Ordinance with respect to
interest checks or drafts being mailed to the Holder, the word “Cede & Co.” in this Ordinance shall
refer to such new nominee of DTC.
In the event that (a) the City determines that DTC is incapable of discharging its
responsibilities described herein and in the Representation Letter, (b) the Representation Letter
shall be terminated for any reason, or (c) DTC or the City determines that it is in the best interest
of the beneficial owners of the Certificates that they be able to obtain certificated Certificates, the
City shall notify the Paying Agent/Registrar, DTC, and the Depository Participants of the
availability within a reasonable period of time through DTC of bond certificates, and the
Certificates shall no longer be restricted to being registered in the name of Cede & Co., as nominee
of DTC. At that time, the City may determine that the Certificates shall be registered in the name
of and deposited with a successor depository operating a securities depository system, as may be
acceptable to the City, or such depository’s agent or designee, and if the City and the Paying
Agent/Registrar do not select such alternate securities depository system then the Certificates may
be registered in whatever name or names the Holders of Certificates transferring or exchanging
the Certificates shall designate, in accordance with the provisions hereof.
82642256.3 -47-
Notwithstanding any other provision of this Ordinance to the contrary, so long as any
Certificate is registered in the name of Cede & Co., as nominee of DTC, all payments with respect
to principal of, premium, if any, and interest on such Certificate and all notices with respect to
such Certificate shall be made and given, respectively, in the manner provided in the
Representation Letter.
SECTION 46. Further Procedures. The officers and employees of the City are hereby
authorized, empowered and directed from time to time and at any time to do and perform all such
acts and things and to execute, acknowledge and deliver in the name and under the corporate seal
and on behalf of the City all such instruments, whether or not herein mentioned, as may be
necessary or desirable in order to carry out the terms and provisions of this Ordinance, the initial
sale and delivery of the Certificates, the Paying Agent/Registrar Agreement, the Purchase
Contract, and the Official Statement. In addition, prior to the initial delivery of the Certificates,
the Authorized Representatives and Bond Counsel are hereby authorized and directed to approve
any technical changes or corrections to this Ordinance or to any of the instruments authorized and
approved by this Ordinance and as described in the Official Statement necessary in order to (i)
correct any ambiguity or mistake or properly or more completely document the transactions
contemplated and approved by this Ordinance, (ii) obtain a rating from any of the national bond
rating agencies, or (iii) obtain the approval of the Certificates by the Texas Attorney General’s
office. In case any officer of the City whose signature shall appear on any certificate shall cease
to be such officer before the delivery of such certificate, such signature shall nevertheless be valid
and sufficient for all purposes the same as if such officer had remained in office until such delivery.
SECTION 47. Automatic Budget Amendments to Reflect Final Debt Service Payments.
To the extent that the City Council has adopted an annual budget that includes payment of debt
service on any Certificates issued (or to be issued) pursuant to this Ordinance based on the City’s
reasonable expectations and projections relative to those Certificates, such budget entries shall,
upon the issuance of Certificates, be automatically adjusted to reflect actual debt service payments
on those Certificates coming due during the period of time covered by such budget. Each
Authorized Representative, or the designee thereof, is authorized to make such necessary budget
entries and/or adjustments to reflect these final debt service amounts.
SECTION 48. City’s Consent to Provide Information and Documentation to the Texas
MAC. The Municipal Advisory Council of Texas (the Texas MAC), a non-profit membership
corporation organized exclusively for non-profit purposes described in section 501(c)(6) of the
Internal Revenue Code and which serves as a comprehensive financial information repository
regarding municipal debt issuers in Texas, requires provision of written documentation regarding
the issuance of municipal debt by the issuers thereof. In support of the purpose of the Texas MAC
and in compliance with applicable law, the City hereby consents to and authorizes any Authorized
Representative, the City’s Bond Counsel, and/or the City’s Financial Advisor to provide to the
Texas MAC information and documentation requested by the Texas MAC relating to the
Certificates; provided, however, that no such information and documentation shall be provided
prior to the Closing Date. This consent and authorization relates only to information and
documentation that is a part of the public record concerning the issuance of the Certificates.
SECTION 49. Ancillary Bond Contracts. Though such parties may be identified, and
the entry into a particular form of contract may be authorized herein, pursuant to Chapter 1371,
82642256.3 -48-
and any other applicable law, the Governing Body, hereby delegates to each Authorized
Representative other than the Mayor the authority to independently select the counterparty to any
agreement with any paying agent/registrar, rating agency, securities depository, or any other
contract that is determined by an Authorized Representative (other than the Mayor), the City’s
Financial Advisors, or the City’s Bond Counsel to be necessary or incidental to the issuance of the
Bonds as long as each of such contracts has a value of less than the amount referenced in Section
2252.908 of the Texas Government Code (collectively, the Ancillary Bond Contracts); and, as
necessary, to execute the Ancillary Bond Contracts on behalf and as the act and deed of the City.
As a result of such delegation, the provisions of Section 2252.908, as amended, Texas Government
Code, are not applicable to the Ancillary Bond Contracts pursuant to 1 Texas Administrative Code
Sec. 46.1(c).
SECTION 50. Effective Date. Pursuant to the provisions of Section 1201.028, as
amended, Texas Government Code, this Ordinance shall be effective immediately upon adoption,
notwithstanding any provision in the City’s Home Rule Charter to the contrary concerning a
multiple reading requirement for the adoption of ordinances.
[The remainder of this page intentionally left blank.]
82642256.3 S-1
PASSED AND ADOPTED on the 10th day of August, 2021.
CITY OF CORPUS CHRISTI, TEXAS
____________________________________
Mayor
ATTEST:
____________________________________
City Secretary
APPROVED THIS 10TH DAY OF AUGUST, 2021:
Miles Risley, City Attorney
(CITY SEAL)
82642256.3
THE STATE OF TEXAS §
COUNTY OF NUECES §
I, the undersigned, City Secretary of the City of Corpus Christi, Texas, do hereby certify
that the above and foregoing is a true, full and correct copy of an Ordinance passed by the City
Council of the City of Corpus Christi, Texas (and of the minutes pertaining thereto) on the 10th
day of August, 2021, authorizing the issuance of the City’s Combination Tax and Limited Pledge
Revenue Certificates of Obligation, Series 2021, which ordinance is duly of record in the minutes
of said City Council, and said meeting was open to the public, and public notice of the time, place
and purpose of said meeting was given, all as required by Texas Government Code, Chapter 551.
EXECUTED UNDER MY HAND AND SEAL of said City, this the 10th day of August,
2021.
City Secretary
(CITY SEAL)
82642256.3
The foregoing ordinance was read for the first time and passed to its second reading on this the
27th day of July, 2021, by the following vote:
Paulette Guajardo ____________ John Martinez ___________
Roland Barrera ____________ Ben Molina ____________
Gil Hernandez ____________ Mike Pusley ____________
Michael Hunter ____________ Greg Smith ____________
Billy Lerma ____________
That the foregoing ordinance was read for the second time and passed finally on this the 10 th day
of August, 2021, by the following vote:
Paulette Guajardo ____________ John Martinez ___________
Roland Barrera ____________ Ben Molina ____________
Gil Hernandez ____________ Mike Pusley ____________
Michael Hunter ____________ Greg Smith ____________
Billy Lerma ____________
PASSED AND APPROVED, this the 10th day of August, 2021.
ATTEST:
__________________________________ _____________________________
Rebecca Huerta Paulette M. Guajardo
City Secretary Mayor
82642256.3 Index-1
INDEX OF SCHEDULES AND EXHIBITS
Schedule I – Approval Certificate
Exhibit A – Paying Agent/Registrar Agreement
Exhibit B – Purchase Contract
Exhibit C – Description of Annual Financial Information
Exhibit D – DTC Letter of Representations
Exhibit E – General Policies and Procedures Concerning Compliance With the Rule
[The remainder of this page intentionally left blank.]
82642256.3 A-1
EXHIBIT A
PAYING AGENT/REGISTRAR AGREEMENT
SEE TAB NO. __
82642256.3 B-1
EXHIBIT B
PURCHASE CONTRACT
SEE TAB NO. __
82642256.3 C-1
EXHIBIT C
DESCRIPTION OF ANNUAL FINANCIAL INFORMATION
The following information is referred to in Section 44 of this Ordinance.
Annual Financial Statements and Operating Data
The financial information and operating data with respect to the City to be provided
annually in accordance with such Section are as specified (and included in the Appendix or under
the headings of the Official Statement referred to) below:
(1) The City’s audited financial statements for the most recently concluded fiscal year
or to the extent these audited financial statements are not available, the portions of the unaudited
financial statements of the City appended to the Official Statement as Appendix B, but for the most
recently concluded fiscal year.
(2) [All quantitative financial information and operating data with respect to the City
of the general type included in the Official Statement under Tables numbered 1 through 6 and 8
through 12 (“Financial Information”).]
Accounting Principles
The accounting principles referred to in such Section are generally accepted accounting
principles for governmental units as prescribed by the Government Accounting Standards Board
from time to time.
82642256.3 D-1
EXHIBIT D
DTC LETTER OF REPRESENTATIONS
SEE TAB NO. __
82642256.3 E-1
EXHIBIT E
GENERAL POLICIES AND PROCEDURES
CONCERNING COMPLIANCE WITH THE RULE
I. Capitalized terms used in this Exhibit have the meanings ascribed thereto in Section 44 of
the Ordinance. Certificates refer to the Certificates that are the subject of the Ordinance to which
this Exhibit is attached.
II. As a capital markets participant, the Issuer is aware of its continuing disclosure
requirements and obligations existing under the Rule prior to February 27, 2019, the effective date
of the most recent amendment to the Rule (the Effective Date), and has implemented and
maintained internal policies, processes, and procedures to ensure compliance therewith. Adherence
to these internal policies, processes, and procedures has enabled underwriters in non-exempt
negotiated sales and initial purchasers in non-exempt competitive sales to comply with their
obligations arising under various MSRB rules and regulations concerning due diligence and
findings of suitability, among other matters, regarding the Issuer’s compliance with the Rule.
III. The Issuer is aware that the Rule was amended as of the Effective Date (the Rule
Amendment) and has accommodated this amendment by adding subparagraphs (15) and (16) to
Section 44C of the Ordinance, which provisions are a part of the Undertaking.
IV. The Issuer is aware that “participating underwriters” (as such term is defined in the Rule)
of the Certificates must make inquiry and reasonably believe that the Issuer is likely to comply
with the Undertaking and that the standards for determining compliance have increased over time
as a result of, among others, the United States Securities and Exchange Commission’s
Municipalities Continuing Disclosure Cooperation Initiative and regulatory commentary relating
to the effectiveness of the Rule Amendment.
V. The Issuer now establishes the following general policies and procedures (the Policies and
Procedures) for satisfying its obligations pursuant to the Undertaking, which policies and
procedures have been developed based on the Issuer’s informal policies, procedures, and processes
utilized prior to the Effective Date for compliance with the Issuer’s obligations under the Rule, the
advice from and discussions with the Issuer’s internal senior staff (including staff charged with
administering the Issuer’s financial affairs), its municipal or financial advisors, its legal counsel
(including Bond Counsel), and its independent accountants, to the extent determined to be
necessary or advisable (collectively, the Compliance Team):
1. The Chief Financial Officer (the Compliance Officer) shall be responsible for satisfying
the Issuer’s obligations pursuant to the Undertaking through adherence to these Policies
and Procedures;
2. the Compliance Officer shall establish reminder or “tickler” systems to identify and
timely report to the MSRB, in the format thereby prescribed from time to time, the
Issuer’s information of the type described in Section 44B of the Ordinance;
82642256.3 E-2
3. the Compliance Officer shall promptly determine the occurrence of any of the events
described in Section 44C of the Ordinance;
4. the Compliance Officer shall work with external consultants of the Issuer, as and to the
extent necessary, to timely prepare and file with the MSRB the annual information of the
Issuer and notice of the occurrence of any of the events referenced in Clauses 2 and 3
above, respectively, the foregoing being required to satisfy the terms of the Undertaking;
5. the Compliance Officer shall establish a system for identifying and monitoring any
Financial Obligations, whether now existing or hereafter entered into by the Issuer, and
(upon identification) determining if such Financial Obligation has the potential to
materially impact the security or source of repayment of the Certificates;
6. upon identification of any Financial Obligation meeting the materiality standard
identified in Clause 5 above, the Compliance Officer shall establish a process for
identifying and monitoring any Issuer agreement to covenants, events of default,
remedies, priority rights, or other similar terms under such Financial Obligation;
7. the Compliance Officer shall establish a process for identifying the occurrence of any
default, event of acceleration, termination event, modification of terms, or other similar
events under the terms of any Financial Obligation, the occurrence of any of which reflect
financial difficulties of the Issuer; and
8. the Compliance Officer shall annually review these Policies and Procedures with the
remainder of the Compliance Team, make any modifications on an internal document
retained by the Compliance Officer and available to any “participating underwriter” (as
defined in the Rule), if requested, and on the basis of this annual review (to the extent
determined to be necessary or desirable), seek additional training for herself or himself,
as well as other members of the Issuer’s internal staff identified by the Compliance
Officer to assist with the Issuer’s satisfaction of the terms and provisions of the
Undertaking.
CITY OF CORPUS CHRISTI
FY 2021 CERTIFICATES OF OBLIGATION
City Hall First Floor Renovation 125,000$
City Hall 6th Floor Conference Room 480,000$
City Hall Fencing and Gates 135,000$
Various Facility Improvements 2,000,000$
Museum of Science and History Cooling and Heating 1,342,440$
Cefe Valenzuela Landfill Sector 2C Cell Development 517,000$
Cefe Valenzuela Gas Collection & Control System 315,000$
Cefe Valenzuela Landfill Road Improvements 2,000,000$
JC Elliott Landfill Road Improvements 1,100,000$
Solid Waste Facility Complex 2,516,500$
Police Substation - Flour Bluff 1,200,000$
Total for Projects in Capital Budget 11,730,940$
Additional needs for Certificates of Obligation:
Addiitonal Facility Improvements 3,000,000$
Golf Course Improvements 2,300,000$
Veteran's Memorial 125,000$
City Hall Elevators 1,250,000$
Total for Additional Projects 6,675,000$
TOTAL FY2021 CERTIFICATES OF OBLIGATION 18,405,940$
AGENDA MEMORANDUM
First Reading for the City Council Meeting of July 27, 2021
Second Reading for the City Council Meeting of August 10, 2021
______________________________________________________________________
DATE: July 17, 2021
TO: Peter Zanoni, City Manager
FROM: Heather Hurlbert, CPA, Director of Finance and Business Analysis
HeatherH3@cctexas.com
(361) 826-3227
CAPTION:
Ordinance authorizing the delegation of the issuance of City of Corpus Christi General
Improvement Refunding Bonds, Series 2021, refunding various series in an amount not to exceed
$60,000,000, within set parameters and according to the plan of finance set by the City’s financial
advisors to the City Manager, Chief Financial Officer, or Finance Director and authorizing other
matters incident and related thereto.
SUMMARY:
The City plans on issuing for savings General Improvement Refunding Bonds in an amount not
to exceed $60,000,000. The amount of bond issuance included in the ordinance includes
estimated costs of issuance and accounts for any fluctuations in the bond market at the time of
pricing. The ordinance delegates the authority to issue the bonds to the City Manager, Chief
Financial Officer, or the Director of Finance and Business Analysis per the plan of finance set by
the City’s financial advisors and within the parameters set forth in the ordinance for net present
value savings and true interest rate.
BACKGROUND AND FINDINGS:
Because of the fluctuating conditions in the municipal bond market and to ensure that all legal
documents are executed on a timely basis, our financial advisor has recommended that the City
Council delegate to the City Manager, Chief Financial Officer, and the Director of Financial
Business Analysis - including any person serving in any of the foregoing capacities on an interim
or non-permanent basis (the “Authorized Officials”), the authority to approve the sale of the bonds
subject to the following parameters: (1) the principal amount in total of all bonds sold may not
exceed $60,000,000; (2) the refunding will result in a net present value savings of at least 3%;
and (3) the true interest rate shall not exceed 5% per year. The City's bond counsel has confirmed
that the City can delegate the sale of the bonds to the Delegated Officials in the manner outlined
above pursuant to the authority contained in Chapter 1371, as amended, of the Texas
Government Code.
Delegating the Authorization for the Issuance of Refunding Bonds
The City’s Financial Advisor, Estrada Hinojosa, has identified several bonds series that are
eligible for refunding at this time. Due to the current instability in the market, a decision has not
been made as to which of the identified series will be refunded or if the refunded bonds will be
taxable or tax-exempt, but the amount including issuance costs will not exceed $60,000,000. To
move forward with refunding a series, the refunding must result in a net present value savings of
at least 3%. If all identified series are refunded, assuming market conditions earlier in the year,
the projected annual savings for the General Fund, Airport and Convention Center could be up to
approximately $400,000 over the remaining life of the bonds. The average remaining life of the
identified series is 3.6 years with an estimated net present value savings of 4.96%.
This is the first step in the process of issuing refunding bonds. The City will meet with the rating
agencies in late July followed by issuing of the preliminary official statement in early August, and
then the sale of the bonds in August or September. City Council will be updated with the final
results of the issuance at completion. A complete timeline is shown below:
Date Event
Week of July 26th Calls with rating agencies
August 10, 2021 Adopt delegation ordinance
August 18, 2021 Due diligence calls
August 19, 2021 Posting of Preliminary Official Statement
August 31, 2021 Pricing and sale of bonds
September 22, 2021 Close on financing
ALTERNATIVES:
n/a
FISCAL IMPACT:
The fiscal impact of this ordinance is that it will generate up to $400,000, or a 4.96% net present
value savings over the remaining life of the bonds.
COMMENTS:
None
RECOMMENDATION:
Staff recommends approval of the ordinance as presented.
LIST OF SUPPORTING DOCUMENTS:
Ordinance
82642268.2
ORDINANCE NO.
AN ORDINANCE BY THE CITY COUNCIL OF THE CITY OF CORPUS
CHRISTI, TEXAS AUTHORIZING THE ISSUANCE OF ITS GENERAL
IMPROVEMENT REFUNDING BONDS IN ONE OR MORE SERIES (AS
DESIGNATED BY PURPOSE AND SERIES); LEVYING A CONTINUING
DIRECT ANNUAL AD VALOREM TAX FOR THE PAYMENT OF THE
BONDS; PRESCRIBING THE FORM, TERMS, CONDITIONS, AND
RESOLVING OTHER MATTERS INCIDENT AND RELATED TO THE
ISSUANCE, SALE, AND DELIVERY OF ONE OR MORE SERIES OF
BONDS, INCLUDING THE APPROVAL AND DISTRIBUTION OF ONE
OR MORE OFFICIAL STATEMENTS PERTAINING THERETO;
AUTHORIZING THE EXECUTION OF ONE OR MORE ESCROW
AGREEMENTS, PAYING AGENT/REGISTRAR AGREEMENTS AND
PURCHASE CONTRACTS EACH PERTAINING TO A SERIES OF
BONDS; COMPLYING WITH THE PROVISIONS OF THE DEPOSITORY
TRUST COMPANY’S LETTER OF REPRESENTATIONS; DELEGATING
THE AUTHORITY TO CERTAIN CITY OFFICIALS AND STAFF TO
APPROVE AND EXECUTE CERTAIN DOCUMENTS RELATING TO
THE SALE OF EACH SERIES OF BONDS; ENACTING OTHER
PROVISIONS INCIDENT AND RELATED TO THE SUBJECT AND
PURPOSE OF THIS ORDINANCE; AND PROVIDING FOR AN
EFFECTIVE DATE
WHEREAS, the City Council (the Governing Body) of the City of Corpus Christi, Texas
(the Issuer or the City) has heretofore issued, sold, and delivered, and there are currently
outstanding (i) obligations in the aggregate original principal amount of $____________, being
the obligations set forth on Schedule I hereto which is incorporated by reference for all purposes
to this ordinance (the Refunded Obligations); and
WHEREAS, pursuant to the provisions of Chapter 1207, as amended, Texas Government
Code (Chapter 1207), the Governing Body is authorized to issue refunding bonds and deposit the
proceeds of sale under an escrow agreement to provide for the payment of the Refunded
Obligations, and such deposit, when made in accordance with Chapter 1207, shall constitute the
making of firm banking and financial arrangements for the discharge and final payment of the
Refunded Obligations; and
WHEREAS, Chapter 1207 permits that the deposit of the proceeds from the sale of the
refunding bonds be deposited directly with any designated escrow agent which is not the
depository bank of the Issuer; and
WHEREAS, when firm banking arrangements have been made for the payment of principal
of and interest to the stated maturity or redemption dates of the Refunded Obligations, then the
Refunded Obligations shall no longer be regarded as outstanding except for the purpose of
receiving payment from the funds provided for such purpose and may not be included in or
considered to be an indebtedness of the Issuer for the purpose of a limitation on outstanding
indebtedness or taxation or for any other purpose; and
82642268.2 -2-
WHEREAS, [BOKF, NA, Dallas, Texas / The Bank of New York Mellon Trust Company,
N.A., Dallas, Texas], currently serves as the paying agent for the Refunded Obligations as
disclosed on Schedule I hereto; and
WHEREAS, [The Bank of New York Mellon Trust Company, N.A., Dallas, Texas] (which
is not the depository bank of the City), is hereby appointed as the Escrow Agent (hereinafter
defined) and as the Paying Agent/Registrar (hereafter defined) for the bonds; and
WHEREAS, the Governing Body also hereby finds and determines that the Refunded
Obligations are scheduled to mature or are subject to being redeemed, not more than twenty (20)
years from the date of the refunding bonds herein authorized and being issued to realize debt
service savings, and such refunding will result in a gross savings of $__________ and a net present
value savings of $____________ (__________%); and
WHEREAS, the Governing Body hereby finds and determines that, pursuant to applicable
Texas law, the delegation to a Pricing Officer with the authority to execute an Approval Certificate
(a form of which is attached hereto as Schedule II) to approve the final terms of each series of
Bonds as set forth in respective Approval Certificate is in the best interest of the City; and
WHEREAS, the Governing Body has determined that the issuance of general improvement
bonds is in the best interest of the City and its residents; now, therefore,
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI
THAT:
SECTION 1: Authorization – Designation – Principal Amount – Purpose. General
improvement refunding bonds of the Issuer shall be and are hereby authorized to be issued in the
aggregate principal amount of _____________________________________________ AND
NO/100 DOLLARS ($__________) to be designated and bear the title “CITY OF CORPUS
CHRISTI, TEXAS GENERAL IMPROVEMENT REFUNDING BONDS, SERIES 2021” (the
Bonds), for the purpose of (i) accomplishing the refunding of the Refunded Obligations; and
(ii) paying the costs of issuing the Bonds, in conformity with the laws of the State of Texas,
particularly Chapters 1207 and 1371, as amended, Texas Government Code, the Home Rule
Charter of the Issuer, and this ordinance (the Ordinance) adopted by the Governing Body on
August 10, 2021.
As authorized by Chapter 1207 and Chapter 1371, as amended, Texas Government Code
(Chapter 1371), each Pricing Officer (defined herein) is hereby authorized, appointed, and
designated as the officers of the Issuer authorized to act on behalf of the Issuer in selling and
delivering one or more series of general improvement refunding bonds as authorized herein and
carrying out the procedures specified in this Ordinance, including approval of the following terms
and provisions for each series of general improvement refunding bonds:
A. the identification and selection from the Refunding Candidates (defined herein) of
those Issuer obligations to be included as the Refunded Obligations refunded with the proceeds of
such series of bonds;
82642268.2 -3-
B. the style of each series of bonds, which style indicates (with respect to each series
of bonds) the use of proceeds thereof, calendar year of issuance, and (if necessary or desired) a
letter or other sequential identification indicating that multiple series of bonds of the same or
similar type have been or will be issued hereunder during a particular calendar year;
C. the aggregate principal amount of each series of bonds, as well as the principal
amount of each stated maturity within a series of bonds;
D. the rate of interest to be borne on the principal amount of each stated maturity
within a series of bonds and the interest payment dates for such series of bonds;
E. the Bond Date for each series of bonds;
F. whether such series of bonds is sold pursuant to a competitive, negotiated, or private
placement sale based upon the advice of the Issuer’s financial advisor;
G. the optional, extraordinary optional, and mandatory redemption provisions
applicable, if at all, to each series of bonds;
H. whether or not to issue such series of bonds on a taxable or tax-exempt basis and,
if on a tax-exempt basis, subject to market conditions at the time of pricing and sale of such series
of bonds;
I. the pricing of each series of bonds, including use of premium, discount,
underwriters’ compensation, and costs of issuance; and
J. approval, replacement, or confirmation, as applicable, of the underwriting
syndicate of the applicable series of bonds, to consist of one (1) or more financial institutions
included in the Issuer’s approved underwriters pool, and the establishment or confirmation, as
applicable, of the respective roles of the members of such syndicate, which approval, replacement,
and establishment (if any) shall supersede prior action or actions of the Governing Body
concerning the same.
The Bonds shall be issued within the following parameters:
A. the principal amount of the Bonds issued hereunder shall not exceed $60,000,000;
B. the maximum maturity of any series of Bonds shall not occur later than March 1,
2030;
C. the true interest cost on each series of Bonds shall not exceed a rate greater than
5.0% per annum;
D. the refunding of the Refunded Obligations by the Bonds shall produce net present
value savings, determined on a comparative basis to the prior debt service on Refunded Obligations
then being refunded by the Bonds, of at least 3.0%; and
82642268.2 -4-
E. the final series of Bonds hereunder issued shall be sold on or before August 10,
2022 (though the initial delivery of a particular series of Bonds may occur within a reasonable
period of time occurring thereafter, as determined by a Pricing Officer).
Any Pricing Officer, acting for and on behalf of the Issuer, is authorized, with respect to a
series of bonds, to complete and execute an Approval Certificate, in substantially the form attached
hereto as Schedule II. The execution of the Approval Certificate shall evidence the sale date of
each series of Bonds by the Issuer to the initial purchasers thereof in accordance with the provisions
of Chapter 1207 and Chapter 1371 and as set forth in Schedule II. Upon execution of an Approval
Certificate, Bond Counsel is authorized to complete a copy of this Ordinance as evidence of the
issuance of a series of Bonds pursuant to the delegated authority granted hereunder and to reflect
such final terms for such series of Bonds, which includes (A) completion of the preamble to this
Ordinance, included deletion of those recitals that are not applicable to the particular series of
Bonds then being issued, (B) selection of the appropriate terms to reflect the final transaction
structure and terms of sale evidenced in an applicable Approval Certificate, (C) if applicable,
completion of Schedule I with those Refunding Candidates selected as Refunded Obligations to
be refunded with the proceeds a particular series of Bonds, and (D) such other necessary technical
modifications to this Ordinance (including the renumbering of sections hereof) to accommodate
all other terms and provisions of this Section 1. In addition to the foregoing, each Pricing Officer
is authorized to execute, as the act and deed of the Issuer and on behalf of the Governing Body,
any and all contracts, agreements, letters, and certificates, relative to any series of Bonds that may
be required by this Ordinance, as supplemented in the manner described above, or determined to
be necessary or advisable in connection with an issuance of Bonds hereunder. It is further
provided, however, that notwithstanding the foregoing provisions, the Bonds shall not be delivered
unless prior to delivery, the Bonds have been rated by a nationally recognized rating agency for
municipal securities in one (1) of the four (4) highest rating categories for long term obligations,
as required by Chapter 1371.
SECTION 2: Fully Registered Obligations – Authorized Denominations – Stated
Maturities – Interest Rates – Bond Date. The Bonds are issuable in fully registered form only,
shall be dated _________ __, 2021 (the Bond Date), shall be issued in denominations of $5,000 or
any integral multiple thereof (within a Stated Maturity), and shall be lettered “R” and numbered
consecutively from One (1) upward. The Bonds shall become due and payable on March 1 in each
of the years and in the amounts and bear interest at the rates per annum, in accordance with the
following schedule:
Year of
Stated Maturity
Principal
Amount ($)
Interest
Rate (%)
82642268.2 -5-
Year of
Stated Maturity
Principal
Amount ($)
Interest
Rate (%)
The Bonds shall bear interest on the unpaid principal amounts from the [Bond Date/Closing
Date (anticipated to occur on or about ________ __, 2021)], or from the most recent Interest
Payment Date (hereinafter defined) to which interest has been paid or duly provided for, to Stated
Maturity or prior redemption, while Outstanding, at the rates per annum shown in the above
schedule (calculated on the basis of a 360-day year of twelve 30-day months). Interest on the
Bonds shall be payable on March 1 and September 1 in each year (each, an Interest Payment Date),
commencing [March/September] 1, 20__, while the Bonds are Outstanding.
SECTION 3: Payment of Bonds – Paying Agent/Registrar. The principal of, premium, if
any, and the interest on the Bonds, due and payable by reason of Stated Maturity, redemption, or
otherwise, shall be payable to the Holder (hereinafter defined), appearing on the registration and
transfer books maintained by the Paying Agent/Registrar (hereinafter defined), in any coin or
currency of the United States of America which at the time of payment is legal tender for the
payment of public and private debts, and such payment of principal of, premium, if any, and
interest on the Bonds shall be without exchange or collection charges to the Holder of the Bonds.
The selection and appointment of [The Bank of New York Mellon Trust Company, N.A.,
Dallas, Texas], to serve as the initial Paying Agent/Registrar (the Paying Agent/Registrar) for the
Bonds is hereby approved and confirmed, and the Issuer agrees and covenants to cause to be kept
and maintained at the corporate trust office of the Paying Agent/Registrar books and records (the
Security Register) for the registration, payment, and transfer of the Bonds, all as provided herein,
in accordance with the terms and provisions of a Paying Agent/Registrar Agreement, attached
hereto in substantially final form as Exhibit A, and such reasonable rules and regulations as the
Paying Agent/Registrar and the Issuer may prescribe. The Issuer covenants to maintain and
provide a Paying Agent/Registrar at all times while the Bonds are Outstanding, and any successor
Paying Agent/Registrar shall be (i) a national or state banking institution, or (ii) an association or
a corporation organized and doing business under the laws of the United States of America or of
any state, authorized under such laws to exercise trust powers. Such Paying Agent/Registrar shall
be subject to supervision or examination by federal or state authority and shall be authorized by
law to serve as a Paying Agent/Registrar.
82642268.2 -6-
The Issuer reserves the right to appoint a successor Paying Agent/Registrar upon providing
the previous Paying Agent/Registrar with a certified copy of a resolution or ordinance terminating
such agency. Additionally, the Issuer agrees to promptly cause a written notice of this substitution
to be sent to each Holder of the Bonds by United States mail, first-class postage prepaid, which
notice shall also give the address of the corporate office of the successor Paying Agent/Registrar.
Principal of, premium, if any, and interest on the Bonds, due and payable by reason of
Stated Maturity, redemption, or otherwise, shall be payable only to the registered owner of the
Bonds (the Holder or Holders) appearing on the Security Register maintained on behalf of the
Issuer by the Paying Agent/Registrar as hereinafter provided (i) on the Record Date (hereinafter
defined) for purposes of paying interest thereon, (ii) on the date of surrender of the Bonds for
purposes of receiving payment of principal thereof upon redemption of the Bonds or at the Bonds’
Stated Maturity, and (iii) on any other date for any other purpose. The Issuer and the Paying
Agent/Registrar, and any agent of either, shall treat the Holder as the owner of a Bond for purposes
of receiving payment and all other purposes whatsoever, and neither the Issuer nor the Paying
Agent/Registrar, or any agent of either, shall be affected by notice to the contrary.
Principal of and premium, if any, on the Bonds, shall be payable only upon presentation
and surrender of the Bonds to the Paying Agent/Registrar at its corporate trust office. Interest on
the Bonds shall be paid to the Holder whose name appears in the Security Register at the close of
business on the fifteenth (15th) day of the month next preceding the Interest Payment Date for the
Bonds (the Record Date) and shall be paid (i) by check sent on or prior to the appropriate date of
payment by United States mail, first-class postage prepaid, by the Paying Agent/Registrar, to the
address of the Holder appearing in the Security Register, or (ii) by such other method, acceptable
to the Paying Agent/Registrar, requested in writing by the Holder at the Holder’s risk and expense.
If the date for the payment of the principal of, premium, if any, or interest on the Bonds
shall be a Saturday, a Sunday, a legal holiday, or a day on which banking institutions in the city
where the corporate trust office of the Paying Agent/Registrar is located are authorized by law or
executive order to close, then the date for such payment shall be the next succeeding day which is
not such a day. The payment on such date shall have the same force and effect as if made on the
original date any such payment on the Bonds was due.
In the event of a non-payment of interest on a scheduled Interest Payment Date, and for
thirty (30) days thereafter, a new record date for such interest payment (a Special Record Date)
will be established by the Paying Agent/Registrar, if and when funds for the payment of such
interest have been received from the Issuer. Notice of the Special Record Date and of the
scheduled payment date of the past due interest (the Special Payment Date--which shall be
fifteen (15) days after the Special Record Date) shall be sent at least five (5) business days prior
to the Special Record Date by United States mail, first-class postage prepaid, to the address of each
Holder appearing on the Security Register at the close of business on the last business day next
preceding the date of mailing of such notice.
SECTION 4: Redemption.
A. Mandatory Redemption of Term Bonds. The Bonds stated to mature on March 1,
20__ and March 1, 20__ are referred to herein as the “Term Bonds”. The Term Bonds are subject
82642268.2 -7-
to mandatory sinking fund redemption prior to their stated maturities from money required to be
deposited in the Bond Fund for such purpose and shall be redeemed in part, by lot or other
customary method, at the principal amount thereof plus accrued interest to the date of redemption
in the following principal amounts on March 1 in each of the years as set forth below:
Term Bonds
Stated to Mature
on March 1, 20__
Term Bonds
Stated to Mature
on March 1, 20__
Year
Principal
Amount ($) Year
Principal
Amount ($)
20__ 20__
20__ 20__
20__ 20__
*Payable at Stated Maturity
The principal amount of a Term Bond required to be redeemed pursuant to the operation
of such mandatory redemption provisions shall be reduced, at the option of the Issuer, by the
principal amount of any Term Bonds of such Stated Maturity which, at least 50 days prior to the
mandatory redemption date (1) shall have been defeased or acquired by the Issuer and delivered
to the Paying Agent/Registrar for cancellation (2) shall have been purchased and canceled by the
Paying Agent/Registrar at the request of the Issuer with money in the Bond Fund, or (3) shall have
been redeemed pursuant to the optional redemption provisions set forth below and not theretofore
credited against a mandatory redemption requirement.
B. Optional Redemption of Bonds. The Bonds having Stated Maturities on and after
March 1, 20__ shall be subject to redemption prior to Stated Maturity, at the option of the Issuer,
on March 1, 20__ or on any date thereafter, in whole or in part, in principal amounts of $5,000 or
any integral multiple thereof (and if within a Stated Maturity selected at random and by lot by the
Paying Agent/Registrar) at the redemption price of par plus accrued interest to the date of
redemption.
C. Exercise of Redemption Option. At least forty-five (45) days prior to a date set for
the redemption of the Bonds (unless a shorter notification period shall be satisfactory to the Paying
Agent/Registrar), the Issuer shall notify the Paying Agent/Registrar of its decision to exercise the
right to redeem the Bonds, the principal amount of each Stated Maturity to be redeemed, and the
date set for the redemption thereof. The decision of the Issuer to exercise the right to redeem the
Bonds shall be entered in the minutes of the governing body of the Issuer.
D. Selection of Bonds for Redemption. If less than all Outstanding Bonds of the same
Stated Maturity are to be redeemed on a redemption date, the Paying Agent/Registrar shall select
at random and by lot the Bonds to be redeemed, provided that if less than the entire principal
amount of a Bond is to be redeemed, the Paying Agent/Registrar shall treat such Bond then subject
82642268.2 -8-
to redemption as representing the number of Bonds Outstanding which is obtained by dividing the
principal amount of such Bond by $5,000.
E. Notice of Redemption. Not less than thirty (30) days prior to a redemption date for
the Bonds, the Paying Agent/Registrar shall cause a notice of redemption to be sent by United
States mail, first-class postage prepaid, in the name of the Issuer and at the Issuer’s expense, to
each Holder of a Bond to be redeemed in whole or in part at the address of the Holder appearing
on the Security Register at the close of business on the business day next preceding the date of
mailing such notice, and any notice of redemption so mailed shall be conclusively presumed to
have been duly given irrespective of whether received by the Holder. This notice may also be
published once in a financial publication, journal, or reporter of general circulation among
securities dealers in the City of New York, New York (including, but not limited to, The Bond
Buyer and The Wall Street Journal), or in the State of Texas (including, but not limited to, The
Texas Bond Reporter).
All notices of redemption shall (i) specify the date of redemption for the Bonds, (ii) identify
the Bonds to be redeemed and, in the case of a portion of the principal amount to be redeemed, the
principal amount thereof to be redeemed, (iii) state the redemption price, (iv) state that the Bonds,
or the portion of the principal amount thereof to be redeemed, shall become due and payable on
the redemption date specified, and the interest thereon, or on the portion of the principal amount
thereof to be redeemed, shall cease to accrue from and after the redemption date, and (v) specify
that payment of the redemption price for the Bonds, or the principal amount thereof to be
redeemed, shall be made at the corporate trust office of the Paying Agent/Registrar only upon
presentation and surrender thereof by the Holder.
If a Bond is subject by its terms to redemption and has been called for redemption and
notice of redemption thereof has been duly given or waived as hereinabove provided, such Bond
(or the principal amount thereof to be redeemed) so called for redemption shall become due and
payable, and if money sufficient for the payment of such Bonds (or of the principal amount thereof
to be redeemed) at the then applicable redemption price is held for the purpose of such payment
by the Paying Agent/Registrar, then on the redemption date designated in such notice, interest on
the Bonds (or the principal amount thereof to be redeemed) called for redemption shall cease to
accrue, and such Bonds shall not be deemed to be Outstanding.
F. Transfer/Exchange of Bonds. Neither the Issuer nor the Paying Agent/Registrar
shall be required (i) to transfer or exchange any Bond during a period beginning forty-five (45)
days prior to the date fixed for redemption of the Bonds, or (ii) to transfer or exchange any Bond
selected for redemption; provided, however, such limitation of transfer shall not be applicable to
an exchange by the Holder of the unredeemed balance of a Bond which is subject to redemption
in part.
SECTION 5: Execution – Registration. The Bonds shall be executed on behalf of the
Issuer by its Mayor under the seal of the Issuer reproduced or impressed thereon and attested by
its City Secretary. The signature of either of said officers on the Bonds may be manual or
facsimile. Bonds bearing the manual or facsimile signatures of individuals who were, at the time
of the Bond Date, the proper officers of the Issuer shall bind the Issuer, notwithstanding that such
individuals or either of them shall cease to hold such offices prior to the delivery of the Bonds to
82642268.2 -9-
the Purchasers, all as authorized and provided in Chapter 1201, as amended, Texas Government
Code.
No Bond shall be entitled to any right or benefit under this Ordinance, or be valid or
obligatory for any purpose, unless there appears on such Bond either a certificate of registration
substantially in the form provided in Section 8C, executed by the Comptroller of Public Accounts
of the State of Texas or his duly authorized agent by manual signature, or a certificate of
registration substantially in the form provided in Section 8D, executed by the Paying
Agent/Registrar by manual signature, and either such certificate upon any Bond shall be conclusive
evidence, and the only evidence, that such Bond has been duly certified or registered and delivered.
SECTION 6: Registration – Transfer – Exchange of Bonds – Predecessor Bonds. A
Security Register relating to the registration, payment, transfer, or exchange of the Bonds shall at
all times be kept and maintained by the Issuer at the corporate trust office of the Paying
Agent/Registrar, and the Paying Agent/Registrar shall obtain, record, and maintain in the Security
Register the name and address of each Holder of the Bonds issued under and pursuant to the
provisions of this Ordinance. Any Bond may, in accordance with its terms and the terms hereof,
be transferred or exchanged for Bonds of other authorized denominations upon the Security
Register by the Holder, in person or by his duly authorized agent, upon surrender of such Bond to
the Paying Agent/Registrar for cancellation, accompanied by a written instrument of transfer or
request for exchange duly executed by the Holder or by his duly authorized agent, in form
satisfactory to the Paying Agent/Registrar.
Upon surrender for transfer of any Bond at the corporate trust office of the Paying
Agent/Registrar, the Paying Agent/Registrar shall register and deliver, in the name of the
designated transferee or transferees, one or more new Bonds executed on behalf of, and furnished
by, the Issuer of authorized denominations and having the same Stated Maturity and of a like
interest rate and aggregate principal amount as the Bond or Bonds surrendered for transfer.
At the option of the Holder, Bonds may be exchanged for other Bonds of authorized
denominations and having the same Stated Maturity, bearing the same rate of interest, and of like
aggregate principal amount as the Bonds surrendered for exchange, upon surrender of the Bonds
to be exchanged at the corporate trust office of the Paying Agent/Registrar. Whenever any Bonds
are so surrendered for exchange, the Issuer shall execute and the Paying Agent/Registrar shall
register and deliver new Bonds executed on behalf of, and furnished by, the Issuer to the Holder
requesting the exchange.
All Bonds issued upon any transfer or exchange of Bonds shall be delivered at the corporate
trust office of the Paying Agent/Registrar, or be sent by United States registered mail to the Holder
at his request, risk, and expense and, upon the delivery thereof, the same shall be the valid and
binding obligations of the Issuer, evidencing the same obligation to pay, and entitled to the same
benefits under this Ordinance, as the Bonds surrendered upon such transfer or exchange.
All transfers or exchanges of Bonds pursuant to this Section shall be made without expense
or service charge to the Holder, except as otherwise herein provided, and except that the Paying
Agent/Registrar shall require payment by the Holder requesting such transfer or exchange of any
tax or other governmental charges required to be paid with respect to such transfer or exchange.
82642268.2 -10-
Bonds canceled by reason of an exchange or transfer pursuant to the provisions hereof are
hereby defined to be “Predecessor Bonds”, evidencing all or a portion, as the case may be, of the
same debt evidenced by the new Bond or Bonds registered and delivered in the exchange or
transfer therefor. Additionally, the term Predecessor Bonds shall include any Bond registered and
delivered pursuant to Section 16 in lieu of a mutilated, lost, destroyed, or stolen Bond which shall
be deemed to evidence the same obligation as the mutilated, lost, destroyed, or stolen Bond.
SECTION 7: Initial Bond. The Bonds herein authorized shall be issued initially either
(i) as a fully registered Bond in the total principal amount of $________ with principal installments
to become due and payable as provided in Section 2 and numbered T-1, or (ii) as one (1) fully
registered Bond for each year of Stated Maturity in the applicable principal amount, interest rate,
and denomination and to be numbered consecutively from T-1 and upward (the Initial Bond) and,
in either case, the Initial Bond shall be registered in the name of the Purchasers or the designee
thereof. The Initial Bond shall be the Bond submitted to the Office of the Attorney General of the
State of Texas for approval and certified and registered by the Office of the Comptroller of Public
Accounts of the State of Texas. At any time after the delivery of the Initial Bond to the Purchasers,
the Paying Agent/Registrar, upon written instructions from the Purchasers, or his or their designee,
shall cancel the Initial Bond delivered hereunder and exchange therefor definitive Bonds of
authorized denominations, Stated Maturities, principal amounts, and bearing applicable interest
rates, and shall be lettered “R” and numbered consecutively from one (1) upward, for transfer and
delivery to the Holders named and at the addresses identified therefor; all pursuant to and in
accordance with and pursuant to such written instructions from the Purchasers, or the designee
thereof, and such other information and documentation as the Paying Agent/Registrar may
reasonably require.
SECTION 8: Forms.
A. Forms Generally. The Bonds, the Registration Certificate of the Comptroller of
Public Accounts of the State of Texas, the Registration Certificate of Paying Agent/Registrar, and
the form of Assignment to be printed on each of the Bonds shall be substantially in the forms set
forth in this Section with such appropriate insertions, omissions, substitutions, and other variations
as are permitted or required by this Ordinance and may have such letters, numbers, or other marks
of identification (including identifying numbers and letters of the Committee on Uniform
Securities Identification Procedures of the American Bankers Association) and such legends and
endorsements (including insurance legends and any reproduction of an opinion of Bond Counsel)
thereon as may, consistent herewith, be established by the Issuer or determined by the officers
executing the Bonds as evidenced by their execution thereof. Any portion of the text of any Bond
may be set forth on the reverse thereof, with an appropriate reference thereto on the face of the
Bond.
The definitive Bonds shall be printed, lithographed, or engraved or produced in any other
similar manner, all as determined by the officers executing the Bonds as evidenced by their
execution thereof, but the Initial Bond submitted to the Attorney General of the State of Texas may
be typewritten or photocopied or otherwise reproduced.
82642268.2 -11-
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82642268.2 -12-
B. Form of Definitive Bond.
REGISTERED
REGISTERED PRINCIPAL AMOUNT
NO. __________ $
UNITED STATES OF AMERICA
STATE OF TEXAS
COUNTIES OF NUECES, ARANSAS, KLEBERG, AND SAN PATRICIO
CITY OF CORPUS CHRISTI, TEXAS
GENERAL IMPROVEMENT REFUNDING BOND, SERIES 2021
Bond Date: Interest Rate: Stated Maturity: CUSIP No.:
______ __, 2021
REGISTERED OWNER: _________________________________________________________
PRINCIPAL AMOUNT: _______________________________________________ DOLLARS
The City of Corpus Christi, Texas (the Issuer), a body corporate and municipal corporation
located primarily in the Counties of Nueces, Aransas, Kleberg, and San Patricio, State of Texas,
for value received, acknowledges itself indebted to and hereby promises to pay to the order of the
Registered Owner named above or the registered assigns thereof, on the Stated Maturity date
specified above, the Principal Amount stated above (or so much thereof as shall not have been paid
upon prior redemption) and to pay interest on the unpaid Principal Amount hereof (computed on
the basis of a 360-day year of twelve 30-day months) from the [Bond Date/Closing Date
(anticipated to occur on or about ________ __, 2021)], or from the most recent Interest Payment
Date (hereinafter defined) to which interest has been paid or duly provided for, to the earlier of
redemption or Stated Maturity, at the per annum rate specified above; such interest being payable
on March 1 and September 1 of each year (each, an Interest Payment Date), commencing
[March/September] 1, 20__.
Principal and premium, if any, of this Bond shall be payable to the Registered Owner hereof
(the Holder), upon presentation and surrender, at the corporate trust office of the Paying
Agent/Registrar executing the registration certificate appearing hereon, or its successor. Interest
shall be payable to the Holder of this Bond (or one or more Predecessor Bonds, as defined in the
Ordinance hereinafter referenced) whose name appears on the Security Register maintained by the
Paying Agent/Registrar at the close of business on the Record Date, which is the fifteenth (15th)
day of the month next preceding the Interest Payment Date. All payments of principal of,
premium, if any, and interest on this Bond shall be in any coin or currency of the United States of
America which at the time of payment is legal tender for the payment of public and private debts.
Interest shall be paid by the Paying Agent/Registrar by check sent on or prior to the appropriate
date of payment by United States mail, first-class postage prepaid, to the Holder hereof at the
address appearing in the Security Register or by such other method, acceptable to the Paying
Agent/Registrar, requested by the Holder hereof at the Holder’s risk and expense.
82642268.2 -13-
This Bond is one of the series specified in its title issued in the aggregate principal amount
of $_________ (the Bonds) pursuant to an ordinance adopted by the Governing Body of the Issuer
(the Ordinance), for the purpose of (i) accomplishing the refunding of the Refunded Obligations;
and (ii) paying the costs of issuing the Bonds, under and in strict conformity with the laws of the
State of Texas, particularly Chapters 1207 and 1371, as amended, Texas Government Code, the
Home Rule Charter of the Issuer, and the Ordinance.
As specified in the Ordinance, the Bonds stated to mature on March 1, 20__ and March 1,
20__ are referred to herein as the “Term Bonds”. The Term Bonds are subject to mandatory
sinking fund redemption prior to their stated maturities from money required to be deposited in
the Bond Fund for such purpose and shall be redeemed in part, by lot or other customary method,
at the principal amount thereof plus accrued interest to the date of redemption in the following
principal amounts on March 1 in each of the years as set forth below:
Term Bonds
Stated to Mature
on March 1, 20__
Term Bonds
Stated to Mature
on March 1, 20__
Year
Principal
Amount ($) Year
Principal
Amount ($)
20__ 20__
20__ 20__
20__ 20__
*Payable at Stated Maturity
The principal amount of a Term Bond required to be redeemed pursuant to the operation
of such mandatory redemption provisions shall be reduced, at the option of the Issuer, by the
principal amount of any Term Bonds of such Stated Maturity which, at least 50 days prior to the
mandatory redemption date (1) shall have been defeased or acquired by the Issuer and delivered
to the Paying Agent/Registrar for cancellation (2) shall have been purchased and canceled by the
Paying Agent/Registrar at the request of the Issuer with money in the Bond Fund, or (3) shall have
been redeemed pursuant to the optional redemption provisions set forth below and not theretofore
credited against a mandatory redemption requirement.
As stated in the Ordinance, the Bonds stated to mature on and after March 1, 20__ may be
redeemed prior to their Stated Maturities, at the option of the Issuer, on March 1, 20__, or on any
date thereafter, in whole or in part, in principal amounts of $5,000 or any integral multiple thereof
(and if within a Stated Maturity selected at random and by lot by the Paying Agent/Registrar) at
the redemption price of par plus accrued interest to the date of redemption; provided, however,
that at least thirty (30) days’ prior written notice shall be sent to the Holder of the Bonds to be
redeemed by United States mail, first-class postage prepaid, and subject to the terms and provisions
relating thereto contained in the Ordinance. If this Bond is subject to redemption prior to Stated
Maturity and is in a denomination in excess of $5,000, portions of the principal sum hereof in
installments of $5,000 or any integral multiple thereof may be redeemed and, if less than all of the
82642268.2 -14-
principal sum hereof is to be redeemed, there shall be issued, without charge therefor, to the Holder
hereof, upon the surrender of this Bond to the Paying Agent/Registrar at its corporate trust office,
a new Bond or Bonds of like Stated Maturity and interest rate in any authorized denominations
provided in the Ordinance for the then unredeemed balance of the principal sum hereof.
If this Bond (or any portion of the principal sum hereof) shall have been duly called for
redemption and notice of such redemption has been duly given, then upon such redemption date
this Bond (or the portion of the principal sum hereof to be redeemed) shall become due and
payable, and, if money for the payment of the redemption price and the interest accrued on the
principal amount to be redeemed to the date of redemption is held for the purpose of such payment
by the Paying Agent/Registrar, interest shall cease to accrue and be payable hereon from and after
the redemption date on the principal amount hereof to be redeemed. If this Bond is called for
redemption, in whole or in part, the Issuer or the Paying Agent/Registrar shall not be required to
issue, transfer, or exchange this Bond within forty-five (45) days of the date fixed for redemption;
provided, however, such limitation of transfer shall not be applicable to an exchange by the Holder
of the unredeemed balance hereof in the event of its redemption in part.
The Bonds of this series are payable from the proceeds of an ad valorem tax levied, within
the limitations prescribed by law, upon all taxable property within the Issuer.
Reference is hereby made to the Ordinance, a copy of which is on file in the corporate trust
office of the Paying Agent/Registrar, and to all of the provisions of which the Holder by his
acceptance hereof hereby assents, for definitions of terms; the description of and the nature and
extent of the tax levied for the payment of the Bonds; the terms and conditions relating to the
transfer or exchange of this Bond; the conditions upon which the Ordinance may be amended or
supplemented with or without the consent of the Holders; the rights, duties, and obligations of the
Issuer and the Paying Agent/Registrar; the terms and provisions upon which this Bond may be
redeemed or discharged at or prior to its Stated Maturity and deemed to be no longer Outstanding
thereunder; and for the other terms and provisions thereof. Capitalized terms used herein without
definition have the same meanings assigned in the Ordinance.
As provided in the Ordinance and subject to certain limitations contained therein, this Bond
is transferable on the Security Register of the Issuer, upon surrender of this Bond for transfer at
the corporate trust office of the Paying Agent/Registrar, duly endorsed by, or accompanied by a
written instrument of transfer in form satisfactory to the Paying Agent/Registrar duly executed by
the Holder hereof, or his duly authorized agent, and thereupon one or more new fully registered
Bonds of the same Stated Maturity, of authorized denominations, bearing the same rate of interest,
and of the same aggregate principal amount will be issued to the designated transferee or
transferees.
The Issuer and the Paying Agent/Registrar, and any agent of either, shall treat the Holder
hereof whose name appears on the Security Register (i) on the Record Date as the owner hereof
for purposes of receiving payment of interest hereon, (ii) on the date of surrender of this Bond as
the owner hereof for purposes of receiving payment of principal hereof at its Stated Maturity or its
redemption, in whole or in part, and (iii) on any other date as the owner hereof for all other
purposes, and neither the Issuer nor the Paying Agent/Registrar, or any such agent of either, shall
be affected by notice to the contrary. In the event of a non-payment of interest on a scheduled
82642268.2 -15-
payment date, and for thirty (30) days thereafter, a new record date for such interest payment (a
Special Record Date) will be established by the Paying Agent/Registrar, if and when funds for the
payment of such interest have been received from the Issuer. Notice of the Special Record Date
and of the scheduled payment date of the past due interest (the Special Payment Date - which shall
be fifteen (15) days after the Special Record Date) shall be sent at least five (5) business days prior
to the Special Record Date by United States mail, first-class postage prepaid, to the address of each
Holder appearing on the Security Register at the close of business on the last business day next
preceding the date of mailing of such notice.
It is hereby certified, covenanted, and represented that all acts, conditions, and things
required to be performed, exist, and be done precedent to or in the issuance of this Bond in order
to render the same a legal, valid, and binding obligation of the Issuer have been performed, exist,
and have been done, in regular and due time, form, and manner, as required by the laws of the
State of Texas and the Ordinance, and that the issuance of this Bond does not exceed any
constitutional or statutory limitation; and that due provision has been made for the payment of the
principal of, premium if any, and interest on the Bonds by the levy of a tax as aforestated. In case
any provision in this Bond or any application thereof shall be deemed invalid, illegal, or
unenforceable, the validity, legality, and enforceability of the remaining provisions and
applications shall not in any way be affected or impaired thereby. The terms and provisions of
this Bond and the Ordinance shall be construed in accordance with and shall be governed by the
laws of the State of Texas.
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82642268.2 -16-
IN WITNESS WHEREOF, the Issuer has caused this Bond to be duly executed under its
official seal.
CITY OF CORPUS CHRISTI, TEXAS
____________________________________
Mayor
ATTEST:
_____________________________
City Secretary
(CITY SEAL)
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82642268.2 -17-
C. *Form of Registration Certificate of Comptroller of Public Accounts to Appear on
Initial Bond Only.
REGISTRATION CERTIFICATE OF
COMPTROLLER OF PUBLIC ACCOUNTS
OFFICE OF THE COMPTROLLER OF
PUBLIC ACCOUNTS
THE STATE OF TEXAS
§
§
§
§
REGISTER NO.
I HEREBY CERTIFY that this Bond has been examined, certified as to validity and
approved by the Attorney General of the State of Texas, and duly registered by the Comptroller of
Public Accounts of the State of Texas.
WITNESS my signature and seal of office this ____________________.
____________________________________
Comptroller of Public Accounts
of the State of Texas
(SEAL)
*NOTE TO PRINTER: Do Not Print on Definitive Bonds.
D. *Form of Registration Certificate of Paying Agent/Registrar to Appear on
Definitive Bonds Only.
REGISTRATION CERTIFICATE OF PAYING AGENT/REGISTRAR
This Bond has been duly issued under the provisions of the within-mentioned Ordinance;
the Bond or Bonds of the above-entitled and designated series originally delivered having been
approved by the Attorney General of the State of Texas and registered by the Comptroller of Public
Accounts, as shown by the records of the Paying Agent/Registrar.
Registered this date:
___________________________________
[THE BANK OF NEW YORK MELLON
TRUST COMPANY, N.A., Dallas, Texas], as
Paying Agent/Registrar
By: _______________________________
Authorized Signature
*NOTE TO PRINTER: Print on Definitive Bonds.
82642268.2 -18-
E. Form of Assignment.
ASSIGNMENT
FOR VALUE RECEIVED the undersigned hereby sells, assigns, and transfers unto (Print
or typewrite name, address, and zip code of transferee): _________________________________
______________________________________________________________________________
(Social Security or other identifying number): ________________________________________
the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints
____________________attorney to transfer the within Bond on the books kept for registration
thereof, with full power of substitution in the premises.
DATED: ____________________________
________________________________________________
NOTICE: The signature on this assignment must
correspond with the name of the registered owner as it
appears on the face of the within Bond in every particular.
Signature guaranteed:
____________________________________
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82642268.2 -19-
F. Form of Initial Bond. The Initial Bond shall be in the form set forth in subsection
B of this Section, except that the form of a single fully registered Initial Bond shall be modified as
follows:
(1) immediately under the name of the Bond the headings “Interest Rate ” and
“Stated Maturity ” shall both be completed “as shown below”; and
(2) the first (1st) two (2) paragraphs shall read as follows:
REGISTERED OWNER: _________________________________________________________
PRINCIPAL AMOUNT: _______________________________________________ DOLLARS
The City of Corpus Christi, Texas (the Issuer), a body corporate and municipal corporation
located primarily in the Counties of Nueces, Aransas, Kleberg, and San Patricio, State of Texas,
for value received, acknowledges itself indebted to and hereby promises to pay to the order of the
Registered Owner named above (the Holder), or the registered assigns thereof, on the first (1st)
day of March in each of the years and in principal amounts and bearing interest at per annum rates
in accordance with the following schedule:
Year of Stated Maturity Principal Amount ($) Interest Rate (%)
(Information to be inserted from schedule in Section 2 hereof).
(or so much thereof as shall not have been paid upon prior redemption) and to pay interest on the
unpaid principal installments hereof from the [Bond Date/Closing Date (anticipated to occur on or
about __________ __, 2021)], or from the most recent Interest Payment Date (hereinafter defined)
to which interest has been paid or duly provided, to the earlier of redemption or Stated Maturity,
at the per annum rates of interest specified above, computed on the basis of a 360-day year of
twelve 30-day months; such interest being payable on March 1 and September 1 of each year (each,
an Interest Payment Date), commencing [March/September] 1, 20__.
Principal of this Bond shall be payable to the Holder hereof, upon presentation and
surrender, to Stated Maturity or prior redemption, while Outstanding, at the corporate trust office
of [The Bank of New York Mellon Trust Company, N.A., Dallas, Texas] (the Paying
Agent/Registrar). Interest shall be payable to the Holder of this Bond whose name appears on the
Security Register maintained by the Paying Agent/Registrar at the close of business on the Record
Date, which is the fifteenth (15th) day of the month next preceding the Interest Payment Date. All
payments of principal of, premium, if any, and interest on this Bond shall be in any coin or currency
of the United States of America which at the time of payment is legal tender for the payment of
public and private debts. Interest shall be paid by the Paying Agent/Registrar by check sent on or
prior to the appropriate date of payment by United States mail, first-class postage prepaid, to the
Holder hereof at the address appearing in the Security Register or by such other method, acceptable
to the Paying Agent/Registrar, requested by the Holder hereof at the Holder’s risk and expense.
82642268.2 -20-
G. Insurance Legend. If bond insurance is obtained by the Issuer or the Purchasers
(hereinafter defined), the definitive Bonds and the Initial Bond shall bear an appropriate legend as
provided by the bond insurer to appear under the following header:
[BOND INSURANCE]
SECTION 9: Definitions. For all purposes of this Ordinance (as defined below), except
as otherwise expressly provided or unless the context otherwise requires: (i) the terms defined in
this Section have the meanings assigned to them in this Section, certain terms used in Sections 17
and 38 of this Ordinance have the meanings assigned to them in such Sections, and all such terms,
include the plural as well as the singular; (ii) all references in this Ordinance to designated
“Sections” and other subdivisions are to the designated Sections and other subdivisions of this
Ordinance as originally adopted; and (iii) the words “herein”, “hereof”, and “hereunder” and other
words of similar import refer to this Ordinance as a whole and not to any particular Section or
other subdivision.
A. The term Authorized Official shall mean the City Manager, each Assistant City
Manager, Chief Financial Officer, Director of Financial Services, City Secretary, and City
Attorney of the City.
B. The term Bond Fund shall mean the special fund created and established by the
provisions of Section 10 of this Ordinance.
C. The term Closing Date shall mean the date of physical delivery of the Initial Bond
in exchange for the payment in full by the Purchasers.
D. The term Debt Service Requirements shall mean, as of any particular date of
computation, with respect to any obligations and with respect to any period, the aggregate of the
amounts to be paid or set aside by the Issuer as of such date or in such period for the payment of
the principal of, premium, if any, and interest (to the extent not capitalized) on such obligations;
assuming, in the case of obligations without a fixed numerical rate, that such obligations bear
interest at the maximum rate permitted by the terms thereof and further assuming in the case of
obligations required to be redeemed or prepaid as to principal prior to Stated Maturity, the principal
amounts thereof will be redeemed prior to Stated Maturity in accordance with the mandatory
redemption provisions applicable thereto.
E. The term Depository shall mean an official depository bank of the Issuer.
F. The term Government Securities, as used herein, shall mean: (i) direct noncallable
obligations of the United States, including obligations that are unconditionally guaranteed by, the
United States of America; (ii) noncallable obligations of an agency or instrumentality of the United
States, including obligations that are unconditionally guaranteed or insured by the agency or
instrumentality and that, on the date the governing body of the issuer adopts or approves the
proceedings authorizing the issuance of refunding bonds, are rated as to investment quality by a
nationally recognized investment rating firm not less than “AAA” or its equivalent;
(iii) noncallable obligations of a state or an agency or a county, municipality, or other political
subdivision of a state that have been refunded and that, on the date the governing body of the issuer
82642268.2 -21-
adopts or approves the proceedings authorizing the issuance of refunding bonds, are rated as to
investment quality by a nationally recognized investment rating firm not less than “AAA” or its
equivalent; or (iv) any additional securities and obligations hereafter authorized by the laws of the
State of Texas as eligible for use to accomplish the discharge of obligations such as the Bonds.
G. The term Holder or Holders shall mean the registered owner, whose name appears
in the Security Register, for any Bond.
H. The term Interest Payment Date shall mean the date semiannual interest is payable
on the Bonds, being March 1 and September 1 of each year, commencing [March/September] 1,
20__, while any of the Bonds remain Outstanding.
I. The term Issuer shall mean the City of Corpus Christi, Texas, located in the
Counties of Nueces, Aransas, Kleberg, and San Patricio, Texas and, where appropriate, the
Governing Body of the Issuer.
J. The term Ordinance shall mean this ordinance adopted by the Governing Body of
the Issuer on August 10, 2021.
K. The term Outstanding when used in this Ordinance with respect to Bonds shall
mean, as of the date of determination, all Bonds issued and delivered under this Ordinance, except:
(1) those Bonds canceled by the Paying Agent/Registrar or delivered to the Paying
Agent/Registrar for cancellation;
(2) those Bonds for which payment has been duly provided by the Issuer in
accordance with the provisions of Section 18 of this Ordinance; and
(3) those Bonds that have been mutilated, destroyed, lost, or stolen and replacement
Bonds have been registered and delivered in lieu thereof as provided in Section 16 of this
Ordinance.
L. The term Pricing Officer shall mean either of the City Manager, the Chief Financial
Officer, or the Director of Financial Services of the City (which shall include any person serving
in the foregoing capacity on an interim or non-permanent basis).
M. The term Purchasers shall mean the initial purchasers of the Bonds named in
Section 20 of this Ordinance.
N. The term Refunding Candidates shall mean the following obligations of the City
from which the Refunded Obligations are selected by a Pricing Officer:
(1) City of Corpus Christi, Texas Combination Tax and Limited Pledge Revenue
Certificates of Obligation, Series 2010 (Convention Center), dated July 1, 2010, in the
original principal amount of $3,000,000, and stated to mature on March 1 in each of the
years 2022 through 2030, in the aggregate principal amount of $1,630,000, to be redeemed
on _________ __, 20__;
82642268.2 -22-
(2) City of Corpus Christi, Texas Public Property Finance Contractual Obligations,
Series 2012, dated January 15, 2012, in the original principal amount of $7,390,000, and
stated on March 1 in each of the years 2022 through 2024, in the aggregate principal
amount of $2,015,000, to be redeemed on _______ __, 20__;
(3) City of Corpus Christi, Texas Combination Tax and Surplus Airport Revenue
Certificates of Obligation, Series 2012 (AMT), dated August 15, 2012, in the original
principal amount of $5,990,000, and stated to mature on March 1 in each of the years 2023
through 2030, in the aggregate principal amount of $2,070,000, to be redeemed on
_________ __, 20__;
(4) City of Corpus Christi, Texas General Improvement Refunding Bonds, Series
2012A (Airport Refunding –AMT), dated July 1, 2012, in the original principal amount of
$8,340,000, and stated to mature on March 1, 2023, in the aggregate principal amount of
$350,000, to be redeemed on _________ __, 20__;
(5) City of Corpus Christi, Texas General Improvement Refunding Bonds, Series
2012B (Airport Refunding – Non-AMT), dated July 1, 2012, in the original principal
amount of $9,880,000, and stated to mature on March 1 in each of the years 2023 through
2030, in the aggregate principal amount of $9,430,000, to be redeemed on _________ __,
20__;
(6) City of Corpus Christi, Texas General Improvement Refunding Bonds, Series
2012C, dated December 1, 2012, in the original principal amount of $29,855,000, and
stated to mature on March 1, 2023, in the aggregate principal amount of $2,250,000, to be
redeemed on _________ __, 20__;
(7) City of Corpus Christi, Texas General Improvement Refunding Bonds, Taxable
Series 2012, dated December 1, 2012, in the original principal amount of $107,660,000,
and stated to mature on March 1 in each of the years 2023 through 2028, in the aggregate
principal amount of $25,250,000, to be redeemed on _________ __, 20__; and
(8) City of Corpus Christi, Texas General Improvement Bonds, Series 2013, dated
June 1, 2013, in the original principal amount of $82,025,000, and stated to mature on
March 1 in each of the years 2024 through 2026, in the aggregate principal amount of
$13,050,000, to be redeemed on _________ __, 20__.
O. The term Stated Maturity shall mean the annual principal payments of the Bonds
payable on March 1 of each year, as set forth in Section 2 of this Ordinance.
SECTION 10: Bond Fund – Investments. For the purpose of paying the interest on and to
provide a sinking fund for the payment, redemption, and retirement of the Bonds, there shall be
and is hereby created a special fund to be designated “CITY OF CORPUS CHRISTI, TEXAS
GENERAL IMPROVEMENT REFUNDING BONDS, SERIES 2021, INTEREST AND
SINKING FUND” (the Bond Fund), which fund shall be kept and maintained at the Depository,
and money deposited in such fund shall be used for no other purpose and shall be maintained as
provided in Section 17. Authorized Officials of the Issuer are hereby authorized and directed to
82642268.2 -23-
make withdrawals from the Bond Fund sufficient to pay the principal of and interest on the Bonds
as the same become due and payable and shall cause to be transferred to the Paying Agent/Registrar
from money on deposit in the Bond Fund an amount sufficient to pay the amount of principal
and/or interest stated to mature on the Bonds, such transfer of funds to the Paying Agent/Registrar
to be made in such manner as will cause immediately available funds to be deposited with the
Paying Agent/Registrar on or before the last business day next preceding each interest and
principal payment date for the Bonds.
Pending the transfer of funds to the Paying Agent/Registrar, money deposited in any fund
established pursuant to the provisions of this Ordinance may, at the option of the Issuer, be placed
in time deposits, certificates of deposit, guaranteed investment contracts, or similar contractual
agreements as permitted by the provisions of the Public Funds Investment Act, as amended,
Chapter 2256, Texas Government Code, secured (to the extent not insured by the Federal Deposit
Insurance Corporation) by obligations of the type hereinafter described, or be invested, as
authorized by any law, including investments held in book-entry form, in securities including, but
not limited to, direct obligations of the United States of America, obligations guaranteed or insured
by the United States of America, which, in the opinion of the Attorney General of the United
States, are backed by its full faith and credit or represent its general obligations, or invested in
indirect obligations of the United States of America, including, but not limited to, evidences of
indebtedness issued, insured or guaranteed by such governmental agencies as the Federal Land
Banks, Federal Intermediate Credit Banks, Banks for Cooperatives, Federal Home Loan Banks,
Government National Mortgage Association, Small Business Administration, Federal National
Mortgage Association, Federal Home Loan Mortgage Corporation, or Federal Housing
Administration; provided that all such deposits and investments shall be made in such a manner
that the money required to be expended from any fund will be available at the proper time or times.
All interest and income derived from deposits and investments in such fund shall be credited to,
and any losses debited to, such fund. All such investments shall be sold promptly when necessary
to prevent any default in connection with the Bonds.
SECTION 11: Levy of Taxes – Surplus Bond Proceeds. To provide for the payment of
the Debt Service Requirements on the Bonds being (i) the interest on the Bonds, and (ii) a sinking
fund for their redemption at Stated Maturity or a sinking fund of two percent (2%) (whichever
amount shall be the greater), there shall be and there is hereby levied for the fiscal year
commencing October 1, 2021 and each succeeding year thereafter while the Bonds or any interest
thereon shall remain Outstanding, a sufficient tax, within the limitations prescribed by law, on
each one hundred dollars’ ($100) valuation of taxable property in the Issuer, adequate to pay such
Debt Service Requirements, full allowance being made for delinquencies and costs of collection;
said tax shall be assessed and collected each year and applied to the payment of the Debt Service
Requirements, and the same shall not be diverted to any other purpose. The taxes so levied and
collected shall be paid into the Bond Fund and are thereafter pledged to the payment of the Bonds.
The Governing Body hereby declares its purpose and intent to provide and levy a tax legally and
fully sufficient to pay the said Debt Service Requirements, it having been determined that the
existing and available taxing authority of the Issuer for such purpose is adequate to permit a legally
sufficient tax in consideration of all other outstanding indebtedness.
82642268.2 -24-
Accrued interest, if any, received from the Purchasers of the Bonds shall be deposited to
the Bond Fund, and ad valorem taxes levied and collected for the benefit of the Bonds shall be
deposited to the Bond Fund. Any surplus proceeds from the sale of the Bonds, including
investment income thereon, not expended for authorized purposes shall be deposited in the Bond
Fund, and such amounts so deposited shall reduce the sum otherwise required to be deposited in
the Bond Fund from ad valorem taxes.
SECTION 12: Security for Funds. All money on deposit in the funds for which this
Ordinance makes provision (except any portion thereof as may be at any time properly invested as
provided herein) shall be secured in the manner and to the fullest extent required by the laws of
the State of Texas for the security of public funds, and money on deposit in such funds shall be
used only for the purposes permitted by this Ordinance.
SECTION 13: Remedies in Event of Default. In addition to all the rights and remedies
provided by the laws of the State of Texas, the Issuer covenants and agrees particularly that in the
event the Issuer: (i) defaults in the payments to be made to the Bond Fund; or (ii) defaults in the
observance or performance of any other of the covenants, conditions, or obligations set forth in
this Ordinance, the Holders of any of the Bonds shall be entitled to seek a writ of mandamus issued
by a court of proper jurisdiction compelling and requiring the Governing Body of the Issuer and
other officers of the Issuer to observe and perform any covenant, condition, or obligation
prescribed in this Ordinance.
No delay or omission to exercise any right or power accruing upon any default shall impair
any such right or power or shall be construed to be a waiver of any such default or acquiescence
therein, and every such right and power may be exercised from time to time and as often as may
be deemed expedient. The specific remedies herein provided shall be cumulative of all other
existing remedies and the specification of such remedies shall not be deemed to be exclusive.
SECTION 14: Notices to Holders – Waiver. Wherever this Ordinance provides for notice
to Holders of any event, such notice shall be sufficiently given (unless otherwise herein expressly
provided) if in writing and sent by United States mail, first-class postage prepaid, to the address
of each Holder appearing in the Security Register at the close of business on the business day next
preceding the mailing of such notice.
In any case where notice to Holders is given by mail, neither the failure to mail such notice
to any particular Holders, nor any defect in any notice so mailed, shall affect the sufficiency of
such notice with respect to all other Bonds or Holders. Where this Ordinance provides for notice
in any manner, such notice may be waived in writing by the Holder entitled to receive such notice,
either before or after the event with respect to which such notice is given, and such waiver shall
be the equivalent of such notice. Waivers of notice by Holders shall be filed with the Paying
Agent/Registrar, but such filing shall not be a condition precedent to the validity of any action
taken in reliance upon such waiver.
SECTION 15: Cancellation. All Bonds surrendered for payment, redemption, transfer,
exchange, or replacement, if surrendered to the Paying Agent/Registrar, shall be promptly canceled
by it and, if surrendered to the Issuer, shall be delivered to the Paying Agent/Registrar and, if not
already canceled, shall be promptly canceled by the Paying Agent/Registrar. The Issuer may at
82642268.2 -25-
any time deliver to the Paying Agent/Registrar for cancellation any Bonds previously certified or
registered and delivered which the Issuer may have acquired in any manner whatsoever, and all
Bonds so delivered shall be promptly canceled by the Paying Agent/Registrar. All canceled Bonds
held by the Paying Agent/Registrar shall be destroyed as directed by the Issuer.
SECTION 16: Mutilated, Destroyed, Lost and Stolen Bonds. If: (i) any mutilated Bond is
surrendered to the Paying Agent/Registrar, or the Issuer and the Paying Agent/Registrar receive
evidence to their satisfaction of the destruction, loss, or theft of any Bond; and (ii) there is delivered
to the Issuer and the Paying Agent/Registrar such security or indemnity as may be required to save
each of them harmless, then, in the absence of notice to the Issuer or the Paying Agent/Registrar
that such Bond has been acquired by a bona fide purchaser, the Issuer shall execute and, upon the
Issuer’s request, the Paying Agent/Registrar shall register and deliver, in exchange for or in lieu
of any such mutilated, destroyed, lost, or stolen Bond, a new Bond of the same Stated Maturity
and interest rate and of like tenor and principal amount, bearing a number not contemporaneously
Outstanding.
In case any such mutilated, destroyed, lost, or stolen Bond has become or is about to
become due and payable, the Issuer in its discretion may, instead of issuing a new Bond, pay such
Bond. Upon the issuance of any new Bond, or payment in lieu thereof, under this Section, the
Issuer may require payment by the Holder of a sum sufficient to cover any tax or other
governmental charge imposed in relation thereto and any other expenses and charges (including
attorney’s fees and the fees and expenses of the Paying Agent/Registrar) connected therewith.
Every new Bond issued pursuant to this Section in lieu of any mutilated, destroyed, lost, or stolen
Bond shall constitute a replacement of the prior obligation of the Issuer, whether or not the
mutilated, destroyed, lost, or stolen Bond shall be at any time enforceable by anyone, and shall be
entitled to all the benefits of this Ordinance equally and ratably with all other Outstanding Bonds.
The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights
and remedies with respect to the replacement and payment of mutilated, destroyed, lost, or stolen
Bonds.
SECTION 17: [Covenants to Maintain Tax — Exempt Status. / Taxable Obligations. The
Bonds are not “state or local bonds” within the meaning of section 103(a) and (c) of the Internal
Revenue Code of 1986, as amended; therefore, the interest on the Bonds is not excludable from
the gross income of the holders thereof for federal income tax purposes.]
A. Definitions. When used in this Section, the following terms have the following
meanings:
Certificates means the “City of Corpus Christi, Texas Combination Tax and
Limited Pledge Revenue Certificates of Obligation, Series 2021”.
Code means the Internal Revenue Code of 1986, as amended by all legislation, if
any, effective on or before the Closing Date.
Computation Date has the meaning set forth in Section 1.148-1(b) of the
Regulations.
82642268.2 -26-
Gross Proceeds means any proceeds as defined in Section 1.148-1(b) of the
Regulations, and any replacement proceeds as defined in Section 1.148-1(c) of the
Regulations, of the Bonds.
Investment has the meaning set forth in Section 1.148-1(b) of the Regulations.
Nonpurpose Investment means any investment property, as defined in section
148(b) of the Code, in which Gross Proceeds of the Bonds are invested and which is not
acquired to carry out the governmental purposes of the Bonds.
Rebate Amount has the meaning set forth in Section 1.148-1(b) of the Regulations.
Regulations means any proposed, temporary, or final Income Tax Regulations
issued pursuant to sections 103 and 141 through 150 of the Code, and 103 of the Internal
Revenue Code of 1954, which are applicable to the Bonds. Any reference to any specific
Regulation shall also mean, as appropriate, any proposed, temporary or final Income Tax
Regulation designed to supplement, amend or replace the specific Regulation referenced.
Yield of:
(1) any Investment has the meaning set forth in Section 1.148-5 of the
Regulations; and
(2) the Bonds means the combined yield on the Bonds and the Certificates,
treated as a single issue, within the meaning set forth in Section 1.148-
4 of the Regulations.
B. Not to Cause Interest to Become Taxable. The Issuer shall not use, permit the use
of, or omit to use Gross Proceeds or any other amounts (or any property the acquisition,
construction or improvement of which is to be financed or refinanced directly or indirectly with
Gross Proceeds) in a manner which if made or omitted, respectively, would cause the interest on
any Bond to become includable in the gross income, as defined in section 61 of the Code, of the
owner thereof for federal income tax purposes. Without limiting the generality of the foregoing,
unless and until the Issuer receives a written opinion of counsel nationally recognized in the field
of municipal bond law to the effect that failure to comply with such covenant will not adversely
affect the exemption from federal income tax of the interest on any Bond, the Issuer shall comply
with each of the specific covenants in this Section.
C. No Private Use or Private Payments. Except to the extent it will not cause the
Bonds to become “private activity bonds” within the meaning of section 141 of the Code and the
Regulations and rulings thereunder, the Issuer shall at all times prior to the last Stated Maturity of
Bonds:
(1) exclusively own, operate and possess all property the acquisition,
construction or improvement of which is to be financed or refinanced directly or indirectly
with Gross Proceeds of the Bonds (including property financed with Gross Proceeds of the
Refunded Obligations), and not use or permit the use of such Gross Proceeds (including all
82642268.2 -27-
contractual arrangements with terms different than those applicable to the general public)
or any property acquired, constructed or improved with such Gross Proceeds in any activity
carried on by any person or entity (including the United States or any agency, department
and instrumentality thereof) other than a state or local government, unless such use is solely
as a member of the general public; and
(2) not directly or indirectly impose or accept any charge or other payment by
any person or entity who is treated as using Gross Proceeds of the Bonds, or any property
the acquisition, construction or improvement of which is to be financed or refinanced
directly or indirectly with such Gross Proceeds (including property financed with Gross
Proceeds of the Refunded Obligations), other than taxes of general application within the
Issuer or interest earned on investments acquired with such Gross Proceeds pending
application for their intended purposes.
D. No Private Loan. Except to the extent it will not cause the Bonds to become
“private activity bonds” within the meaning of section 141 of the Code and the Regulations and
rulings thereunder, the Issuer shall not use Gross Proceeds of the Bonds to make or finance loans
to any person or entity other than a state or local government. For purposes of the foregoing
covenant, such Gross Proceeds are considered to be “loaned” to a person or entity if: (1) property
acquired, constructed or improved with such Gross Proceeds is sold or leased to such person or
entity in a transaction which creates a debt for federal income tax purposes; (2) capacity in or
service from such property is committed to such person or entity under a take-or-pay, output or
similar contract or arrangement; or (3) indirect benefits, or burdens and benefits of ownership, of
such Gross Proceeds or any property acquired, constructed or improved with such Gross Proceeds
are otherwise transferred in a transaction which is the economic equivalent of a loan.
E. Not to Invest at Higher Yield. Except to the extent it will not cause the Bonds to
become “arbitrage bonds” within the meaning of section 148 of the Code and the Regulations and
rulings thereunder, the Issuer shall not at any time prior to the final Stated Maturity of the Bonds
directly or indirectly invest Gross Proceeds in any Investment, if as a result of such investment the
Yield on any Investments acquired with Gross Proceeds (or with money replaced thereby), whether
then held or previously disposed of, materially exceeds the Yield of the Bonds.
F. Not Federally Guaranteed. Except to the extent permitted by section 149(b) of the
Code and the Regulations and rulings thereunder, the Issuer shall not take or omit to take any
action which would cause the Bonds to be federally guaranteed within the meaning of section
149(b) of the Code and the Regulations and rulings thereunder.
G. Information Report. The Issuer shall timely file the information required by section
149(e) of the Code with the Secretary of the Treasury on Form 8038-G or such other form and in
such place as the Secretary of the Treasury may prescribe.
H. Rebate of Arbitrage Profits. Except to the extent otherwise provided in section
148(f) of the Code and the Regulations and rulings thereunder:
(1) The Issuer shall account for all Gross Proceeds (including all receipts,
expenditures and investments thereof) on its books of account separately and apart from
82642268.2 -28-
all other funds (and receipts, expenditures and investments thereof) and shall retain all
records of accounting for at least six (6) years after the day on which the last Outstanding
Bond is discharged. However, to the extent permitted by law, the Issuer may commingle
Gross Proceeds of the Bonds with other money of the Issuer, provided that the Issuer
separately accounts for each receipt and expenditure of Gross Proceeds and the obligations
acquired therewith.
(2) Not less frequently than each Computation Date, the Issuer shall calculate
the Rebate Amount in accordance with rules set forth in section 148(f) of the Code and the
Regulations and rulings thereunder. The Issuer shall maintain such calculations with its
official transcript of proceedings relating to the issuance of the Bonds until six (6) years
after the final Computation Date.
(3) As additional consideration for the purchase of the Bonds by the Purchasers
and the loan of the money represented thereby and in order to induce such purchase by
measures designed to insure the excludability of the interest thereon from the gross income
of the owners thereof for federal income tax purposes, the Issuer shall pay to the United
States out of the Bond Fund or its general fund, as permitted by applicable Texas statute,
regulation or opinion of the Attorney General of the State of Texas, the amount that when
added to the future value of previous rebate payments made for the Bonds equals: (i) in the
case of a Final Computation Date as defined in Section 1.148-3(e)(2) of the Regulations,
one hundred percent (100%) of the Rebate Amount on such date; and (ii) in the case of any
other Computation Date, ninety percent (90%) of the Rebate Amount on such date. In all
cases, the rebate payments shall be made at the times, in the installments, to the place and
in the manner as is or may be required by section 148(f) of the Code and the Regulations
and rulings thereunder, and shall be accompanied by Form 8038-T or such other forms and
information as is or may be required by section 148(f) of the Code and the Regulations and
rulings thereunder.
(4) The Issuer shall exercise reasonable diligence to assure that no errors are
made in the calculations and payments required by paragraphs (2) and (3), and if an error
is made, to discover and promptly correct such error within a reasonable amount of time
thereafter (and in all events within one hundred eighty (180) days after discovery of the
error), including payment to the United States of any additional Rebate Amount owed to
it, interest thereon, and any penalty imposed under Section 1.148-3(h) of the Regulations.
I. Not to Divert Arbitrage Profits. Except to the extent permitted by section 148 of
the Code and the Regulations and rulings thereunder, the Issuer shall not, at any time prior to the
earlier of the Stated Maturity or final payment of the Bonds, enter into any transaction that reduces
the amount required to be paid to the United States pursuant to subsection H of this Section because
such transaction results in a smaller profit or a larger loss than would have resulted if the
transaction had been at arm’s length and had the Yield of the Bonds not been relevant to either
party.
82642268.2 -29-
J. Bonds Not Hedge Bonds.
(1) At the time the Refunded Obligations were issued, the Issuer reasonably
expected to spend at least eighty-five percent (85%) of the spendable proceeds of such
bonds within three (3) years after such bonds were issued.
(2) With respect to the new money portion of the Bonds, the Issuer reasonably
expects to spend at least eighty-five percent (85%) of the spendable proceeds of the Bonds
within three (3) years after such Bonds are issued.
(3) Not more than fifty percent (50%) of the proceeds of the Bonds will be
invested in Nonpurpose Investments having a substantially guaranteed Yield for a period
of four (4) years or more.
K. [Current Refunding of the Refunded Obligations. The Bonds are being issued to
refund the Refunded Obligations, and the Bonds will be issued, and certain proceeds thereof used,
within 90 days after the Closing Date for the redemption of the Refunded Obligations. In the
issuance of the Bonds, the Issuer has employed no “device” to obtain a material financial advantage
(based on arbitrage), within the meaning of section 149(d)(4) of the Code, apart from savings
attributable to lower interest rates. The Issuer has complied with the covenants, representations,
and warranties contained in the documents executed in connection with the issuance of the
Refunded Obligations. Accordingly, the Issuer expects to invest the Bond proceeds to be used to
refund the Refunded Obligations without regard to Yield restrictions.]
L. Elections. The Issuer hereby directs and authorizes any Authorized Official or the
City Attorney, either or any combination of them, to make elections permitted or required pursuant
to the provisions of the Code or the Regulations, as they deem necessary or appropriate in
connection with the Bonds, in the Certificate as to Tax Exemption or similar or other appropriate
certificate, form or document. Such elections shall be deemed to be made on the Closing Date.
SECTION 18: Satisfaction of Obligation of Issuer. If the Issuer shall pay or cause to be
paid, or there shall otherwise be paid to the Holders, the principal of, premium, if any, and interest
on the Bonds, at the times and in the manner stipulated in this Ordinance, then the pledge of taxes
levied and all covenants, agreements, and other obligations of the Issuer to the Holders shall
thereupon cease, terminate, and be discharged and satisfied.
Bonds, or any principal amount(s) thereof, shall be deemed to have been paid within the
meaning and with the effect expressed above in this Section when: (i) money sufficient to pay in
full such Bonds or the principal amount(s) thereof at Stated Maturity or to the redemption date
therefor, together with all interest due thereon, shall have been irrevocably deposited with and held
in trust by the Paying Agent/Registrar, or an authorized escrow agent; and/or (ii) Government
Securities shall have been irrevocably deposited in trust with the Paying Agent/Registrar, or an
authorized escrow agent, which Government Securities mature as to principal and interest in such
amounts and at such times as will insure the availability, without reinvestment, of sufficient
money, together with any money deposited therewith, if any, to pay when due the principal of and
interest on such Bonds, or the principal amount(s) thereof, on and prior to the Stated Maturity
thereof or (if notice of redemption has been duly given or waived or if irrevocable arrangements
82642268.2 -30-
therefor acceptable to the Paying Agent/Registrar have been made) the redemption date thereof.
In the event of a defeasance of the Bonds, the Issuer shall deliver a certificate from its financial
advisor, the Paying Agent/Registrar, an independent accounting firm, or another qualified third
party concerning the deposit of cash and/or Government Securities to pay, when due, the principal
of, redemption premium (if any), and interest due on any defeased Bonds. To the extent applicable,
if at all, Issuer covenants that no deposit of money or Government Securities will be made under
this Section and no use made of any such deposit which would cause the Bonds to be treated as
arbitrage bonds within the meaning of section 148 of the Code (as defined in Section 17).
Any money so deposited with the Paying Agent/Registrar, and all income from
Government Securities held in trust by the Paying Agent/Registrar, or an authorized escrow agent,
pursuant to this Section which is not required for the payment of the Bonds, or any principal
amount(s) thereof, or interest thereon with respect to which such money has been so deposited
shall be remitted to the Issuer or deposited as directed by the Issuer. Furthermore, any money held
by the Paying Agent/Registrar for the payment of the principal of and interest on the Bonds and
remaining unclaimed for a period of three (3) years after the Stated Maturity or applicable
redemption date of the Bonds, such money was deposited and is held in trust to pay shall upon the
request of the Issuer be remitted to the Issuer against a written receipt therefor, subject to the
unclaimed property laws of the State of Texas.
Notwithstanding any other provision of this Ordinance to the contrary, it is hereby provided
that any determination not to redeem defeased Bonds that is made in conjunction with the payment
arrangements specified in clause (i) or (ii) above shall not be irrevocable, provided that: (1) in the
proceedings providing for such defeasance, the Issuer expressly reserves the right to call the
defeased Bonds for redemption; (2) gives notice of the reservation of that right to the owners of
the defeased Bonds immediately following the defeasance; (3) directs that notice of the reservation
be included in any redemption notices that it authorizes; and (4) at the time of the redemption,
satisfies the conditions of clause (i) or (ii) above with respect to such defeased debt as though it
was being defeased at the time of the exercise of the option to redeem the defeased Bonds, after
taking the redemption into account in determining the sufficiency of the provisions made for the
payment of the defeased Bonds.
SECTION 19: Ordinance a Contract – Amendments – Outstanding Bonds. The Issuer
acknowledges that the covenants and obligations of the Issuer herein contained are a material
inducement to the purchase of the Bonds. This Ordinance shall constitute a contract with the
Holders from time to time, be binding on the Issuer, and its successors and assigns, and it shall not
be amended or repealed by the Issuer so long as any Bond remains Outstanding except as permitted
in this Section. The Issuer may, without the consent of or notice to any Holders, from time to time
and at any time, amend this Ordinance in any manner not detrimental to the interests of the Holders,
including the curing of any ambiguity, inconsistency, or formal defect or omission herein. In
addition, the Issuer may, with the written consent of Holders holding a majority in aggregate
principal amount of the Bonds then Outstanding affected thereby, amend, add to, or rescind any of
the provisions of this Ordinance; provided, however, that, without the consent of all Holders of
Outstanding Bonds, no such amendment, addition, or rescission shall: (1) extend the time or times
of payment of the principal of, premium, if any, and interest on the Bonds, reduce the principal
amount thereof, the redemption price therefor, or the rate of interest thereon, or in any other way
82642268.2 -31-
modify the terms of payment of the principal of, premium, if any, or interest on the Bonds; (2) give
any preference to any Bond over any other Bond; or (3) reduce the aggregate principal amount of
Bonds required for consent to any such amendment, addition, or rescission.
SECTION 20: Sale of the Bonds – Approval of Purchase Contract – Use of Bond Proceeds
– Official Statement Approval. The Bonds authorized by this Ordinance are hereby sold by the
Issuer to ___________________, _______________, _____________, as the authorized
representative of a group of underwriters (the Purchasers), having all the rights, benefits, and
obligations of a Holder, in accordance with the provisions of a Purchase Contract, dated _______,
__, 2021, attached hereto as Exhibit B and incorporated herein by reference as a part of this
Ordinance for all purposes. The Initial Bond shall be registered in the name of
_________________. The pricing and terms of the sale of the Bonds are hereby found and
determined to be the most advantageous reasonably obtainable by the Issuer. Each Pricing Officer
is hereby authorized and directed to execute the Purchase Contract for and on behalf of the Issuer
and as the act and deed of this Governing Body, and in regard to the approval and execution of the
Purchase Contract, the Governing Body hereby finds, determines, and declares that the
representations, warranties, and agreements of the Issuer contained in the Purchase Contract are
true and correct in all material respects and shall be honored and performed by the Issuer. Delivery
of the Bonds to the Purchasers shall occur as soon as practicable after the adoption of this
Ordinance, upon payment therefor in accordance with the terms of the Purchase Contract.
Furthermore, the Issuer hereby ratifies, confirms, and approves in all respects (i) the
Issuer’s prior determination that the Preliminary Official Statement was, as of its date, “deemed
final” in accordance with the Rule (hereinafter defined), and (ii) the use and distribution of the
Preliminary Official Statement by the Purchasers in connection with the public offering and sale
of the Bonds. The final Official Statement, being a modification and amendment of the
Preliminary Official Statement to reflect the terms of sale, referenced in the Purchase Contract
(together with such changes approved by a Pricing Officer), shall be and is hereby in all respects
approved, and the Purchasers are hereby authorized to use and distribute the final Official
Statement, dated ____________ __, 2021, in the reoffering, sale and delivery of the Bonds to the
public. The Mayor and City Secretary of the Issuer are further authorized and directed to manually
execute and deliver for and on behalf of the Issuer copies of the Official Statement in final form
as may be required by the Purchasers, and such final Official Statement in the form and content
manually executed by said officials shall be deemed to be approved by the Governing Body and
constitute the Official Statement authorized for distribution and use by the Purchasers. The proper
officials of the Issuer are hereby authorized to execute and deliver a certificate pertaining to such
Official Statement as prescribed therein, dated as of the date of payment for and delivery of the
Bonds.
Proceeds from the sale of the Bonds shall be applied as follows:
A. The Issuer received a [net] reoffering premium from the sale of the Bonds of
$__________, which is hereby allocated by the Issuer in the following manner: (i) $________
shall be used to pay costs of issuance and contingency amount; (ii) $_________ shall be used to
pay the Purchasers’ discount; and (iii) $___________ shall be deposited into the hereinafter
defined Escrow Fund to provide for the refunding of the Refunded Obligations as described in
subsection B below.
82642268.2 -32-
B. $___________ (representing $_________ of principal and $___________ of the
[net] reoffering premium allocated to the refunding of the Refunded Obligations as described in
subsection A above) shall be deposited and expended pursuant to the Agreement (hereinafter
defined).
SECTION 21:Escrow Agreement Approval and Execution. The Escrow and Trust
Agreement, dated as of October 10, 2021, to be effective upon the initial delivery of the Bonds to
the Purchasers (the Agreement) between the Issuer and [The Bank of New York Mellon Trust
Company, N.A., Dallas, Texas] (the Escrow Agent), attached hereto as Exhibit C and incorporated
herein by reference as a part of this Ordinance for all purposes, is hereby approved as to form and
content, and such Agreement in substantially the form and substance attached hereto as Exhibit C,
together with such changes or revisions as may be necessary to accomplish the refunding or benefit
the Issuer, is hereby authorized to be executed by any Authorized Official and on behalf of the
Issuer and as the act and deed of this Governing Body; and such Agreement as executed by said
officials shall be deemed approved by the Governing Body and constitute the Agreement herein
approved.
Furthermore, each Authorized Official in cooperation with the Escrow Agent are hereby
authorized and directed to make the necessary arrangements for the purchase of the Escrowed
Securities referenced in the Agreement and the initial delivery thereof to the Escrow Agent on the
day of delivery of the Bonds to the Purchasers for deposit to the credit of the “CITY OF CORPUS
CHRISTI, TEXAS GENERAL IMPROVEMENT REFUNDING BONDS, SERIES 2021
ESCROW FUND” (the Escrow Fund), including the execution of the subscription forms for the
purchase and issuance of the “United States Treasury Securities - State and Local Government
Series”, if any, for deposit to the Escrow Fund; all as contemplated and provided by the provisions
of Chapter 1207, this Ordinance, and the Agreement.
SECTION 22: Redemption of Refunded Obligations. The Refunded Obligations
referenced in the preamble hereof become subject to redemption prior to their stated maturity at
the price of par plus accrued interest to their date of redemption. The Mayor shall give written
notice to the Escrow Agent that all of the Refunded Obligations have been called for redemption,
and the Governing Body orders that such obligations are called for redemption on the earliest
optional redemption date that such Refunded Obligations are callable at par and without make-
whole or other premium, and such order to redeem the Refunded Obligations on such date shall be
irrevocable upon the delivery of the Bonds. A copy of the notice of redemption pertaining to the
Refunded Obligations is attached to this Ordinance as Exhibit D and is incorporated herein by
reference for all purposes. The Escrow Agent is authorized and instructed to provide the notice of
redemption to the holders of the Refunded Obligations in the form and manner described in the
ordinance authorizing the issuance of the Refunded Obligations.
SECTION 23: Control and Custody of Bonds. The Mayor of the Issuer shall be and is
hereby authorized to take and have charge of all necessary orders and records pending investigation
by the Attorney General of the State of Texas including the printing and supply of definitive Bonds
and shall take and have charge and control of the Initial Bond pending their approval by the
Attorney General of the State of Texas, the registration thereof by the Comptroller of Public
Accounts of the State of Texas and the delivery thereof to the Purchasers.
82642268.2 -33-
Furthermore, any Authorized Official, either individually or any combination of them, are
hereby authorized and directed to furnish and execute such documents relating to the Issuer and
its financial affairs as may be necessary for the issuance of the Bonds, the approval of the Attorney
General of the State of Texas, and their registration by the Comptroller of Public Accounts of the
State of Texas and, together with the Issuer’s Financial Advisors, Bond Counsel, and the Paying
Agent/Registrar, to make the necessary arrangements for the delivery of the Initial Bond to the
Purchasers and, when requested in writing by the Purchasers, the initial exchange thereof for
definitive Bonds.
SECTION 24: Printed Opinion. The Purchasers’ obligation to accept delivery of the Bonds
is subject to its being furnished a final opinion of Norton Rose Fulbright US LLP, Bond Counsel,
approving the Bonds as to their validity, said opinion to be dated and delivered as of the date of
initial delivery and payment for the Bonds. Printing of a true and correct reproduction of said
opinions on the reverse side of each of the Bonds is hereby approved and authorized.
SECTION 25: CUSIP Numbers. CUSIP numbers may be printed or typed on the definitive
Bonds. It is expressly provided, however, that the presence or absence of CUSIP numbers on the
definitive Bonds shall be of no significance or effect as regards the legality thereof, and neither
the Issuer nor attorneys approving said Bonds as to legality are to be held responsible for CUSIP
numbers incorrectly printed or typed on the definitive Bonds.
SECTION 26: Benefits of Ordinance. Nothing in this Ordinance, expressed or implied, is
intended or shall be construed to confer upon any person other than the Issuer, the Paying
Agent/Registrar, Bond Counsel, the Purchasers, and the Holders any right, remedy, or claim, legal
or equitable, under or by reason of this Ordinance or any provision hereof, this Ordinance and all
its provisions being intended to be and being for the sole and exclusive benefit of the Issuer, the
Paying Agent/Registrar, Bond Counsel, the Purchasers, and the Holders.
SECTION 27: Inconsistent Provisions. All ordinances, orders, or resolutions, or parts
thereof, which are in conflict or inconsistent with any provision of this Ordinance are hereby
repealed to the extent of such conflict and the provisions of this Ordinance shall be and remain
controlling as to the matters contained herein.
SECTION 28: Governing Law. This Ordinance shall be construed and enforced in
accordance with the laws of the State of Texas and the United States of America.
SECTION 29: Effect of Headings. The Section headings herein are for convenience only
and shall not affect the construction hereof.
SECTION 30: Severability. If any provision of this Ordinance or the application thereof
to any person or circumstance shall be held to be invalid, the remainder of this Ordinance and the
application of such provision to other persons and circumstances shall nevertheless be valid, and
the Governing Body hereby declares that this Ordinance would have been enacted without such
invalid provision.
SECTION 31: Public Meeting. It is officially found, determined, and declared that the
meeting at which this Ordinance is adopted was open to the public and public notice of the time,
82642268.2 -34-
place, and subject matter of the public business to be considered at such meeting, including this
Ordinance, was given, all as required by Chapter 551, as amended, Texas Government Code.
SECTION 32: Authorization of Paying Agent/Registrar Agreement. The Governing Body
of the Issuer hereby finds and determines that it is in the best interest of the Issuer to authorize the
execution of a Paying Agent/Registrar Agreement pertaining to the registration, exchange,
transferability, and payment of the Bonds. A copy of the Paying Agent/Registrar Agreement is
attached hereto, in substantially final form, as Exhibit A and is incorporated herein by reference
as fully as if recopied in its entirety in this Ordinance.
SECTION 33: Incorporation of Preamble Recitals. The recitals contained in the preamble
to this Ordinance are hereby found to be true, and such recitals are hereby made a part of this
Ordinance for all purposes and are adopted as a part of the judgment and findings of the Governing
Body of the Issuer.
SECTION 34: Book-Entry-Only System. The Bonds shall initially be registered so as to
participate in a securities depository system (the DTC System) with the Depository Trust Company,
New York, New York, or any successor entity thereto (the DTC), as set forth herein. Each Stated
Maturity of the Bonds shall be issued (following cancellation of the Initial Bond described in
Section 7) in the form of a separate single definitive Bond. Upon issuance, the ownership of each
such Bond shall be registered in the name of Cede & Co., as the nominee of DTC, and all of the
Outstanding Bonds shall be registered in the name of Cede & Co., as the nominee of DTC. The
Issuer and the Paying Agent/Register are authorized to execute, deliver, and take the actions set
forth in such letters to or agreements with DTC as shall be necessary to effectuate the DTC System,
including the Letter of Representations attached hereto as Exhibit E (the Representation Letter).
With respect to the Bonds registered in the name of Cede & Co., as nominee of DTC, the
Issuer and the Paying Agent/Registrar shall have no responsibility or obligation to any
broker-dealer, bank, or other financial institution for which DTC holds the Bonds from time to
time as securities depository (a Depository Participant) or to any person on behalf of whom such
a Depository Participant holds an interest in the Bonds (an Indirect Participant). Without limiting
the immediately preceding sentence, the Issuer and the Paying Agent/Registrar shall have no
responsibility or obligation with respect to: (i) the accuracy of the records of DTC, Cede & Co.,
or any Depository Participant with respect to any ownership interest in the Bonds; (ii) the delivery
to any Depository Participant or any other person, other than a registered owner of the Bonds, as
shown on the Security Register, of any notice with respect to the Bonds, including any notice of
redemption; or (iii) the delivery to any Depository Participant or any Indirect Participant or any
other Person, other than a Holder of a Bond, of any amount with respect to principal of, premium,
if any, or interest on the Bonds. While in the DTC System, no person other than Cede & Co., or
any successor thereto, as nominee for DTC, shall receive a bond certificate evidencing the
obligation of the Issuer to make payments of principal, premium, if any, and interest pursuant to
this Ordinance. Upon delivery by DTC to the Paying Agent/Registrar of written notice to the
effect that DTC has determined to substitute a new nominee in place of Cede & Co., and subject
to the provisions in this Ordinance with respect to interest checks or drafts being mailed to the
Holder, the word “Cede & Co.” in this Ordinance shall refer to such new nominee of DTC.
82642268.2 -35-
In the event that: (i) the Issuer determines that DTC is incapable of discharging its
responsibilities described herein and in the Representation Letter; (ii) the Representation Letter
shall be terminated for any reason; or (iii) DTC or the Issuer determines that it is in the best interest
of the beneficial owners of the Bonds that they be able to obtain certificated Bonds, the Issuer shall
notify the Paying Agent/Registrar, DTC, and DTC Participants of the availability within a
reasonable period of time through DTC of bond certificates, and the Bonds shall no longer be
restricted to being registered in the name of Cede & Co., as nominee of DTC. At that time, the
Issuer may determine that the Bonds shall be registered in the name of and deposited with a
successor depository operating a securities depository system, as may be acceptable to the Issuer,
or such depository’s agent or designee, and if the Issuer and the Paying Agent/Registrar do not
select such alternate securities depository system then the Bonds may be registered in whatever
name or names the Holders of Bonds transferring or exchanging the Bonds shall designate, in
accordance with the provisions hereof.
Notwithstanding any other provision of this Ordinance to the contrary, so long as any Bond
is registered in the name of Cede & Co., as nominee of DTC, all payments with respect to principal
of, premium, if any, and interest on such Bond and all notices with respect to such Bond shall be
made and given, respectively, in the manner provided in the Representation Letter.
SECTION 35: Construction of Terms. If appropriate in the context of this Ordinance,
words of the singular number shall be considered to include the plural, words of the plural number
shall be considered to include the singular, and words of the masculine, feminine or neuter gender
shall be considered to include the other genders.
SECTION 36: Unavailability of Authorized Publication. If, because of the temporary or
permanent suspension of any newspaper, journal, or other publication, or, for any reason,
publication of notice cannot be made meeting any requirements herein established, any notice
required to be published by the provisions of this Ordinance shall be given in such other manner
and at such time or times as in the judgment of the Issuer or of the Paying Agent/Registrar shall
most effectively approximate such required publication and the giving of such notice in such
manner shall for all purposes of this Ordinance be deemed to be in compliance with the
requirements for publication thereof.
SECTION 37: No Recourse Against Issuer Officials. No recourse shall be had for the
payment of principal of, premium, if any, or interest on any Bond or for any claim based thereon
or on this Ordinance against any official of the Issuer or any person executing any Bond.
SECTION 38: Continuing Disclosure Undertaking.
A. Definitions.
As used in this Section, the following terms have the meanings ascribed to such terms
below:
EMMA means the MSRB’s Electronic Municipal Market Access system, accessible by the
general public, without charge, on the internet through the uniform resource locator (URL)
http://www.emma.msrb.org.
82642268.2 -36-
Financial Obligation means a (a) debt obligation; (b) derivative instrument entered into in
connection with, or pledged as security or a source of payment for, an existing or planned debt
obligation; or (c) guarantee of a debt obligation or any such derivative instrument; provided that
“financial obligation” shall not include municipal securities (as defined in the Securities Exchange
Act of 1934, as amended) as to which a final official statement (as defined in the Rule) has been
provided to the MSRB consistent with the Rule.
MSRB means the Municipal Securities Rulemaking Board.
Rule means SEC Rule 15c2-12, as amended from time to time.
SEC means the United States Securities and Exchange Commission.
Undertaking means the Issuer’s continuing disclosure undertaking, described in
subsections B through F below, hereunder accepted and entered into by the Issuer for the purpose
of compliance with the Rule.
B. Annual Reports.
The Issuer shall file annually with the MSRB (i) within six (6) months after the end of each
fiscal year of the Issuer ending in or after 2021, financial information and operating data with
respect to the Issuer of the general type included in the final Official Statement authorized by
Section 20 of this Ordinance, being the information described in Exhibit F hereto, and (ii) if not
provided as part such financial information and operating data, audited financial statements of the
Issuer, when and if available. Any financial statements so to be provided shall be (i) prepared in
accordance with the accounting principles described in Exhibit F hereto, or such other accounting
principles as the Issuer may be required to employ from time to time pursuant to state law or
regulation, and (ii) audited, if the Issuer commissions an audit of such financial statements and the
audit is completed within the period during which they must be provided. If the audit of such
financial statements is not complete within such period, then the Issuer shall file unaudited
financial statements within such period and audited financial statements for the applicable fiscal
year to the MSRB, when and if the audit report on such financial statements becomes available.
Under current Texas law, including, but not limited to, Chapter 103, as amended, Texas Local
Government Code, the Issuer must have its records and accounts audited annually and shall have
an annual financial statement prepared based on the audit. The annual financial statement,
including the auditor’s opinion on the statement, shall be filed in the office of the City Secretary
within one hundred eighty (180) days after the last day of the Issuer’s fiscal year. Additionally,
upon the filing of this financial statement and the annual audit, these documents are subject to the
Texas Open Records Act, as amended, Texas Government Code, Chapter 552.
If the Issuer changes its fiscal year, it will file notice of such change (and of the date of the
new fiscal year end) with the MSRB prior to the next date by which the Issuer otherwise would be
required to provide financial information and operating data pursuant to this Section.
82642268.2 -37-
C. Notice of Certain Events.
The Issuer shall file notice of any of the following events with respect to the Bonds to the
MSRB in a timely manner and not more than ten (10) business days after occurrence of the event:
(1) principal and interest payment delinquencies;
(2) non-payment related defaults, if material;
(3) unscheduled draws on debt service reserves reflecting financial difficulties;
(4) unscheduled draws on credit enhancements reflecting financial difficulties;
(5) substitution of credit or liquidity providers, or their failure to perform;
(6) adverse tax opinions, the issuance by the Internal Revenue Service of
proposed or final determinations of taxability, Notices of Proposed Issue
(IRS Form 5701-TEB), or other material notices or determinations with
respect to the tax status of the Bonds, or other material events affecting the
tax status of the Bonds;
(7) modifications to rights of Holders of the Bonds, if material;
(8) Bond calls, if material, and tender offers;
(9) defeasances;
(10) release, substitution, or sale of property securing repayment of the Bonds,
if material;
(11) rating changes;
(12) bankruptcy, insolvency, receivership, or similar event of the Issuer, which
shall occur as described below;
(13) the consummation of a merger, consolidation, or acquisition involving the
Issuer or the sale of all or substantially all of its assets, other than in the
ordinary course of business, the entry into of a definitive agreement to
undertake such an action or the termination of a definitive agreement
relating to any such actions, other than pursuant to its terms, if material;
(14) appointment of a successor or additional paying agent/registrar or the
change of name of a paying agent/registrar, if material;
(15) incurrence of a Financial Obligation of the Issuer, if material, or agreement
to covenants, events of default, remedies, priority rights, or other similar
terms of a Financial Obligation of the Issuer, any of which affect security
holders, if material; and
82642268.2 -38-
(16) default, event of acceleration, termination event, modification of terms, or
other similar events under the terms of a Financial Obligation of the Issuer,
any of which reflect financial difficulties.
For these purposes, (a) any event described in the immediately preceding paragraph (12) is
considered to occur when any of the following occur: the appointment of a receiver, fiscal agent,
or similar officer for the Issuer in a proceeding under the United States Bankruptcy Code or in any
other proceeding under state or federal law in which a court or governmental authority has assumed
jurisdiction over substantially all of the assets or business of the Issuer, or if such jurisdiction has
been assumed by leaving the existing governing body and officials or officers in possession but
subject to the supervision and orders of a court or governmental authority, or the entry of an order
confirming a plan of reorganization, arrangement, or liquidation by a court or governmental
authority having supervision or jurisdiction over substantially all of the assets or business of the
Issuer, and (b) the Issuer intends the words used in the immediately preceding paragraphs (15) and
(16) and the definition of Financial Obligation in this Section to have the same meanings as when
they are used in the Rule, as evidenced by SEC Release No. 34-83885, dated August 20, 2018.
The Issuer shall file notice with the MSRB, in a timely manner, of any failure by the Issuer
to provide financial information or operating data in accordance with this Section by the time
required by this Section.
D. Limitations, Disclaimers, and Amendments.
The Issuer shall be obligated to observe and perform the covenants specified in this Section
for so long as, but only for so long as, the Issuer remains an “obligated person” with respect to the
Bonds within the meaning of the Rule, except that the Issuer in any event will give notice of any
deposit that causes the Bonds to be no longer Outstanding.
The provisions of this Section are for the sole benefit of the Holders and beneficial owners
of the Bonds, and nothing in this Section, express or implied, shall give any benefit or any legal or
equitable right, remedy, or claim hereunder to any other person. The Issuer undertakes to provide
only the financial information, operating data, financial statements, and notices which it has
expressly agreed to provide pursuant to this Section and does not hereby undertake to provide any
other information that may be relevant or material to a complete presentation of the Issuer’s
financial results, condition, or prospects or hereby undertake to update any information provided
in accordance with this Section or otherwise, except as expressly provided herein. The Issuer does
not make any representation or warranty concerning such information or its usefulness to a
decision to invest in or sell Bonds at any future date.
UNDER NO CIRCUMSTANCES SHALL THE ISSUER BE LIABLE TO THE HOLDER
OR BENEFICIAL OWNER OF ANY BOND OR ANY OTHER PERSON, IN CONTRACT OR
TORT, FOR DAMAGES RESULTING IN WHOLE OR IN PART FROM ANY BREACH BY
THE ISSUER, WHETHER NEGLIGENT OR WITH OR WITHOUT FAULT ON ITS PART, OF
ANY COVENANT SPECIFIED IN THIS SECTION, BUT EVERY RIGHT AND REMEDY OF
ANY SUCH PERSON, IN CONTRACT OR TORT, FOR OR ON ACCOUNT OF ANY SUCH
BREACH SHALL BE LIMITED TO AN ACTION FOR MANDAMUS OR SPECIFIC
PERFORMANCE.
82642268.2 -39-
No default by the Issuer in observing or performing its obligations under this Section shall
constitute a breach of or default under this Ordinance for purposes of any other provision of this
Ordinance.
Nothing in this Section is intended or shall act to disclaim, waive, or otherwise limit the
duties of the Issuer under federal and state securities laws.
The provisions of this Section may be amended by the Issuer from time to time to adapt to
changed circumstances that arise from a change in legal requirements, a change in law, or a change
in the identity, nature, status, or type of operations of the Issuer, but only if (i) the provisions of
this Section, as so amended, would have permitted an underwriter to purchase or sell Bonds in the
primary offering of the Bonds in compliance with the Rule, taking into account any amendments
or interpretations of the Rule to the date of such amendment, as well as such changed
circumstances, and (ii) either (a) the Holders of a majority in aggregate principal amount (or any
greater amount required by any other provision of this Ordinance that authorizes such an
amendment) of the Outstanding Bonds consent to such amendment or (b) a person that is
unaffiliated with the Issuer (such as nationally recognized bond counsel) determines that such
amendment will not materially impair the interests of the Holders and beneficial owners of the
Bonds. The Issuer may also repeal or amend the provisions of this Section if the SEC amends or
repeals the applicable provisions of the Rule or any court of final jurisdiction enters judgment that
such provisions of the Rule are invalid, and the Issuer also may amend the provisions of this
Section in its discretion in any other manner or circumstance, but in either case only if and to the
extent that the provisions of this sentence would not have prevented an underwriter from lawfully
purchasing or selling Bonds in the primary offering of the Bonds, giving effect to (i) such
provisions as so amended, and (ii) any amendments or interpretations of the Rule. If the Issuer so
amends the provisions of this Section, the Issuer shall include with any amended financial
information or operating data next provided in accordance with this Section an explanation, in
narrative form, of the reasons for the amendment and of the impact of any change in the type of
financial information or operating data so provided.
E. Information Format – Incorporation by Reference.
The Issuer information required under this Section shall be filed with the MSRB through
EMMA in such format and accompanied by such identifying information as may be specified from
time to time thereby. Under the current rules of the MSRB, continuing disclosure documents
submitted to EMMA must be in word-searchable portable document format (PDF) files that permit
the document to be saved, viewed, printed, and retransmitted by electronic means and the series of
obligations to which such continuing disclosure documents relate must be identified by CUSIP
number or numbers.
Financial information and operating data to be provided pursuant to this Section may be
set forth in full in one or more documents or may be included by specific reference to any document
(including an official statement or other offering document) available to the public through EMMA
or filed with the SEC.
82642268.2 -40-
F. General Policies and Procedures Concerning Compliance with the Rule.
Because the issuance of the Bonds is subject to the provisions of the Rule and because the
potential “underwriters” in a negotiated sale of the Bonds or the initial purchasers in a competitive
sale of the Bonds may be subject to MSRB rules and regulations with respect to such sale
(including certain due diligence and suitability requirements, among others), the Issuer hereby
adopts the General Policies and Procedures Concerning Compliance with the Rule (the Policies
and Procedures), attached hereto as Exhibit G, with which the Issuer shall follow to assure
compliance with the Undertaking. The Issuer has developed these Policies and Procedures for the
purpose of meeting its requirements of the Undertaking and, in connection therewith, has sought
the guidance from its internal staff charged with administering the Issuer’s financial affairs, its
municipal or financial advisors, its legal counsel (including its Bond Counsel), and its independent
accountants (to the extent determined to be necessary or advisable). The Policies and Procedures
can be amended at the sole discretion of the Issuer and any such amendment will not be deemed
to be an amendment to the Undertaking. Each Authorized Official is hereby authorized to amend
the Policies and Procedures as a result of a change in law, a future issuance of indebtedness subject
to the Rule, or another purpose determined by the Authorized Official to be necessary or desirable
for or with respect to future compliance with the Undertaking.
SECTION 39: Further Procedures. The officers and employees of the Issuer are hereby
authorized, empowered and directed from time to time and at any time to do and perform all such
acts and things and to execute, acknowledge and deliver in the name and under the corporate seal
and on behalf of the Issuer all such instruments, whether or not herein mentioned, as may be
necessary or desirable in order to carry out the terms and provisions of this Ordinance, the initial
sale and delivery of the Bonds, the Agreement, the Paying Agent/Registrar Agreement, the
Purchase Contract, and the Official Statement. In addition, prior to the initial delivery of the
Bonds, any Authorized Official and Bond Counsel are hereby authorized and directed to approve
any technical changes or corrections to this Ordinance or to any of the instruments authorized and
approved by this Ordinance necessary in order to: (i) correct any ambiguity or mistake or properly
or more completely document the transactions contemplated and approved by this Ordinance and
as described in the Official Statement; (ii) obtain a rating from any of the national bond rating
agencies; or (iii) obtain the approval of the Bonds by the Office of the Attorney General of the
State of Texas. In case any officer of the Issuer whose signature shall appear on any certificate
shall cease to be such officer before the delivery of such certificate, such signature shall
nevertheless be valid and sufficient for all purposes the same as if such officer had remained in
office until such delivery.
SECTION 40: Ancillary Bond Contracts. Though such parties may be identified, and the
entry into a particular form of contract may be authorized herein, pursuant to Chapter 1371, and
any other applicable law, the Governing Body, hereby delegates to each Authorized Official other
than the Mayor the authority to independently select the counterparty to any agreement with any
paying agent/registrar, rating agency, securities depository, escrow agent, open market securities
bidding agent, verification agent, or any other contract that is determined by an Authorized Official
(other than the Mayor), the City’s Financial Advisors, or the City’s Bond Counsel to be necessary
or incidental to the issuance of the Bonds as long as each of such contracts has a value of less than
the amount referenced in Section 2252.908 of the Texas Government Code (collectively, the
82642268.2 -41-
Ancillary Bond Contracts); and, as necessary, to execute the Ancillary Bond Contracts on behalf
and as the act and deed of the City. As a result of such delegation, the provisions of Section
2252.908, as amended, Texas Government Code, are not applicable to the Ancillary Bond
Contracts pursuant to 1 Texas Administrative Code Sec. 46.1(c).
SECTION 41: Perfection of Security Interest. Chapter 1208, Texas Government Code,
applies to the issuance of the Bonds and the pledge of ad valorem taxes granted by the Issuer in
Section 11, and such pledge is therefore valid, effective, and perfected. If Texas law is amended
at any time while the Bonds are outstanding and unpaid such that the pledge of ad valorem taxes
granted by the Issuer is to be subject to the filing requirements of Chapter 9, Texas Business &
Commerce Code, then in order to preserve to the registered owners of the Bonds the perfection of
the security interest in this pledge, the Issuer agrees to take such measures as it determines are
reasonable and necessary under Texas law to comply with the applicable provisions of Chapter 9,
Texas Business & Commerce Code and enable a filing to perfect the security interest in this pledge
to occur.
SECTION 42: City’s Consent to Provide Information and Documentation to the Texas
MAC. The Municipal Advisory Council of Texas (the Texas MAC), a non-profit membership
corporation organized exclusively for non-profit purposes described in section 501(c)(6) of the
Code and which serves as a comprehensive financial information repository regarding municipal
debt issuers in Texas, requires provision of written documentation regarding the issuance of
municipal debt by the issuers thereof. In support of the purpose of the Texas MAC and in
compliance with applicable law, the City hereby consents to and authorizes any Authorized
Official, the City’s Bond Counsel, and/or the City’s Financial Advisors to provide to the Texas
MAC information and documentation requested by the Texas MAC relating to the Bonds;
provided, however, that no such information and documentation shall be provided prior to the
Closing Date. This consent and authorization relates only to information and documentation that
is a part of the public record concerning the issuance of the Bonds.
SECTION 43: Effective Date. Pursuant to the provisions of Section 1201.028, as
amended, Texas Government Code, this Ordinance shall be effective immediately upon adoption,
notwithstanding any provision in the City’s Home Rule Charter to the contrary concerning a
multiple reading requirement for the adoption of ordinances.
[The remainder of this page intentionally left blank.]
S-1
PASSED, APPROVED AND ADOPTED on the 10th day of August, 2021.
CITY OF CORPUS CHRISTI, TEXAS
____________________________________
Mayor
ATTEST:
____________________________________
City Secretary
(SEAL)
APPROVED THIS 10th DAY OF AUGUST, 2021:
________________________
Miles Risley, City Attorney
[The remainder of this page intentionally left blank.]
S-2
THE STATE OF TEXAS
COUNTY OF NUECES
§
§
§
I, the undersigned, City Secretary of the City of Corpus Christi, Texas, do hereby certify that the
above and foregoing is a true, full and correct copy of an Ordinance passed by the City Council of
the City of Corpus Christi, Texas (and of the minutes pertaining thereto) on the 10th day of August,
2021, authorizing the issuance of one or more series of the City’s general improvement refunding
bonds, which ordinance is duly of record in the minutes of said City Council, and said meeting
was open to the public, and public notice of the time, place and purpose of said meeting was given,
all as required by Texas Government Code, Chapter 551.
EXECUTED UNDER MY HAND AND SEAL of said City, this the ____ day of _________,
2021.
City Secretary
(CITY SEAL)
S-3
The foregoing ordinance was read for the first time and passed to its second reading on this the
27th day of July, 2021, by the following vote:
Paulette Guajardo ____________ John Martinez ___________
Roland Barrera ____________ Ben Molina ____________
Gil Hernandez ____________ Mike Pusley ____________
Michael Hunter ____________ Greg Smith ____________
Billy Lerma ____________
That the foregoing ordinance was read for the second time and passed finally on this the 10 th day
of August, 2021, by the following vote:
Paulette Guajardo ____________ John Martinez ___________
Roland Barrera ____________ Ben Molina ____________
Gil Hernandez ____________ Mike Pusley ____________
Michael Hunter ____________ Greg Smith ____________
Billy Lerma ____________
PASSED AND APPROVED, this the 10th day of August, 2021.
ATTEST:
__________________________________ _____________________________
Rebecca Huerta Paulette M. Guajardo
City Secretary Mayor
82642268.2 Index-1
INDEX OF SCHEDULES AND EXHIBITS
Schedule I – Schedule of Refunded Obligations
Schedule II – Approval Certificate
Exhibit A – Paying Agent/Registrar Agreement
Exhibit B – Purchase Contract
Exhibit C – Escrow Agreement
Exhibit D – Notices of Redemption
Exhibit E – DTC Letter of Representations
Exhibit F – Description of Annual Financial Information
Exhibit G – General Policies and Procedures Concerning Compliance With the Rule
[The remainder of this page intentionally left blank.]
82642268.2 Schedule I-1
SCHEDULE I
SCHEDULE OF REFUNDED OBLIGATIONS
[To be completed based off the Refunding Candidates selected upon the sale of the respective
series of obligations]
82642268.2 Schedule II-1
SCHEDULE II
APPROVAL CERTIFICATE
See Tab No. __
82642268.2 A-1
EXHIBIT A
PAYING AGENT/REGISTRAR AGREEMENT
See Tab No. __
82642268.2 B-1
EXHIBIT B
PURCHASE CONTRACT
See Tab No. __
82642268.2 C-1
EXHIBIT C
ESCROW AGREEMENT
See Tab No. __
82642268.2 D-1
EXHIBIT D
NOTICES OF REDEMPTION
See Tab No. __
82642268.2 E-1
EXHIBIT E
DTC LETTER OF REPRESENTATIONS
See Tab No. __
82642268.2 F-1
EXHIBIT F
DESCRIPTION OF ANNUAL FINANCIAL INFORMATION
The following information is referred to in Section 38 of this Ordinance.
Annual Financial Statements and Operating Data
The financial information and operating data with respect to the Issuer to be provided
annually in accordance with such Section are as specified (and included in the Appendix or under
the headings of the Official Statement referred to) below:
1. The Issuer’s audited financial statements for the most recently concluded fiscal year
or to the extent these audited financial statements are not available, the portions of the unaudited
financial statements of the Issuer appended to the Official Statement as Appendix B, but for the
most recently concluded fiscal year.
2. [Tables 1 through 6 and 8 through 12 in the Official Statement.]
Accounting Principles
The accounting principles referred to in such Section are generally accepted accounting
principles for governmental units as prescribed by the Government Accounting Standards Board
from time to time.
82642268.2 G-1
EXHIBIT G
GENERAL POLICIES AND PROCEDURES
CONCERNING COMPLIANCE WITH THE RULE
I. Capitalized terms used in this Exhibit have the meanings ascribed thereto in Section 38 of
the Ordinance. Bonds refer to the Bonds that are the subject of the Ordinance to which this Exhibit
is attached.
II. As a capital markets participant, the Issuer is aware of its continuing disclosure
requirements and obligations existing under the Rule prior to February 27, 2019, the effective date
of the most recent amendment to the Rule (the Effective Date), and has implemented and
maintained internal policies, processes, and procedures to ensure compliance therewith. Adherence
to these internal policies, processes, and procedures has enabled underwriters in non-exempt
negotiated sales and initial purchasers in non-exempt competitive sales to comply with their
obligations arising under various MSRB rules and regulations concerning due diligence and
findings of suitability, among other matters, regarding the Issuer’s compliance with the Rule.
III. The Issuer is aware that the Rule was amended as of the Effective Date (the Rule
Amendment) and has accommodated this amendment by adding subparagraphs (15) and (16) to
Section 38C of the Ordinance, which provisions are a part of the Undertaking.
IV. The Issuer is aware that “participating underwriters” (as such term is defined in the Rule)
of the Bonds must make inquiry and reasonably believe that the Issuer is likely to comply with the
Undertaking and that the standards for determining compliance have increased over time as a result
of, among others, the United States Securities and Exchange Commission’s Municipalities
Continuing Disclosure Cooperation Initiative and regulatory commentary relating to the
effectiveness of the Rule Amendment.
V. The Issuer now establishes the following general policies and procedures (the Policies and
Procedures) for satisfying its obligations pursuant to the Undertaking, which policies and
procedures have been developed based on the Issuer’s informal policies, procedures, and processes
utilized prior to the Effective Date for compliance with the Issuer’s obligations under the Rule, the
advice from and discussions with the Issuer’s internal senior staff (including staff charged with
administering the Issuer’s financial affairs), its municipal or financial advisors, its legal counsel
(including Bond Counsel), and its independent accountants, to the extent determined to be
necessary or advisable (collectively, the Compliance Team):
1. The Chief Financial Officer (the Compliance Officer) shall be responsible for satisfying
the Issuer’s obligations pursuant to the Undertaking through adherence to these Policies
and Procedures;
2. the Compliance Officer shall establish reminder or “tickler” systems to identify and
timely report to the MSRB, in the format thereby prescribed from time to time, the
Issuer’s information of the type described in Section 38B of the Ordinance;
3. the Compliance Officer shall promptly determine the occurrence of any of the events
described in Section 38C of the Ordinance;
82642268.2 G-2
4. the Compliance Officer shall work with external consultants of the Issuer, as and to the
extent necessary, to timely prepare and file with the MSRB the annual information of the
Issuer and notice of the occurrence of any of the events referenced in Clauses 2 and 3
above, respectively, the foregoing being required to satisfy the terms of the Undertaking;
5. the Compliance Officer shall establish a system for identifying and monitoring any
Financial Obligations, whether now existing or hereafter entered into by the Issuer, and
(upon identification) determining if such Financial Obligation has the potential to
materially impact the security or source of repayment of the Bonds;
6. upon identification of any Financial Obligation meeting the materiality standard
identified in Clause 5 above, the Compliance Officer shall establish a process for
identifying and monitoring any Issuer agreement to covenants, events of default,
remedies, priority rights, or other similar terms under such Financial Obligation;
7. the Compliance Officer shall establish a process for identifying the occurrence of any
default, event of acceleration, termination event, modification of terms, or other similar
events under the terms of any Financial Obligation, the occurrence of any of which reflect
financial difficulties of the Issuer; and
8. the Compliance Officer shall annually review these Policies and Procedures with the
remainder of the Compliance Team, make any modifications on an internal document
retained by the Compliance Officer and available to any “participating underwriter” (as
defined in the Rule), if requested, and on the basis of this annual review (to the extent
determined to be necessary or desirable), seek additional training for herself or himself,
as well as other members of the Issuer’s internal staff identified by the Compliance
Officer to assist with the Issuer’s satisfaction of the terms and provisions of the
Undertaking.
DATE: July 27, 2021
TO: Peter Zanoni, City Manager
FROM: Neiman Young, Assistant City Manager
neimany@cctexas.com
(361) 876 - 3898
STAFF PRESENTER(S):
Name Title/Position Department
1. Bill Mahaffey Director of Gas Operations Gas Department
OUTSIDE PRESENTER(S):
Name Title/Position Organization
1. Matt Garcia Director of Community Relations Texas Oil and Gas Association
ISSUE:
Texas Oil and Gas Association Update.
BACKGROUND:
Director of Community Relations for Texas Oil and Gas Association, Mathew Garcia, to present
status updates on oil and gas industry in Texas, current legislative, regulatory, judicial, and public
affairs-related items as it pertains to the industry in Texas, Economic & ESG impacts of the
industry, and key takeaways for continued success.
LIST OF SUPPORTING DOCUMENTS:
PowerPoint – TBD and created by outside party
Texas Oil and Gas Industry Update
AGENDA MEMORANDUM
City Council Meeting of July, 27, 2021