HomeMy WebLinkAboutC2024-020 - 2/20/2024 - Approved R '
LEASE AGREEMENT BETWEEN THE CITY OF
CORPUS CHRISTI AND
DRISCOLL CHILDREN'S HOSPITAL
This lease agreement the("Lease")is made by and between the City of Corpus Christi
("City"), acting by and through its City Manager or his designee ("City Manager"), and
Driscoll Children's Hospital ("Lessee"), a Texas non-profit corporation (each a
"party" and collectively the "parties").
WHEREAS, the City owns the Corpus Christi International Airport ("Airport")
and has the authority to lease land and improvements at the Airport;
WHEREAS, the Airport is managed by the Director of Aviation ("Director"); and
WHEREAS, the parties desire to enter into this Lease for land and
improvements, to include the use of office space, hangar space, and parking spaces
for the purpose of facilitating the provision of Lessee's aeronautical services.
NOW, THEREFORE, in consideration of the terms, conditions, and mutual
covenants contained in this Lease, the Parties agree as follows:
Section 1. Premises. City leases to the Lessee the real property and existing
improvements as depicted in the attached Exhibits A and B ("Premises"), such
exhibits being incorporated by reference into this Lease, and physically located at 302
International Drive, Corpus Christi, Nueces County, Texas. The Premises are
generally described as follows: approximately 87,260 square feet of aeronautical
unimproved land, approximately 3,120 square feet of hangar space, approximately
3,000 square feet of office space associated with the hangar, approximately 180
square feet of storage space associated with the hangar, approximately 6,488 square
feet of concrete apron, and approximately 8,952 square feet of uncovered vehicle
parking area. The Premises are designated and known, for the sole purpose of
locating and identifying the leased area granted by this instrument, as the "Driscoll
Children's Hospital Ground Ambulance Service Facility."
Section 2. Term. The term of this Lease is for five years and commences upon final
approval of this Lease by the Corpus Christi City Council and execution of this
instrument by the City Manager or his designee ("Effective Date" and "Initial Term").
At the end of the Initial Term of this Lease, the Lease shall automatically renew for an
additional twelve-month period ("Renewal Term") if neither party to the Lease files
notice to terminate the Lease Agreement 60 days prior to the expiration of the Initial
Term. Following the expiration of the first Renewal Term, the Lease shall automatically
renew for a second renewal term of 12 months and so on until the end of the fourth
renewal period when such Lease shall expire by its own terms.
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SCANNED
Section 3. Rent.
A. So long as Lessee continually uses the entire Premises solely for
Lessee's aeronautical use, the annual rent for the Premises is as shown in the table
below, with the first year's rent totaling $49,973.76 and the first-year monthly rent being
$4,164.48. The first month's rent shall be due on the Effective Date of this Lease
Agreement. Subsequent monthly rental payments shall be due on the 1st of each month
following the expiration of the initial month of the Lease. If Lessee fails to timely remit the
monthly Lease payment on or before the due date, a late fee of $200.00 per incident
will be assessed and payable by Lessee. Lessee may choose to pay the annual rent
due in advance and in one payment at the beginning of the Lease term year.
YEARLY BREAKDOWN OF RATE INCREASES
TERM FISCAL YEAR MONTHLY COST ANNUAL COST
Years 2023-24 $ 4,164.48 $ 49,973.76
1-5 2024-25 $ 4,800.84 $ 57,610.12
2025-25 $ 5,437.21 $ 65,246.48
2026-27 $ 6,073.57 $ 72,882.84
2027-28 $ 6,709.93 $ 80,519.20
Year 6 2028-29 $ 6,844.13 $ 82,129.58
Year 7 2029-30 $ 6,981.01 $ 83,772.18
Year 8 2030-31 $ 7,120.63 $ 85,447.62
Yea r9 2031-32 $ 7,263.05 $ 87,156.57
B. Rental rates for all Airport real properties are adjusted on a periodic cycle
and are based on a fair market appraisal conducted by the City. The City reserves the
right to adjust the rent in accordance with its adopted policy or Federal Aviation
Administration ("FAA") requirements. For purposes of determining the fair market value
by appraisal, the values determined by the appraiser will be final.
C. Adjusted rental rates are effective beginning on the 61st day following
completion of the final appraisal.
D. Lease payments must be mailed to the City of Corpus Christi, P. O.
Box 9257, Corpus Christi, Texas 78469-9257 and received on or before the due date.
Section 4. City and Lessee Representatives. The City Manager designates the
Director as the agent to receive all rent, notices, and reports due under this Lease.
The contact person and agent for the Lessee is Jeremy L. Goodman, Director—Critical
Care Transport, or his successor, or as designated by the Lessee.
Section 5. Use of Premises.
A. Lessee shall have the right to use and occupy the Premises solely for the
operation and support of Lessee's aeronautical services and shall use the Premises
for no other purpose without the express written consent of the Director.
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B. Lessee may not use or occupy, permit the Premises to be used or
occupied, nor do or permit anything to be done in, on, or at the Premises in a manner
that would, in any way, void or make voidable any insurance then in force with respect
to the Premises or operations at the same or that would make it impossible to obtain
the insurance required to be furnished by Lessee under this Lease.
C. Lessee will not make any unlawful use of the Premises nor permit any
unlawful use thereof and will not commit, or permit anyone else to commit, any act
which is a nuisance or annoyance to the City or to adjacent property owners or tenants,
or which might, in City's sole judgment, appreciably damage City's goodwill or
reputation, or tend to injure or depreciate the value of the Premises or any
improvements located thereon.
D. City Temporary Use. Lessee acknowledges that the City reserves the
right to temporarily use the Premises, at no cost to the City, as a pre- or post-
emergency evacuation, storage, or operations facility if deemed necessary by the City
Manager.
E. City is not required to make any expenditure nor incur any obligation or
liability of any kind whatsoever in connection with the financing, construction,
maintenance, or repair of the Premises.
F. Partial Destruction. If the Premises is partially damaged due to acts of
God, fire, or other casualty to the extent that Lessee cannot use that portion of the
Premises for its intended purpose, then, at Lessee's option, this Lease may be
suspended or terminated until the damage is repaired. If the Lease is suspended,
Lessee and City will mutually agree on a time period for Lessee to repair the damages
to the Premises. If the Lease is terminated, the rent will be abated from the date of the
casualty, provided, however, that Lessee must use its insurance proceeds to repair or
replace the damaged Premises to its condition at the time of lease execution. Any
remaining insurance proceeds after all repair costs have been expended and the
Premises restored will be paid to Lessee. The City Manager is the sole judge of the
extent of damage to the Premises.
Section 6. Parking. Parking space is available adjacent to the office space, as shown
in Exhibit B, on an exclusive basis and may be used for parking cars and other
passenger motor vehicles used by the Lessee and its customers, guests, and patrons
and persons or companies doing business with Lessee. Lessee acknowledges that
use of the parking space shall fully comply with all of the Airport's rules and regulations
for parking and vehicle usage at the Premises and adjacent parking areas and shall
require users, customers, patrons, and guests of Lessee to do so as well.
Section 7. Signs. Lessee may install City ordinance compliant signs on the Premises
at its sole cost; provided, however, that the Lessee has obtained the Director's prior
written consent as to the size, type, design, and location of these signs or other
corporate identification, which consent shall not be unreasonably withheld or delayed.
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Section 8. Right to Amend. If the FAA or its successor agency requires
modifications or amendments to this Lease as a condition precedent to the granting of
funds to the City for Airport improvements, Lessee agrees to consent to the
modifications or amendments to the Lease as may be reasonably required, provided,
however, Lessee will not be required to pay any increased rent, change the use of the
Premises, or accept a relocation or reduction in the size of the Premises until Lessee
and Airport have fully executed an amendment to this Lease that is mutually
satisfactory to both parties regarding any terms or conditions of this Lease affected by
said actions of the FAA.
Section 9. Subordination to U.S./FAA Requirements. This Lease is subordinate
to the provisions of any existing or future agreement between the City, acting through
the Airport, and the United States of America relating to the operation or maintenance
of the Airport, where the execution of the said agreement(s) is required as a condition
to the expenditure of federal funds for the development of the Airport. If the effect of
said agreement(s) with the United States, either under this Section 9 or under Section
8 above, is to remove any or all of the Premises from the control of Airport or to
substantially destroy the value of the Premises, then this Lease shall terminate
immediately without any further obligation on the part of City to Lessee.
Section 10. Development of Improvements.
A. Lessee shall not construct improvements upon the Premises without the
prior written approval of the Director and the City's Director of Engineering Services.
Where required by law, approval of the City is subject to the concurrence of the FAA.
Any constructed improvements must substantially conform to the plans, specifications,
and requirements approved by the City and FAA, if applicable.
B. When required by the City, Lessee will furnish to the City two sets of
complete plans and specifications for improvements proposed to be placed or
constructed on the Premises and complete as-built plans following completion of
construction. No work may be performed by Lessee or its contractors without the City's
prior written approval of such plans, acting through its Director and its Director of
Engineering Services.
C. Lessee shall be solely responsible for filing all plans, drawings, and
specifications for any planned improvements to the Premises to the City's Development
Services Department and to the City's Aviation Department prior to beginning
construction. Lessee shall be solely responsible for paying all plan review fees, permit
fees, and inspection fees charged by the City or other governmental authority with
jurisdiction.
D. Upon termination of this Lease, ownership of any improvements
constructed by Lessee on the Premises during the term of this Lease reverts to the City
free and clear of all liens, claims, and other encumbrances or adverse interest in the
Premises or the Improverents located thereon.
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E. ANY APPROVALS BY THE CITY UNDER THIS SECTION, INCLUDING,
BUT NOT LIMITED TO APPROVALS OF PLANS AND SPECIFICATIONS,
INSPECTION OF WORK, DESIGN, OR CONSTRUCTION ARE NOT TO BE
CONSTRUED AS A REPRESENTATION, WARRANTY, OR STATEMENT AS TO THE
QUALITY, SOUNDNESS, OR SAFETY OF THE DESIGN AND CONSTRUCTION OF
ANY OF THE IMPROVEMENTS (INCLUDING, WITHOUT LIMITATION, THE EXISTING
IMPROVEMENTS) OR FACILITIES RELATED THERETO.
Section 11. Lessee's Repair and Maintenance Obligations.
A. Premises. Lessee, at its own expense, shall maintain the Premises and
improvements in good appearance and in a good, safe condition. Lessee shall maintain
all leasehold improvements on the Premises (including, without limitation, parking lots,
sidewalks, roofs, walls, partitions, floors, ceilings, windows, doors, and glass, and all
furnishings, fixtures, and equipment therein). Lessee shall provide janitorial service and
maintenance to keep the interior and exterior of the Premises and improvements in a
clean, attractive, and sanitary condition at all times. Any landscaping must be well-
maintained and kept in a neat and tidy condition by the Lessee. Lessee shall repair any
and all damage caused to real and personal property of City occurring on the Premises
as a result of the willful or negligent acts or omissions of Lessee, its officers, employees,
agents, guests, or invitees.
B. Quality of Maintenance. It is the intent of the City and Lessee that the
Premises and improvements will be repaired and maintained in a manner that shall
keep the Improvements intact, in good repair, and in a condition so that said
Improvements will be usable at the end of the Lease. Lessee must comply with the
maintenance obligations and with all applicable governmental laws, rules, or
regulations. The Director is the sole judge of the quality of Lessee's maintenance, which
must be reasonable and consistent with other properties. The Director may at any time,
during City's normal business hours, upon prior notice unless an emergency exists,
enter upon the Premises to determine if the maintenance requirements of this Lease
are being complied with by Lessee. The Director must notify Lessee in writing of any
default in maintenance or repair. If the required maintenance or repair in the Director's
notice to Lessee is not commenced within 10 business days after receipt of such written
notice or is not diligently prosecuted to completion, the Director may, but is not obligated
to do so, enter upon the Premises and perform the subject maintenance or repair.
Lessee agrees to reimburse the Airport for its cost plus 15% administrative fee within
30 days after the Director's written demand therefore, together with copies of all paid
receipts for such repairs and maintenance. Lessee will develop, within 30 days of
execution of this Lease, a preventative maintenance plan regarding the improvements
and provide a copy to the Director.
C. Correct Hazards. Lessee must immediately correct or cause to be
corrected any hazardous or potentially hazardous condition on the Premises upon
knowledge thereof, or after receipt of notice from the Director. At the Director's
reasonable discretion, the operations in the Premises, or affected portion of the
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Premises, may be restrained or stopped until the hazardous or potentially hazardous
condition is removed or corrected.
Section 12. Security. Lessee, its officers, employees, agents, contractors, and
invitees must comply with all applicable federal and local security regulations, as the
same may be amended. To the extent allowed by law, Lessee covenants to indemnify
and hold harmless City, its officers, and employees from any charges, fines, or penalties
that may be assessed or levied by the FAA or Transportation Security Administration by
reason of the negligent or intentional failure of Lessee, its officers, employees, agents,
contractors, or invitees to comply with security regulations, regardless of whether the
fine, charge, or penalty is levied against the City or the Lessee.
Section 13. CFR Part 77 Requirements. Lessee covenants to comply with the
notification and review requirements set out in Part 77 of the FAA Regulations 14 CFR
Part 77, as amended, if Lessee plans to construct or modify any structure, antenna, or
building located on the Premises or to be constructed on the Premises as an
Improvement.
Section 14. Control of Structures. Lessee shall not erect nor permit the erection of
any structure, antenna, or building, nor permit the growth of any tree on the Premises,
which has its highest point above a mean sea level elevation established by FAA and
the City as a height limitation on said structure, antenna, building, or object. The City
may enter the Premises and remove the encroaching structure, antenna, building, or
object without notice and at the Lessee's expense plus an additional administrative
charge of 15%.
Section 15. Aerial Approaches. The Director may take any action necessary to
protect the Airport's aerial approaches against obstruction, including the right to prevent
Lessee from erecting or permitting to be erected any building or structure on or adjacent
to the Airport which, in the Director's opinion, would limit the usefulness of the Airport or
constitute a hazard to aircraft.
Section 16. Hazardous Substances and Materials.
A. For the purposes of this Lease, "hazardous substance or material"
means and refers to one or more of the following:
1. Asbestos;
2. Any substance, material or waste defined as a "hazardous waste"
pursuant to Section 1004 of the Resource Conservation and Recovery Act (42 U.S.C.
Section 6901, et. seq.);
3. Any substance, material or waste defined as a "hazardous
substance" pursuant to Section 101 of the Comprehensive Environmental Response,
Compensation and Liability Act (42 U.S.C. Section 9601, et. seq.);
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4. Any substance, material or waste defined as a "regulated
substance" pursuant to Subchapter IX of the Solid Waste Disposal Act (42 U.S.C.
Section 6991, et. seq.); and
5. Any substance, material or waste which is reasonably considered
by the City to pose an actual or potential threat to persons or property in, around, or
on the Premises.
B. Lessee shall comply with all environmental laws, rules, regulations,
orders and permits applicable to the use of the Premises and improvements including,
but not limited to, required National Pollutant Discharge Elimination System Permits
and all applicable laws relating to the use, storage, generation, treatment,
transportation, or disposal of hazardous or regulated substances. Except for the
hazardous substances governed by and transported in full compliance with the
transportation laws of the state or federal government, Lessee must not knowingly use,
store, generate, treat, transport, or dispose of any hazardous or regulated substances,
materials, or waste on or near the Premises without the Director's prior written approval
and without first obtaining all required permits and approvals from all authorities having
jurisdiction over the operations conducted on the Premises. No fuel storage tanks shall
be located or permitted on the Premises.
C. If Lessee determines that a threat to the environment including, but not
limited to, a release, discharge, spill or deposit of a hazardous substance or material as
defined herein has occurred or is occurring which affects or threatens to affect the
Premises or the persons, structures, equipment, or other property upon the Premises
or the Airport, Lessee must immediately notify by oral report in person or by telephone,
to be promptly confirmed in writing, the Director. Lessee must cooperate fully with the
Director in promptly responding to, reporting, and remedying a threat to the environment
including, without limitation, a release or threat of release of a hazardous or regulated
substance into the drainage system, soil, ground or surface water, waters, or
atmosphere in accordance with applicable law or as authorized or approved by any
federal, state, or local agency having authority over environmental matters.
D. Lessee shall keep a readily accessible file of Safety Data Sheets ("SDS")
for each hazardous material or substance on the Premises or transported, in accordance
with federal and state transportation laws, which file must be posted and immediately
available to any Airport employee who responds to a report of a discharge of a
hazardous substance or material on the Premises. Lessee will require any operator of
the facilities on the Premises to use best efforts to determine which hazardous
substance or material was accidentally discharged and ensure that the SDS sheet is
available for the first responders to the Premises.
E. Lessee will cause prompt remediation and the payment of all costs
associated with any action or inaction of Lessee that directly or indirectly prevents the
City, acting through the Airport, from materially conforming to all then applicable
environmental laws, rules, regulations, orders, or permits relating to the Premises. The
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rights and obligations set forth in this section shall survive the expiration or earlier
termination of this Lease.
F. Lessee shall furnish to the Director, within five days of receipt by Lessee,
copies of any and all notices or correspondence directed to Lessee or any other party
at the Premises from any governmental entity, other entity, or person indicating a
violation or possible violation of any laws, rules, or regulations including, without
limitation, any law, rule, or regulation regarding any hazardous substance or material
(as such term is defined in this Lease).
Section 17. Nondiscrimination/Affirmative Action.
A. Nondiscrimination-General. Lessee for itself, and as a requirement for
any sublessee, their personal representatives, successors in interest, and assigns, as
a part of the consideration hereof covenants that: (1) no person on the grounds of race,
creed, color, religion, sex, age, national origin, handicap, or political belief or affiliation
will be excluded from participation in, denied the benefits of or otherwise be subjected
to discrimination in the use of the Premises; (2) in the construction of any improvements
on, over, or under the Premises and the furnishing of services thereon, no person on
the grounds of race, color, religion, sex, age, national origin, handicap, or political belief
or affiliation will be excluded from participation in, denied the benefits of, or otherwise
be subject to discrimination; (3) Lessee will cause to the best of its ability the Premises
and Improvements to be in compliance with all other requirements imposed by or
pursuant to 14 CFR Part 152, Subpart E Non Discrimination in Aid Program and Title
VI of the Civil Rights Act of 1964 and 49 CFR, Subtitle A, Part 21, Nondiscrimination in
Federally Assisted Programs of the Department of Transportation, and as said Title and
Regulations may be amended, and with other applicable state or federal laws or
regulations, as amended.
B. Nondiscrimination-Business Owner. This agreement (aka Lease) is
subject to the requirements of the U.S. Department of Transportation's regulations, 49
CFR Part 23. The concessionaire or contractor (Lessee) agrees that it will not
discriminate against any business owner because of the owner's race, color, national
origin, or sex in connection with the award or performance of any concession
agreement, management contract, or subcontract, purchase or lease agreement, or
other agreement covered by 49 CFR Part 23. The concessionaire or contractor
(Lessee) agrees to include the above statements in any subsequent concession
agreement or contract covered by 49 CFR Part 23 that it enters and causes those
businesses to similarly include the statements in further agreements.
C. Remedy for Breach. If the Lessee is found by a final verdict of a court of
competent jurisdiction to have deliberately breached a non-discrimination covenant, or
to have permitted any sublessee to deliberately breach a non-discrimination covenant,
the City may immediately enforce the remedies directed by the Court's decision, which
may include the City's right to reenter the Premises, retake possession thereof, and
terminate the Lease. This provision is not effective until the procedures of Title 49, Code
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of Federal Regulations, Part 21 are completed, including exercise of any rights to
appeal.
D. Affirmative Action. The Lessee will undertake any affirmative action
program if required by 14 CFR Part 152, Subpart E, to ensure that the Lessee will not
exclude any person from participating in any employment activity covered by 14 CFR
Part 152, Subpart E, on the grounds of race, creed, color, national origin, sex, age, or
disability. The Lessee will not exclude any person on these grounds from participation
in or the receipt of the service or benefit of any program or activity covered by the
subpart. The Lessee further understands that it will require its covered sub
organizations, if any, to provide assurances to the City that they will also undertake any
required affirmative action programs, if required, and require assurances from their sub-
organizations, if required pursuant to 14 CFR Part 152, Subpart E. Lessee, at no
expense to the City, shall comply with any applicable requirements of the Americans
with Disabilities (ADA), as it may be amended, with respect to the Premises and its
improvements.
Section 18. Compliance with Laws.
A. General. Lessee covenants to promptly observe, comply with and
execute, and shall cause any sublessee to promptly observe, comply with and execute,
the provisions of any and all present and future governmental laws, ordinances, rules,
regulations, requirements, orders and directions applicable to the use and occupancy
of the Premises. A breach of this covenant, which is not remedied within any permitted
cure period, may be cause for City's exercising its rights under the Lease.
B. Federal. Lessee shall comply and shall require any sublessee to comply
with all applicable federal laws, rules, and regulations including, without limitation, the
Drug Free Workplace Act, the Violence in the Workplace Act, the Americans with
Disabilities Act, and any other acts the U.S. Congress passes that apply to the uses
and operations at the Premises.
C. State. Lessee shall comply with all applicable laws, rules, and
regulations of the State of Texas.
D. Local. Lessee shall comply with all applicable City ordinances, and rules
and regulations promulgated by the Director.
Section 19. Acceptance of Premises Disclaimer. LESSEE ACKNOWLEDGES
THAT IT IS LEASING THE PREMISES"AS IS"WITH ALL FAULTS INCLUDING, BUT
NOT LIMITED TO, ANY AND ALL POLLUTANTS, ASBESTOS, UNDERGROUND
STORAGE TANKS, AND ANY OTHER HAZARDOUS MATERIALS AS MAY EXIST
ON THE PREMISES AND THAT NEITHER CITY NOR ANY EMPLOYEE OR AGENT
OF CITY HAS MADE ANY REPRESENTATIONS OR WARRANTIES AS TO THE
CONDITION OF SUCH PREMISES. LESSEE ACKNOWLEDGES AND AGREES
THAT LESSEE HAS BEEN PROVIDED, TO ITS SATISFACTION, THE
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OPPORTUNITY TO INSPECT THE PREMISES FOR ANY DEFECTS AS TO THE
SUITABILITY OF SUCH PROPERTY FOR THE PURPOSE TO WHICH LESSEE
INTENDS TO PUT THE PREMISES AND IS RELYING ON ITS OWN INSPECTION.
THIS LEASE IS SUBJECT TO ALL COVENANTS, EASEMENTS, RESERVATIONS,
RESTRICTIONS, AND OTHER MATTERS OF RECORD AND NOT OF RECORD
APPLICABLE TO THE PREMISES.
Section 21. City's Obligations.
A. City agrees to operate the Corpus Christi International Airport as a public
airport during the term of this Lease, subject to the assurances given by the City to the
United States Government.
B. In exchange for Lessee's promise to maintain the Premises, the City
agrees to make water and wastewater services available to the Premises property line
on the same basis as it is made available to all businesses operating at the Airport.
Lessee must procure and pay for all utility usage, such as gas, water, wastewater,
cable, Internet, and telephone charges that are supplied to the Premises during the term
of the Lease as the charges become due and payable. IN NO EVENT WILL THE CITY
BE LIABLE FOR ANY INTERRUPTION OR FAILURE IN THE SUPPLYING OF ANY
UTILITIES TO THE PREMISES, INCLUDING THOSE WHICH THE CITY HAS
AGREED TO FURNISH.
C. If City causes Lessee's ingress or egress to be interrupted for more than
twenty-four(24) hours, the City will consider rent reduction for days of non-use.
Section 22. Insurance. Lessee must provide insurance in the amounts and types of
coverages required by the City's Risk Manager or the Risk Manager's designee ("Risk
Manager") as are set out in the attached Exhibit C, the content of which is incorporated
into this Lease as if set out herein in its entirety. Lessee must cause certificate(s) of
insurance to be provided to the Director and Risk Manager not less than 30 days prior
to the annual anniversary date of the Effective Date of this Lease. The Risk Manager
will annually assess the level and types of insurance required by the Lessee. The Risk
Manager may increase or decrease the level or types of insurance by giving Lessee
notice not less than 60 days prior to the annual anniversary date of the Effective Date
of the Lease. Lessee shall have 30 days to procure the changed insurance and provide
written proof of insurance to the Director and Risk Manager.
Section 23. Indemnification.
A. TO THE EXTENT PERMITTED BY APPLICABLE LAW, AND
WITHOUT WAIVING ANY DEFENSES, EACH PARTY ("INDEMNITOR") SHALL
INDEMNIFY, HOLD HARMLESS, AND DEFEND THE OTHER, ITS OFFICERS,
EMPLOYEES, REPRESENTATIVES, AND AGENTS (COLLECTIVELY,
"INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS,
DEMANDS, LIENS, JUDGMENTS, FINES, PENALTIES, AWARDS, LAWSUITS,
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CAUSES OF ACTION, AND EXPENSES OF ANY NATURE WHATSOEVER
INCLUDING, BUT NOT LIMITED TO, STRICT LIABILITY CLAIMS AND ALL
EXPENSES OF LITIGATION (INCLUDING MEDIATION AND ARBITRATION),
COURT COSTS, REASONABLE ATTORNEYS' FEES, AND EXPERT WITNESS
FEES, ON ACCOUNT OF PERSONAL INJURIES (INCLUDING WORKERS'
COMPENSATION AND DEATH CLAIMS), PROPERTY LOSS OR DAMAGE, OR ANY
OTHER KIND OF DAMAGES, WHICH ARISE OUT OF ANY ACT OR OMISSION OF
THE INDEMNITOR OR ITS OFFICERS, EMPLOYEES, REPRESENTATIVES OR
AGENTS UNDER THIS LEASE OR THE PERFORMANCE OF THIS LEASE..
INDEMNITOR MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND
DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND
ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO
INDEMNITEES, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER
COSTS AND EXPENSES OF ANY KIND ARISING FROM OR OUT OF ANY OF SAID
LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, CAUSES OF ACTION, OR
DAMAGES. THE INDEMNIFICATION OBLIGATIONS OF LESSEE UNDER THIS
SECTION SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS
LEASE.
B. Notice of Claim or Action. Notwithstanding the above indemnifications,
Lessee must give the Director and Risk Manager written notice of any accident or other
matter covered under this section and forward to the Director and Risk Manager copies
of every notice, demand, claim, summons, or other process communication received
within 10 days of Lessee's receipt of same.
Section 24. Assignment and Sublease.
A. Lessee shall not assign this Lease or sublease the Premises or any part
thereof or mortgage, pledge, or hypothecate its leasehold interest, or grant any
concession or license within the Premises without the express prior written consent of
the City, such consent being within the sole discretion of the City, and any attempt to do
any of the foregoing shall be void and of no effect. In the event of any such assignment
or sublease, attempted assignment or sublease, or should Lessee, in any other nature
of transaction, allow or attempt to allow anyone to occupy the Premises or any portion
thereof, City shall upon such occurrence have the right and option to terminate and
cancel this Lease effective upon 10 days written notice to Lessee given by City at any
time thereafter, and City may terminate and cancel either as to the entire Premises or
as to only the portion thereof which Lessee assigned, subleased, attempted to assign
or sublease, or otherwise allowed some other party's occupancy. Lessee shall be liable
for payment of the fair market value of rents for the portion of the Premises used without
consent of the City, such fair market value to be determined by review of the Airport's
current property appraisal report. In the event the City elects to terminate this Lease as
to the aforesaid portion of the Premises, then the rent as to the remainder of the
Premises may thereafter be reduced as appropriate and as determined by the City. This
prohibition against assigning, subletting, attempting to assign or sublet, and allowing or
attempting to allow occupancy by another without the City's consent is to be construed
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to include a prohibition against any assignment, subletting, or occupancy by operation
of law.
B. In any case where the City consents to a sublease of the leasehold,
Lessee will remain liable for the performance of all terms, conditions, covenants, duties,
and obligations of this Lease including, without limitation, the obligation to pay any and
all sums required by this Lease to be paid and faithful adherence and performance of
all indemnity provisions provided in this Lease.
Section 25. Termination.
A. Termination by Lessee. Without limiting any other rights and remedies
to which Lessee may be entitled by common law, statutory law, or as elsewhere
provided in this Lease, this Lease may be terminated by Lessee at any time upon the
occurrence of one or more of the following events:
1. The City's permanent abandonment of the Airport;
2. The lawful assumption by the U.S. Government, or any authorized
agency thereof, of the operation, control, or use of the Airport, or of any substantial part
or parts thereof, which substantially restricts the Lessee from operating at the Premises
for a minimum of 180 days; or
a. The issuance by any court of competent jurisdiction of an
injunction that prevents or restrains the use of the Airport or the
Premises that continues for at least 180 days; or
b. The default by the City in the performance of any covenant or
obligation to be performed by the City and such failure to remedy
the default continues for a period in excess of 60 days after
receipt from Lessee of written notice to remedy the same.
B. Termination by City. Without limiting any other rights and remedies to
which City may be entitled at common law, statutory law, or as elsewhere provided in
this Lease, this Lease may be terminated by the City if Lessee:
1. Is in arrears in payment the rent, fees, or other charges due under the
Lease for 10 days or more;
2. Becomes insolvent, takes the benefit of any present or future insolvency
statute; makes a general assignment for the benefit of creditors; files a voluntary petition
in bankruptcy or a petition or answer seeking a reorganization or the readjustment of its
Indebtedness under the federal bankruptcy laws or under any other law or statute of
the United States or of any state thereof; or consents to the appointment of a receiver,
trustee, or liquidator of all or substantially all of its property;
Page 12 of 20
3. Has a petition filed under any part of the federal bankruptcy laws, or any
action sought under any present of future insolvency law or statute, against Lessee and
which is not dismissed within 30 days after the filing date;
4. Abandons the Premises ["abandon" shall mean failing to use the
Premises for aeronautical activities and services as defined in current FAA Order
5190.6B FAA Airport Compliance Manual] for a period in excess of 90 days; or
5. Otherwise defaults in the performance of any other material covenant of
this Lease and continues the default for 30 days, or such other time as may be provided
herein, after receipt of written notice from the Director of the default. If the default cannot
reasonably be cured within said 30 days or within any other time as set out in the notice
of default, Lessee shall not be deemed in default if Lessee commences the remedy
process with the applicable period and thereafter diligently prosecutes the same to
completion with a reasonable time period as agreed to by the Director; otherwise,
Lessee will be determined to be in default.
C. City's Right to Entry upon Termination. If the Lease is terminated, the
City may enter upon the Premises. In the event of termination, the Director may enter
onto the Premises to remove any and all persons or property from the Premises and
place any property in storage for the account of and at the expense of Lessee.
Excluding personal property provided at the Premises by the City which forms
part of the granted use under this Lease, all personal property on the Premises
except Protected Health Information (PHI) as defined by the Health Insurance
Portability Accountability Act (HIPAA) is hereby subjected to a contractual
landlord's lien to secure payment of delinquent rent and other sums due and
unpaid under this Lease, any and all exemption laws are hereby expressly waived
in favor of said landlord's lien; and it is agreed that said landlord's lien is not a
waiver of any statutory or other lien given, or which may be given, to City but is in
addition thereto. In the case of termination by either party, if Lessee fails to remove
any of its furniture, fixtures, equipment, or other personal property from the Premises
within 10 days following the termination of this Lease, Director may, at his option, take
title to said personal property, remove the same, and sell the property found on the
Premises at a public or private sale with proceeds of the sale applied first to the cost of
the sale, then to the cost of storage of the property, if any, and then to the indebtedness
of Lessee, with the surplus, if any, to be mailed to Lessee at the address herein
designated. To the extent allowed by law, Lessee further agrees to indemnify and
hold harmless City, including its officers, agents, and employees, from and
against any loss or damage or claim arising out of City's action in collecting
monies owed to it under this paragraph, except for any loss, damage, or claim
caused by the gross negligence or willful misconduct of City or its employees.
D. Notice of Termination. If an event of material default occurs, and after
due written notice identifying the default, the defaulting party has failed to cure or failed
to commence to cure, the complaining party may at any time after the expiration of any
such cure period terminate this Lease by providing written notice of termination to the
Page 13 of 20
defaulting party. The Lease will be terminated on the date specified in the notice but
not sooner than 10 business days after the postmarked date of the notice.
E. Improvements Revert to City. Except for the right of Lessee to remove
personal property at the expiration of the Lease, ownership of all improvements placed
or constructed on the Premises by Lessee revert to the City upon the expiration or earlier
termination of this Lease.
Section 26. Re-delivery of Premises. Upon the expiration or earlier termination of this
Lease, Lessee shall deliver the Premises to the City peaceably, quietly, and in as good
condition as the same now are or may be hereafter improved by Lessee or City, normal
use and wear excepted.
Section 27. Holdover. Any holding over by Lessee of the Premises after the expiration
of this Lease will be on a month-to-month tenancy at sufferance not to exceed 18
months, at the then current monthly rent amount, and subject to surrender upon 30 days'
prior written notice. Failure to timely surrender the Premises following written notice
subjects Lessee to a monthly holdover fee of 125% of the then-current fair market rental
value for the Premises.
Section 28. Notices.
A. With the exception of immediate notices to be provided to the City under
the hazardous materials/substances provision of Section 16 and the indemnification
provisions of Section 23 of this Lease, all notices required to be sent under this Lease
are deemed sufficient if in writing and sent by certified mail, return receipt requested,
postage prepaid, or by overnight delivery service with proof of delivery, or delivered in
person, and as properly addressed below:
If to City: Director of Aviation
Corpus Christi International Airport
1000 International Drive
Corpus Christi, TX 78406
If to Lessee:
Driscoll Children's Hospital
Attn: President and Chief
Executive Officer
3533 South Alameda
Corpus Christi, TX 78411
Copy to: Driscoll Children's Hospital
Attn: Legal Department
3533 South Alameda
Corpus Christi, TX 78411
Page 14 of 20
B. Either party may change the address to which notice must be addressed
under this section by providing the other party with notice of the new address within 10
days of the change under any of the methods set out in this section.
Section 29. Disclosure of Interest; Conflicts of Interest.
A. The City's Code of Ordinances, Section 2-349, as amended, requires all
persons seeking to do business with the City to complete and provide a "Disclosure of
Interest" form of the type attached to this Lease as Exhibit D. The content of the
completed Exhibit D by Lessee is incorporated into this Lease by reference as if fully set
out in this section. Lessee is obligated to provide an updated Disclosure of Interest
should any information submitted in Exhibit D and incorporated into this Lease by
reference change during the pendency of this Lease for approval by the City Council
and prior to the City's execution of the same.
B. Additionally, Lessee agrees, in compliance with Texas statutory
requirements, to electronically complete and file Form 1295 "Certificate of Interested
Parties" on the Texas Ethics Commission's website and to provide the certified,
executed, and notarized form to the City as a condition of this Lease.
Section 30. General Provisions.
A. Mineral Rights. The City expressly reserves all water, gas, oil, and
mineral rights in and under the soil beneath the Premises in which it holds an interest
and reserves the right to conduct or provide for testing and removal of any such City-
owned water, gas, oil, or minerals from the Premises.
B. No Waiver of Forfeiture. Any failure or neglect of the City or Lessee at
any time to declare a forfeiture of this Lease for any breach or default whatsoever
hereunder does not waive City's or Lessees right thereafter to declare a forfeiture for
like or other or succeeding breach or default.
C. Force Majeure. Neither City nor Lessee will be deemed to be in breach
of this Lease if either is prevented from performing any of its obligations under this
Lease by reason of force majeure, provided however that nothing in this paragraph shall
excuse the Lessee from the prompt payment of any rental payments except as may be
expressly provided in this Lease and further provided that the party relying on this
paragraph shall provide written notice to the other party of the force majeure event
within 3 business days of such event. "Force Majeure" for the purposes of this Lease
means any prevention, delay, or stoppage due to strikes, lockouts, labor disputes, acts
of God to include severe inclement weather and sustained periods of rain or snow, civil
commotion, fire or other casualty, and other causes beyond the reasonable control of
the party obligated to perform and claiming the force majeure. Failure of a party to
provide timely notice of an event of force majeure, pursuant to this paragraph, waives
force majeure as a defense to nonperformance.
Page 15 of 20
D. Rules and Regulations. City has adopted minimum operational
standards ("Minimum Standards") and rules and regulations ("Rules and Regulations"),
which shall govern Lessee in the use of the Premises and all common facilities, a copy
of each of which has been furnished to the Lessee and are incorporated herein by
reference. Lessee agrees to comply fully at all times with these governing documents.
City, in its sole discretion, shall have the right to amend, modify, and alter these
Minimum Standards and Rules and Regulations from time to time in a reasonable
manner and may introduce other regulations as deemed necessary for the purpose of
assuring the safety, welfare, convenience, and protection of property of City, Lessee,
and all other tenants and customers of the Airport; provided, however, that City shall give
Lessee reasonable advance notice of any such amendments, modifications, or
alternations of the Minimum Standards and Rules and Regulations.
E. Venue. Venue for any action brought under this Lease lies in Nueces
County, Texas, where the Lease was executed and will be performed.
F. No Third Party Benefit. No provision of this Lease creates a third-party
claim against the City or the Lessee beyond that which may legally exist in the absence
of any such provision.
G. Permits, Licenses, and Taxes. Lessee shall procure all permits and
licenses, pay all charges, fees, and applicable taxes including, but not limited to, all
payroll taxes, Medicare taxes, FICA taxes, unemployment taxes, and all other related
taxes according to Internal Revenue Circular E "Employer's Tax Guide," Publication 15,
as it may be amended, and give all notices and respond to all communications that are
necessary and incident to the due and lawful conduct of business at and occupancy of
the Premises by Lessee. Lessee must provide proof of payment of any tax within 10 days
after the City Manager's written request for the same.
H. Trash and Refuse. Lessee must arrange for the collection and lawful
disposal of all trash and other refuse resulting from operations on the Premises; must
provide and use suitable receptacles approved by the Director for all trash and other
refuse generated by the use of the Premises; must prohibit the piling of boxes, barrels,
or other similar items in or within view from a public area; and must pay, or cause to be
paid, the costs associated with trash removal and disposal.
I. Delegation. Any obligations of the Lessee required by this Lease may
be delegated to any approved sublessee by the terms of the sublease agreement
between the parties, provided, however, that any such delegation shall not relieve
Lessee of its liability, responsibilities, and obligations under this Lease.
J. Publication. Lessee must pay all newspaper publication costs, if any,
for this Lease as required by the City Charter.
Page 16 of 20
K. Incorporation of Exhibits. All exhibits referred to in this Lease are
intended to be and hereby are specifically made a part of this Lease.
Exhibit A - Site Location Plan
Exhibit B - Leased Premises
Exhibit C - Insurance Requirements
Exhibit D - Disclosure of Interest
L. Incorporation of Required Provisions. City and Lessee incorporate
herein by this reference all provisions lawfully required to be contained herein by any
governmental body or agency.
M. Nonexclusive Rights. It is understood and agreed that nothing herein
contained shall be construed to grant to Lessee any exclusive right or privilege within
the meaning of Section 308 of the Federal Aviation Act, as amended, for the conduct
of any activity on the Airport, except that, subject to the terms and provisions hereof,
Lessee shall have the right to exclusive possession of the Premises.
N. Removal of Disabled Aircraft. Lessee shall promptly remove any
disabled aircraft that is in the care, custody, or control of Lessee from any part of the
Airport (other than the Premises) including, without limitation, runways, taxiways,
aprons, and gate positions and place any such disabled aircraft in a storage area as
may be designated by the Director. Except as to aircraft subject to bailment and/or for
which Lessee is owed money from a customer, Lessee may store such disabled aircraft
only for such length of time and on such terms and conditions as may be established
by City. If Lessee fails to remove any of disabled aircraft promptly, the Director may,
but shall not be obligated to, cause the removal of such disabled aircraft, provided,
however, the obligation to remove or store such disabled aircraft shall not be
inconsistent with federal laws and regulations and Lessee agrees to reimburse City for
all costs of such removal, and Lessee further hereby releases City from any and all
claims for damage to the disabled aircraft or otherwise arising from or in any way
connected with such removal by City unless caused by the negligence or recklessness
of City.
O. Airport Access License/Permit. City reserves the right to establish a
licensing or permit procedure for vehicles requiring access to the Airport operational
areas and to levy directly against Lessee or its suppliers a reasonable regulatory or
administrative charge (to recover the cost of any such program) for issuance of such
Airport access license or permit.
P. Reservations re: Airspace. There is hereby reserved to the City, its
successors, and assigns, for the use and benefit of the public, a right of flight for the
passage of aircraft in the airspace above the surface of the Premises.
Page 17 of 20
Q. Inspection of Books and Records.
1. Upon written request from an authorized representative of the City,
Lessee agrees to make the books and records applicable to Lessee's obligations under
this Lease available to the City or its authorized representative for review at a mutually
agreeable time and place.
2. Until the expiration of four years after the furnishing of Services of the
parties' Original Lease and this Lease, City shall make available, upon written request
of the Secretary of Health & Human Services ("HHS"), or upon request of the
Comptroller General of the United States, or any of their duly authorized
representatives, this Agreement, and books, documents, and records of such party that
are necessary to certify the nature and extent of such costs. If City carries out any of
the duties of the Agreement through a subcontract with a value of$10,000.00 or more
over a 12-month period with a related individual or organization, City agrees to include
this requirement in any such subcontract; and if City receives a request or demand to
disclose any books, documents or records relevant to this Agreement for the purpose
of an audit or investigation, City shall immediately (and no later than two business days
after receipt of such request or demand) notify Lessee in writing of the nature and scope
of such request or demand. City shall make available to Lessee, upon written request
of Lessee, all such books, documents, or records.
R. Independent Contractor. Lessee is not an employee or agent of the
City by reason of this Lease or otherwise. Lessee shall be solely responsible for its own
acts and omissions and the acts and omissions of its employees, representatives,
agents, contractors, and subcontractors arising from or relating to its operations or
activities at the Airport or the lease of the Premises.
S. Authority of Lessee. Lessee warrants and represents that it has the
right, power, and legal capacity to enter into and perform its obligations under this
Lease, and no approvals or consents of any additional persons are necessary in
connection with it. The execution, delivery, and performance of this Lease by the
undersigned Lessee representative have been duly authorized by all necessary
corporate action of Lessee, and this Lease constitutes a legal, valid, and binding
obligation of Lessee, enforceable in accordance with its terms.
T. Authority of the Director of Aviation. The Director shall administer
this Lease on behalf of City. Whenever this Lease calls for approval by the City, such
approval shall be evidenced, in writing, by either the Director or by the City Manager if
so required by the City's City Charter. In no event shall this language be considered a
waiver by Lessee to object to decisions made by the Director which the Lessee
considers to be arbitrary, capricious, or inconsistent with any express obligations to act
reasonably as set forth in this Lease.
U. Consent. Unless stipulated otherwise herein, whenever the consent or
approval of either party is required or authorized under this Lease, such consent or
Page 18 of 20
approval shall not be unreasonably withheld, unreasonably conditioned, or
unreasonably delayed.
V. Net Lease. It is the intent and purpose of the City and Lessee that all rent
payable by Lessee shall be absolutely net to the City so that this Lease shall yield to
City the entire rent specified, in each year of this Lease, free of any charges,
assessments, impositions, or deductions of any kind or character which may be
charged, assessed, or imposed on or against Lessee or the Premises and without
abatement, deduction, or set-off by Lessee (other than the Section 3 abatement, in
accordance with this Lease).
W. Noise Control. Lessee, for itself and each of its officers,
representatives, agents, employees, contractors, subcontractors, invitees, guests, and
suppliers shall not conduct any operation or activity on the Premises, or elsewhere at,
in, or on the Airport in which the sound emitting therefrom is of such volume,
frequency, or intensity at such time as to constitute a nuisance. The Director shall
have the sole authority to determine what constitutes a nuisance under the provisions
of this Lease, except those operations and activities having noise levels not in violation
of federal, State, or local governmental standards shall not be deemed a nuisance.
X. Time is of the Essence. Time shall be of the essence in complying with
the terms, conditions, and provisions of this Lease.
Y. Vehicular Parking. Vehicular parking in the areas included in the
Premises shall be restricted to parking directly related to Lessee's operations on the
Premises by Lessee, its officers, employees, representatives, agents, contractors,
subcontractors, invitees, guests, and suppliers. Access to vehicular parking areas
within the Premises shall be coordinated through the Airport's overall parking
management program.
Section 31. Entire Agreement
This Lease comprises the final and entire understanding and agreement, including all
terms and conditions included herein, between the parties hereto and supersedes all
other agreements, oral or otherwise, regarding the subject matter hereof, none of which
shall hereafter be deemed to exist or to bind the parties hereto. The parties intend that
neither shall be bound by any term, condition, or representation not herein written.
(EXECUTION PAGE FOLLOWS)
Page 19 of 20
EXECUTED IN DUPLICATE ORIGINALS on the dates indicated below.
CITY OF CORPUS CHRISTI DRISCOLL CHILDREN'S HOSPITAL
Heather Hurlbert, Eric Hamon,
Assistant City Manager President & Chief Executive Officer
Date: O`' Date: 2/1/2024
ATTEST
Orb 4( L AU 1 itU��i4�
Rebecca Huerta, iY COUNCIL a'2'0
City Secretary
f/t5.
Date: a..a—a"/ SEC*€TAN'
Approved as to form: 0 2.i?p 1 2-O
Assistant City Attorney for Miles Risley,
City Attorney
Page 20 of 20
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4. CC.-1A EXHIBIT A
DRISCOLL CHILDREN'S HOSPITAL SITE LOCATION PLAN Prepared by: Randy Schumann
Approved by: Kevin Smith
w .-....... _ E 320 International Drive
Corpus Christi
, - a Date: 05/03/2023
s International Airport Not to Scale Sheet No.1 of 1
3 1 LEGEND
�: Hangar (3,120 sq. ft.) .rs ,,.
i SOME Offices (3,000 sq. ft.)
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t �, Storage (180 sq. ft.)
a Concrete Apron (6,488 sq. ft.)
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N EXHIBIT B Prepared by: Randy Schumann
4a 40 0, CICIP"
, DRISCOLL CHILDREN'S HOSPITAL LEASED PREMISES
IN. . E dA 320 International Drive Approved by: Kevin Smith
Aii iv Corpus Christi
s International Airport Not to Scale Sheet No.1 of 2 Date: 05/03/2023
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APRON N
GROUND FLOOR PLAN 40,
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N CC-:-APRI.
' A EXHIBIT B Prepared by: Randy Schumann
"��! � DRISCOLL CHILDRENS HOSPITAL LEASED PREMISESw E 3201ntemational Drive Approved by: Kevin Smith
V` 04 s Corpus Christi -
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Date: 05/03/2023
s International Airport Not to Scale Sheet No.2 of 2
EXHIBIT C
INSURANCE REQUIREMENTS
Driscoll Children's Hospital
I. LESSEE'S LIABILITY INSURANCE
A. Lessee must not commence work under this agreement until all insurance required has been obtained and
such insurance has been approved by the City. Lessee must not allow any subcontractor to commence
work until all similar insurance required of any subcontractor has been obtained.
B. Lessee 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
Commercial General Liability Including: $1,000,000 Per Occurrence
1. Commercial Broad Form
2. Premises—Operations
3. Products/Completed Operations $10,000,000 Per Occurrence CI
4. Contractual Liability
5. Independent Contractors $20,000,000 Per Occurrence ❑
6. Personal Injury-Advertising Injury
Required ® Not Required ❑
AUTO LIABILITY(including) $5,000,000 Combined Single Limit
1. Owned
2. Hired and Non-Owned
3. Rented/Leased Required ® Not Required ❑
WORKERS' COMPENSATION Statutory
EMPLOYER'S LIABILITY $1,000,000/$1,000,000/$1,000,000
Required ® Not Required ❑
HANGARKEEPERS LIABILITY $2,000,000 Per Occurrence
Repair, taxiing or towing of aircraft, or in any $2,000,000 Per Aircraft
way having care, custody or control of third-
party aircraft. Required ® Not Required ❑
AIRCRAFT LIABILITY (including) $1,000,000 Per Occurrence El
1. Owned
2. Hired and Non-Owned $10,000,000 Per Occurrence ❑
3. Rented/Leased
Bodily Injury and Property Damage Including $20,000,000 Per Occurrence ❑
Passengers, Caused by Operations of Aircraft.
In Air and On Ground. Required ® Not Required ❑
Commercial Self-Fueling.
AIRPORT LIABILITY INSURANCE $10,000,000 Per Occurrence
(FBO's)
Including products and completed operations,
property damage,bodily injury,and owned and
non-owned aircraft coverage. Required ❑ Not Required 181
CRIME/EMPLOYEE DISHONESTY $25,000 Per Occurrence
Lessee shall name the City of Corpus Christi,
Texas as Loss Payee Required 0 Not Required
POLLUTION LEGAL LIABILITY $2,000,000 Per Claim
(Including Cleanup and Remediation) (Defense costs not included in face value of the
Fuel Storage Tanks and Fueling or Refueling policy)
Operations. If claims made policy, retro date must be prior to
inception of agreement, have extended reporting
period provisions and identify any limitations
regarding who is insured.
Required ® Not Required ❑
PERSONAL PROPERTY INSURANCE Lessee, at their own expense, shall be responsible for
insuring all owned, leased or rented personal property.
Required ® Not Required ❑
PROPERTY INSURANCE $1,000,000 Per Occurrence
Lessee shall maintain property coverage on an
"ALL RISK OF PHYSICAL LOSS" form for
100% of the value of all improvements leased
from the City. Coverage shall include fire,
wind, hail, theft, vandalism, and malicious
mischief. Coverage shall be written on a
replacement cost basis.
Lessee shall name the City of Corpus Christi, Required ® Not Required ❑
Texas as Loss Payee.
Subcontractors
Lessee shall require and verify that all subcontractors maintain insurance meeting all the requirements
stated herein, and Lessee shall ensure that City is an additional insured on insurance required from
subcontractors. For CGL coverage subcontractors shall provide coverage with a format at least as
broad as CG 20 38 04 13.
Required ® Not Required ❑
C. In the event of accidents of any kind related to this agreement,Lessee must furnish the Risk Manager with
copies of all reports of any accidents within 10 days of the accident.
•
II. ADDITIONAL REQUIREMENTS
A. Applicable for paid employees, Lessee 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 Lessee will be promptly met.
B. Lessee shall obtain and maintain in full force and effect for the duration of this Agreement, and any
extension hereof, at Lessee'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. Lessee 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.Lessee 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. Lessee 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 must provide a waiver of subrogation in favor of
the City; and
• Provide 30 calendar days advance written notice directly 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.
E. Within 5 calendar days of a cancellation,non-renewal,material change or termination of coverage,Lessee
shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have
the option to suspend Lessee's performance should there be a lapse in coverage at any time during this
agreement. Failure to provide and to maintain the required insurance shall constitute a material breach of
this agreement.
F. In addition to any other remedies the City may have upon Lessee'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 Lessee to remove the exhibit hereunder, and/or withhold any payment(s) if any, which
become due to Lessee hereunder until Lessee demonstrates compliance with the requirements hereof.
•
G. Nothing herein contained shall be construed as limiting in any way the extent to which Lessee may be
held responsible for payments of damages to persons or property resulting from Lessee's or its
subcontractor's performance of the work covered under this agreement.
H. It is agreed that Lessee'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.
2022 Insurance Requirements
Ins. Req. Exhibit-Aviation
Contracts for General Services Performed Onsite—Driscoll Children's Hospital
07/15/2022 Risk Management—Legal Dept.
"7;B ��� ATTACHMENT D: DISCLOSURE OF INTEREST FORM
i E CITY OF CORPUS CHRISTI
DISCLOSURE OF INTEREST
vas
Corpus Christi Code§ 2-349, as amended, requires all persons or firms seeking to do business with
the City to provide the following information. Every question must be answered. If the question
is not applicable, answer with "NA". See next page for Filing Requirements,
COMPANY NAME: Driscoll Children's Hospital
P. O. BOX: STREET ADDRESS: 3533 S. Alameda
CITY: Corpus Christi STATE: Texas ZIP: 78411_
FIRM IS: 1. Corporation 2.Partnership _ 3.Sole Owner E
4. Association 5.Other x
501 (c)(3)
DISCLOSURE QUESTIONS
If additional space is necessary, please use the reverse side of this page or attach separate
sheet.
1. State the names of each "employee" of the City of Corpus Christi having an "ownership
interest" constituting 3% or more of the ownership in the above named "firm."
Name Job Title and City Department (if known)
n/a
2. State the names of each "official" of the City of Corpus Christi having an "ownership
interest" constituting 3% or more of the ownership in the above named "firm."
Name Title
n/a
3. State the names of each "board member" of the City of Corpus Christi having an
"ownership interest" constituting 3% or more of the ownership in the above named "firm."
Name Board, Commission or Committee
n/a
4. State the names of each employee or officer of a "consultant" for the City of Corpus Christi
who worked on any matter related to the subject of this contract and has an "ownership
interest" constituting 3% or more of the ownership in the above named "firm."
Name Consultant
n/a
Page 1 of 2,
RFQ Revised 4.19.2019
FILING REQUIREMENTS
If a person who requests official action on a matter knows which the requested action will confer
an economic benefit on any City official or employee which is distinguishable from the effect
which the action will have on members of the public in general or a substantial segment thereof,
you must disclose which fact in a signed writing to the City official, employee or body which has
been requested to act in the matter, unless the interest of the City official or employee in the
matter is apparent. The disclosure must also be made in a signed writing filed with the City
Secretary. [Ethics Ordinance Section 2-349 (d)]
CERTIFICATION
I certify which all information provided is true and correct as of the date of this statement, which
I have not knowingly withheld disclosure of any information requested; and which supplemental
statements will be promptly submitted to the City of Corpus Christi, Texas as changes occur.
Certifying Person: Jeremy Goodman Title: Director
P,g ally apnea Dy Jeremy Go,Eman
ON'C•US.CN•Jaramy Goodman,
Signature of R zm��° ^ ° ^Rg°�ma°r 2/1 /2024
Jeremy Goodmana,„„,y°arapn;nob°„�an�n.
Certifying Person: ��024,o2011255o�°`ara Date:
DEFINITIONS
a. "Board member." A member of any board, commission, or committee of the city,
including the board of any corporation created by the city.
b. "Economic benefit". An action which is likely to affect an economic interest if it is likely to
have an effect on which interest which is distinguishable from its effect on members of the
public in general or a substantial segment thereof.
c. "Employee." Any person employed by the city, whether under civil service or not, including
part-time employees and employees of any corporation created by the city.
d. "Firm." Any entity operated for economic gain, whether professional, industrial or
commercial, and whether established to produce or deal with a product or service,
including but not limited to, entities operated in the form of sole proprietorship, as self-
employed person, partnership, corporation, joint stock company, joint venture,
receivership or trust, and entities which for purposes of taxation are treated as non-profit
organizations.
e. "Official." The Mayor, members of the City Council, City Manager, Deputy City Manager,
Assistant City Managers, Department and Division Heads, and Municipal Court Judges of
the City of Corpus Christi, Texas.
f. "Ownership Interest."Legal or equitable interest, whether actually or constructively held, in
a firm, including when such interest is held through an agent, trust, estate, or holding entity.
"Constructively held" refers to holdings or control established through voting trusts, proxies,
or special terms of venture or partnership agreements.
g. "Consultant." Any person or firm, such as engineers and architects, hired by the City of
Corpus Christi for the purpose of professional consultation and recommendation.
Page 2 of 2
RFQ Revised 4.19.2019