Port of Corpus Christi
Regular Session Meeting
Tuesday, January 14, 2014 8:45 AM
NOTICE OF MEETING
The Port Commission (“Commission”) of the Port of Corpus Christi Authority (“PCCA”) will hold a Regular Session Meeting on Tuesday, January 14, 2014, at 8:45 AM, at the Congressman Solomon P. Ortiz International Center, 402 Haror Drive, Corpus Christi, Texas..
Persons with disabilities who plan to attend this meeting and who may need auxiliary aids or services are requested to contact Sherry DuBois at 885-6174 at least 48 hours in advance so that appropriate arrangements can be made.
Si usted se dirige a la junta y cree que su inglés es limitado, habrá un intéprete inglés español en la reunión de la junta para ayudarle.
Members of the audience will be provided an opportunity to address the Port Commission. Please speak into the microphone located at the podium and state your name and address. Your presentation will be limited to three minutes.
PUBLIC NOTICE is given that the Commission may go into executive session at any time during the meeting to discuss matters listed on the agenda when authorized to do so by the provisions of Section 418.183 or Chapter 551 of the Texas Government Code. In the event the Commission elects to go into executive session regarding any agenda item, the presiding officer will publicly announce the section or sections of the Texas Government Code authorizing the executive session.
The agenda for the meeting is as follows:
1. Call meeting to order; Pledge of Allegiance; and Opening Prayer. 2. Approve the minutes of the December 10, 2013 Commission meeting. 4 3. Approve a Resolution of Appreciation for Commissioner Robert Kostelnik. 18 4. Approve a Resolution of Appreciation for Commissioner Mike Carrell. 19 5. Administer Oath of Office to newly appointed Port Commissioners David P. Engel (for 20 3-year term) and Richard R. Valls, Jr. (for 2-year term to fill the vacancy created by the resignation of Robert Kostelnik), and reappointed Port Commissioner Barbara A. Canales, and receive conflict of interest affidavits. 6. Elect officers of the Port Commission for 2014. 21 7. Receive comments from the public. (Each speaker will be limited to three minutes.) 22 8. Receive Windstorm Insurance Reform presentation from Commissioner Charles Zahn. 23 9. Approve professional services purchase order with CH2M Hill for implementation of 24 Port Security Program improvements. 10. Receive presentation on and approve a Memorandum of Understanding with the City of 30 Pharr, Texas, for the purpose of promoting business opportunities between the Pharr International Bridge and the Port of Corpus Christi. 11. Approve Cost-Sharing Agreement with Voestalpine Texas Holding, LLC, for 34 construction of a new water line to PCCA’s La Quinta property. 12. Approve the Third and final Reading of a Franchise Granting WMH Corpus I, LLC, the 40 right of access to the Jewell Fulton Canal from its property adjacent to the canal and related rights. 13. Approve Professional Services Agreements with Ana Milena Escobar Araujo, 56 ASOCIAME S.A.S. 14. Consent Agenda. The Port Commissioners have been furnished with supporting documentation and staff's recommendation for each of the following items. All Consent Agenda items will be approved, in accordance with the respective staff recommendations, by one vote without being discussed separately unless a Port Commissioner requests otherwise: 14. A. Approve revised Administrative Services Agreement with Entrust for 57 administration of the Port of Corpus Christi Authority Health and Dental Benefits Plan, effective January 1, 2014. 14. B. Approve Farm and Ranch Lease with Rachal Farms for approximately 155.5 acres 73 on PCCA’s La Quinta Property. 14. C. Approve Pipeline Easement with Oxy Ingleside Energy Center, LLC, for four 85 pipelines to be located near Good Hope Dredge Material Placement Area. 14. D. Award contract to Rabalais I&E Constructors, the lowest and best bidder based on 106 bids received on November 22, 2013, for installation of security cameras for Security Grant 11 – Nueces River Rail Yard Surveillance. 14. E. Award contract to CohuHD, the lowest and best bidder based on bids received on 110 December 20, 2013, for purchase of cameras for Security Grant 11 –Nueces River Rail Yard Surveillance. 15. Receive report from the Executive Director on upcoming community events, PCCA 111 events and activities of the following PCCA departments during the preceding month: business development, community relations, government affairs, operations, engineering services, accounting, and human resources. 16. Receive comments from Port Commissioners on any of the agenda items for this 148 meeting, the PCCA’s activities during the preceding month, upcoming PCCA events, and suggestions for future agenda items. 17. The Commission will go into executive session pursuant to §551.072 of the Texas 149 Government Code to deliberate leasing and/or purchasing property on the south side of the Inner Harbor. 18. The Commission will go into executive session pursuant to §551.071 of the Texas 150 Government Code to receive legal advice from PCCA’s counsel regarding PCCA’s opposition to the proposed rezoning of Harbor Island by the City of Port Aransas. The Commission may take action on this agenda item in open session. 19. The Commission will go into executive session pursuant to §551.072 of the Texas 151 Government Code to deliberate leasing or selling all or part of PCCA’s property on Harbor Island. The Commission may take action on this agenda item in open session. 20. The Commission will go into executive session pursuant to §551.071 of the Texas 152 Government Code to receive legal advice from PCCA counsel regarding settlement of a pending EEOC claim. The Commission may take action on an agreement resolving this matter in open session. 21. The Commission will go into executive session pursuant to §551.071 of the Texas 153 Government Code to receive legal advice from PCCA’s counsel regarding the enforceability of Confidentiality Agreements with PCCA’s Commissioners and employees. 22. Adjourn
AGENDA ITEM NO. 2
OFFICIAL MINUTES OF PORT COMMISSION MEETING DECEMBER 10, 2013
The Port Commissioners of the Port of Corpus Christi Authority met in regular session at the Congressman Solomon P. Ortiz International Center, 402 Harbor Drive, Corpus Christi, Texas, on Tuesday, December 10, 2013, beginning at 8:42 a.m., immediately following the conclusion of the meeting of the Board of Pilot Commissioners for the Port of Corpus Christi Authority.
Present: Mr. Mike Carrell Mr. Richard Borchard Mr. Charles Zahn Ms. Judy Hawley Mr. Robert Kostelnik Mr. Al Jones Ms. Barbara Canales
Present: Mr. John P. LaRue Mr. Frank Brogan Mr. Tony Alejandro Ms. Patricia Cardenas Mr. Dennis DeVries Mr. David Krams Mr. Ruben Medina Ms. Sandra Terrell-Davis Mr. John Pasch Mr. Tom Mylett Mr. Darrin Aldrich Ms. Audre Debler Ms. Sherry DuBois Mr. Tyler Fuhrken Mr. Bland Chamberland Ms. Sarah Garza Ms. Sonya Lopez Mr. Eddie Martinez Mr. Dave Michaelsen Mr. Jacob Morales Ms. Nelda Olivo Ms. Maggie Turner Mr. Richard Hernandez Ms. Teresa Betzold Ms. Sofia Kinstley Mr. Dan Koesema Mr. Bert Perez Ms. Liz Cantu Ms. Peggy Mettlen Mr. Jesse Samu
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Others Present: Mr. Leo J. Welder, Jr.
Others Present: Mr. Kevin Beasley Traisura AG Ms. Sue Zimmermann Cheniere Energy Ms. Nancy Allen USO Capt. John Williams Capt. Sammy Murphy Capt. Earl Webb Aransas/CC Pilots Mr. Don Rodman Rodman Co. Ms. JoAnn Ehmann Ingleside on the Bay Ms. Becky McMillon San Patricio EDC Mr. Foster Edwards CC Chamber of Commerce Mr. Rick DuPriest W.L. Bates Mr. Pete Perkins City of Ingleside Mr. Tom Moore PCCA Consultant Ms. Lillian Riojas Capt. Joe Harrington Valero Capt. Erich Stein USCG Mr. Ray Allen CB Bays & Estuaries Mr. Scott Harris LAN Inc. Mr. JJ Johnston TPCO America Ms. Darcy Schroeder Koch Companies Mr. Robert Roth Amtex Security Mr. Daniel Korus Del Mar College Mr. Blane Withers Heldenfels
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Mr. Chuck Bogk ILA #26 Ms. Georgina Ybana TML Mr. Fred Dotts Mr. Mo Morehead Ms. Nancy Zuniga MDR Mr. Mark Collette Caller-Times Mr. Harry G. Plomarity
I.
Chairman Carrell called the meeting to order and asked that any conflict of interest affidavits be submitted. Mr. Kostelnik submitted an affidavit stating that he would abstain from participation in item 19 because he was considering an offer to serve as an outside director of a subsidiary company to the parent company of Gulf States Bulk Terminal, LLC.
II.
On motion made by Mr. Zahn and seconded by Mr. Kostelnik, the Commission approved the minutes of November 12 and November 22, 2013, Commission meetings in the form presented to the meeting.
III.
Chairman Carrell asked for comments from the public. No comments were received.
IV.
Andrew Smith, the new Resident Engineer for the Corpus Christi Area Office of the U.S. Army Corps of Engineers, was introduced to the Commission.
V.
The Commission received a Windstorm Insurance Reform presentation from Mr. Zahn.
VI.
On motion made from Mr. Zahn and seconded by Ms. Hawley, the Commission approved PCCA’s Strategic Plan 2014-2020 as presented at the meeting.
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VII.
On motion made by Ms. Hawley and seconded by Ms. Canales, the Commission approved renewing PCCA’s Workers Compensation Insurance coverage with the Texas Municipal League Intergovernmental Risk Pool for the one-year period beginning January 1, 2014. The quoted premium for this coverage was $113,575, which represents a 5.6 % increase over the premium for this coverage in 2013.
VIII.
On motion made by Ms. Hawley and seconded by Ms. Canales, the Commission approved, in accordance with the staff’s recommendation presented to the meeting, the renewal of the PCCA Health and Dental Benefits Plan for the twelve-month period beginning January 1, 2014, which includes the approval of QBE Insurance/SLG Benefits as the stop-loss reinsurance carrier for the plan for this twelve-month period.
IX.
On motion made by Ms. Hawley and seconded by Mr. Jones, the Commission approved an employer elected rate of 7% of covered payroll (estimated at $700,000) to the Texas County and District Retirement System for the 2014 Plan Year.
X.
On motion made by Mr. Kostelnik and seconded by Mr. Borchard, the Commission approved PCCA’s 2014 annual membership assessment for the Refinery Terminal Fire Company in the amount of $174,793.77, and authorized payment in quarterly installments. This amount represents 3.93% of the RTFC’s operating and capital budget for 2014.
XI.
On motion made by Mr. Kostelnik and seconded by Mr. Borchard, the Commission approved the following increases to PCCA Tariff 100-A, Item 300-B, barge dockage rates for non self propelled inland waterway dry cargo barges; and Item 300-C, ocean going and inland waterway tank barges: Current Rate* New Rate* Up to 200' in length $136.01 $150.00 Between 201' and 360' $136.01 $225.00
Barges over 360 feet will continue to be charged a dockage rate per the table in Item 300 (A) (no change). *Rates charged per 24-hour period or fraction thereof.
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XII.
On motion made by Mr. Zahn and seconded by Ms. Canales, the Commission approved a 3.97% increase (based on a like increase in the Producer Price Index (PPI) for Port and Harbor Operations), effective as of January 1, 2014, to all of the wharfage and dockage charges under PCCA Tariff 100-A, and to the following Items under Bulk Terminal Tariff 1-A: Item 342 (Charges for Use of Traveling Gantry Crane); Item 344 (Charges for Use of Radial Ship Loader); and Item 346 (Unloading of Rail Cars at Bulk Dock 2).
XIII.
On motion made by Mr. Borchard and seconded by Ms. Hawley, the Commission approved a 3.97% increase (based on a like increase in the Producer Price Index (PPI) for Port and Harbor Operations), effective as of January 1, 2014, to (i) PCCA’s fees for pipeline and utility easements, such that these fees for 2014 will be as shown on the Easement Fee Schedule A and Easement Fee Schedule B presented at the meeting, and (ii) PCCA’s fee for use of PCCA- owned Dredge Material Placement Areas, such that this fee for 2014 will be $4.16 per cubic yard. A copy of Easement Fee Schedule A, Easement Fee Schedule B, and the Dredge Material Placement Area Depletion Charges for 2014 are attached to the minutes of this meeting.
XIV.
On motion made by Mr. Zahn and seconded by Ms. Canales, the Commission approved the following adjustments in the Harbor Safety Fee (HSF) payable under PCCA Tariff 100-A, Item 301, effective as of January 1, 2014: (i) for commercial ships entering PCCA’s waterways the HSF is $1,153; (ii) for commercial barges entering PCCA’s waterways the HSF is $132; and (iii) for commercial cargo barges that are in PCCA’s waterways for a period of thirty consecutive days or more without leaving the HSF is $530.00 for each continuous 30-day period.
XV.
On motion made by Ms. Hawley and seconded by Mr. Kostelnik, the Commission approved the 2014 portion of PCCA’s 2014 Annual Budget in the form presented to the meeting.
XVI.
On motion made by Mr. Kostelnik and seconded by Mr. Borchard, the Commission approved, in the form presented to the meeting, the Second Reading of a Franchise granting WMH Corpus I, LLC, the right of access to the Jewell Fulton Canal from its facilities in San Patricio County and related rights.
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XVII.
On motion made by Mr. Zahn and seconded by Ms. Hawley, the Commission approved a ninety (90) day extension (beginning January 1, 2014) to PCCA’s existing contract with Amtex Security, Inc. for unarmed security guards. The total cost for these services for 90 days is expected to be approximately $323,382.
XVIII.
LAZ Parking submitted a bid to lease certain PCCA parking lots for special event parking operations and agreed to pay PCCA 55.5% of the parking fees collected by LAZ for use of PCCA’s parking lots. On motion made by Mr. Borchard and seconded by Ms. Canales, the Commission accepted the bid submitted by LAZ Parking and authorized PCCA to enter into a lease agreement with LAZ Parking as contemplated by the bid documents.
XIX.
On motion made by Ms. Hawley and seconded by Mr. Jones, the Commission approved, in the form presented to the meeting, a Lease Termination Agreement terminating PCCA’s lease with Gulf States Bulk Terminal, LLC, on approximately 14.5 acres of PCCA land in the vicinity of the Bulk Terminal. Mr. Kostelnik abstained from voting on this item.
XX.
On motion made by Mr. Borchard and seconded by Ms. Canales, the Commission approved, in the form presented to the meeting, a Professional Services Agreement with each of the following persons or entities for 2014:
a. Thomas Sl. Moore b. W.L. Bates c. Mathiesen Maritime Services d. Simon Hsing e. Morehead Dotts & Rybak f. Captain Joseph Harrington g. Delisi Communications and Pathfinders Public Affairs h. Cassidy & Associates Inc. i. Borski Associates, LLC j. Erben & Yarbrough k. Berlanga Business Consultants l. Welder Leshin, LLP
XXI.
On motion made by Ms. Canales and seconded by Mr. Borchard, the Commission adopted the following resolution:
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Resolution Authorizing Funding of the Port of Corpus Christi Promotion and Development Fund for 2014 and Matters Related Thereto
WHEREAS, the Port of Corpus Christi Authority of Nueces County, Texas (“PCCA”) established the Port of Corpus Christi Promotion and Development Fund (the “Development Fund”) on December 14, 2004, pursuant to the authority granted in Subchapter H of Chapter 60 of the Texas Water Code (“Subchapter H”); and
WHEREAS, Section 60.202 of the Texas Water Code (“Water Code”) provides that PCCA may set aside out of current income from its operations a promotion and development fund of not more than five percent of its gross income from operations in each calendar year; and
WHEREAS, Section 60.203 of the Water Code provides that money in a promotion and development fund shall be spent by the Port Commission or as the Port Commission may direct to pay any expenses connected with (1) any activity or matter incidental to the advertising, development, or promotion of the Port or its ports, waterways, harbors, or terminals; (2) furthering the general welfare of the Port and its facilities; or (3) the betterment of the Port’s relations with steamship and rail lines, shippers, consignees of freight, governmental officials, or others interested or sought to be interested in [its] ports, waterways, harbors, or terminals; and
WHEREAS, Section 60.205 of the Water Code provides that Subchapter H authorizes disbursements from the Development Fund for unusual purposes and occasions not covered by other law;
NOW, THEREFORE, BE IT RESOLVED BY THE PORT COMMISSION OF THE PORT OF CORPUS CHRISTI AUTHORITY OF NUECES COUNTY, TEXAS THAT:
Section 1. For purposes of this Resolution, the term “Business/Community Development Expenses” means (a) the Business/Community Development expenditures included in the Port of Corpus Christi Authority 2014 Annual Budget, and (b) the amounts payable under PCCA’s agreements, such as its Port Development Services Agreements, in effect during all or part of 2014 which provide by their terms that PCCA’s payment obligations thereunder will be paid with money in the Development Fund (collectively, the “Development Contracts”).
Section 2. During the calendar year 2014, an amount of money equal to the Business/Community Development Expenses shall be set aside in the Development Fund; provided, however, that the amount of money allocated to the Development Fund during 2014 shall not exceed two percent of PCCA’s gross income from operations for that year.
Section 3. The Port Commission hereby authorizes and directs the Executive Director to use the money in the Development Fund to pay PCCA’s obligations under the Development Contracts when due and to pay for other Business/Community Development Expenses at such times and in such amounts as he sees fit.
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Section 4. The Director of Finance will be responsible for recording the allocations to and the expenditures from the Development Fund.
Section 5. A copy of this Resolution shall be delivered to the Director of Finance.
The Commission tabled consideration of a contribution to the South Texas Military Facilities Task Force from the Development Fund.
XXII.
On motion made by Ms. Canales and seconded by Ms. Hawley, the Commission approved, in the form presented to the meeting, a Development Services Agreement with each of the following entities for 2014:
a. Corpus Christi Regional Economic Development Corporation $320,000 b. San Patricio County Economic Development Corporation $70,000 c. Robstown Area Economic Development Corporation $35,000 d. Corpus Christi Chamber of Commerce $45,000 e. Corpus Christi Hispanic Chamber of Commerce $45,000 f. Coastal Bend Bays & Estuaries Program office space plus $75,000
XXIII.
On motion made by Mr. Borchard and seconded by Mr. Kostelnik, all items on the Consent Agenda were approved, in accordance with the respective staff recommendations furnished to the Commission at the meeting, by one vote. These items were as follows:
A. Approve Easement with AEP Texas Central Company to provide temporary electrical service to the voestalpine Texas Holdings, LLC leased premises on PCCA’s La Quinta Property. B. Approve Fire Water Pipeline Easement with NuStar Energy, LP for 12” pipeline to NuStar’s new dock facility at the former PCCA Cargo Dock 12. C. Approve Electric Substation Easement and Right-of-Way Agreement with AEP Texas Central Company for 10.445 acres on the PCCA’s La Quinta Property. D. Approve Access Road Easement and Right-of-Way Agreement with AEP Texas Central Company for access to AEP’s substation easement. E. Approve Transmission Lines Easement and Right-of-Way with AEP Texas Central Company to serve its substation to be located on PCCA’s La Quinta Property. F. Approve Amended and Restated Easement Agreement with Sherwin Alumina Company, LLC, for PCCA’s access from SH 35 to its La Quinta Trade Gateway property via La Quinta Road.
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G. Award contract to Affolter Contracting Company Inc., the lowest and best bidder based on bids received on November 13, 2013, for Savage Lane Railroad Drainage Improvements. H. Increase contingency and approve Change Order No. 3 under PCCA’s contract with J. Carroll Weaver Inc for La Quinta Road and Rail project to add unpaved service access roads. I. Approve Professional Service Purchase Order with Maverick Engineering Inc. for additional engineering services associated with Fire and Water line Rehabilitation at Inner Harbor Dock Facilities project. J. Approve Professional Service Purchase Order with Sage Environmental Consulting, L.P. for environmental services supporting air permitting at the Bulk Terminal. K. Approve purchase of KleinPort Property Management Module.
XXIV.
The Executive Director reported on the following during his report: Tree for All; Security Review implementation; TxDot Transportation Forum meeting in San Antonio; Channel Maintenance dredging project; WRDA; Cheniere first contract; Strategic Plan results; and Budget process.
XXV.
Chairman Carrell asked for comments from Commissioners.
At 11:18 a.m., the Chairman announced that the Commission would go into executive session pursuant to §551.071 and §551.074 of the Texas Government Code to deliberate agenda items 26, 27 and 28.
At 1:35 p.m. the Commission reconvened into open session.
XXVI.
The Commission deliberated the performance evaluation of the Executive Director and the Managing Director in executive session. In open session, on motion made by Mr. Jones and seconded by Mr. Zahn, the Commission awarded:
John P. LaRue, Executive Director, a salary of $325,000 for 2014 and a bonus of $50,000 for 2013, in accordance with the terms of his employment contract with PCCA; and
Frank C. Brogan, Managing Director, a salary of $252,000 for 2014 and a bonus of $45,000 for 2013, in accordance with the terms of his employment contract with PCCA.
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XXVII.
The following agenda item was for executive session only: Legal advice from PCCA counsel regarding Cause No. 2013-CCV-61800-3, The Berry Co. vs. Martin Operating Partnership LP, Martin Operating GP LLC, Martin Midstream Partners LP, Martin Resource Management Corporation, and The Port of Corpus Christi Authority; in the County Court at Law No. 3, Nueces County, Texas.
XXVIII.
The Commission received legal advice from PCCA counsel in executive session regarding settlement of a pending EEOC claim. No action was taken on this agenda item in open session.
XXIX.
There being no further business, the meeting adjourned at 1:37 p.m.
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ATTACHMENT “A”
Easement Fee Schedule A Easement Fee Schedule B and Dredge Material Placement Area Depletion Charges For 2014
(Attached)
14 AGENDA ITEM NO. 2
15 AGENDA ITEM NO. 2
16 AGENDA ITEM NO. 2
17 AGENDA MEMORANDUM for the Port Commission Meeting of January 14, 2014
DATE: January 14, 2014
FROM: John LaRue; 885-6189; [email protected]
AGENDA ITEM NO. 3 Approve a Resolution of Appreciation for Commissioner Robert Kostelnik
RESOLUTION
Whereas, Robert Kostelnik was appointed to the Port Commission in January 2010 and served a total of four years as a member of the Port Commission; and
Whereas, Robert Kostelnik served as a member on both the Audit and Tariff Committees during his term as a Port Commissioner; and
Whereas, Robert Kostelnik has participated in vital negotiations with local industry; and
Whereas, Robert Kostelnik was instrumental in updating and strengthening the Port’s Safety Program and led the efforts to hire a full-time safety professional to oversee the program, which has led to a reduction in accidents and injuries; and
Whereas, Robert Kostelnik was an active member of the Port Commission during one the most productive and vital periods in the Port’s history that saw the advent of the Eagle Ford Shale Play, the sale of the Naval Station Ingleside property, the signing of a long-term lease with voestalpine Texas Holdings, LLC, the design and construction of the TPCO facility, the M&G project at La Quinta as well as many others.
Now Therefore Be It Resolved that the Port Commission of the Port of Corpus Christi Authority expresses its sincere gratitude for the years of service Robert Kostelnik gave to the Port of Corpus Christi, its staff and the citizens of this community.
And Be It Further Resolved that this resolution be made a part of the permanent minutes of this Port Commission and that a copy of the Resolution be furnished to Robert Kostelnik.
LEAD CONTACT: John LaRue; 885-6189; [email protected]
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AGENDA MEMORANDUM for the Port Commission Meeting of January 14, 2014
DATE: January 14, 2014
FROM: John LaRue; 885-6189; [email protected]
AGENDA ITEM NO. 4 Approve a Resolution of Appreciation for Commissioner Mike Carrell
RESOLUTION
Whereas, Mike Carrell was appointed to the Port Commission in January 2002 and served a total of twelve years as a member of the Port Commission; and
Whereas, Mike Carrell served as the Chairman of the Port Commission from January 2010 through December 2013; and
Whereas, Mike Carrell served on the Industrial Development Corporation, Investment, Audit, Tariff/Revenue, Health and Dental, and Strategic Plan Committees; and
Whereas, Mike Carrell was an active member of the Port Commission, and served as Chairman for much of that time, during one the most productive and vital periods in the Port’s history that saw the advent of the Eagle Ford Shale Play, the sale of the Naval Station Ingleside property, the signing of a Memorandum of Understanding with the Panama Canal in conjunction with the celebration of the Port’s 85th year of operation, the signing of long-term leases with major new industries including voestalpine Texas Holdings and M&G Polymers, and the design and construction of major port infrastructure including the La Quinta Channel Extension and the Port’s new rail yard in the Inner Harbor as well as many others; and
Whereas, Mike Carrell participated in vital negotiations to secure new business with TPCO, giving of his time and expertise to continue the Port’s diversification efforts in support of the Port’s Mission Statement.
Now Therefore Be It Resolved that the Port Commission of the Port of Corpus Christi Authority expresses its sincere gratitude for the years of service Mike Carrell gave to the Port of Corpus Christi, its staff and the citizens of this community.
Be It Further Resolved that the Port’ new Nueces River Rail Yard be renamed the Mike Carrell Rail Yard.
And Be It Further Resolved that this resolution be made a part of the permanent minutes of this Port Commission and that a copy of the Resolution be furnished to Mike Carrell.
LEAD CONTACT: John LaRue; 885-6189; [email protected]
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AGENDA ITEM NO. 5
No Attachment
20 AGENDA ITEM NO. 6
No Attachment
21 AGENDA ITEM NO. 7
No Attachment
22 AGENDA ITEM NO. 8
No Attachment
23 AGENDA MEMORANDUM for the Port Commission Meeting of January 14, 2014
DATE: January 14, 2014
FROM: John LaRue; 885-6189; [email protected]
AGENDA ITEM NO. 9 Approve Professional Services Purchase Order with CH2M Hill for Implementation of Port Security Program Improvements
On November 22, 2013, the Port Commission approved a number of important changes (see attached staff memo) to the Port’s security program as a result of a study by CH2M Hill. The changes approved by the Port Commission are intended to improve the operational efficiency and effectiveness of the Port’s security program. These changes include certain organizational changes, policy and procedural changes, a need for more training and certain physical security improvements. Some of these changes have already been implemented, but others will require more time and resources to fully put into effect.
CH2M Hill has provided a proposal (see attached) to assist staff in the implementation of these changes. They will assist Port staff in three main areas:
1. Develop a “Common Operating Picture” to consolidate all port security monitoring and communications.
2. Develop a Public Outreach Maritime Awareness Training Program.
3. Develop improved departmental operating policies and procedures.
The cost for providing these consulting services is a lump sum fee of $244,000. CH2M Hill estimates that all of this work will be completed in approximately four to five months.
Port staff recommends approval of a professional services purchase order in the amount of $244,000 to CH2M Hill for these needed services.
LEAD CONTACT: Frank Brogan; 885-6133; [email protected]
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AGENDA ITEM NO. 9
AGENDA MEMORANDUM for the Port Commission Meeting of November 22, 2013
DATE: November 22, 2013
FROM: John LaRue; 885-6189; [email protected]
AGENDA ITEM NO. 5 Port Security Assessment and Staffing Analysis Recommendations
Earlier this year, the Port Commission authorized a contract with CH2M Hill to conduct a comprehensive assessment of the Port’s Security Program and its staffing organization. CH2M Hill reviewed our policies, procedures, and risk assessment studies and spent an extensive amount of time inspecting our facilities and interviewed a number of our employees. They conducted over 26 interviews with Port customers, local state and federal agencies and others. In addition, they investigated programs at other ports around the nation to see how our program compares. The study has been completed, reviewed by senior management, and the Port Commission Security Committee.
A number of different options for providing security at the Port were also considered. These included contracting with other local public agencies to run the Port’s entire security program. Another option that they explored included contracting out portions of our program to a private company. Advantages and disadvantages of each were presented.
The results of this study indicate that in general, our Port security does a good job of protecting the port. But as in all organizations, there is room for improvement. These include organizational changes, policy and procedural changes, need for more training and certain physical security improvements.
Port staff recommends approval of the following actions identified in the study:
1. Maintain control and operation of the Port Security Program within the Port. 2. Eliminate the position of Deputy Police Chief. 3. Hire one additional supervisor to provide 24/7 coverage. 4. Fill the vacant positions needed to provide the recommended level of land and marine patrols. 5. Implement formal roll call at the beginning of each shift. 6. Increase training of security staff. 7. Revise personnel policies and procedures. 8. Review and revise pay scale to appropriate levels. 9. Ensure proper security documentation is prepared and exchanged. 10. Rotate assigned duty stations. 11. Investigate combining surveillance and communications systems. 12. Conduct more interagency training. 13. Interface more effectively with local industry and law enforcement agencies. 14. Identify and prioritize additional facility security improvements.
We believe it would be beneficial to retain CH2M Hill to assist the Port in implementing the above recommendations. Staff will negotiate an agreement with CH2M Hill and bring it to the Port Commission in December for your consideration.
LEAD CONTACT: Frank Brogan; 885-6133; [email protected].
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AGENDA ITEM NO. 9
26 AGENDA ITEM NO. 9
27 AGENDA ITEM NO. 9
28 AGENDA ITEM NO. 9
29 AGENDA MEMORANDUM for the Port Commission Meeting of January 14, 2014
DATE: January 14, 2014
FROM: John LaRue; 885-6189; [email protected]
AGENDA ITEM NO. 10 Receive Presentation on and Approve a Memorandum of Understanding with The City of Pharr, Texas, for the Purpose of Promoting Business Opportunities between the Pharr International Bridge and the Port of Corpus Christi
The Port of Corpus Christi has been targeted as a key ocean entry for plant machinery and container cargoes destined for South Texas as well as to important industrial conglomerates of northern Mexico. In order to expand our efforts, staff has negotiated the attached Memorandum of Understanding (MOU) with the City of Pharr, Texas, in order to generate new business by promoting the efficient logistical land and sea port route between their International Bridge and our Port. Pharr makes an ideal partner for the Port due to the following factors:
1) Pharr’s proximity to the Port of Corpus Christi, Monterrey and the new super-corridor which starts in Mazatlan and ends in Matamoros, thus “opening the doors” for cargoes to and from the Far East.
2) Pharr’s International Bridge is ideally situated to service Northern Mexico’s fracking opportunities (i.e., future oil and gas markets).
The Pharr International Bridge has over 940 thousand commercial trucks crossing its expanse annual and is the seventh busiest commercial truck crossing port in the USA. In reference to agriculture products crossing, Pharr Bridge is ranked second in the USA and first in Texas.
Staff recommends approval of the attached MOU with the City of Pharr, Texas, as a means to expand our market presence throughout the region.
LEAD CONTACT: Ruben Medina; 885-6109; [email protected]
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AGENDA ITEM NO. 10
31 AGENDA ITEM NO. 10
32 AGENDA ITEM NO. 10
33 AGENDA MEMORANDUM for the Port Commission Meeting of January 14, 2014
DATE: January 14, 2014
FROM: John LaRue; 885-6189; [email protected]
AGENDA ITEM NO. 11 Approve Cost-Sharing Agreement with voestalpine Texas Holdings, LLC, for Construction of a New Water Line at PCCA’s La Quinta Property
In March of 2004, the PCCA built and dedicated to the City of Portland a 16" water line from Broadway Boulevard in Portland to the La Quinta Gateway site to provide potable water service to Gulf Compress at the PCCA’s La Quinta property. The PCCA also executed an Outside City Limit (OCL) Water Service Agreement with the City of Portland in which the City agreed to furnish potable water solely for use at the Gulf Compress site. The agreement included provisions for furnishing additional water services as the La Quinta property developed.
Now that voestalpine Texas Holdings, LLC, (voestalpine) is moving forward with development of its facility, voestalpine has an immediate need to extend potable water service to its site. The PCCA will also require potable water service in the future for its own use and to supply other La Quinta tenants. Recognizing the cost savings associated with building one main water line to serve both parties, rather than multiple smaller lines, and the PCCA’s ability to expedite the design and construction of a water line extension into the site, voestalpine has requested that the PCCA design and construct the extension of the existing 16" water line in return for a direct contribution to the project. The water line extension will be designed and built to meet anticipated potable water demands for ultimate build-out of the voestalpine facility and the PCCA’s originally planned multipurpose dock and cargo yard facility. Preliminary estimates indicate costs for design and construction of the water line extension will be approximately $700,000; the amount included in the 2014 budget for this project.
Staff has negotiated the attached Cost-Sharing Agreement with voestalpine to for the funding of the design and construction of the water line extension. The scope of work associated with the cost-share agreement includes extending the water line from its existing termination point near Gulf Compress to the voestalpine connection point (approximately 7,650 LF of water line), along with any other water system improvements required to supply potable water with adequate flow and pressure to the La Quinta site. In accordance with the agreement, voestalpine has agreed to pay $300,000, plus, if awarded, the cost of an additive bid item in the PCCA’s construction contract to further expedite the line’s construction by defining in the bid item a determinate number of calendar days to complete the work. Staff is finalizing an amendment to the PCCA’s existing Outside City Limit (OCL) Water Service Agreement with the City of Portland for the additional water services, and once complete, this water line extension will be dedicated to the City of Portland, who will assume its maintenance. The amended OCL Agreement will be brought to the Commission for action in the coming months.
Staff recommends approval of the attached Cost-Sharing Agreement for the new water line extension further into the La Quinta site. The PCCA’s estimated cost for this project is $400,000.
LEAD CONTACT: David Krams; 885-6134; [email protected]
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AGENDA ITEM NO. 11 La Quinta Water Line Extension
Proposed Water Line Existing 16” ±7,650’ Water Line 35
voestalpine Lease Premises
PCCA Property
La Quinta Channel PCCA’s La Quinta Property EXHIBIT AGENDA ITEM NO. 11
COST-SHARING AGREEMENT
This Cost-Sharing Agreement (“Agreement”) is made effective as of the ___ day of January, 2014 (“Effective Date”) by and between the Port of Corpus Christi Authority of Nueces County, Texas, a navigation district operating under Article XVI, Section 59 of the Texas Constitution (hereinafter called “PCCA”), and voestalpine Texas Holding LLC or its assigns (hereinafter called “VTH”), a Delaware Limited Liability Company. PCCA and VTH are sometimes collectively referred to herein as the “Parties” and individually as a “Party”.
Recitals
WHEREAS, PCCA and VTH entered into a Lease Agreement dated May 1, 2013, covering a portion of PCCA’s La Quinta Trade Gateway Property in San Patricio County on the north shore of Corpus Christi Bay (“Original Lease Agreement”); and
WHEREAS, PCCA and VTH amended the Original Lease Agreement by a First Amendment of Lease Agreement dated May 1, 2013 (“First Amendment”); and
WHEREAS, the Original Lease Agreement as amended by the First Amendment is referred to herein as the “Lease”); and
WHEREAS, capitalized terms in this Agreement shall have the meanings ascribed to those terms under the provisions of the Lease, except as provided herein; and
WHEREAS, PCCA previously constructed a 16-inch water line (“Existing Water Main”) from a location on Broadway Boulevard in the City of Portland, Texas (“City”), to the Gulf Compress warehouses located on approximately 29 acres of land in the northwest portion of the La Quinta Gateway Property; and
WHEREAS, PCCA intends to design and construct a new 16-inch water main pipeline (“New Water Main”) from the terminus of the Existing Water Main to the point on PCCA’s property marked on Exhibit A attached hereto (“Tie-in Point”), which is in the vicinity of the Plant Site (as defined in the Lease); and
WHEREAS, VTH is willing to pay a portion of the cost of designing and constructing the New Water Main (“Design and Construction Costs”) in exchange for the right to tie into the New Water Main;
NOW THEREFORE, for and in consideration of the agreements and undertakings set forth herein, the Parties hereby agree as follows:
1. PCCA will design and construct the New Water Main as provided in this Agreement and dedicate it to the City. The New Water Main will be approximately 7,650 feet in length. A conceptual layout of the route of the New Water Main is depicted on Exhibit A attached hereto.
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2. The New Water Main will be constructed to meet the minimum standards of PCCA and the City and will generally consist of a 16-inch diameter PVC pipe conforming to the American Water Works Association (AWWA) C905 specification and buried at least thirty-six (36) inches below ground, except where it crosses drainage features, in which case the New Water Main may be above ground. The Tie-in Point will be designed and constructed with such pipeline accessories (Tees, flanges, valves, etc.) for both Parties to be able to make seamless ties into the New Water Main at the Tie-in Point at no additional cost to either Party (other than construction costs incurred by each Party for the tie in), and PCCA may extend the New Water Main beyond the Tie-in Point to service PCCA’s projects on the southern portion of the La Quinta Trade Gateway Property. To the extent required PCCA will grant VTH the easements necessary to route a water line from the Tie-in Point to the Property which is leased by VTH under Lease without additional cost to VTH.
3. VTH understands and agrees that PCCA will select an engineering firm to design the New Water Main and will award the construction contract for the New Water Main to the construction company submitting the lowest and best construction bid in accordance with PCCA’s normal bidding practices (without regard to the additive bid item described in paragraph 4, below). PCCA will endeavor to expedite the design, bid, and contract award phases of the project and anticipates awarding the construction contract in April 2014, if not sooner. VTH shall reimburse PCCA for a portion of the Design and Construction Costs as provided in paragraph 6, below.
4. The Parties will agree on and PCCA will include in its request for bids as well as the construction contract for the construction of the New Water Main to be awarded a construction duration (starting from the date of the Notice To Proceed) not to exceed 120 days, as well as an additive bid item requiring the construction to be completed in a lesser certain number of calendar days as determined by and coordinated with VTH prior to the PCCA’s issuance of the request for bids (the price of such additive bid item being referred to herein as the “Accelerated Construction Costs”). If PCCA accepts this additive bid item at VTH’s request, then VTH shall reimburse PCCA for these Accelerated Construction Costs as provided in paragraph 6, below.
5. Upon completion of the New Water Main, PCCA will dedicate it to the City, along with an appropriate easement, at no cost in exchange for the City’s agreement to maintain the line and supply potable water to the Plant Site (as defined in the Lease) and PCCA’s projects on the southern portion of the La Quinta Trade Gateway Property. The Parties understand that the City will establish, impose and collect charges for the water service it provides and will separately meter the water provided to the Parties. PCCA will maintain the New Water Main until such time as it is dedicated to the City.
6. PCCA will give VTH written notice (“Completion Notice”) when the New Water Main has been completed and handed over to the City and PCCA has received the City’s agreement to maintain the line and supply potable water to the Plant Site (as defined in the Lease). The Completion Notice will include the exact amount of the Accelerated Construction Costs, if any. Within thirty (30) days after receipt of the Completion Notice, VTH shall pay to PCCA the sum of Three Hundred Thousand Dollars ($300,000) to reimburse PCCA for a portion
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of the Design and Construction Costs, plus an amount equal to the Accelerated Construction Costs, if any, to reimburse PCCA in full for the Accelerated Construction Costs. If VTH fails to pay PCCA the full amount described in this paragraph when due, such failure shall constitute an event of default under this Agreement; and, any sum due to PCCA, which is not paid on or before the due date, shall thereafter bear interests at an annual rate of LIBOR (as of the due date) + 2% for the period starting from the due date until the date of payment.
7. VTH shall bear no responsibility with respect to the siting, design, or construction of the New Water Main.
IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by their duly authorized offices at Corpus Christi, Texas, as of the dates provided below each signature, to be effective, however, for all purposes, as of the Effective Date.
PORT OF CORPUS CHRISTI AUTHORITY OF NUECES COUNTY, TEXAS
By: ______John P. LaRue Executive Director
Date: ______, 2014
voestalpine Texas Holding LLC
By: ______Bernhard Schlattl CEO
Date: ______, 2014
By: ______Erich Pizzera CTO
Date: ______, 2014
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CORPUS CHRISTI 39 AGENDA MEMORANDUM for the Port Co mmission Meeting of January 14, 2014
DATE: January 14, 2014
FROM: John LaRue; 885-6189; [email protected]
AGENDA ITEM NO. 12 Approve the Third and Final Reading of a Franchise Granting WMH Corpus I, LLC, the Right of Access to the Jewell Fulton Canal from Its Property Adjacent to the Canal and Related Rights
WMH Corpus I, LLC, recently acquired a 12.88-acre tract of land located near Ingleside, Texas, fronting on the Jewell Fulton Canal as shown on the attached map. According to its website, WMH is a recently formed midstream company with operations in Northwestern Louisiana, West Texas, and in the Eagle Ford Shale area. The tract of land was formerly owned by the University of Houston with plans to construct a national wind blade test facility or other alternative energy research program; however, those plans never materialized, and the property sat vacant for several years. A franchise for this property was adopted by the PCCA on October 9, 1979, at the request of Ingleside Marine Inc. and although the University was offered the opportunity to assume the franchise, it elected to allow the franchise to expire on September 30, 2009.
WMH has approached PCCA staff with plans to commence crude oil and petroleum transfer operations on the property, and in connection therewith, has requested a new franchise be granted permitting them the right to access and use the canal for shipment by water of crude oil, petroleum products, and other commodities as permitted by mutual conveyances dating back to 1955 between the PCCA and the predecessors in title of WMH. In exchange for the right to cross the bulkhead line and access the canal, WMH will pay the PCCA a rental based on the quantity of cargo shipments moved across the southeast bulkhead line to or from the docks and wharves of WMH and being equal to 50% of the PCCA’s wharfage tariff rates. Should the property be used for a “local business use” as defined in the franchise, WMH will pay a monthly rent of $1.62 per usable linear foot of berthing or mooring space along the waterfront property.
While it is difficult to estimate with any certainty the revenue to be realized by the PCCA in connection with this franchise, establishing a franchise on this property will allow the PCCA to assess and collect rental fees by the current or future owners of the tract for use of the canal.
On November 12 and December 10, 2013, the Port Commission approved the first and second readings, respectively, of this franchise. Staff recommends approval of the third and final reading of this franchise with WMH Corpus I, LLC.
LEAD CONTACT: David Krams; 885-6134; [email protected]
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WMH Corpus I, LLCAGENDA ITEM NO. 12 Location on Jewell Fulton Canal 41
Jewell Fulton Canal WMH
EXHIBIT 1 AGENDA ITEM NO. 12
JEWELL FULTON CANAL FRANCHISE
PORT OF CORPUS CHRISTI AUTHORITY OF NUECES COUNTY, TEXAS TO WMH CORPUS I, LLC
SECTION 1 GRANT
Subject to the terms and conditions of this franchise, the Port of Corpus Christi Authority of Nueces County, Texas (“Authority”), hereby grants to WMH Corpus I, LLC, a Texas limited liability company, whose business address is 8333 Douglas Avenue, Suite 300, Dallas, Texas 75225, its successors and permitted assigns (“Grantee”), for the term specified in this Section 1,all of the rights, privileges, permission and authority hereinafter provided in any Section or portion of this franchise. The term of this franchise shall begin on the later of (i) the date Grantee files its written acceptance of this franchise with the Authority in accordance with Section 13 hereof, or (ii) ______, 2013. The term of this franchise shall end on ______, 2043.
SECTION 2 GRANTEE’S LAND
Grantee is the owner of that certain tract or parcel containing 12.89 acres of land situated in the T. T. Williamson Survey, Abstract No. 295 of San Patricio County, Texas, and being a part of the same property described as 12.88 acres in Exhibit “A” of Gift Deed dated April 1, 2009, from BP America Production Company to the University of Houston System recorded in File No. 590169 of the Official Public Records of San Patricio County, Texas, and also being all of Lots 1-8 in Block 1 and Lots 1-2 in Block 2 and part of Block 3 of Marina Heights Addition according to Plat recorded in Volume 5, Page 1 of the Map Records of San Patricio County, Texas, and also being part of Tract 10 in Block “A” of Caruthers Cove according to Plat recorded in Volume 4, Page 31 of the Map Records of San Patricio County, Texas; and as more particularly described by metes and bounds in Exhibit A attached hereto (“Grantee’s Land”), together with the property acquired by Grantee’s predecessors in title as a result of various agreements and mutual conveyances between them and Nueces County Navigation District No. 1, all dated as of the 1st day of March, 1955, said mutual conveyances being hereinafter referred to as the “Mutual Conveyances.” All of the rights, privileges, permission and authority hereinafter provided for in any Section or portion of this franchise shall be in addition to the rights, privileges, permission and authority acquired by Grantee as successor in title under the Mutual Conveyances. A survey of Grantee’s Land is attached hereto as Exhibit B.
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SECTION 3 ACCESS TO JEWELL FULTON CANAL
Grantee shall have the right of access to and use of the Jewell Fulton Canal and turning basin lying within Ingleside Cove and Kinney Bayou and shall have the right to erect any bulkheads, piers, docks, wharves and slips, boat houses, club houses, dry boat storage, marine service stations, marine railways on Grantee’s Land, and any other facilities thereon necessary to utilize Grantee’s Land; provided that such bulkheads, piers, docks, wharves and slips, boat houses, club houses, dry boat storage, marine service stations, marine railways and any other facilities shall not extend beyond the southeast bulkhead line of the Jewell Fulton Canal as such bulkhead line has been established by the Authority and which is the same line as the northwest boundary line of Grantee’s Land as shown on the survey of Grantee’s Land attached hereto as Exhibit B (the “Southeast Bulkhead Line”). The cost of the erection and construction of all such facilities shall be at the sole cost of Grantee, its successors and permitted assigns. Grantee shall also have the right to cross the Southeast Bulkhead Line from Grantee’s Land in order to conduct and perform all such dredging and excavations in, on or under the Authority’s submerged lands lying between the Jewell Fulton Canal and Grantee’s Land as may be expedient and reasonably necessary as a means of access for ships and other vessels and/or to use the area for the purpose contemplated by this franchise. Grantee may deposit dredge materials and fill on the Grantee’s Land or on the premises owned and furnished by Authority and designated by the Authority for such deposits, provided, as to the premises furnished by Authority, an agreement has first been reached between Authority and Grantee on use of the land, on levee and weir construction and the cost thereof, and subject to the rights of the United States in any submerged lands west of the Southeast Bulkhead Line.
SECTION 4 RENTALS
For the rights, privileges, permission and authority granted to it hereunder, Grantee shall pay to Authority a rental calculated upon the movements of property or commodities across the Southeast Bulkhead Line to or from docks and wharves on Grantee’s Land and a rental for any actual “local business use” undertaken in and upon Grantee’s Land during the term hereof, said rentals to be computed and determined in the following manner:
(1) For any general cargo business (and by “general cargo business” is meant a business handling the shipment by water of any property or commodity owned by or being purchased or sold by a party other than the holder of this franchise, and being a shipment by water of a property or commodity in the usual sense of cargo transportation, and being a use of Grantee’s Land other than a “local business use” as hereinafter defined), a rental based upon the quantity of shipments made and to be equal to fifty percent (50%) of Authority’s then current tariff wharfage rate on the same type of commodity or property.
(2) For a business other than a general cargo business (that is, a business handling the shipment by water of any property or commodity owned by or being purchased or sold by the holder of this franchise, and being a shipment by water of a property or commodity in the usual sense of cargo transportation, and being a use of Grantee’s Land other than a “local business
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use” as hereinafter defined) a rental based upon the quantity of the shipments made and to be an amount not more than (a) fifty percent (50%) of the Authority’s then current tariff wharfage rate on the same type of property or commodity, or (b) two cents (2¢) per long ton of 2,240 U. S. pounds, whichever of the two amounts is smaller; provided that the alternate rate of two cents (2¢) per long ton shall be applicable only to the following property or commodities and no other, to-wit: bauxite ore, alumina, cryolite, pitch, coke, flourspar and aluminum billet, blooms, ingot, pigs, and slabs.
(3) The term “local business use,” as used herein, shall mean any business use or use for a profit other than the shipment of a property or commodity by water in trade or commerce in the usual sense of carriage of goods by water as cargo. “Local business use” shall not be construed to include pleasure use by the Grantee. By way of illustration, but not in limitation, “local business use”, within the meaning of this franchise shall include the following:
operating and providing facilities for the operation of commercial fishing boats; providing berthing space and service facilities for pleasure or commercial boats, including the operation of a marine service station or marine service stations to supply water, fuel, oil and other items necessary for pleasure or commercial boats or vessels; chartering pleasure boats or any kind of boats for hire; operating dredges, tug boats or barges; carrying passengers for hire or on charter for pay; handling vessels for, or movement or shipment of commodities, equipment and supplies used by or in connection with, oil, gas and mineral exploration, drilling and production operations in navigable waters, including loading, unloading, and storage facilities for commodities, equipment and supplies used by or in connection with said oil, gas and mineral exploration, drilling and production operations in navigable waters; the operation of a ship repair or construction yard, or vessels used in connection therewith; and dry boat storage or launching facilities; but “local business use” shall not include pleasure use.
The rental for “local business use” shall be based on the total number of useable linear feet of mooring or berthing space that Grantee has on the faces or sides of any wharf, pier, bulkhead, dry boat storage, or other similar structure erected on Grantee’s Land channelward of the minus 2.0-foot contour line below mean low tide (this number of linear feet being referred to herein as “Grantee’s Linear Footage”). In the boat storage areas, the sides of piers or catwalks not more than 2.5 feet wide and used as a means to reach mooring lines shall not be included in assessing rental, in which case the useable space to be considered shall be the linear footage center to center of such catwalk or piers or mooring piling for each such berthing space. If both sides of a pier are utilized for berthing purposes, then twice its length shall be counted in determining the lineal footage of berthing space. Outside the boat storage areas, piling or other mooring aids erected in such a manner that vessels may lay against them shall be considered a structure and the linear footage shall be determined by measuring the distance between the outer extremities of such piling or aids; however, single piles which are erected outside any structure for holding mooring lines but not for breasting purposes shall not be included as part of the structure. The Authority’s representatives shall have the right to verify the Grantee's Linear Footage from time to time with reasonable notice to Grantee.
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The rental for local business use described in this Section 4 (the “Local Business Use Rental”) shall be calculated monthly and paid to Authority at its offices in Corpus Christi, Texas, not later than the twentieth (20th) day of the month immediately following the month same accrued. The Local Business Use Rental for each month during the term of this franchise shall equal the product of the “Rental Rate” for such month (as described in this paragraph) multiplied by the Grantee's Linear Footage at the beginning of such month. The Rental Rate for local business use for each month for the first five (5) years of the term of this franchise shall be One Dollar and Sixty-Two Cents ($1.62) for each linear foot of Grantee's Linear Footage. The Rental Rate for local business use for each month of the next following five-year period (i.e., ______1, 2018 to ______31, 2023) and for each month of each subsequent five-year period during the term of this franchise shall be determined by the Authority’s Port Commissioners not sooner than 180 days nor later than 30 days prior to the beginning of such five-year period. The Authority shall give Grantee written notice of any change to the Rental Rate prior to the beginning of the five-year period to which that new rate applies, and absent any such notice the then existing Rental Rate shall continue in effect.
All other rental payments provided herein (i.e., all rental payments other than the Local Business Use Rental) shall be paid to the Authority at its offices in Corpus Christi, Texas, at such time or times as the Authority may direct by general rule or regulation which shall be applicable to all persons or parties holding permits or franchises similar to this franchise. Grantee shall keep and maintain a complete and accurate set of books and records of vessels using its facilities and the kinds and amounts of cargos loaded upon or discharged from such vessels and shall make monthly reports thereon together with the proper payment therefor to Authority. Such books and records shall be subject to the inspection of the Authority, its agents and attorneys, at any and all reasonable times.
SECTION 5 CONDITIONS
This franchise is granted with reasonable regulations as to construction and reasonable conditions for the protection of the Authority and its property and the property of its tenants, to- wit:
(a) Grantee will at all times conduct its operations upon Grantee's Land so as not to create any unusual fire hazards.
(b) Grantee will not, for itself or for others, use any portion of Grantee’s Land for a railroad terminal.
(c) Before constructing any structure or commencing any work (including dredging or filling of submerged areas) on Grantee’s Land or the Authority’s submerged land lying between the Jewell Fulton Canal and the Southeast Bulkhead Line for which a U. S. Department of the Army permit is necessary and before filing application for any such permit, Grantee will submit plans of such structure or the work to be undertaken to the Authority for its approval. Authority shall not refuse to approve such plans without good cause. Grantee must file with the Authority a
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copy of any permit or license it obtains from any governmental agency in connection with any construction or work described in this Section 5, and any documents placing conditions on or amending them in any way.
(d) To facilitate the Authority’s review of the plans described in Section 5(c) above, Grantee shall submit two (2) sets of formal plans that clearly define the project. The drawings must be prepared in a standard engineering format (24" x 36" drawings) and show all physical features and improvements in and around the project site and must be signed and sealed by a Professional Engineer registered in the State of Texas. In addition, a detailed site plan (minimum 1" = 50' scale) depicting the location and physical layout of the project site and any area to be dredged, adjacent docking facilities, property lines, federal channels, bulkhead lines, existing channel depth elevations, etc., must be included with the formal plans submitted. The site plan must clearly show the bottom of cut line and top of slope line of any planned dredging. If any dredging is planned by Grantee that will, in Authority’s judgment, based upon customary dredging operations, result in removal of a substantial quantity of earth or material from, or damage to, adjacent real property, Grantee must obtain the written permission of the adjacent property owner to carry out such dredging for the project and submit it to the Authority with the formal plans.
(e) Grantee must perform all construction or work described in this Section 5 in conformity with generally accepted building codes and all applicable federal, state and other governmental laws and regulations; and Grantee must comply with any applicable provisions of the code of the National Fire Protection Association.
(f) Grantee’s slips along the Southeast Bulkhead Line shall be maintained at a depth sufficient to prevent vessels berthed at the docks there from striking bottom due to lowering of the water level from passing vessels.
SECTION 6 RULES AND REGULATIONS
Grantee shall comply with the Authority’s reasonable written rules and regulations presently in effect or that the Authority may invoke in the future which apply to all individuals or entities holding franchises similar to this franchise and which the Authority provides to Grantee or posts or otherwise publicizes to its franchisees.
SECTION 7 INDEMNITY
Grantee shall indemnify and hold harmless the Authority of and from all expenses and liability for, and resulting from, the negligence of Grantee, its agents or employees, in connection with the exercise by Grantee of the rights and privileges hereby granted. Where the claim, demand, cause of action or damage is the result of the joint negligence of
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Grantee and the Authority, the Grantee’s obligation of indemnification shall be in proportion to Grantee’s share of such joint negligence.
SECTION 8 POLLUTION
Grantee shall take all reasonable precautions to prevent pollution by Grantee of the waters in the Jewell Fulton Canal, Ingleside Cove and Kinney Bayou. Grantee shall use reasonable care in keeping the Grantee’s Land neat and clean at all times.
SECTION 9 DEFAULT
In the event of a default of Grantee in the performance of any of the terms and conditions herein stipulated to be done by it, or required of it under any valid laws, rules or regulations of the government of the United States of America or the State of Texas, and in the event such default continues for ninety (90) days after the Authority has sent a written notice by registered or certified United States mail to Grantee at its business address, advising it of the kind, nature, and extent of such default, this franchise shall be subject to forfeiture at the instance of the Authority by suit in a State District Court in Nueces County, Texas.
SECTION 10 ACCEPTANCE; GRANTEE’S LINEAR FOOTAGE
Grantee, within thirty (30) days from the third reading and final passage of this franchise, shall file with the Authority its written acceptance of this franchise and such written acceptance shall be duly acknowledged by the person or persons executing the same. In such acceptance Grantee shall certify to the Authority the number of linear feet of Grantee’s Linear Footage as of the date of such acceptance for the calculation of rentals due for local business use. Thereafter, from time to time as the Grantee’s Linear Footage increases or decreases, Grantee shall forthwith notify Authority and the rental for local business use shall be adjusted accordingly with the next rental payment due.
SECTION 11 CHANGE IN APPLICABLE LAWS
If the statutes of the State of Texas governing the granting of franchises such as this are amended during the term hereof so as to enable Authority to grant franchises for a longer term than thirty (30) years, then and in that event this franchise, if then in effect and in use, shall be extended for such period of time as will, in the aggregate, amount to the greater period fixed in any such amendment to such statutes, unless such extension is prohibited by such amendment.
SECTION 12 ASSIGNMENT
Grantee may assign this franchise and/or may grant or lease any of the facilities
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constructed pursuant to this franchise to any individual, partnership, corporation, or other business entity and any such assignment, grant or lease shall be subject to all of the terms and obligations created under this franchise and Grantee shall not be released thereby from any obligations and duties assumed hereunder; provided, however, if Grantee assigns this franchise and/or leases any of the facilities constructed pursuant to this franchise to any individual, partnership, corporation, or other business entity which holds a permit or franchise on the Jewell Fulton Canal from the Authority similar to this franchise, Grantee shall be released from any further obligations and duties assumed hereunder only insofar as such obligations and duties arise from and after the effective date of such assignment, grant or lease, it being specifically understood that any such assignment, grant or lease shall not have the effect of releasing Grantee from any obligations or duties assumed hereunder which may have accrued at any time prior to the effective date of such assignment, grant or lease.
SECTION 13 GENERAL
All covenants, conditions and agreements of this franchise shall apply to and be binding upon the Authority and Grantee and their respective legal representatives, successors and permitted assigns (when assignment is made in accordance with the provisions hereof). This franchise is made under the applicable laws of the State of Texas and if any term, clause, provision, part or portion of this franchise shall be adjudged invalid or illegal for any reason, the validity of any other part or portion hereof shall not be affected thereby, and the invalid or illegal portion thereof shall be deleted and ignored as if the same had not been written herein. If any of the rights and authorities granted hereunder are in excess of the authority of the Authority, then the rights and authorities shall be limited to such as the Authority is authorized to grant, under the applicable laws. The failure of Grantee or of the Authority to insist upon the strict performance of any of the covenants and conditions of this franchise, or the consent, either express or implied, of either party hereto to any act or omission by the other party in breach or default hereof, shall not be deemed or construed to be a waiver of any such covenants or condition except for that particular instance only and shall not constitute or be construed as a waiver of such covenant or condition or of any further or future breach or default thereof.
SECTION 14 PASSAGE
A majority of the Authority’s Port Commissioners voted to grant this franchise at meetings of the Port Commission held on______, 2013, ______, 2013, and ______, 2014, and the final form of this franchise was approved at the last of such meetings.
[Signature page follows this page]
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IN WITNESS WHEREOF, the Authority has caused this franchise to be signed by the Chairman of the Port Commission and attested by the Secretary of the Port Commission this _____ day of ______2014.
______Chairman of the Port Commission of Port of Corpus Christi Authority of Nueces County, Texas
ATTEST:
______Secretary of the Port Commission of Port of Corpus Christi Authority of Nueces County, Texas
STATE OF TEXAS § § COUNTY OF NUECES §
This instrument was acknowledged before me on _____ day of ______, 2014, by, ______, Chairman of the Port Commission of Port of Corpus Christi Authority of Nueces County, Texas, and ______, Secretary of the Port Commission of Port of Corpus Christi Authority of Nueces County, Texas, on behalf of said Port Authority.
NOTARY PUBLIC, STATE OF TEXAS
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EXHIBIT A LEGAL DESCRIPTION OF GRANTEE’S LAND
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EXHIBIT B MAP OF GRANTEE’S LAND AND SOUTHEAST BULKHEAD LINE
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ACCEPTANCE OF GRANTEE
WMH Corpus I, LLC, hereby accepts the above and foregoing franchise and agrees to be bound thereby.
WMH Corpus I, LLC, hereby certifies that Grantee’s Linear Footage (as defined in
Section 4 of the foregoing franchise) is 1767 linear feet as of the date of this acceptance.
EXECUTED this _____ day of ______, 2014.
WMH CORPUS I, LLC
By:
Name:
Title:
STATE OF TEXAS § § COUNTY OF ______§
This instrument was acknowledged before me on _____ day of ______, 2014, by ______, ______of WMH Corpus I, LLC, a ______limited liability company, on behalf of said company.
NOTARY PUBLIC, STATE OF TEXAS
240386 148.25448
55 AGENDA MEMORANDUM for the Port Commission Meeting of January 14, 2014
DATE: January 14, 2014
FROM: John LaRue; 885-6189; [email protected]
AGENDA ITEM NO. 13 Approve Professional Services Agreement with Ana Milena Escobar Araujo, ASOCIAME S.A.S.
Staff has been working on diversifying the Port’s general cargo business and seeking expansion into the growing Latin American markets for a number of years. Since January 2013, Ana Milena Escobar has been representing and marketing the Port of Corpus Christi to private import/export entities domiciled in Cartagena, Barranquilla and Santa Marta Ports. Due to these efforts, we will be signing our first MOU in the month of February with Palermo-Sociedad Portuaria, a private container and general cargo terminal. This will allow us to enhance the client-cargo volumes required for the start-up of a regular shipping service between both ports. Ana Milenas’ agreement is for 11 months, beginning February 1, 2014, and ending December 31, 2014. The monthly fee for her services is $4,166.00 for an annual expense of $45,826, plus limited yearly travel expenses not to exceed $7,000 for a total cost of $52,826.00.
Staff recommends approval of a professional services agreement with Ana Milena Escobar for 2014 in an amount not to exceed $52,826.00.
LEAD CONTACT: Ruben Medina; 885-6109; [email protected]
56
AGENDA MEMORANDUM for the Port Commission Meeting of January 14, 2014
DATE: January 14, 2014
FROM: John LaRue; 885-6189; [email protected]
AGENDA ITEM NO. 14-A Approve Revised Administrative Services Agreement with Entrust Inc. for Administration of the Port of Corpus Christi Authority Health and Dental Benefits Plan Effective January 1, 2014
On December 10, 2013, the Port Commission approved the renewal of the Port of Corpus Christi Health and Dental Benefits Plan. The renewal included Entrust Inc as the third party administrator of the Plan. On April 14, 2009, the Port Commission approved a restated Administrative Services Agreement, which was prepared by Entrust.
Enclosed is a copy of the amended Administrative Services Agreement Contract for the Health and Dental Benefits Plan, effective January 1, 2014. The amendment includes the PCCA’s requirements to pay the Affordable Care Act compliance fee and an increase in the Spohn Health Network PPO repricing. The estimated additional cost for these adjustments is $16,000, which was included in the adoption of the Health and Dental Benefits Plan renewal on December 10, 2013.
Staff recommends approval of the amended Administrative Services Agreement Contract, effective January 1, 2014.
LEAD CONTACT: Sandra Terrell-Davis; 885-6177; [email protected]
57
AGENDA ITEM NO. 14-A
ADMINISTRATION SERVICES AGREEMENT CONTRACT & RELATED DOCUMENTS SIGNATURE AUTHORIZATION PAGE
CLIENT NAME: PORT OF CORPUS CHRISTI AUTHORITY EFFECTIVE DATE: JANUARY 1, 2014
The representatives of the Client and Entrust, by their signatures below, agree to the terms of the Agreements, Applications, Attachments, Exhibits, Schedules and/or Acknowledgments attached hereto.
CLIENT AND/OR EMPLOYER ENTRUST SIGNATURE DOCUMENT PLAN SPONSOR’S SIGNATURE (WHERE APPLICABLE)
Entrust Administrative Service Contract x x Agreement
Schedule A x x
Schedule B x x
Other:
58 AGENDA ITEM NO. 14-A
ENTRUST, INC. ADMINISTRATIVE SERVICES AGREEMENT CONTRACT
This Administrative Services Agreement Contract, made and effective as of January 1, 2014, between the Port of Corpus Christi Authority and its successors and/or assigns (“Client” or “Employer Plan Sponsor”), and Entrust, Inc., a Texas Corporation, its successors and/or assigns (“ENTRUST”), as the Contract Administrator.
ENTRUST is engaged in the business of performing services as a Contract Administrator for employee welfare benefit plans. The Client desires to engage the services of ENTRUST to provide contract administration services for the Client and the Port of Corpus Christi Authority Health And Dental Benefit Plan (“Plan”), as may be amended from time to time. The parties agree to the following:
1. SERVICES TO BE PERFORMED. ENTRUST agrees to perform for the Client contract administration services in conjunction with the operation of the Plan. The services to be performed by ENTRUST are:
A) ESTABLISHING THE PLAN. I) E NTRUST will consult with the Client in connection with the design and development of the Plan. At the direction of the Client, ENTRUST will prepare the Plan Documents, including the Summary Plan Description, identification cards, and other materials relating to the Plan. The Client shall notify ENTRUST in writing of the Employer Plan Sponsor’s approval of the Plan Documents. Failure of the Client to object in writing to the Plan Documents provided by ENTRUST within thirty (30) days of delivery of such documents will constitute the Client’s approval. II) Employee communications materials announcing the Plan, including a written notice (approved by the Client in advance of distribution) to Plan Participants of the identity of ENTRUST and the relationship among the Client, ENTRUST and Plan Participant; III) Enrollment meetings with Plan Participants; IV) Banking arrangements for the Client; V) Preparation of Sample Summary Plan Description and Sample Plan Document for review and approval by Client; VI) How best to handle distribution of the final Plan Document/SPD to the participants of the Plan; however, all notices and information required to be given to the Plan Participants, and any record-keeping requirement relative thereto are the sole responsibility of the Client.
B) OPERATION OF THE PLAN. I) Provide forms and handle correspondence for contract claims administration, including procedures for filing claims, claim forms, ID cards, and request forms for obtaining additional information. II) Process claims presented for benefits under the Plan, prepare benefit checks and provide an explanation of benefits to Plan Participants. III) Maintain, but not fund, a Client Services Bank Account in the name of ENTRUST to be funded by the Client, in a depository chosen by ENTRUST, from which payments are issued to cover valid expenses of the Client for any of the following purposes: a) Remittance to vendors of the Plan; b) Payment to a group policyholder for remittance to an Insurer entitled to payment; c) Remittance of return premiums to any person entitled to payment; or, d) Payment of premiums for insurance policies purchased by the Plan and/or Client. IV) Maintain, but not fund, a Plan Account in the name of the Client for any of the following purposes: a) Payment of claims, taxes, vendors and/or other charges due under the terms of the Plan;
59 AGENDA ITEM NO. 14-A
b) Payment to ENTRUST of its management and administrative fees and/or other charges; c) Payment of compensation to a broker, attorney, investment advisor, accountant, consultant and/or other service provider in accordance with instructions from the Client pursuant to paragraph 21; d) Transfer to and deposit in the Client Services Bank Account for the purposes set forth in subparagraph (III) above. V) Establish and provide for the maintenance of all claim records for benefits under the Plan; VI) Provide forms for the Client to provide ENTRUST with a monthly update of eligible Participants; VII) Handle inquiries from the Client, Plan Participants, medical and other service providers concerning requirements, procedures, or benefits of the Plan.
C) FUNDING THE PLAN ACCOUNT. In order to fund the Plan Account, the Client shall make deposits to the Plan Account upon the written or oral request of ENTRUST or at mutually agreed upon periodic intervals for the purpose of funding the Plan Account with sufficient funds to pay eligible claims and expenses. On no account will ENTRUST be responsible for funding either the Plan Account or the Client Services Bank Account.
D) MINISTERIAL FUNCTION OF ENTRUST. It is agreed that the services to be performed by ENTRUST shall be ministerial in nature and shall only be performed within the framework of practices established by the Client. It is further agreed that ENTRUST does not have discretionary authority or discretionary control respecting any aspect of the Plan, except as otherwise expressly stated and limited in this Contract. ENTRUST has no authority to alter the terms of the Plan without the Employer Plan Sponsor's express authorization. On no account shall ENTRUST be considered a "Plan Administrator" as defined by the Employee Retirement Income Security Act of 1974, as amended (ERISA), and neither is ENTRUST a "Fiduciary" as defined by ERISA.
E) PROCESSING CLAIMS. ENTRUST will receive and review claims for benefits under the Plan and will use its best efforts, consistent with industry standards to compute the benefits payable, if any, in accordance with the terms and conditions of the Plan. ENTRUST will complete its review of all claims after complete proof of claims is received by ENTRUST in accordance with applicable laws and regulations. On no account can ENTRUST, or any employee or owner of ENTRUST, guarantee processing of claims earlier than the 10th day after the date on which valid proof of loss is received by ENTRUST.
F) PLAN REPORTS. ENTRUST will provide the Client with information for the Client’S use in preparing reports and returns required by local, state or federal governments pertaining to the Plan. Failure of the Client to object in writing to any reports delivered to the Client by ENTRUST within thirty (30) days of the date of mailing will constitute the Client’S approval of ENTRUST’S acts and information described therein. ENTRUST shall provide a monthly report to the Client of all receipts and disbursements of the Plan.
G) R EPORTS TO INSURER. ENTRUST shall complete and submit all premium reports, statement claim reports, and other reports required to all insurers and reinsurers of the Plan and/or the Client.
H) STOP LOSS INSURANCE. If the Client has obtained stop loss insurance coverage for funding Plan benefits in excess of certain specified individual and aggregate limits, ENTRUST shall assist the Client in the submission of claims for benefits payable under such coverage. ENTRUST shall not be required to process claims for benefits under the Plan other than in the ordinary course of claim processing duties and no priority will be given to claims merely because the stop loss year is coming to a close.
60 AGENDA ITEM NO. 14-A
I) PLAN VENDORS. The Client hereby authorizes ENTRUST to contract with independent vendors to perform necessary services for the Plan including, but not limited to, utilization review (UR) firms to provide utilization review and pre-certification of hospital stay services to the Plan and its Participants, prescription benefit managers (PBM’s) to provide prescription drug card services, collection agencies to pursue Plan receivables, and preferred provider networks and/or any other vendor(s) necessary for the Plan. The Client agrees that the granting of this authority is for ease of administration of the Plan only, and does not grant to ENTRUST any fiduciary responsibility or status. All expenses incurred by the Client and/or ENTRUST through the use of such vendors are the sole responsibility of the Client, but it is agreed that the Client will be notified of the identity and cost of using such firms by ENTRUST (See Schedule A & or B) In the event ENTRUST performs the repricing of claims on behalf of a PPO(s) utilized by the Plan, ENTRUST shall be entitled to receive a fee, which is reflected in the PPO fee listed in Schedule B, for such services normally performed by the PPO. In the event the Client does not approve the Plan Vendors selected for the Plan, the Client must notify ENTRUST in writing prior to the effective date of the contract or changes thereto. The Client authorizes E NTRUST to deduct the cost of such services from the Plan Account when such costs are due.
J) GOVERNMENT FILINGS. If the Plan has fewer than 100 lives, ENTRUST shall be authorized to contract with a qualified CPA to prepare the Plan's unaudited Annual Report (Form 5500). ENTRUST shall bear the cost of preparing the Annual Report, but will not be responsible for filing it, or for any taxes, fines or penalties which may arise. ENTRUST shall also not be responsible for obtaining tax exempt status for the Plan, for filing the Plan's Annual Tax Return (if necessary) or for preparing an audited Annual Report (plans with 100 or more lives). If this Contract terminates before the Annual Report is due, ENTRUST shall not be responsible for preparing the Annual Report. The Client is solely responsible to pay any cost associated with the preparation and filing of any legally required audited report.
2. ADDITIONAL SERVICES. At times, the Client may request that ENTRUST perform Additional Services not normally provided by a contract administrator in conjunction with the operation of a self-funded Plan, including, but not limited to, the Client requesting ENTRUST to alter the Plan’s terms of coverage in the middle of a Plan Year or the Client requesting special reporting or programming services. In the event that such Additional Services are engaged by ENTRUST at the request of the Client, or the Client requests any changes in the Plan, including those required by the Employer Plan Sponsor or by changes in the law, which require additional consulting, programming, reports, or services, the Client shall be responsible for such services and the cost and expense thereof.
3. REIMBURSABLE EXPENSES. Any actual, reasonable, and miscellaneous expenses incurred by ENTRUST performing services listed in Paragraph 1 above, including, but not limited to, long distance telephone calls, long distance travel, lodging, telegrams, check printing, messenger delivery service, or other miscellaneous expenses incurred as an incident to the operation of the Plan will be at the expense of the Client, and can be deducted from the Plan Account on or after the first of each month. It is understood that ENTRUST will coordinate and arrange for the printing of the Summary Plan Description (SPD) and check stock in the expense of which will be deducted directly for the Plan Account.
4. SERVICES NOT TO BE PERFORMED. It is understood and agreed that ENTRUST will not provide medical opinions, nor will ENTRUST provide or be responsible for the expense and cost of printing the plan document, legal counsel, certified public accountants, investment counselors, consultants, or similar type services performed for the Client, and ENTRUST shall not be authorized to engage such services or incur any expense or cost therefor without written consent of the Client.
A) IT IS expressly understood that by this agreement neither ENTRUST nor any employee of ENTRUST is contracting to provide legal services. The Client is strongly advised to review any documents produced by ENTRUST, and opinions, written or otherwise, with its legal counsel.
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5. SERVICE FEE. The Client agrees to pay fees to ENTRUST for performing the services described in Paragraph 1 above, as set forth in Schedule A to this Contract. Schedule A may be amended upon agreement of the parties, and such amendments will not operate to invalidate or in any ways affect any other part of this Contract, including, but not limited to, Paragraph 8.
6. PAYMENT TO ENTRUST. The Client agrees that any payment to ENTRUST of contributions by or on behalf of a Plan Participant is considered received by the Insurer & Client, and also that any payment of returned premiums, contributions or claims by the Insurer or Client to ENTRUST are not considered payment to the Plan Participant until the payments are received by the Plan Participant.
7. TAXES. The Client agrees to authorize payment from the Plan Account before they become delinquent, all taxes and assessments lawfully levied or assessed against the Plan; provided, however, the Client may dispute and contest same on behalf of the Plan and in such cases, such disputed tax item may not need to be paid until finally adjudged to be valid. The Client shall indemnify and hold harmless ENTRUST and its agents and employees from all suits, actions or claims of any character, type or description brought, made for, or on account of any tax liability levied or assessed by any local, state or federal authority against the Client, Plan and/or ENTRUST in connection with the services rendered.
8. TERM. The term of this Administration Contract shall be for the period of one (1) year, beginning on January 1, 2014. This agreement shall thereafter be automatically renewed for additional periods of one (1) year each, unless terminated by either party according to the procedures outlined in Paragraph 9 below.
9. TERMINATION OR RENEGOTIATION. Either party shall have the right to terminate this Contract by giving to the other party written notice clearly indicating intent to terminate and specifying the date of termination of the Contract. However, if the date of termination of the Contract as provided in the written notice is a date other than the Contract anniversary date (December 31), then the Termination Fee discussed in Section 9.B) below will apply. Either party shall have the right to renegotiate the terms of this Contract by giving to the other party written notice clearly indicating intent to renegotiate. In the event written notice to renegotiate the terms of the Contract is given by either party, the Contract shall continue until such renegotiated terms are agreed to in writing. Notwithstanding the termination provisions set out above, ENTRUST shall have the right to terminate this Contract at any time should Client violate any provision of ERISA, or if Client fails to perform any obligation set out in this Contract.
A) Upon termination of this Contract, and upon deliver of all records and files to the Client, the Client agrees to execute a Receipt which (I) acknowledges receipt of all records and files used in conjunction with the administrative services performed by ENTRUST under this Contract, (II) releases ENTRUST from any further liability in connection with such administrative services, and (III) binds the Client to indemnify and hold ENTRUST harmless from any liabilities arising as a result of ENTRUST’s cessation of administering pending claims
B) Should Client terminate this Contract effective as of a time other than the Contract anniversary date, a Termination Fee will be payable by Client on the date of such termination. The Termination Fee is agreed to be the remainder of the fees that would have been due ENTRUST pursuant to Exhibit A of this Contract had continued for the remainder of the Plan Year (Plan Year is January 1 through December 31), plus a file transfer fee of $50.00 per hour, with a minimum fee of $500, for collection, copying, packaging and delivery of the Plan claims and/or administrative files.
C) In the event Client requests special reports, including but not limited to, accumulation reports, lifetime maximum reports, or deductible reports then the fee for each report shall be a flat fee of $125 or $50 per hour, whichever is greater.
D) Termination of this Contract shall not affect any rights or obligations hereunder which shall have previously accrued or shall thereafter arise with respect to any occurrence prior to termination, and such rights and obligations shall continue to be governed by the terms of this Contract.
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E) All monthly fees and payments, including amounts due to third parties providing products or st services to Client, will be paid by Client by the first (1 ) day of the month in which the services are to be provided. ENTRUST may immediately, at its option, cease providing any services under this Agreement, without any liability to Client, if Client fails to pay the amount due, and ENTRUST may terminate this Agreement. Upon termination of this agreement by ENTRUST, ENTRUST, at its option, may reinstate such services, upon payment of a “reinstatement fee” by the Client, of $500. Reinstatement of reinsurance coverage of other vendor services shall be at the option of the vendor.
10. AMENDED FEE SCHEDULE. Upon renegotiation of this Contract pursuant to Paragraph 9 above, the Client shall pay the fees for services provided hereunder as set forth in an Amended Fee Schedule which shall be signed by the Client and attached hereto as a new Schedule A.
11. RECORDS, FILES AND AUDITS. ENTRUST shall maintain at its administrative office all records used in conjunction with its administrative services for the term of this agreement. The terms "records” and “files" shall mean the Client's claim files, unissued and canceled checks, bank statements, copies of reinsurance applications and contracts, and copies of the account ledger sheets (whether or not computerized) of the Plan Account. Client will pay all costs of copying required to recreate hard copies and shipping and delivery charges. Records and files shall not include computer software, which may have been developed or used by ENTRUST in administering the Plan, such software being the sole property of ENTRUST.
A) It is agreed that ENTRUST, upon thirty (30) days' prior written notice from the Client, shall allow an auditor to inspect all records pertaining to the Plan and maintained by ENTRUST, according to the following procedures: I) The audit of records shall be made by an employee of the Client, or a member of a firm of independent certified public accountants, or an individual CPA; II) The audit shall be conducted at ENTRUST’s offices between 8:00a.m. and 4:30p.m., Monday thru Friday; III) The Client shall be liable for all fees to be charged by the Auditor; and, IV) The Auditor shall meet with a designated employee of ENTRUST, at the conclusion of the Audit: a) To review the audited financial statements of the Plan; b) To discuss the results of the audit; and, c) To discuss any significant recommendation by the Auditor.
B) It is further understood and agreed that in order for ENTRUST to reasonably protect its interest against the competitive use of any proprietary and confidential information used in the business of ENTRUST to which the Client, an authorized agent of the Client, or any auditor has access pursuant to any audit of the records maintained by ENTRUST, the Client agrees to the following on behalf of itself and any agent: I) Not to disclose any proprietary and confidential information used in the business of ENTRUST to which the Auditor has had access during the audit, unless required to do so under the Texas Public Information Act or any other applicable law; and, II) That trade secrets, including the identity and addresses of Plan Participants and other clients of ENTRUST, are confidential.
12. NON-SOLICITATION OF ENTRUST EMPLOYEES. Each one of ENTRUST's employees has been highly trained. The Client agrees in the event it should hire any of ENTRUST's employees during the term of this Contract, the Client shall compensate ENTRUST for the loss of such employee in an amount equal to the annual compensation being paid by ENTRUST to the employee, which shall be payable upon the demand of ENTRUST. The annual compensation of an ENTRUST employee shall be calculated by taking the last month's salary paid by ENTRUST to such employee and by multiplying that figure by twelve.
63 AGENDA ITEM NO. 14-A
13. PROTECTION OF HEALTH INFORMATION UNDER HIPAA PRIVACY RULES. Both ENTRUST and Client understand that any health information which identifies an individual, as defined under HIPAA, covered by the Plan or that individual’s medical condition is confidential and disclosure of which may be protected under HIPAA. Both ENTRUST and Client agree to implement, if necessary, and maintain reasonable safeguards to prevent disclosure or use of the protected health information for a purpose unrelated to the contract administration of the Plan and/or not permissible under HIPAA. Both ENTRUST and Client further agree to make reasonable efforts to limit the protected health information to the minimum necessary to accomplish the intended purposed when using, disclosing or requesting protected health information. In that regard, disclosure of such protected health information is permitted only:
A) In response to a court order;
B) When required under HIPAA (i.e. to individuals who request access to their own protected health information or request an accounting of protected health information disclosures and/or to the U.S. Department of Health and Human Services to determine compliance with HIPAA Privacy Rules);
C) When used or disclosed by the individual subject to the protected health information;
D) When use or disclosure is for the treatment, payment, or health care operations;
E) When the use or disclosure is incidental to a permitted use or disclosure, and reasonable safeguards are in place;
F) When the use or disclosure is based on and in compliance with a valid written authorization or consent;
G) When, for specified purposes, the use or disclosure is based on an agreement;
H) When use or disclosure is required by other Federal Law; or
I) When use or disclosure is required or permitted under a state law that is more stringent than HIPAA; provides for reporting of disease, injury, child abuse, birth, or death or for conducting state health surveillance, investigation, or intervention; requires reporting of or access to information for management and financial audits, program monitoring and evaluation, or facility licensure or certification; or is determined by the U.S. Department of Health and Human Services to be exempted from the General Preemption Rule.
Notwithstanding the above, Client understands that it has no right to an individual’s health information, as protected under HIPAA, unless Client has signed authorization or consent from the individual to receive said information or unless the information is disclosed in the course of treatment, payment or operations of the Plan as permitted under HIPAA.
14. LIABILITIES AND OBLIGATIONS. ENTRUST shall have no responsibility, risk, liability or obligation for the funding of the benefits payable under the Plan. The obligation for funding, the transfer of employee contributions to Client, and the payment of claims and benefits payable under the Plan and all expenses incidental to the Plan shall be solely the responsibility of the Client. Also, ENTRUST does not insure or underwrite the liability of the Client under the Plan.
A) In the event the Client fails within fourteen (14) days after request by ENTRUST to make sufficient deposits to cover Plan claims and expenses processed by ENTRUST and ready for release to the payee(s), the Client expressly grants to ENTRUST the right to refer all requests for information about the processed claims to the Client. This lack of funding will also be considered a breach of this Contract, and entitle ENTRUST to terminate this Contract and the vendors it has contracted for on behalf of Client, with the Client owing the Termination Fee set forth above. Client acknowledges that said lack of funding may violate the contractual obligations of any preferred provider (PPO) to accept the negotiated discounted rates. Furthermore, the Client expressly grants to ENTRUST the authority to notify Plan Participants of the funding condition of Client.
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B) ENTRUST will process Plan benefits only in accordance with the Plan Document adopted by the Employer Plan Sponsor, and ENTRUST shall have no authority to otherwise process Plan benefits. Where an error exists, it is understood and agreed that ENTRUST shall use reasonable efforts to recover any loss resulting therefrom. However, ENTRUST will neither be liable for any loss nor required to initiate legal process for any such recovery.
C) ENTRUST shall have no responsibility or obligation to take action against any insurer or other person to enforce provisions of the Plan. In the event that the Client desires to engage the services of ENTRUST for such purposes, such services shall be considered Additional Services.
D) ENTRUST shall not be responsible or obligated for the investment of any assets or funds of Client.
E) ENTRUST will be indemnified and held harmless by the Client for or in connection with any payments ordered to be made under the Medicare Secondary Payor laws.
F) Client shall obtain a fidelity bond for the Plan in the amount required by law, and ENTRUST shall not be responsible or obligated to obtain such fidelity bond.
G) Client shall in all ways comply with all applicable laws pertaining to Client, and ENTRUST shall be indemnified and held harmless for any claims and/or losses which result from the Client's noncompliance with such laws.
H) Client will provide notice to ENTRUST of its representative(s). All transactions and communications with ENTRUST pertaining to the subject matter of this Contract shall be made through such Client Representative.
15. INDEPENDENT CONTRACTOR. It is understood and agreed that ENTRUST is engaged to perform services under this Contract as an independent contractor. ENTRUST's authority over the Plan begins and ends with this Contract.
16. PLAN ADMINISTRATOR. The term “Plan Administrator,” as used herein, shall be defined as an individual or group of individuals usually named in the plan document responsible for plan duties. A plan administrator may be an entity other than a natural person (e.g., a corporation) and, shall be defined as those terms are defined in applicable local, state, and/or federal law. ENTRUST shall be entitled to rely upon the actions, notices and/or instructions taken or given by the authorized representative of the Client and/or the Employer Plan Sponsor.
17. ENTRUST - NOT A SUCCESSOR. ENTRUST is not a successor to any prior contract administrator(s), other than ENTRUST itself, and shall not at any time be held liable for any action or default of any other person who was connected in any way with the previous performance of contract administration services for the Client, and the Client shall indemnify and hold harmless ENTRUST from any and all claims made against it as a result of any action or default of any such persons.
18. SUBROGATION. ENTRUST shall be entitled to a fee equal to twenty-five percent (25%) of all funds recovered as a result of ENTRUST’S efforts at collection in subrogation matters, regardless of whether some monies are later paid to reinsurers of Client. Client hereby grants ENTRUST the authority to retain counsel for and on behalf of Client for the sole purpose of protecting Client's subrogation interests. Client further agrees that it shall reimburse ENTRUST for all expenses and costs of such subrogation, including reasonable legal fees.
19. NON-NETWORK DISCOUNT SERVICES. ENTRUST shall take all necessary and reasonable steps to maximize claim savings on non-network claims incurred by Client when deemed appropriate by ENTRUST by accessing discounts from health care providers made available to ENTRUST by an independent vendor of their choosing or directly negotiated with provider. Client acknowledges that discounts may or may not be available from every provider and there is no guaranteed discount. The Client will pay ENTRUST a fee equal to thirty percent (30%) of the savings obtained as a result of their efforts. Savings obtained shall
65 AGENDA ITEM NO. 14-A
mean the amount that would have been payable to a health care provider, including amounts payable by both the Participant and Plan, if no discount were available, minus the amount that is payable to the health care provider, again including amounts payable by both the Participant and Client, after the discount is taken.
20. PRESCRIPTION BENEFIT MANAGEMENT FEES & REBATES. Client acknowledges that ENTRUST engages the use of preferred vendors, including prescription benefit managers (PBM’s), on blocks of their business with the intent to obtain preferred discounted pricing and services for the benefit of all users of said PBM’s or vendors. In consideration of the discounted pricing and services, ENTRUST, or their assignee, is entitled to receive any and all rebates provided by the PBM, if such exist. Furthermore, ENTRUST may receive a fee from the PBM for assisting in the administration of the production of the ID cards, for prescription customer assistance and for providing the required electronic exchange of data on behalf of the Client.
21. INDEMNIFICATION. All parties shall use ordinary care and reasonable diligence in the performance of their duties under this Contract. ENTRUST shall not be liable to the Client, the Plan, and/or Plan Participant(s) for any loss resulting from any action taken in good faith. The Client agrees to indemnify and hold ENTRUST harmless from any and all claims, lawsuits and other expenses, including attorneys' fees, in connection with any services provided by ENTRUST pursuant to this Administration Contract, unless the liability therefor resulted solely from the gross negligence, criminal conduct, fraud, or bad faith on the part of ENTRUST. The Client further agrees to indemnify and hold ENTRUST harmless from any and all claims, lawsuits and other expenses, including attorneys' fees, in connection with any breach by Client of this Administration Contract or the Client’S failure to follow the terms of the Plan, and in connection with any bankruptcy action filed or any other sale or assignment of assets and liabilities by the Client. The Client further agrees to indemnify and hold ENTRUST harmless from any and all claims, lawsuits, settlements, judgments, costs, and other expenses, including attorneys' fees, in connection with any advice or instructions the Client renders to Plan Participants of the Plan. Notwithstanding anything else in this Contract, this paragraph shall survive the termination of this Contract, and shall cover all service provided by ENTRUST both before and after the termination of this Contract. As used in this Contract, the term ENTRUST shall include their directors, officers, shareholders and employees.
22. COMPENSATION FOR OTHER PROVIDERS. In the event Client enters into an agreement to compensate a broker, attorney, investment advisor, account consultant or other service provider, for performing Client services, the Client hereby instructs ENTRUST to compensate such providers from the Plan Account, provided such instructions do not violate any applicable laws and regulations.
23. GENERAL PROVISIONS.
A) Entirety This Contract constitutes the entire agreement of the parties and supersedes all prior agreements, whether oral or in writing, relating to the subject matter hereof. This Contract may not be modified or amended except by written agreement signed by the parties hereto.
B) Successors This Contract shall be binding upon and inure to the benefit of the successors and assigns of the parties.
C) Severability If any provision of this Contract is held to be unenforceable or otherwise invalid, then such provision shall be enforced to the maximum extent possible and the remaining provisions shall remain in full force and effect.
D) No Warranties It is understood and agreed that by this Contract, ENTRUST makes and provides no warranties, either express or implied.
E) Applicable Law This Contract shall be construed in accordance with the laws of the State of Texas, except where such laws are preempted by federal law. In the event legal proceedings should hereafter be instituted by one of the parties hereto against any other party pertaining to this Contract or the rights and obligations of the parties hereunder, it is agreed and stipulated that venue for any and all such lawsuits, whether governed by Texas or federal law, shall lie exclusively in Harris County, Texas.
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F) Attorney's Fees Should any legal action(s) for enforcement of this Agreement take place, the prevailing party in the enforcement action shall recover its attorney fees from the non-prevailing party.
G) Notice any notice to be given hereunder by either party to the other may be effected either by personal delivery in writing or by mail, registered or certified, postage prepaid with return receipt requested. Mailed notices shall be addressed to the parties at the addresses appearing below but each party may change an address by written notice in accordance with this paragraph. Notice delivered personally shall be deemed communicated as of actual receipt; mailed notices shall be deemed communicated as of five (5) days after depositing in the United States mail H) IF NOTICE TO ENTRUST: ENTRUST ADMINISTRATIVE SERVICES, INC. 14701 ST. MARY’S LANE, SUITE 150 HOUSTON, TEXAS 77079
IF NOTICE TO CLIENT: PORT OF CORPUS CHRISTI AUTHORITY HEALTH AND DENTAL BENEFIT PLAN 222 POWER STREET CORPUS CHRISTI, TEXAS 78401
H) Remedies Failure on the part of any party to use any remedy provided hereunder shall not be construed as a waiver of such provision. The waiver by any party of a default hereunder shall not be deemed a waiver of subsequent defaults of the same or a different kind. All waivers shall be in writing and executed by the party against whom it is sought to be enforced.
I) Confidentiality It is understood and agreed that this Administrative contract, including but not limited to the terms, rates, and fees contained herein, is proprietary information and is to be kept strictly confidential. Furthermore, the Client understands that the disclosure of any such information to any third party without the express written permission of ENTRUST may cause irreparable harm and damages may apply.
24. Other Applicable Agreements. The following exhibits, attachments, and agreements shall be incorporated herein by reference and made a part of this Agreement as though recited verbatim:
FORM TITLE:
SCHEDULE A ADMINISTRATION FEES, COBRA ADMINISTRATION FEES & GOVERNMENT FILINGS/ CHOICE OF CPA
SCHEDULE B SCHEDULE OF EXPENSES & PROHIBITED TRANSACTION DISCLOSURE NOTICE
67 AGENDA ITEM NO. 14-A
SCHEDULE A ADMINISTRATION FEES, COBRA ADMINISTRATION FEES & GOVERNMENT FILINGS/CHOICE OF CPA
THIS SCHEDULE supplements the ENTRUST Administrative Services Agreement Contract and is effective as of the date indicated on page 1 of said contract, by and between the Client and ENTRUST Administrative Services, Inc. During the Contract Period, the Client agrees to pay the fees and charges set forth below to ENTRUST Administrative Services, Inc. for services performed.
ARTICLE 1 - ADMINISTRATION FEES
1.1 An Annual Maintenance Fee of $0.00 payable on or before the contract effective date. The Annual Maintenance Fee shall be billed at the beginning of each contract period and represents supplemental services including: A) Updates on new or pending legislation that may affect the Plan's coverages, costs, and/or claims expenses. B) Information and general consultation on government regulations and compliance questions (i.e., COBRA, HIPAA, Medicare). C) System plan loading and testing of benefit parameters. D) Amendments to the Plan Document necessitated by government regulations and/or changes to the Plan benefit design, which may be done at renewal or during the Contract Period. E) Conduct market research and prepare extensive claims surveys and reports for underwriting at case renewal. F) Claims history transfer when the carrier and/or Plan changes. G) Arranging to have the Plan's unaudited Annual Report (Form 5500) prepared.
1.2 A Monthly Management & Administration Fee for professional services rendered by Entrust and its marketing associates, including COBRA fees (if applicable) and exclusive of premium and/or any related vendors of:
Health Plan: EE: $19.50 EE/Spouse: $41.50 EE/Child: $41.50 Full Family: $41.50 Compliance Administration Fee: COBRA EE: $3.95 EE/Spouse: $3.95 EE/Child: $3.95 Full Family: $3.95 ARRA, Medicare Part D ,WHCRA, HIPAA & Other Regulatory Requirements Affordable Care Act Compliance Fee: EE: $4.95 EE/Spouse: $4.95 EE/Child: $4.95 Full Family: $4.95 Transaction Fee: Per Transaction: N/A
A) ENTRUST shall begin rendering services to the Client when the Client has paid ENTRUST the binder fee as submitted to the Client which represents the first month’s estimated fees.
B) In the event of a reduction in enrollment greater than 20%, ENTRUST shall receive a minimum monthly fee of eighty percent (80%) of the first month’s fee set forth above.
1.3 After the initial month of the Contract Period, ENTRUST shall estimate the above monthly fee at the beginning of the month, and then determine the exact fee and make any necessary adjustments within sixty (60) days after the beginning of the month.
1.4 The Client shall be entitled to an adjustment of the monthly Administration Fee according to the number of terminated employee or participants so long as the Client reports such terminations to ENTRUST within three (3) months of each termination. Failure to timely report termination of an employee or participant shall be a bar to a monthly fee adjustment respecting that employee or participant.
1.5 In the event the Client requests extra or special services not covered by the Administration Fee and/or Annual Maintenance Fee, Client shall bear the costs of all reasonable expenses incurred as a result of such request, including but not limited to all professional, clerical, legal, printing and/ or any computer related costs. Upon written receipt of request for such service, ENTRUST will furnish to Client a written estimate of the cost. Upon ENTRUST's receipt of Client's written approval and authorization of such service(s) and fee(s), ENTRUST will execute the request in a timely manner.
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1.6 E NTRUST is authorized to deduct the monthly fees from the Plan Account on or after the first of each month. If ENTRUST is unable to deduct its monthly fee from the Plan Account due to insufficient funds or other acts or omissions of the Client, or, if the Client fails to make payment after ENTRUST has properly sent the Client a statement for payment of the monthly fee, ENTRUST may suspend services and interest will be charged on the fees due ENTRUST at the rate of one and one-half percent (1½%) per month until sufficient funds are provided by the Client to bring the fees current. ENTRUST reserves the right to audit the Client for the purposes of insuring proper reporting.
1.7 If, by this contract, the Client is hiring ENTRUST to replace the Plan's prior contract administrator, then, for all claims incurred but not submitted for payment to the prior administrator, an additional fee shall be charged (for the first three (3) months of the contract only) in an amount equal to $10.00 per Explanation of Benefits worksheet.
1.8 Upon termination and upon written request by the Client, ENTRUST agrees to process all claims incurred before the termination date for a period of three (3) months. The fee for such "Run Out Processing" shall be the last monthly fee multiplied by 3, and shall be payable at the beginning of the 3-month Run Out term. In this event, the Client agrees that it will not require ENTRUST to relinquish possession of the Plan's records and files until the expiration of the three (3) month period.
1.9 In the event this Contract is terminated for any reason, and the Client requests in writing the transfer of claims and/or administrative files, the Client shall pay an additional fee for collection, copying, packaging and delivery of such files. The requested Plan files will be provided to Client upon ENTRUST's receipt of the signed release referred to in the Termination paragraph of the Contract and upon Client's agreement to pay a termination fee of $35.00 per hour, with a minimum fee of $500, for collection, copying, packaging, and delivery of the Plan claims and/or administrative files.
1.10 All monthly fees and payments, including amounts due to third parties providing products or services to st Client, will be paid by Client by the first (1 ) day of the month in which the services are provided. ENTRUST may immediately, at its option, cease providing any services under this Agreement, without any liability to Client, if Client fails to pay the amount due, and ENTRUST may terminate this Agreement. Upon termination of this Agreement by ENTRUST, ENTRUST, at its option, may reinstate such services, upon payment of a “reinstatement fee” by the Client, of $500. Reinstatement of reinsurance coverage of other vendor services, shall be at the option of the vendor.
ARTICLE 2 – COMPLIANCE ADMINISTRATION FEES COBRA, HIPAA, MEDICARE D & WHCRA FEES
2.1 The Client has determined that it wishes to engage the services of Entrust in order to assist in Client's compliance with the requirements of the Consolidated Omnibus Budget Reconciliation Act of 1986 and its regulations, as amended from time to time (COBRA), as the same relate to the mandatory continuation coverage of health benefits supplied by the Client to participants in the Plan. Additionally, the Client has determined that it wishes to engage the services of Entrust in order to assist Client’s compliance with the requirements of HIPAA (Health Insurance Portability & Accountability Act), Medicare Part D and WHCRA (Women’s Health & Cancer Rights Act) as they relate to the health benefits supplied by Client to participants in the Plan.
2.2 COBRA ADMINISTRATION. Assist with the Plan Administrator's COBRA administration, including (a) Qualifying Event (as defined in COBRA) notices to those who have a Qualifying Event during the term of this Agreement, (b) notification of premium amounts, (c) processing of election notices, (d) billing and premium collection, (e) notification of cessation of beneficiary eligibility prior to the expiration of the maximum time period permitted by law, (f) notification of ineligibility for COBRA coverage based on gross misconduct, and (g) reporting and tracking eligibility, premium and claims accounting. It shall be the Client’s obligation to notify Entrust in writing (i) as of the Effective Date, of any Qualified Beneficiaries (as defined in COBRA) who have or have not yet elected COBRA coverage and a current status of their COBRA payments, (ii) during the term of this Agreement, of any termination of employment for and reason, (iii) during the term of this Agreement, any Qualifying Event (as defined in COBRA) which
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includes, but is not limited to, reduction of hours worked, divorce, legal separation, death or Medicaid entitlement of an employee, (iv) during the term of this Agreement, determination of disability of a Qualified Beneficiary by the Social Security Administration, and (v) during the term of this Agreement, receipt of any COBRA premiums from Qualified Beneficiaries.
While Entrust will assist the Client under this Agreement, the Client will have sole responsibility for establishing monthly contribution amounts. The Client will have final authority to decide all questions concerning Qualified Beneficiaries' eligibility for continuation coverage under the Plan. It shall always be the Client's responsibility to notify the Qualified Beneficiaries of their right to choose to continue their coverage within the time specified by COBRA. The notice will specify the Monthly Contribution Amount required to continue coverage under the Plan.
2.3 HIPAA ADMINISTRATION. Assist the Plan Administrator with its HIPAA administration, including (a) preparing certificates of creditable coverage; (b) sending such certificates to individuals when they cease to be covered under the Plan, become covered under COBRA, cease COBRA coverage or request certificates within 24 months of termination of coverage; (c) providing information on categories of benefits upon request and upon payment of the costs of such disclosure by the party requesting the information; and (d) assistance in distribution of the privacy notice.
2.4 MEDICARE PART D. Assist the Plan Administrator with its Medicare Part D administration, including (a) assistance in preparation and distribution of the annual notice of creditable or non-creditable coverage, (b) assistance with determination of what is creditable and non-creditable coverage based upon information provided by the Plan Administrator, and re-determination upon notice by the Plan Administrator of a change in the Plan, (c) assistance to the Plan Administrator with distribution of approved notice to Plan Participants eligible for COBRA and upon request by plan participant, and (d) filing approved notice with the Centers for Medicare and Medicaid. The Plan Administrator hereby authorizes Entrust to file on their behalf the annual notice required by the Centers for Medicare and Medicaid.
2.5 WHCRA COMPLIANCE. Assist the Plan Administrator with the preparation and distribution of its annual notice required under the Women’s Health and Cancer Rights Act (“WHCRA”), including to COBRA participants.
2.6 PATIENT PROTECTION & AFFORDABLE CARE ACT COMPLIANCE. Assist the Client with its obligations and requirements under the Patient Protection and Affordable Care Act. These services currently include the following services that Entrust shall perform on the Client’s behalf: preparation of the Summary of Benefits and Coverage on each of Client’s plans that Entrust administers, preparation of the Exchange Notice, calculation of the Patient-Centered Outcomes Research Institute Fee, and calculation of the Transitional Reinsurance Program Fee. In addition, this fee includes the preparation of Compliance Updates to Client to keep Client informed on regulatory releases and changes under the Patient Protection and Affordable Care Act.
2.7 The Client will have sole responsibility for compliance with its obligations under the applicable law, including the timely distribution of notices to plan participants. Entrust has neither represented nor implied that the provisions of the Plan, or that Entrust’s services under this Agreement, constitute compliance with any legal obligations of the Client. Entrust services are ministerial in nature and do not create a fiduciary duty on the part of Entrust.
The fees described in this Article 2 are in addition to the administration fees charged pursuant to the other provisions of the Administration Contract.
ARTICLE 3 - GOVERNMENT FILINGS/CHOICE OF CPA
3.1 In order to arrange preparation of the Plan’s Form 5500 – Annual Report, for groups under 100 lives, ENTRUST is authorized to contract with Moore, Reichl & Baker, P.C. . If Client wishes another CPA firm chosen, Client will so indicate in the margins of this Exhibit.
3.2 For groups of 100 or more lives, it will be Client’s sole responsibility to contract with a CPA of their choice in order to arrange for preparation and filing of the Plan’s Form 5500.
70 AGENDA ITEM NO. 14-A
SCHEDULE B SCHEDULE OF EXPENSES & PROHIBITED TRANSACTION DISCLOSURE NOTICE
The Named Fiduciary being The Port of Corpus Christi (hereinafter the "Client"), hereby authorizes and directs the Contract Administrator to pay the following fees and expenses out of the contributions provided under the Plan and placed in the Plan Account established in accordance with the Administrative Services Agreement to which this Schedule is a part. As used in this schedule, the following terms are defined as: � PPO/Repricing - means Preferred Provider Organization. A group of hospitals or physicians that contracts with employers, insurance plans, or third-party administrators to provide health care. Repricing fee is included as stated. � Precertification - means the process of determining the appropriate care needed by the covered Participant(s) prior to the service as outlined in the plan document. � TPA - means the non-fiduciary contract administrator. This organization processes health care claims. � Marketing Services - means the producers, brokers, and marketing representatives who provide services to the Employer Plan Sponsor or Client by way of day-to-day explanation of benefits, personal communication, and advice on plan and contribution changes from year-to-year. . � Ask-A-Nurse - 24 hr Access to "Ask A Nurse" Trained nurses available 365 days a year. � Employee Assistance Program (EAP)/ Behavioral Health (BH) - an employer-maintained program that provides counseling and referral services for the treatment of drug abuse, alcoholism, emotional, mental and physical problems, and financial or legal difficulties that can affect job performance, as well as, treatment for major behavioral disorders. � PMPM - means per member per month. A member is a covered "Participant" be it an eligible employee or dependent. � PEPM – means per employee per month. An employee is a covered “Participant” be it an eligible employee or dependent. � Utilization Review (UR) Medical Management means the process of authorizing the appropriateness of care needed by the covered Participant(s) as outlined in the Plan Documents, whether that service is performed prior to, concurrent with or post-service. All fees are per member per month up to 4 members on a Plan.
In addition to the Monthly Management and Administration fees listed on Schedule A, the Fees listed below are to be paid out of the Plan Account and are included in the monthly contributions:
SERVICES Payable Monthly Single Employee Employee Employee Vendor Employee Spouse Children Family Ask-A-Nurse/UR Medical Management $2.50 $5.00 $5.00 $5.00 Medical Helpline, Inc. PPO/Repricing $3.50 $3.50 $3.50 $3.50 SPOHN Health Network EXPENSES Payable as Incurred Vendor Transplant Network Flat Access Fee per Occurrence or 25% of Savings for INTERLINK Health Service Non-Network Negotiation or other negotiation fees per separate agreement with vendor. Case Management $125.00 per hour or $31.25 quarter hour Medical Helpline, Inc.
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71 AGENDA ITEM NO. 14-A
DISCLOSURE/ACKNOWLEDGEMENT NOTICE PTE 84-24 Entrust Agencies, Inc. is a licensed insurance agency and Entrust Administrative Services, Inc. is a licensed Third Party Administrator (TPA) providing services to The Port of Corpus Christi Health and Dental Benefit Plan. Prohibited Transaction Class Exemption 84-24 (PTE 84-24) as issued by the Department of Labor permits the receipt of reasonable compensation by certain enumerated interested parties, including agents and TPAs, for services rendered if proper disclosure is given and the transaction is approved by appropriate independent Plan Fiduciaries. PTE 84-24 requires that the transaction must be at arm's length and must be in the best interests of the Plan Participants. This Notice serves to satisfy the disclosure requirements of PTE 84-24.
1) Description of Transaction Excess Stop Loss Insurer: QBE Insurance Compensation: N/A% To: Entrust Agencies, Inc 2) Description of Transaction Pre-certification / Utilization Review Provider: Medical Helpline, Inc. Compensation: N/A 3) Description of any other fees, service charges or other compensation which should be disclosed to the independent fiduciary to permit the independent fiduciary to determine that total compensation from the Plan or from Plan assets received by the TPA is "reasonable":
Marketing Compensation payable to N/A
Neither Entrust Agencies nor Entrust Administrative Services, Inc., are limited by any agreement with any insurer or other company, and they are also not affiliated in with any insurer or other company whose contract is being recommended except for the following:
1) The president of ENTRUST owns stock in and is an Officer and Director of TPAC Underwriters, Inc., which may act as a Managing General Underwriter (MGU) for the excess stop loss coverage you are purchasing. If TPAC makes a profit in any given year, the president of ENTRUST could receive dividends based on the decision of the TPAC Board of Directors. The exact amount of these dividends cannot be calculated until TPAC's Board of Directors has reviewed the company’s performance and declares a dividend, if applicable.
2) The president of ENTRUST owns stock in Medical Helpline, Inc., which may act as a service provider under your Plan. If Medical Helpline makes a profit in any given year, the president of ENTRUST could receive dividends based at least indirectly on the amount your Plan will pay Medical Helpline for its services. The exact amount of these dividends cannot be calculated until the total amount of bills payable to Medical Helpline are actually incurred and paid, Medical Helpline has made a profit, and Medical Helpline's Board of Directors have declared a dividend distribution.
FIDUCIARIES' ACKNOWLEDGMENT I hereby acknowledge that in my capacity as an independent fiduciary with authority to act on behalf of the Plan, I have received the above information concerning the above transaction and I approve the transaction on behalf of the Plan. I am not an insurance agent or broker, pension consultant or insurance company involved in the transaction. Further, I will not receive any compensation or other consideration, directly or indirectly, for my own personal account from any party dealing with the Plan in connection with the transaction. The undersigned will hold in confidence all information in this statement.
Name of Plan: The Port of Corpus Christi Health And Dental Benefit Plan SEE SIGNATURE AUTHORIZATION FORM Plan Fiduciary
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72 AGENDA MEMORANDUM for the Port Commission Meeting of January 14, 2014
DATE: January 14, 2014
FROM: John LaRue; 885-6189; [email protected]
AGENDA ITEM NO. 14-B Approve Farm and Ranch Lease with Rachal Farms for Approximately 155.5 Acres on PCCA’s La Quinta Property
Sean Robertson of Rachal Farms has been a tenant in good standing with the Port since September 2001, leasing land at the La Quinta property for farming and agricultural purposes. The arrangement is beneficial for both parties in that the rent paid is a revenue stream for the PCCA, and the farming operations maintain the property and also serve as a deterrent to unauthorized use of the property, such as illegal dumping or other purposes, while Mr. Robertson and Rachal Farms realize a benefit from using the land for agricultural purposes.
Due to the recent lease agreement between the Port of Corpus Christi and Voestalpine Texas Holdings, LLC, the Port terminated the existing lease with Rachal Farms on June 17, 2013. Since that time, Mr. Robertson has expressed interest in continuing to farm any available property at La Quinta, and PCCA staff has identified approximately 155 acres that are still suitable for farming operations as shown on Exhibit 1 attached. Staff and Mr. Robertson have negotiated the terms of a new lease agreement that would allow Rachal Farms to continue farming the available acres through the end of 2014, with the understanding that the lease could be terminated for any reason by either party with 30 days notice and that there would be no crop damages or other amounts payable in connection with any authorized use of the property by the PCCA or its authorized representatives during the term of the lease. Rachal Farms will pay the PCCA $2,000.00 cash rent for the right to use the property through December 31, 2014, and agrees to continue to cultivate and maintain the property to prevent the growth of undesirable vegetation.
Staff recommends approval of the attached Farm and Pasture Lease Agreement with Rachal Farms.
LEAD CONTACT: David Krams; 885-6134; [email protected]
73
Rachal FarmsAGENDA ITEM NO. 14-B Farm and Ranch Lease Areas at La Quinta
PCCA’s La Quinta Property
Proposed Lease Areas 74
La Quinta Channel EXHIBIT 1 AGENDA ITEM NO. 14-B
FARM AND PASTURE LEASE
This lease agreement is made effective as of the 14th day of January, 2014, by and between PORT OF CORPUS CHRISTI AUTHORITY OF NUECES COUNTY, TEXAS (“Authority”) acting by it duly authorized Port Commission, whose mailing address is P. O. Box 1541, Corpus Christi Texas 78403, and Sean Robertson, doing business as Rachal Farms (“Lessee”), whose mailing address is P.O. Box 146, Taft, Texas 78390.
1. Lease of Property. In consideration of the mutual covenants and agreements set forth in this agreement, Authority leases to Lessee the surface estate of 126 acres of land, more or less, and all improvements situated thereon, as depicted on Exhibit A attached hereto and incorporated herein by reference (hereinafter called "Leased Premises") which land is owned by Authority and located in San Patricio County, Texas.
2. Term of Lease. Authority hereby leases to Lessee and Lessee leases from Authority for the entire term, stated in this paragraph, the land described in Exhibit A, as follows:
TO HAVE AND TO HOLD the Leased Premises for a term commencing on the 14th day of January, 2014, and (subject to earlier termination as herein provided) ending at midnight, Central Time, the 31st day of December, 2014.
3. Rent. Lessee agrees to pay to Authority, without any deduction or offset, at its offices in Corpus Christi, Texas, total rent for the Leased Premises, in advance in one installment, Two Thousand and No/100 Dollars ($2,000.00) on the date of final execution of this agreement.
4. Use. The Leased Premises is to be used and occupied by Lessee for the purpose of growing cotton or feed grain and pasturing thereon cattle, horses or other domestic animals, and for activity necessarily related thereto, and for no other use unless approved by Authority in writing. The Leased Premises shall not be used for any purpose or business deemed as extra hazardous by the National Board of Fire Underwriters. No hazard will be created or allowed to continue on the Leased Premises that will increase the insurance rate of Authority or of the other lessees of adjacent Authority properties. Lessee's occupancy, operation or use of the Leased Premises shall not violate any applicable city, state or federal law or regulations pertaining to the storage, disposal, use or release of environmentally hazardous materials.
5. Landlord’s Lien. Pursuant to Chapter 9 of the Texas Business and Commerce Code (UCC), Lessee grants to Authority a security interest to secure the payment of all rent that may become due under this lease. This security interest attaches to all crops raised on the Leased Premises. An event of default under this lease agreement shall be default under the security agreement. Authority may at its election at any time file a copy of this lease agreement as a financing statement.
6. Records. Lessee agrees to maintain records of all agricultural and financial matters relating to the Leased Premises. Lessee shall specifically maintain records on all of the following: location and amount of land planted and date planted; soil cultivation preparation,
75 AGENDA ITEM NO. 14-B
including amount, type, and dates of fertilizer applications and tillage practices; and per-acre yields of crops. Authority and Authority's authorized representative shall have the right to inspect these records at reasonable times during business days Monday through Friday.
7. Cultivation and Grass Control. Lessee shall cultivate the Leased Premises in an efficient and economic manner, including without limitation, taking reasonable action to prevent Johnson grass and other noxious weeds from growing on the Leased Premises and using all modern methods of farming that are customarily practiced in the area of San Patricio County, Texas. Lessee will take all necessary action to maintain any government crop allotment existing on the Leased Premises on the date of execution of this lease agreement. Lessee shall ensure that all areas not actively cultivated by the Lessee are closely managed by either grazing, haying, or mowing to limit the height of grass and/or weeds to less than 24 inches so as to not encourage any wildlife presence on the Leased Premises. If at any time in the Authority’s opinion, and after thirty (30) days written notice sent to Lessee, the Lessee fails to comply with the requirements in this paragraph, or, to adequately respond to a request from the Authority to remedy any shortfall, the Authority reserves the right to correct the failure to comply set forth in Authority's notice at the sole expense of the Lessee or terminate the Agreement.
8. Improvements. Lessee does not have the right to erect any improvements upon nor make any alterations to the Leased Premises without the prior written consent of Authority, and in the event Lessee is permitted to erect improvements upon or make alterations to the Leased Premises, Lessee must comply with all applicable governmental laws, ordinances, and regulations. Lessee shall have the right to remove any improvements or items so installed, provided Lessee is not in default; however, Lessee shall repair any damage caused by such removal, before termination of the lease.
9. Right to Enter. Authority or Authority's authorized representative shall have the right, at any time, to enter the Leased Premises for purposes of making any repairs, alterations, or improvements; to perform any inspections, surveys or any other analyses that Authority shall deem necessary or advisable; or for the purpose of conducting any activity related to possible lease or sale of the Leased Premises, or any part thereof, for any use of the Leased Premises by Authority or any prospective lessee or buyer. Lessee shall not be entitled recover any compensation or offset in rent for any crop damages or other losses arising from such activities on the Leased Premises.
10. No Partnership. This lease shall not give rise to a partnership between the parties. Neither party shall have the authority to bind the other without the other party's written consent.
11. Indemnification.
A. As used in this Paragraph 11, each of the following terms shall have the meanings set forth in this Paragraph 11:
76 AGENDA ITEM NO. 14-B
(1) “Beneficiary” means the intended recipient of the benefits of another party’s Indemnity, Waiver or obligation to Defend.
(2) “Claims” means all claims, damages (including actual, consequential, and punitive), losses, fines, penalties, liens, causes of action, suits, judgments, settlements, and expenses [including court costs, attorney’s fees (including attorney’s fees in defending and/or settling a Claim and attorney’s fees to collect on this Indemnity), costs of investigation, and expert witnesses] of any nature, kind or description by, through, or of any person or entity.
(3) “Defend” means to oppose on behalf of another party a Claim in litigation, arbitration, mediation or other alternative dispute resolution proceeding and to pay all costs associated with the preparation or prosecution of such Defense.
(4) “Indemnify” means to protect and hold harmless a party from and against a potential Claim and/or to compensate a party for a Claim actually incurred.
(5) “Indemnified Persons” means the Authority, its Port Commissioners, directors, managers, employees and agents.
(6) “Lessee Parties” means the Lessee, its agents, contractors, employees, owners, invitees, or licensees.
(7) “Waive” means to knowingly and voluntarily relinquish a right and/or to release another party from liability.
B. Subject to the terms of this Paragraph 11, Lessee shall Defend and Indemnify the Indemnified Persons from and against all Claims resulting from, arising out of, or alleged to have arisen out of or resulted from, in whole or in part, any of the following matters (these Claims being referred to herein as the “Indemnified Claims”):
(1) the conduct of Lessee’s business on the Leased Premises;
(2) Lessee’s breach of this lease agreement;
(3) any property loss or damage occurring in, on, or about the Leased Premises or relating to the condition, use or occupancy of the Leased Premises;
(4) any bodily or personal injury, sickness, disease, and/or death (including the bodily or personal injury and/or death of any employee of an Indemnified Person or a Lessee Party) occurring in, on, or about the Leased Premises or relating to the condition, use of occupancy of the Leased Premises; or
(5) any act, omission, willful misconduct, strict liability, breach of warranty, express or implied, or violation of any laws, ordinances, rules, regulations, or
77 AGENDA ITEM NO. 14-B
codes, now or hereafter existing, of or by any Lessee Party, including the sole, joint, concurrent, or comparative negligence of any Lessee Party in connection with or pertaining to this lease agreement.
C. The Indemnities, Waivers and obligation to Defend in this Paragraph 11 shall be enforced to the fullest extent permitted by applicable law for the benefit of the applicable Beneficiary thereof, regardless of any extraordinary shifting of risks, and even if the applicable Claim is caused by the joint, concurrent, or comparative negligence of such Beneficiary, and regardless of whether liability without fault or strict liability is imposed upon or alleged against such Beneficiary; provided, however, that an Indemnity will not be enforced to the extent that a court of competent jurisdiction holds in a final judgment that the applicable Claim against a Beneficiary was caused by the willful misconduct or sole negligence of such Beneficiary.
D. Notwithstanding anything to the contrary contained in this Paragraph 11, to the extent an Indemnified Claim arises out of the joint, concurrent, or comparative negligence, causation, responsibility or fault of the Indemnified Persons and the Lessee Parties, then the Lessee’s obligation to the Indemnified Persons shall only extend to the percentage of the total responsibility of the Lessee Parties in contributing to such Indemnified Claim.
E. In claims against any Indemnified Person by or for an employee of a Lessee Party, the Lessee's indemnification obligation under this Paragraph 11 shall not be limited by a limitation on the amount or type of damages, compensation or benefits payable by or for the Lessee Party under workers' or workmen's compensation acts, disability benefit acts, or other employee benefit acts. If an action for damages is brought by an injured employee of Lessee, a legal beneficiary, or an insurance carrier against an Indemnified Person liable to pay damages for the injury or death of such employee under Chapter 417 (Third-Party Liability), Texas Labor Code, that results in a judgment against the Indemnified Person or a settlement by the Indemnified Person, Lessee expressly agrees to reimburse and hold harmless the Indemnified Person for the damages based on such judgment or settlement as provided in this Paragraph 11.
F. Except as otherwise expressly limited in this Paragraph 11, it is the intent of the parties to this lease agreement that all indemnity obligations and liabilities contracted for in this lease agreement be without monetary limit and without regard to the cause or causes thereof (including pre-existing conditions on Authority’s Property or as the result of an indemnification agreement with a third party), and will not be limited by damages paid under the Workers’ Compensation Act. The indemnity contained in this Paragraph 11 applies, without limitation, to any violation of any law, rules or regulations referred to in Section 4.02 in effect during the term of this lease agreement, and any and all matters arising out of any act, omission, event or circumstance existing or occurring during the term of this lease agreement, regardless of whether the act, omission, event or circumstance constituted a violation of any law, rules or regulations referred to in Section 4.02 at the time of its existence or occurrence.
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G. If any action or proceeding is brought against an Indemnified Person by reason of any Indemnified Claim described in this Paragraph 11, the Indemnified Person will be represented by its general counsel, or another attorney selected by the Indemnified Person and approved by Lessee, which approval will not be unreasonably withheld.
H. If Lessee should fail or refuse, after written notice to Lessee that an Indemnified Person intends to make a settlement of an Indemnified Claim, to participate in the settlement of such Indemnified Claim, then the Indemnified Person may settle with the claimant without prejudice to the Indemnified Person's indemnity rights set forth herein, and a settlement after such notice to Lessee will constitute a settlement of the proportionate fault, including but not limited to negligence, of both Lessee and the Indemnified Person, which settlement may later be apportioned between Indemnified Person and Lessee.
I. Lessee agrees to support its obligations to Indemnify and Defend the Indemnified Persons by the purchase of insurance, including contractually assumed liability coverage.
J. To the fullest extent provided by this Paragraph 11, Lessee hereby Waives all Claims against the Indemnified Persons resulting from, arising out of, or alleged to have arisen out of or resulted from, in whole or in part, any of the Indemnified Claims.
12. Assignment or Sublease. Lessee may neither assign this lease nor sublet any portion of the Leased Premises without the prior written consent of Authority.
13. Utility Charges. Lessee shall pay all utility charges for electricity, heat, water, gas, and power used by Lessee in and about the Leased Premises during the periods this lease is in effect. Lessee shall pay these charges before they become delinquent.
14. Termination Without Cause. Either party may terminate this lease agreement without cause upon Thirty (30) days written notice to the other. Such notice may be sent by electronic mail or regular U.S. Mail to the address for Notice provided herein and shall be effective as of the date of the sending of the electronic mail or the deposit of regular mail with the U.S. Postal Service.
15. Crop Damage. Lessee shall not be entitled to seek reimbursement for any crop damages, costs, expenses and lost profits incurred by Lessee during that crop season because of any activity by Lessor or its authorized representatives performing any activity on the Leased Premises.
16. Insurance. Lessee agrees to take and to maintain for the protection of Authority and Lessee, as their interests may appear, with insurers satisfactory to Authority, a Farmer’s Comprehensive Personal liability policy or an Owner's, Landlord's, and Tenant's policy with minimum combined limits of $250,000 for Bodily Injury and Property damage. The insurance coverage required by this Agreement shall name Authority as an additional insured, and these policies shall contain another insurance endorsement stating that the insurance provided by such policy shall be primary insurance for all assureds, and that any other insurance carried by
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Authority shall not be called upon by the insurers for sharing claim costs, contributing, deficiency, concurrent, or double insurance, or otherwise. All insurance policies provided coverage hereunder shall contain provisions that it will not be cancelled nor material changes in the policies become effective except on thirty (30) days prior written notice thereof to Authority. Lessee shall furnish Authority certificates of insurance on a form acceptable to Authority that satisfies the above requirements.
Lessee waives every claim which arises or may arise in its favor against Authority during the term of this lease or any renewal or extension thereof for any and all loss of, or damage to, any of its property located within or upon, or constituting a part of, the Leased Premises, covered by applicable insurance policies, to the extent that such loss or damage is recoverable under said insurance policies. Said waiver shall be in addition to, and not in limitation or derogation of, any other waiver or release contained in this lease agreement with respect to any loss of or damage to property of the parties hereto. Lessee agrees to immediately give to each insurance company which has issued to it policies of insurance applicable to provisions of this lease agreement written notice of the terms of the waiver set forth in this Section, and to have said insurance policies properly endorsed, if necessary, to prevent the invalidation of said insurance coverage by reason of said waiver; and Lessee will provide to Authority a copy of said endorsement or endorsements or evidence that such endorsement is not necessary to prevent the invalidation of the insurance coverage by reason of such waiver
17. Quiet Enjoyment. Lessee, on paying the rent and all other sums called for herein and performing all of Lessee's other obligations contained herein, shall and may peaceably and quietly have, hold, occupy, use and enjoy the Leased Premises during the term of this lease agreement, subject to the provisions of this lease agreement. Authority agrees to warrant and forever defend Lessee's right to occupancy of the Leased Premises against the claims of any and all persons whomsoever lawfully claiming the same or any part thereof, by, through or under Authority (but not otherwise) subject to (a) the provisions of this lease agreement, (b) the lawful use of the Leased Premises by the State of Texas or by anyone claiming under the State of Texas, by virtue of a purchase, sale, lease, or donation of all or part of the minerals under the Leased Premises, for the purpose of exploring for oil, gas, or other minerals, (c) all matters of record in Nueces County, Texas, and (d) any unrecorded easements or licenses executed by Authority to the extent the foregoing are validly existing and applicable to the Leased Premises Lessee shall have no right to voluntarily permit any portion of the Leased Premises to be used for the purpose of drilling an oil or gas well without Authority's prior written consent.
18. Force Majeure. Neither Authority nor Lessee shall be required to perform any obligation under this lease as long as performance is delayed or prevented by force majeure. Force majeure shall mean acts of God, drought, floods, material or labor restrictions by any governmental authority, and any other cause not reasonably within the control of either party, and which, by the exercise of due diligence, Authority or Lessee is unable, wholly or in part, to prevent or overcome.
19. Mediation. Authority and Lessee agree they will, before taking any other legal action, including the filing of an action in State or Federal Court, attempt in good faith, to mediate in
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Corpus Christi, Texas, any controversy or claim arising out of or related to this lease agreement before a mediator to be agreed upon by Authority and Lessee. Authority and Lessee must agree upon a mediator within fifteen (15) days after a written request for mediation by either party, or either party may request any State District Judge sitting in Nueces County, Texas, to appoint a mediator and such appointment will be final. The mediator will schedule a mediation meeting at a time and place determined by the mediator. Authority and Lessee will each pay one-half of the costs of mediation to the mediator.
20. Miscellaneous.
A. No Waiver The waiver of any breach of any term or condition of this lease agreement does not waive any other breach of that term or condition or of any other term or condition.
B. Notice. All payments, notices, demands, or requests from Lessee to Authority shall be given to Port of Corpus Christi Authority, Attention: Executive Director, P. O. Box 1541, Corpus Christi, Texas 78403, or at such other address as Authority shall request in writing. All payments, notices, demands, or requests from Authority to Lessee shall be given to Lessee at Rachal Farms, P.O. Box 146, Taft, Texas 78390 or at such other address as Lessee shall request in writing.
C. Binding Agreement. This agreement binds and inures to the benefit of the parties and their respective legal representatives, heirs, distributees, successors and assigns where assignment is permitted by this lease agreement.
D. Applicable Law. This lease agreement must be construed and its performance enforced under Texas law. Venue of any action arising out of this lease agreement will be in Nueces County, Texas.
E. Construction. In case any one or more of the provisions contained in this agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provision thereof, and this agreement shall be construed as if such invalid, illegal, or unenforceable provisions had never been contained herein.
F. Time of Essence. Time is of the essence to this lease agreement.
G. Attorneys' Fees. In the event Authority or Lessee breaches any of the terms of this agreement whereby the party not in default employs attorneys to protect or enforce its rights hereunder and substantially prevails, then the defaulting party agrees to pay the other party's reasonable attorneys' fees so incurred by such other party.
H. Public Disclosure. Authority is a governmental authority subject to the requirements of the Texas Open Meetings Act and the Texas Open Records Act
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(Texas Government Code, chapters 551 and 552), and as such Authority is required to disclose to the public (upon request) this lease agreement and certain other information and documents relating to the consummation of the transactions contemplated hereby. In this regard, Lessee agrees that the disclosure of this lease agreement or any other information or materials related to the consummation of the transactions contemplated hereby to the public by Authority as required by the Texas Open Meetings Act, Texas Open Records Act or any other law will not expose Authority (or any party acting by, through or under Authority) to any claim, liability or action by Lessee.
I. Contractual Relationship. Nothing contained in this agreement shall create a contractual relationship with or a cause of action in favor of a third party against Authority.
21. Entire Agreement. This lease contains the entire agreement of the parties relating to its subject matter. Any oral representations or modifications concerning this lease shall be of no force and effect. Any subsequent amendment or modification must be in a writing agreed upon and executed by both parties.
IN TESTIMONY WHEREOF, this lease agreement is executed in duplicate originals, either of which shall be deemed to be an original, at Corpus Christi, Texas, on the date first above-mentioned.
PORT OF CORPUS CHRISTI AUTHORITY OF NUECES COUNTY, TEXAS
By: John P. LaRue Executive Director “Authority”
RACHAL FARMS
By: Sean Robertson “Lessee”
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STATE OF TEXAS § § COUNTY OF NUECES §
This instrument was acknowledged before me on the ______day of ______, 20__ by JOHN P. LARUE, as Executive Director of the Port of Corpus Christi Authority of Nueces County, Texas, on behalf of the Port.
______NOTARY PUBLIC, STATE OF TEXAS
STATE OF TEXAS § § COUNTY OF ______§
This instrument was acknowledged before me on the _____ day of ______, 20_____, by Sean Robertson, as ______of Rachal Farms on behalf of said entity.
______NOTARY PUBLIC, STATE OF TEXAS
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84 AGENDA MEMORANDUM for the Port Commission Meeting of January 14, 2014
DATE: January 14, 2014
FROM: John LaRue; 885-6189; [email protected]
AGENDA ITEM NO. 14-C Approve Pipeline Easement with Oxy Ingleside Energy Center, LLC, for Four Pipelines to be Located Near Good Hope Dredge Material Placement Area
Oxy Ingleside Energy Center, LLC, (Oxy) has requested a pipeline easement for two 12- inch pipelines, one 16-inch pipeline, and one 20-inch pipeline crossing the Good Hope Dredge Material Placement Area (DMPA) as shown on the attached map Exhibit 1, for transportation of oil, gas, and petroleum products. PCCA staff has reviewed the route of the new pipeline provided by Oxy (see attached drawing) and has no objection to the proposal.
The pipelines are being installed in connection with Oxy’s development of the former Naval Station Ingleside property, which Oxy recently acquired from the PCCA. The pipelines will serve to supply a variety of products to and from a new processing and terminalling facility to be constructed by Oxy and will be connected to the OxyChem facility located further north on the La Quinta Channel. See Exhibit 2.
Oxy will pay the PCCA an annual fee of $5,283.00, based on the current PCCA Pipeline and Utility Easement Fee Schedule A, as described in the attached easement summary, during the first five years of the easement. This fee will be subject to adjustment after the fifth year depending on the number of pipelines actually installed as of that time and it will be subject to future adjustments every year thereafter during the 30-year term of the agreement based on the then current fee schedule adopted by the PCCA.
Staff recommends approval of the attached Pipeline Easement with Oxy Ingleside Energy Center, LLC.
LEAD CONTACT: David Krams; 885-6134; [email protected]
85
Oxy Ingleside EnergyAGENDA Center, ITEM NO. LLC14-C Pipeline Easement Near Good Hope DMPA 86
General Route of Easement
EXHIBIT 1 AGENDA ITEM NO. 14-C
INGLESIDE LA QUINTA CHANNEL
h:\ben vasquez\commission exhibits\good hope oxychem pipeline easement.dwg PORT OF CORPUS CHRISTI AUTHORITY GOOD HOPE OXYCHEM PIPELINE
5000' 10000' EASEMENT
CORPUS CHRISTI SCALE: DATE: 1:5000' 2014/01/07 DWN. BY: EXHIBIT 2 TIME: 87 BEN V 16:53:32 AGENDA ITEM NO. 14-C
PORT OF CORPUS CHRISTI AUTHORITY EASEMENT SUMMARY
Grantee: Oxy Ingleside Energy Center, LLC
Easement Location: Good Hope Dredge Material Placement Area on the North side of the La Quinta Ship Channel as depicted on the attached drawing.
Use: Each Pipeline may be used for transporting water; oil, natural gas, condensates, distillate, liquefied petroleum products, natural gas liquids and any hydrocarbons associated therewith; and brine, butane, butadiene, caustic soda (sodium hydroxide), chlorine, ethane, ethylene, ethylene dichloride, hydrogen, nitrogen, propane, propylene and vinyl chloride monomer (VCM) and, in each case, so long as such product may be legally transported through a pipeline in Texas (“Permitted Products”).
Term: thirty (30) years.
Options: None
Start Date: February 1, 2014
Fee: The Annual Fee during the first five (5) Easement Years shall be Five Thousand Two Hundred Eighty-Three Dollars ($5,283.00) calculated using the PCCA’s adopted Fee Schedule which is based upon a ten year period as illustrated in the following table:
Diameter Rods Fee Per Rod Per Sub Total 10 Year Period 12 inch 146.48 $63.65 $9,323.45 12 inch 146.48 $63.65 $9,323.45 16 inch 146.48 $116.67 $17,089.82 20 inch 146.48 $116.67 $17,089.82 Total $52,826.54 Annual Fee $5,283.00* *Rounded To Whole Dollar Amount
Adjustment of Fee: Commencing with the sixth Easement Year, and for every Easement Year that commences thereafter during the Term, the Annual Fee shall be recalculated based upon Authority’s then-current published fee schedule for pipelines based upon the number, outside diameter, and length of the Pipelines installed in the Pipeline Easement at such time.
Remarks: Easement for the installation of up to four (4) pipelines: two (2) having nominal diameter of up to twelve inches (12”) each, one (1) having a nominal
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diameter of up to sixteen inches (16”), and one (1) having a nominal diameter of up to twenty inches (20”). In the event all four pipelines are not installed within the first five (5) years of the term of the agreement the easement width will revert to five feet (5’) north of the northernmost pipeline and five feet (5’) from the southernmost pipeline installed within the easement. And the fee will be adjusted accordingly based upon the number and the diameter of the pipelines actually installed.
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PIPELINE EASEMENT AGREEMENT
THE STATE OF TEXAS § § KNOW ALL MEN BY THESE PRESENTS THAT: COUNTY OF SAN PATRICIO §
Port of Corpus Christi Authority of Nueces County, Texas, acting herein by and through its Port Commissioners hereunto duly authorized (hereinafter called “Authority”) for good and valuable consideration as described below, and including the covenants and conditions herein made and provided to be kept and performed by Grantee, has GRANTED AND CONVEYED and by these presents does GRANT AND CONVEY to OXY INGLESIDE ENERGY CENTER, LLC, a Delaware limited liability company registered to do business in Texas, whose principal address is 5 Greenway Plaza, Suite 110, Houston, Texas 77046-0521 (hereinafter called “Grantee”), a right-of-way and easement on, under and through Authority's land located in San Patricio County, Texas and further described below (the “Pipeline Easement”), for the purpose of constructing, laying, operating, maintaining, repairing, replacing and removing up to four (4) pipelines, two (2) having nominal inside diameters of up to twelve inches (12”) each, one (1) having a nominal inside diameter of up to sixteen inches (16”), and one (1) having a nominal inside diameter of up to twenty inches (20”) (each a “Pipeline,” and collectively, the “Pipelines”), for the Permitted Products as set out below in this Pipeline Easement Agreement (the “Agreement”), in, upon, over and across the Pipeline Easement hereby granted, together with such valves, fittings, meters, fiber optic cables and other equipment and appurtenances as may be necessary; provided, however, any such valves, fittings, meters, fiber optic cables and other equipment and appurtenances that will be above ground must be approved in writing by Authority in advance of installation of same (such approval not to be unreasonably withheld, conditioned or delayed); and provided further, however, that any such fiber optic cables shall be exclusively for Grantee’s own use. Either Authority or Grantee may individually be referred herein to as a “Party” or jointly as “Parties.”
Except as otherwise provided herein, the Pipeline Easement shall be a strip of land forty (40) feet in width over and across that certain called 336.36 acre tract described in Acknowledgement of Reversion from the Department of the Navy to Port of Corpus Christi Authority of Nueces County, Texas, dated September 30, 2008, and recorded in Clerk's File No. 584897 in the Official Public Records of San Patricio County, Texas, located in the T. T. WILLIAMSON SURVEY, Abstract 293, and the WILLIAM McDONOUGH SURVEY, Abstract 184, San Patricio County, Texas, and said forty (40) foot wide easement being twenty (20) feet on each side of the centerline of the Pipeline Easement (the “Centerline”) described on Exhibit A attached hereto, which is incorporated herein by reference for all purposes, and which is also depicted on the map attached hereto as Exhibit B, which is incorporated herein by reference for all purposes. The Centerline is 146.48 surface rods in length.
During the period beginning on February 1, 2014 (the “Effective Date”), and ending on the fifth anniversary of the Effective Date (the “Initial Construction Period”) and during any maintenance, repair, replacement, removal or relocation of a Pipeline as permitted or required herein, the boundaries of the Pipeline Easement shall be extended an additional thirty (30) feet
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on each side of the Pipeline Easement to create a temporary working space for Grantee adjacent to the Pipeline Easement (the “Temporary Work Space”).
Notwithstanding anything to the contrary contained herein, only if Grantee fails to install all four Pipelines in the Pipeline Easement during the Initial Construction Period, then in such instance and after the Initial Construction Period, the width of the Pipeline Easement shall be reduced as follows: (A) the northern boundary of the Pipeline Easement shall be a line parallel to the Centerline which is five (5) feet north of the northernmost Pipeline installed in the Pipeline Easement in accordance with this Agreement, and (B) the southern boundary of the Pipeline Easement shall be a line parallel to the Centerline which is five (5) feet south of the southernmost Pipeline installed in the Pipeline Easement in accordance with this Agreement. A Pipeline may not be installed in the Pipeline Easement after the Initial Construction Period without the express written consent of Authority, which consent may be given or withheld by Authority in its sole discretion for any reason whatsoever or for no reason at all.
The construction period for each Pipeline will terminate sixty (60) days after Grantee actually completes construction, including any testing necessary to place such Pipeline into service. In the event construction of the first Pipeline is not commenced within five (5) years from the Effective Date, this Agreement and the Pipeline Easement will terminate. Upon termination of the Pipeline Easement pursuant to the foregoing sentence, the Parties shall cooperate to record an instrument in the public records of San Patricio County, Texas, evidencing such termination, and such termination shall be effective upon the date of recordation of such instrument.
Each Pipeline may be used for transporting water; oil, natural gas, condensates, distillate, liquefied petroleum products, natural gas liquids and any hydrocarbons associated therewith; and brine, butane, butadiene, caustic soda (sodium hydroxide), chlorine, ethane, ethylene, ethylene dichloride, hydrogen, nitrogen, propane, propylene and vinyl chloride monomer (VCM) and, in each case, so long as such product may be legally transported through a pipeline in Texas (“Permitted Products”).
TO HAVE AND TO HOLD unto Grantee, its successors and assigns, the rights and privileges hereby conveyed for a period beginning on the Effective Date and ending thirty (30) years thereafter (the “Term”), subject to the terms, conditions, exceptions and reservations herein set forth, and upon the following covenants and conditions which are a part of the consideration for this grant, which covenants and conditions are and shall be construed as covenants running with the land, and which covenants and conditions by its acceptance hereof Grantee covenants and agrees to keep and perform in all material respects.
This Pipeline Easement is granted subject to the following:
A. Number and Size and Spacing of Pipelines. The Pipelines shall not exceed the following number of pipelines and a nominal inside diameter as follows: (i) Number of pipelines: four (4); and (ii) Nominal inside diameter: two (2) having diameters of up to twelve inches (12”) each, one (1) having a diameter of up to sixteen inches (16”), and one (1) having a diameter of up to twenty inches (20”). The spacing between the Pipelines installed in the Pipeline Easement shall
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not exceed ten feet (10’), and no Pipeline shall be installed more than fifteen feet (15’) from the Centerline.
B. Fees. For purposes of this Agreement, “Easement Year” means the twelve-month period beginning on the Effective Date and each twelve-month period thereafter during the Term of this Agreement. Grantee shall pay to Authority an annual fee for each Easement Year (the “Annual Fee”). The Annual Fee for the first five (5) Easement Years shall be Five Thousand Two Hundred Eighty-Three Dollars ($5,283.00) per Easement Year, and Grantee agrees to prepay the aggregate Annual Fee for the first five (5) Easement Years no later than the tenth day after the date of approval of this Agreement by Authority’s Port Commission. Commencing with the sixth Easement Year, and for every Easement Year that commences thereafter during the Term, the Annual Fee shall be recalculated based upon Authority’s then-current published fee schedule for pipelines based upon the number, outside diameter, and length of the Pipelines installed in the Pipeline Easement at such time, and Grantee agrees to pay such Annual Fee within thirty (30) days after receiving Authority’s invoice for such Annual Fee.
C. Access. Grantee shall have the right of ingress and egress, but such rights shall be confined to the Pipeline Easement and the Temporary Work Space, and Grantee shall not have the right to cross, store materials or equipment on, or conduct any of Grantee’s operations on, in each case, Authority's land adjacent to the Pipeline Easement except the Temporary Work Space, unless the prior consent of Authority is obtained in writing, which consent will not be unreasonably withheld, conditioned or delayed. Except in the case of an emergency, Grantee agrees to notify Authority not less than seventy-two (72) hours prior to Grantee’s employees, agents or contractors entering upon the Pipeline Easement or Temporary Work Space for construction, maintenance, repairs or other operations; provided, however, in the case of an emergency necessitating entry upon the Pipeline Easement or Temporary Work Space by Grantee, its employees, agents or contractors, Grantee agrees to notify Authority of the nature and extent of any such emergency within twenty-four (24) hours after any such entry.
D. Construction, Maintenance and Use. Prior to the commencement of construction of each Pipeline, Grantee will furnish Authority with a detailed set of plans for the construction of the Pipeline (the “Plans”) for Authority’s approval, which approval shall not be unreasonably withheld or delayed. The Plans must be prepared in a standard engineering format and must be signed and sealed by a Professional Engineer registered in the State of Texas. The Plans for any Pipeline shall show the pipe grade, wall thickness and coating of the pipe to be constructed and shall depict the horizontal location and the depth at which such Pipeline will be installed within the Pipeline Easement. The Plans shall also depict any surface features, including but not limited to, drainage ditches, culverts, roads, fixtures, appurtenances, pipelines or containment levees adjacent to the Pipeline Easement that may be affected by the construction activity during installation or maintenance of the Pipeline. The Plans shall be submitted to the Director of Engineering Services of Authority (the “Director”), and the Director agrees to review Grantee’s preliminary plans and otherwise coordinate with Grantee prior to Grantee’s submission of the Plans. Additionally, prior to the installation of any Pipeline within the Pipeline Easement, Grantee shall furnish the Director “issued-for-construction” drawings for the Pipeline to the extent such drawings are not otherwise included with the Plans. Grantee shall construct and maintain the Pipelines in a good and workmanlike manner and in compliance with all applicable
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governmental and industry standards for construction and maintenance of the same, including but not limited to the provisions of Authority's Project Manual applicable to the construction and maintenance of pipelines similar to the Pipelines. Warning signs for the existence of the Pipelines that conform to Federal and State laws applicable to such warning signs will be posted at the required locations along the Pipeline Easement.
No boring pit or receiving pit may be placed in the Pipeline Easement. Grantee shall bury the Pipelines to a safe depth (not less than thirty-six inches (36”) deep) as is or may be reasonably required as a result of any existing road, railroad or pipeline within the Pipeline Easement. In refilling any hole or ditch, Grantee must compact the subsoil to ninety-five percent (95%) of original compaction. After any construction, repair or removal, Grantee shall use commercially reasonable efforts to compact, loosen, or otherwise condition the topsoil to the degree of compaction of non-disturbed topsoil to prevent settling, erosion or compaction of such topsoil, in order that the land disturbed will be substantially the same level as the surrounding lands to maintain drainage consistent with the drainage existing immediately prior to such work.
Grantee will notify the appropriate State and Federal agencies that regulate pipelines of the type in the Pipeline Easement in accordance with applicable law after discovery of any visible or apparent contamination discovered in the Pipeline Easement (1) during initial construction of each Pipeline and (2) at any time during the Term following completion of initial construction of each Pipeline, and provide a copy of such notification to Authority as soon as reasonably practicable.
If, during or after completion of initial construction of the Pipelines, such contamination is caused by the Pipelines or Grantee’s use or operation thereof, then Grantee will immediately take all commercially reasonable steps necessary to shut down the Pipeline from which such contamination is coming, repair or replace such Pipeline, and restore the Pipeline Easement to substantially the condition it was in immediately prior to the discovery of such contamination. If such contamination is not caused by the Pipelines or Grantee’s use or operation thereof, then Grantee and Authority shall cooperate to determine the source of such contamination and advise the appropriate State and Federal agencies of such contamination.
Grantee's use of the Pipeline Easement herein granted and its operations in relation to it will at all times comply in all material respects with all applicable laws, statutes, rules and regulations of federal, state and local government.
Grantee shall furnish Authority, within forty-five (45) days after completion of the installation of each Pipeline, an as-built drawing of the location of such Pipeline including XYZ coordinates to be taken at a minimum of every five feet (5’) along such Pipeline and will furnish Authority an as-built drawing of any subsequent modification of the location of such Pipeline within forty-five (45) days after completion of any such modification.
Grantee shall be responsible for coordination of any construction, maintenance and use in the Pipeline Easement with any other existing users and easement holders in or near the Pipeline Easement as required by applicable law. Grantee shall promptly restore any portion of the
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Pipeline Easement damaged by Grantee to substantially the same condition as existed immediately prior to such damage.
E. Reservations and Exceptions. The Pipeline Easement herein granted shall be subject to any and all easements heretofore granted by Authority to other parties which are either of record in San Patricio County or physically evident on the surface of the land on which the Pipeline Easement is located. Authority reserves the right to grant easements upon, over, under and across its property within the Pipeline Easement, and to grant rights of use, leases and easements above, below and on the surface of the Pipeline Easement, provided that such grants shall not materially interfere with the rights granted herein.
F. Indemnity/Waiver.
(a) As used in this Section F. each of the following terms shall have the meanings set forth in this subparagraph (a):
(1) “Claims” means all claims, damages, losses, fines, penalties, liens, causes of action, suits, judgments, settlements and expenses (including court costs, reasonable attorney’s fees (including reasonable attorney’s fees in defending and/or settling a Claim and attorney’s fees to collect on this Indemnity), costs of investigation, and expert witnesses) of any nature, kind or description by, through or of any person or entity, including property loss or damage in, on or adjacent to the Pipeline Easement herein granted, bodily or personal injury, sickness, disease, and/or death (including bodily or personal injury and/or death of employees of an Indemnified Person or a Grantee Party).
(2) “Defend” (and any capitalized derivatives or variations thereof) means to defend on behalf of another party a Claim in litigation, arbitration, mediation or other alternative dispute resolution proceeding and to pay all actual costs associated with the preparation or prosecution of such Defense.
(3) “Indemnify” (and any capitalized derivatives or variations thereof) means to protect and hold harmless a party from and against a potential Claim and/or to compensate a party for a Claim actually incurred.
(4) “Indemnified Persons” means Authority, its Port Commissioners, directors, managers, employees and agents.
(5) “Grantee Parties” means the Grantee, its agents, contractors, employees, owners, invitees, or licensees.
(6) “Waive” means to knowingly and voluntarily relinquish a right and/or to release another party from liability, to the maximum extent permitted by applicable law.
(b) Subject to the terms of this Section F., Grantee shall Defend and Indemnify the Indemnified Persons from and against all Claims resulting from, arising out of, or
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alleged to have arisen out of or resulted from, in whole or in part, any of the following matters (these Claims being referred to herein as the “Indemnified Claims”):
(1) the conduct of Grantee’s business on the Pipeline Easement herein granted;
(2) Grantee’s breach of the terms and conditions of this Agreement;
(3) any bodily injury to or death of any employee of the Grantee Parties occurring in connection with constructing, installing, maintaining or removing any Pipeline; or
(4) any act, omission, willful misconduct, strict liability, breach of warranty, express or implied, or violation of any laws, ordinances, rules, regulations, or codes, now or hereafter existing and applicable to Grantee and its operations under this Agreement, of or by any Grantee Party.
(c) Subject to the terms of subparagraph (d) below, the Indemnities, Waivers and obligation to Defend in this Section F. shall be enforced to the fullest extent permitted by applicable law for the benefit of the applicable Indemnified Persons, regardless of any extraordinary shifting of risks, and even if the applicable Claim is caused by the joint, concurrent, or comparative negligence of such Indemnified Persons, and regardless of whether liability without fault or strict liability is imposed upon or alleged against such Indemnified Persons; provided, however, that an Indemnity will not be enforced to the extent that a court of competent jurisdiction holds in a final judgment that the applicable Claim against such Indemnified Persons was caused by the willful misconduct or sole or gross negligence of such Indemnified Persons.
(d) Notwithstanding anything to the contrary contained in this Section F., to the extent an Indemnified Claim arises out of the joint, concurrent, or comparative negligence, causation, responsibility or fault of the Indemnified Persons (or its contractors) and the Grantee Parties, then the Grantee’s obligation to the Indemnified Persons shall only extend to the percentage of the total responsibility of the Grantee Parties in contributing to such Indemnified Claim. Notwithstanding anything to the contrary contained in this Section F., Grantee shall not be required to Indemnify the Indemnified Persons for any indirect, consequential or punitive damages suffered by the Indemnified Persons.
(e) In Claims against any Indemnified Person by or for an employee of a Grantee Party, the Grantee’s indemnification obligation under this Section F., shall not be limited by a limitation on the amount or type of damages, compensation or benefits payable by or for the Grantee Party under workers' or workmen's compensation acts, disability benefit acts, or other employee benefit acts.
(f) The indemnity contained in this Section F. applies, without limitation, to any violation by a Grantee Party of the Comprehensive Environmental Response, Compensation, and Liability Act of 1980 (“CERCLA”), 42, U.S.C. Section 9601 et seq; the
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Resource Conservation and Recovery Act of 1976 (“RCRA”), 42 U.S.C. Section 6901 et seq; the Hazardous Materials Transportation Act, 49 U.S.C. Section 5101 et seq; the Clean Air Act and Amendments of 1990, 41 U.S.C. Section 7401 et seq; the Clean Water Act of 1977, 33 U.S.C. Section 1251 et seq; the Oil Pollution Act of 1990, 33 U.S.C. Section 2701 et seq; the Toxic Substances Control Act, 15 U.S.C. Section 2606 the Texas Water Code; the Texas Solid Waste Disposal Act, Chapter 361, Texas Health and Safety Code; the Texas Clean Air Act, Chapter 382, Texas Health and Safety Code; the Oil Spill Prevention Act of 1991, Chapter 40, Texas Natural Resource Code, and Chapter 26, Texas Water Code; and the Texas Water Quality Act, Chapter 26, Texas Water Code; Authority's Tariffs, Rules and Regulations (collectively, “Environmental Laws, Authority’s Tariffs and Rules and Regulations”) in effect during the Term of this Agreement and to the extent applicable to Grantee and its operations hereunder.
(g) Intentionally Deleted.
(h) Intentionally Deleted.
(i) Grantee agrees to support its obligations to Indemnify and Defend the Indemnified Persons by the purchase of insurance (or self-insurance) as required by Section G. below.
(j) Except as otherwise provided by this Section F., Grantee hereby Waives all Claims against (1) the Indemnified Persons resulting from, arising out of, or alleged to have arisen out of or resulted from, in whole or in part, any of the Indemnified Claims; and (2) subject to subparagraph (d) above, Authority or its contractors for any damage Authority or its contractors may do to the Pipelines or the Pipeline Easement as the result of any dredging, construction or repair activities related to Authority's docks, channels or dredge material placement areas; provided, however, Authority must notify Grantee in writing at least thirty (30) days in advance of any such dredging, construction or repair activities.
G. Insurance.
Without limiting the indemnity obligations or liabilities of Grantee provided under this Agreement, Grantee agrees at all times during the Term to carry and maintain at its sole expense policies of insurance (the “Policies”) of the types and in the minimum amounts as follows:
(i) For all its employees engaged in performing work in the Pipeline Easement, Workers’ Compensation insurance as required by the Texas Workers’ Compensation Code, and Employer's Liability insurance with limits of at least $500,000.00 per each employee accident and disease.
(ii) Commercial General Liability (CGL) insurance coverage with policy limits of at least $1,000,000.00 per occurrence and $2,000,000 general aggregate for bodily injury, personal injury and property damage liability in the Pipeline Easement endorsed to cover contractual liability and Time Element Pollution coverage
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(iii) Business Automobile Liability insurance coverage for all owned and non-owned motor vehicles used in the Pipeline Easement, with a policy limit of not less than $1,000,000 per accident for bodily injury and property damage.
(iv) Excess or Umbrella liability insurance coverage having limits of not less than $5,000,000.00 over and above the underlying primary coverage limits stated above with respect to property damage and bodily injury or death to any number of persons in any one accident or occurrence.
(v) Pollution Legal Liability insurance coverage for bodily injury, property damage and other losses caused by pollution conditions occurring during the Term, including cleanup and defense costs for premises and operations (including pollution of any body of water), with limits of not less than $5,000,000.00 per occurrence.
The limits of insurance set forth above may be met through Grantee’s primary or excess/umbrella policies or any combination thereof. The minimum insurance protection amounts set forth in the Policies may be increased from time to time upon ninety (90) days’ prior written notice from Authority to an amount which is commercially reasonable at the time and circumstances. Grantee may self-insure the coverages identified in Sections G above.
Authority shall be furnished (to the attention of the Real Estate Manager at the notice address set forth in Section M., below), prior to the commencement of any work by Grantee on the Pipeline Easement, (1) a certificate or certificates of insurance (and the endorsements required in this paragraph shall be attached to or confirmed in the certificate or certificates of the insurance) evidencing the Policies, or (2) to the extent that Grantee is self-insured, a letter of self-insurance addressed to Authority by Grantee. Only with respect to and to the extent of the liabilities and obligations assumed by Grantee under this Agreement, each of the Policies (except for Workers' Compensation and Employer’s Liability insurance) shall be endorsed to name Authority as an additional insured on a primary, non-contributory basis. Grantee shall ensure that no Policy will be suspended, voided, canceled or reduced in coverage or limits without providing Authority five (5) days' prior written notice.
To the extent that Grantee is not self-insured for the insurance coverages identified in this Section G, Grantee shall deliver to Authority renewal or replacement certificates of insurance at least five (5) days prior to the expiration date of each of the Policies. The deductible or self- insured retention for each of the Policies must be stated in the certificate of insurance provided to Authority if either exceeds $50,000.00. The company writing each of the Policies must possess a then-current rating with A.M. Best Company of at least A: VI. If Grantee fails to provide reasonably satisfactory evidence of any Policies or equivalent self-insurance, or if any of the Policies is canceled and not promptly replaced by Grantee with equivalent coverage, Authority may procure such insurance at Grantee’s expense, and Grantee shall reimburse Authority, within thirty (30) days after receipt of written demand therefore, for all amounts spent to procure and maintain such insurance.
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H. Waiver of Subrogation
(a) Notwithstanding anything to the contrary contained in Section F., Authority hereby waives every claim which arises or may arise in its favor and against Grantee during the Term of this Agreement for any and all loss of, or damage to, any of Authority’s property in or adjacent to the Pipeline Easement to the extent that such loss or damage is covered by Authority’s property insurance.
(b) Grantee hereby waives every claim which arises or may arise in its favor and against Authority during the Term of this Agreement for any and all loss of, or damage to, any of Grantee’s property in or adjacent to the Pipeline Easement to the extent that such loss or damage is covered by Grantee’s property insurance.
(c) Each Party agrees to immediately give to each insurance company, which has issued to it policies of fire and extended coverage insurance, written notice of the terms of its waivers under this Section H., and to have said insurance policies properly endorsed, if necessary, to prevent the invalidation of said insurance coverage by reason of said waivers.
I. Assignment; Successors and Assigns. The rights herein granted may not be assigned without the prior written consent of Authority, which consent will not be unreasonably withheld, conditioned or delayed; provided, however, Authority consents to assignment of this Agreement to any corporation or other entity which is an affiliate of Grantee. An “affiliate”, as used in this Section I., is a person or entity which controls, is controlled by or is under common control with Grantee. The Pipeline Easement shall be deemed a covenant running with the land and shall inure to the benefit of and be binding upon the Parties and their respective successors and assigns. Assignment by Grantee shall not relieve Grantee from liability for the performance of the covenants and indemnities hereof.
J. Expiration; Termination. This Agreement and all rights to use and occupy the Pipeline Easement shall terminate if the Pipelines shall cease to be used for any Permitted Product for any consecutive forty-eight (48) month period during the Term (except in instances of Force Majeure Events) or if Grantee shall at any time expressly abandon the Pipeline Easement. This Agreement and all of Grantee's rights hereunder, at the option of Authority, shall forthwith terminate upon breach by Grantee of any of the conditions hereof (except in instances of Force Majeure Events) and the failure of Grantee to remedy the same within ninety (90) days after Grantee’s receipt of written notice from Authority so to do; provided, however, except as expressly provided in the last sentence of this Section J., if any such breach is not reasonably susceptible to remedy within such ninety (90) day period, but Grantee has commenced such remedy and is diligently pursuing same, the period for remedying any such breach shall be extended by such number of days that Authority and Grantee mutually agree is necessary to allow Grantee to complete such cure. Grantee agrees, within one hundred eighty (180) days after the termination or expiration of this Agreement, to remove the Pipelines and Grantee’s other equipment, facilities or appurtenances existing in the Pipeline Easement and restore the land in the Pipeline Easement to substantially the same condition in which same existed immediately prior to the existence of the first Pipeline and its related equipment, facilities and appurtenances. In the event Grantee fails to remove the Pipelines, equipment, facilities and appurtenances within
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the above-described time period, Authority may either declare the termination of Grantee's interest in the Pipelines, equipment, facilities and appurtenances and all of Grantee's interest therein shall thereupon terminate, or the Authority may cause the Pipelines, equipment, facilities and appurtenances, or any part thereof, to be removed and disposed of, and the lands of Authority restored, all at the cost of Grantee. In the event of a breach of the requirements of Section L. (“Compliance with Authority Security Requirements”), except in instances of Force Majeure Events, this Agreement and all of Grantee's interest hereunder, at the option of Authority, shall forthwith terminate in the event Grantee fails to remedy the same within ten (10) days (subject to Force Majeure Events) after Grantee’s receipt of written notice from Authority of such breach.
K. Relocation. Authority may require Grantee to lower or relocate one or more of the Pipelines and such Pipeline’s associated equipment, facilities and appurtenances in the Pipeline Easement in the event such Pipeline materially interferes with: (1) the development of Authority’s lands adjacent to the Pipeline Easement; (2) the construction of any facility of Authority on the Pipeline Easement: (3) upgrading an existing road or proposed new road that would cross the Pipeline Easement; (4) any operation or proposed operation of Authority on the Pipeline Easement; or (5) any proposed new railroad that would cross the Pipeline Easement; provided, however, that in the case of any of the foregoing events, such event has been finally and unconditionally approved by Authority and any applicable federal, state or local governmental agency; and provided, further, that Grantee shall be allowed no less than one hundred eighty (180) days to lower or relocate such Pipeline. In the event Authority requires Grantee to lower or relocate a Pipeline pursuant to the foregoing sentence, (x) the cost of lowering or relocating such Pipeline shall be paid solely by Grantee; and (y) to the extent necessary to accommodate such lowering or relocation, Authority shall provide Grantee with an alternate Pipeline Easement on Authority's land at no additional cost to Grantee, the location and depth of such alternate Pipeline Easement to be determined by Authority in its sole discretion.
L. Compliance with Authority Security Requirements. Grantee, its employees, agents, representatives and subcontractors shall at all times comply with all Authority mandated security requirements and regulations pertaining to the Pipeline Easement, regardless of whether now existing or hereinafter imposed (the “Security Measures”). Failure to comply with Authority’s Security Measures will be grounds for terminating this Agreement, subject to the terms of Paragraph J above. Authority’s Security Measures applicable to the Pipeline Easement can be ascertained by contacting the Authority’s Police Department, and it shall be Grantee’s responsibility to obtain the Security Measures from Authority’s Police Department; provided, however, if Grantee requests and obtains from Authority’s Police Department a written copy of such Security Measures, Grantee shall only be obligated to comply with the terms of the Security Measures as provided by Authority’s Police Department.
M. Notice. All notices, demands, requests and other communications required or permitted to be given or made upon either Party shall be in writing and shall be delivered personally, by registered, certified or regular mail (postage prepaid), or reliable overnight delivery service (fees prepaid), in each case addressed to the Party to whom such notice is directed at the address specified below, unless such address is changed by notice given as specified herein. All notices delivered by certified or registered mail pursuant hereto shall be deemed effective the second day
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after deposit in the United States mail. All notices delivered in any other manner shall be deemed effective upon the receipt by the party entitled thereto. All notices, demands and requests to be sent to the parties shall be sent or made at the following addresses: (1) For Authority: Port of Corpus Christi Authority of Nueces County, Texas, Attention: Executive Director, P. O. Box 1541, Corpus Christi, Texas 78403; and (2) For Grantee: Oxy Ingleside Energy Center, LLC, 5 Greenway Plaza, Suite 110, Houston, Texas 77046-0521 (Attn: Midstream Projects Group).
N. Entire Agreement. The execution of this Agreement shall be conclusive evidence of the agreement of Grantee and Authority to all of the terms and conditions hereof, and this Agreement represents the entire agreement between the Parties with respect to the subject matter hereof.
O. Force Majeure Events. For purposes of this Agreement, the term “Force Majeure Events” shall mean, except with regard to the payment of money due, any delay in the performance of any obligation hereunder by reason of any occurrence which is not within the reasonable anticipation or control of the applicable Party, including but not limited to strikes, lockouts, labor troubles, governmental action or inaction (except for action or inaction of Authority or its affiliate agencies), failure of power, riots, insurrection, war, acts of God, fortuitous accidents or causalities of the sea (excluding ordinary action of wind and waves), or other similar reason, and which occurrence, in any event, is not a result of the intentional act, gross negligence or willful misconduct of such Party. In the event of a Force Majeure Event, such Party’s performance shall be excused for the period of time equivalent to the delay caused by such Force Majeure Event, provided such Party gives prompt notice to the other Party of such delay.
P. Governing Law; ADR. This Agreement shall be construed in accordance with the laws of the State of Texas, without giving effect to the principles of conflict of laws. In the event of any dispute between the Parties, the Parties shall use commercially reasonable efforts to mutually agree upon an alternative form of dispute resolution (“ADR”) before an ADR panel or ADR individual in Corpus Christi, Texas; any settlement or judgment entered thereupon shall be filed only in the State or Federal Courts of Texas. In the event of (1) failure to agree on ADR method, (2) failure to consent to a non-binding ADR decision, or (3) appeal of, or challenge to, an ADR decision, then any legal actions filed may be brought only in the State or Federal Courts located in Nueces County, Texas.
Q. Counterparts. This Agreement may be executed and acknowledged in counterparts, all of which executed and acknowledged counterparts shall together constitute a single document. Signature pages may be detached from the counterparts and attached to a single copy of this document to physically form one document. The Parties may provide signatures and acknowledgments to this Agreement by facsimile or Adobe ".pdf" file and such facsimile or Adobe ".pdf" file signatures or acknowledgments shall be deemed to be the same as original signatures or acknowledgments.
[The signature pages follow this page.]
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AUTHORITY’S SIGNATURE PAGE
EXECUTED this ____ day of ______, 2014, but effective for all purposes as of the Effective Date.
PORT OF CORPUS CHRISTI AUTHORITY OF NUECES COUNTY, TEXAS
By: John P. LaRue Executive Director
STATE OF TEXAS § § COUNTY OF NUECES §
This instrument was acknowledged before me on the ______day of ______, 2014, by John P. LaRue, Executive Director of the Port of Corpus Christi Authority of Nueces County, Texas, on behalf of the Port Authority.
NOTARY PUBLIC, STATE OF TEXAS
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GRANTEE’S SIGNATURE PAGE
EXECUTED this ____ day of ______, 2014, but effective for all purposes as of the Effective Date.
OXY INGLESIDE ENERGY CENTER, LLC
By: Name: Title: Vice President
STATE OF ______§ § COUNTY OF ______§
This instrument was acknowledged before me on the _____ day of ______, 2014, by ______, Vice President of Oxy Ingleside Energy Center, LLC, on behalf of said limited liability company.
NOTARY PUBLIC, STATE OF ______
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Exhibit A
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104 AGENDA ITEM NO. 14-C
Exhibit B
105 AGENDA MEMORANDUM for the Port Commission Meeting of January 14, 2014
DATE: January 14, 2014
FROM: John LaRue; 885-6189; [email protected]
AGENDA ITEM NOS. 14-D&E (D) Award Contract to Rabalais I&E Constructors, the Lowest and Best Bidder Based on Bids Received on November 22, 2013, for Installation of Security Cameras for Security Grant 11 – Nueces River Rail Yard Surveillance
Award Contract to CohuHD, the Lowest and Best Bidder Based on Bids Received on December 20, 2013, for Purchase of Cameras for Security Grant 11 –Nueces River Rail Yard Surveillance
In 2011, the PCCA received a U.S. Department of Homeland Security grant for security improvements, including $304,945 to install surveillance cameras at the Nueces River Rail Yard (NRRY). This grant provides 100% federal funding and therefore does not require any PCCA funding.
This project was separated into two bid packages—one to purchase the cameras and another for the installation of those cameras. On November 22, 2013, we received two responses to our Notice to Bidders (see attached Bid Tabulation Sheet A) to install four surveillance cameras on an existing light tower at the Viola Turning Basin located adjacent to the NRRY (see Exhibit 1). The apparent low bid for the camera installation was submitted by Rabalais I&E Constructors in the amount of $49,600. Rabalais is locally owned and operated and has successfully performed numerous contracts for the PCCA.
On December 20, 2013, we received one response to our Notice to Bidders (see attached Bid Tabulation Sheet B) for the purchase of the four cameras. CohuHD submitted a base bid of $96,657.00, which is in line with our estimate of $95,000, for this equipment. Staff included Additive Bid Item 1, a unit price item to purchase additional cameras and cable sets. CohuHD provided a bid of $26,520 per camera and cable set for this additive bid item. With favorable pricing, staff planned to purchase two additional cameras to be located on the eastern most existing light pole at the NRRY, as shown on Exhibit 1. CohuHD has provided several security cameras to the PCCA in the past few years.
Staff recommends that a contract be awarded to Rabalais I&E Constructors in a total amount of $49,600 to install four surveillance cameras at the Nueces River Rail Yard. Staff further recommends that the Director of Engineering Services be granted a 10% contingency in accordance with the PCCA’s standard contingency guidelines for general construction projects.
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Port Commissioners Agenda Item No. 14-d&e January 14, 2014 Page -2-
Staff also recommends that a contract be awarded to CohuHD in the amount of $149,697 for the purchase of a total of six cameras and cables (four from the Base Bid in the total amount of $96,657 plus two more from the Additive Bid Item 1 at $26,520 each). The two additional cameras will be installed under a separate installation contract to be bid within the next few months.
The total cost to purchase the cameras and install them plus $40,000 allocated for engineering and project management comes to $285,000, or approximately 93% of the grant amount.
LEAD CONTACT: David Krams; 885-6134; [email protected]
107 Security GrantAGENDA 11 ITEM NO. 14-D Nueces River Rail Yard Surveillance NUECES RIVER RAIL YARD AREA Additive Bid Item 1: 5th and 6th Cameras
108 Unit Train Siding 4 PTZ Cameras at Existing Tower
EXHIBIT 1 AGENDA ITEM NO. 14-D
BID TAB A BID TABULATION FOR SECURITY GRANT 11 NUECES RIVER RAIL YARD SURVEILLANCE PROJECT NO. 11-043D Bid Opening: NOVEMBER 22, 2013 at 2:00 PM
Bid Bond Company Name Base BidA Addendum No. 1 Addendum No. 2 or Check
Rabalais I&E Constructors 5% Bid Bond $49,600.00 Acknowledged Acknowledged Cashier's Check Sec-Ops, Inc. $3,700.00 $72,675.75 Acknowledged Acknowledged 109
A Base Bid: The scope of work generally consists of installing 4 Port provided security surveillance cameras (two camera signals per camera) on the existing tower including mounting hardware, enclosures, underground conduit and equipment at the Viola Turning Basin. This is a Lump Sum bid.
NOTE: Time of completion is 90 calendar days as stated in Bid.
Read By: Jacob Morales, P.E. Tabulated By: Carlos Martinez, P.E. Checked & Prepared By: Melinda Maldonado Date: November 22, 2013
8/12 AGENDA ITEM NO. 14-E
BID TAB B BID TABULATION FOR SECURITY GRANT 11 - PURCHASE OF CAMERAS AND CABLES PROJECT NO. 11-043F Bid Opening: December 20, 2013 at 2:00 pm
Staff's Recommended Bid Bond Company Name Base BidA Time of Delivery* Additive Bid Item 1B Time of Delivery* Award: or Check Base Bid + (2 x Add Bid 1) Cashier's Check CohuHD $6,158.85 $96,657.00 $60.00 $26,520.00 60 $149,697.00 110
*In calendar days
A BASE BID: Purchase of three COHU 6965-4000-PEDD Color/Thermal PTZ camera systes with COHU 6960-N4 Thermal Imager - 35 mm lens, one COHU 6965- 4000-PEDD Color/Thermal PTZ camera systems with COHU 6960-N5 Thermal Imager - 60 mm lens, four COHU CA265F camer cables with factory installed connectors, and four COHU 9305-0100 camera controllers. This is a Lump Sum price. BADDITIVE BID ITEM 1: Purchase for one camera system and equipment set, which includes one COHU 6965-4000-PEDD Color/Thermal PTZ camera system with COHU 6960-N5 Thermal Imager - 60 mm lens, one COHU CA265F camera cables with factory Installed connectors, one COHU 9305-011 Camera Controllers. This is a Unit Price item.
Read By: David L. Krams, P.E. Tabulated By: Dave Michaelsen, P.E. Checked & Prepared By: Melinda Maldonado Date: December 20, 2013
8/12 AGENDA MEMORANDUM for the Port Commission Meeting of
December 10, 2013
DATE: January 14, 2014
FROM: John LaRue; 885-6189; [email protected]
AGENDA ITEM NO.
EXECUTIVE DIRECTOR’S REPORT
111 15 NO. ITEM AGENDA
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HUMAN RESOURCES
General: New Hires: Karim Mahzoon-Hagheghi and William Schwind both Utility Workers at Bulk Terminal
There were (2) Pre-Placement Physical Examinations conducted
Also there were (7) random and (1) Post- Accident drug tests conducted
Employee service awards were presented. (15) employees received awards with an overall total of 145 years of service.
Meetings were held with managers/supervisors to discuss: Human Relations, Recruitment, Staffing and Employee Development
Contract Participation: As of the end of December, there were a total of (364) vendors registered on the established (E-Bid System) web site for businesses doing and wanting to do business with PCCA. Of the vendors registered, (147) are target group vendors. The Target group vendors are: Disadvantaged Business Enterprise (DBE), Historically Underutilized Business (HUB), Minority Business Enterprise (MBE), Woman Owned Business and Small Business Enterprise (SBE)
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Port of Corpus Christi Authority Organizational Chart December 31, 2013
DEPARTMENTS Exempt Non-Exempt Temporary Total
Executive Director 3 0 0 3
Human Resources 2 3 0 5
Managing Director 2 0 0 2
Engineering Services 12 2 1 15
Finance & Admin. 1 1 0 2
Accounting 3 7 0 10
Information Tech 6 0 0 6
Business Development 3 0 1 4
Communications 3 0 0 3
Operations 7 0 0 7
Maintenance 2 37 0 39
Harbormaster's Office 1 8 0 9
Bulk Handling Facility 3 18 0 21
Security/Police Dept. 5 38 0 43 TOTAL 53 114 2 169
E - EXEMPT NE - NON-EXEMPT H - HOURLY T - TEMPORARIES
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COMMUNICATIONS
During the month of December, the Communications Dept planned, attended and/or coordinated employee participation in the following events:
Gulf Summit Planning Meeting Evans Elementary Winter Holiday Visit Menger Elementary Winter Holiday Visit Ingleside Primary Winter Holiday Visit Port Users Christmas Party A Tree For All – 16th Annual Adopt An Angel Gift Drop Off “Clothes for Tots” Clothing Drive Presentation to Evans Elementary La Quinta Event Planning Mtg. & Site visit STEER Annual Eagle Ford Recognition Luncheon, San Antonio Wellness Meeting Budget review meetings International Press trip planning meeting CVB monthly meeting CC Chamber of Commerce Annual Luncheon Boys & Girls Club Board Meeting
December Projects: Web Development o Providing blog style updates with original content and links to publications featuring our Port. This provides great benefits to SEO (Search Engine Optimization) and inspires mentions and sharing between entities. Eight original content stories published – see below under marketing. o Recording Web Stats (Google Analytics 12.6.2013 – 1.5.2014) o 8,168 total Visits with 5,176 Unique Visitors; 60.8% New Visitors, 39.2% Returning Visitors o Top Visitor Locations/# of Visitors (86 total locations) : . United States : 7,545 . Mexico : 110 . Canada : 66 . India : 55 . United Kingdom : 47 . China : 28 o Top Traffic Sources : . Organic Search : 4,402 . Direct : 3,272 . Referral : 487 1) t21.com.mx : 88 2) portofcorpuschristi.com : 58
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5) bidocean.com : 15 6) texasports.org : 15 o Web Ranking (Alexa.com three month avg.) http://www.alexa.com/siteinfo/portofcorpuschristi.com o PortOfCorpusChristi.com continues to gain relevance across the World Wide Web. Our current number (2,390,592) betters the previous once again! Last month’s ranking was 3,439,987 This ranking has consistently increased since our website modernization. Our site ranked well beyond 40 millionth in the world before the update. o Sites linking in (Alexa.com three month average) : 143
Social Media o Facebook – 181 Likes; . Reach : 3054 People Internationally (12.6.2013 – 1.6.2014) USA : 2,902 Mexico : 110 Colombia : 12 India : 12 o Twitter – 189 Followers; . 29 mentions and retweets for December
Photography/Videography/Documentary o CCSC and CC Bay Beauty Photos w/vessels o General photos of Port operations/resources/abilities . Inner Harbor Ship Channel . Eagle Ford Related Vessels . NRRY o Port Community/Business Holiday Celebrations
Public Relations / Media Relations o Co-coordinated composition and distribution of “Our Port” newsletter o Adding new contacts to lists for distribution of press release and newsletter o Highlight of Port Police Department employees for “Who’s Who @Our Port” newsletter o Participated in the Convention Visitors Bureau board meeting o Adding new contacts to lists for distribution of press release and newsletter o Assistance with media inquiries for Port information o Coordinate, assist, and provide tour for DWTV crew re:Eagle Ford Shale Impact
Marketing o Creating/Writing and Publishing Original Content for http://portofcorpuschristi.com . $8+ Million Dredge Contract Awarded
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. Incoming Port Commissioners Selected . Port employees provide clothing for kiddos . Bird Watching around Port Corpus Christi . New Bridge route recommendations from Environmental Impact draft o SEO (Search Engine Optimization) trying to improve our ranks in search results (It’s working!) o Social Media research o Assist General Presentation updates o Creating, Writing, and Compilation of stories and photos for Our Port newsletter o Tracking and maintaining a list of Port Corpus Christi in the news 16 articles for December, see attached PortCCNews list o Multimedia content production o Supporting the mission and the promotion of Port Corpus Christi; The Port of the Lone Star State, as part of Our Port’s award winning Communications Department
Media Coverage for December: 12.2013 Caller Times Corpus Christi Photos 12.2013 BIC Alliance Director LaRue: Port Corpus Christi sees exceptional change 12.2013 Marine Traffic Port of Corpus Christi 12.03.2013 dvids District awards $8 million contract to dredge Corpus Christi Ship Channel 12.05.2013 KRIS-TV US Customs and Border Protection unveils new larger facility Hellenic Shipping 12.05.2013 News Orion Marine wins contract to dredge Corpus Christi Ship Channel 12.10.2013 Bloomberg US Fuel Sales to Asia Poised for Record in Shale boom: Freight 12.10.2013 Caller Times City Council appoints two port commissioners 12.10.2013 Climate Progress Four proposed coal export terminals have now failed The Chronicle 12.11.2013 online.com Ambre Energy withdraws Texas plans, appeals planned for Port Westward The Aransas Pass 12.11.2013 Progress Port seeking input 12.11.2013 Caller Times Harbor Island lawsuit dropped Tariff increases within Port of Corpus Christi's Tariff 100A and Bulk 12.12.2013 AJOT Terminal 12.18.2013 KIII-TV Port of CC Comes Through For George Evans Students 12.19.2013 KIII-TV Two Local Businessmen Appointed to Corpus Christi Port Commission The Aransas Pass 12.24.2013 Progress The City of Port Aransas planning and zoning
MARKETING OF THE PORT - MDR
December Marking Projects: In December, the Communications Department and MDR worked on finalizing the media plans for 2014 and updating the ad creative to reflect the Port Corpus Christi social media family. This year in media, we will be focusing on heavy lift and project cargo, adding wind energy magazines back into the media mix, as well as reaching out to audiences in Latin America, Europe and China with a variety of publications. We are also gearing up for the completion ceremony of the La Quinta Channel Expansion Project.
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Current Projects Working: START Initiatives/eBlast 2014 Media Planning Various Media and Community Ads Port Protocol Manual Gulf Port Environmental Summit La Quinta Ribbon Cutting Event Materials Harbor Island Renderings Account Advising
December 2013 /Ad Placement/ Editorial Focus/ Ad Content: Logistics Management/ Buyers Guide Listing/ Text Listing with Logo Supply Chain Management /Buyers Guide Listing /Text Listing with Logo CentralAmericaData.com /Cargo Transp. & Logistics /Su Alianza Logística en Texas ExpansionSolutionsMagazine.com /Homepage Skyscraper /Partner with The Port of the Lone Star StateTM
January 2014 Ad Placement/ Editorial Focus/ Ad Content: AAPA Member Directory 2014/The Port of the Lone Star State Breakbulk Magazine/ US Gulf Report/ In Texas, big is no big deal. Dry Cargo International/ US Gulf Report/Text Listing with Logo Global Trade Magazine/ Hong Kong/Mexico Special/ A straight channel leads straight to business. Journal of Commerce/ Annual Review & Outlook/ The Port of the Lone Star State NASCO/ Annual Review & Outlook/ The Port of the Lone Star State Shale Magazine/ Various EFS editorial/ Truck, ship, rail or pipe…we’ve got the moves. AAPA-Ports.org/ Run of Site Banner/ The Port of the Lone Star State ExpansionSolutionsMagazine.com/ Homepage Banner/ S. Texas is going strong. Come grow with us. LatinBusinessChronicle.com/ Daily eNewsletter/ Mejoramos su cadena logística RechargeNews.com/ Wind Sector Banner/ Work is a breeze with the right partner Todo Logistica/ Directory 2014/ Mejoramos su cadena logística
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Current Marketing Developments:
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GOVERNMENT AFFAIRS
During December 2013, Government Affairs promoted and protected port and regional interests at the local, state and federal levels of government.
LOCAL
Attended PICC public affairs meeting to discuss 2014 work plan/activities. Workforce, education and elections will be a priority for 2014. Attended windstorm rally at City Council Chambers in preparation for Board of Directors meeting to be held in Corpus Christi, meeting was well attended by elected officials and business and community leaders. Assisting Community Relations department with elected officials, securing speakers for program for La Quinta event to be held February 7, 2014.
FEDERAL
The House-Senate conference committee failed to pass a final WRDA bill before leaving for the December break. Government Affairs and Paul Carangelo worked with AAPA to finalize pending issues of concern to our port (assumption of maintenance, etc.). A date for next meeting has not been scheduled. Held briefing for Congressman Blake Farenthold, port commissioners and staff to discuss security assessment results and general port issues. Assisted Executive Director with briefing for Congressman Henry Cuellar, meeting was held in Laredo, TX to discuss security assessment results and general port issues. Working with congressional offices and consultants to monitor appropriation bills, WRDA, USACE funding, MAP 21/Freight Network, Harbor Maintenance Trust Fund, Port Security Grant Program funding, etc.
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Memorandum for Nelda Olivo, Manager of Government Affairs, Port of Corpus Christi Authority From Randy Erben Date: December 31, 2013 Re: Activities on behalf of Port of Corpus Christi during December 2013
December 3: Review of memoranda from Nelda Olivo regarding interim activities affecting port; legal research on same; preparation and transmission of memoranda to POCCA representatives regarding congressional activities and Nueces County delegation newsletters.
December 4: Preparation and transmission of memorandum to Nelda Olivo regarding interim activities affecting port; conferences with Sen. Paxton’s staff regarding port issues; preparation and transmission of memoranda to POCCA representatives regarding congressional activities and Nueces County delegation newsletters.
December 5: Conferences with Senate Transportation Committee staff regarding same; regarding use of mobility funds for port projects; preparation and transmission of memoranda to POCCA representatives regarding congressional activities.
December 6: Preparation and transmission of memoranda to POCCA representatives regarding congressional activities, political activities, interim legislative committee hearings and Nueces County delegation newsletters.
December 9: Conferences with St. Rep. Turner and staff regarding port issues; preparation and transmission of memoranda to POCCA representatives regarding GAO reports and congressional activities.
December 10: Conferences with Speaker Straus, St. Reps. Keffer, Darby and Smith, and staffs, regarding port issues; preparation and transmission of memoranda to POCCA representatives regarding congressional activities and Nueces County delegation newsletters.
December 11: Conferences with St. Reps. Miller and Anderson, and staffs, regarding port issues; attendance at House Administration Committee hearing; conferences with committee members and staff regarding same; review of memoranda from, and preparation and transmission of memoranda to, Nelda Olivo regarding contract status; preparation and transmission of memoranda to POCCA representatives regarding interim legislative committee hearings.
December 12: Conferences with St. Reps. Parker, Elkins, and Sheets, and staffs, regarding port issues; review of memoranda from, and preparation and transmission of memoranda to, Nelda Olivo regarding contract status; preparation and transmission of memoranda to POCCA representatives regarding congressional activities, interim legislative committee hearings and Nueces County delegation newsletters.
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December 13: Preparation and transmission of memoranda to POCCA representatives regarding congressional activities, Texas Register state agency rules and political activities.
December 16: Conferences with Lt. Gov. Dewhurst and staff regarding port issues; preparation and transmission of memoranda to St. Sen. Hinojosa and staff regarding port funding issues and related interim charges for Senate Finance Committee; review of memoranda from David Cantwell regarding POCCA Business Directory; preparation and transmission of memoranda to POCCA representatives regarding congressional activities and Nueces County delegation newsletters.
December 17: Conferences with St. Reps. Ashby and Kleinschmidt and staffs regarding port issues; preparation and transmission of memoranda to POCCA representatives regarding congressional activities.
December 18: Attendance at House Select Committee on Transparency in State Agency Operations hearing; conferences with committee members and staff regarding same; conferences with St. Reps. Oliveira, Rodriguez, Gutierrez, and Martinez Fischer regarding port issues; preparation and transmission of memoranda to POCCA representatives regarding interim committee hearings, Nueces County delegation newsletters, and congressional activities.
December 19: Preparation and transmission of memoranda to POCCA representatives regarding interim committee hearings and congressional activities.
December 20: Review of memoranda from, and preparation and transmission of memorandum to, Nelda Olivo regarding La Quinta channel extension completion ceremony on Feb. 7, 2014; preparation and transmission of memoranda to POCCA representatives regarding interim committee hearings and congressional activities.
December 23: Preparation and transmission of memoranda to POCCA representatives regarding interim committee hearings and congressional activities.
December 27: Review of memoranda from, and preparation and transmission of memorandum to, Nelda Olivo regarding La Quinta channel extension completion ceremony on Feb. 7, 2014; preparation and transmission of memoranda to POCCA representatives regarding Nueces County delegation newsletters and congressional activities.
December 30: Preparation and transmission of memoranda to POCCA representatives regarding congressional activities.
December 1-31: Conferences with Sen. Hinojosa, Reps. Hunter, Lozano and Herrero, and staffs, regarding port issues. Review of, and legal research on, proposed legislation affecting Port of Corpus Christi. Review of homeland security legislation and appropriations on federal level and interim studies relating to transportation, port issues, and homeland security on state level.
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MEMORANDUM
To: Nelda Olivo
From: Hugo Berlanga
Re: December Activity Report
Date: January 5, 2014
Below, please find an update on issues of interest to the Port. Also, please find a brief summary of those activities conducted by Berlanga Business Consultants on behalf of the Port:
Republican Gubernatorial candidate Tom Pauken withdrew from the race. Speaker of the House Joe Straus (R-San Antonio) will face Tea Party challenger Matt Bebee again in the primary. Straus defeated Bebee in the 2012 primary. Senator John Cornyn will face a primary challenge from Rep. Steve Stockman. TxDOT Executive Director, Phil Wilson resigned to take the same position at the Lower Colorado River Authority.
Governor Perry has appointed Nandita Berry as the new Secretary of State. Speaker Straus has yet to announce any Interim Charges for the House. Lt. Governor Dewhurst released more Interim Charges for the Senate:
Agriculture, Rural Affairs & Homeland Security Committee
1. Monitor the state’s efforts to secure the border, including the state’s increased investment in border security during the 83rd legislative session. Examine the most effective methods to address the evolving threats with securing the border and evaluate policies that deter illegal immigration and assist in border security efforts, including prohibiting sanctuary cities and requiring electronic verification of worker status. Make recommendations on the most effective policy options to prevent and stop illegal entry into Texas at the border and to deter transnational and drug-related violence and crime. Examine the implementation and effectiveness of the recent Department of Public Safety surge operation on the border and make recommendations on options for the improvement and expansion of future surge operations.
2. Study the current practice of reporting crime statistics in Texas, including border security crime statistics. Examine the different indices currently utilized and identify potential barriers regarding statewide adoption of a more comprehensive system. Determine whether current crime statistic reporting accurately measures Berlanga Business Consultants P.O. Box 6546, Corpus Christi, Texas 78411 Office 512-478-1881, Facsimile 361-887-7023, Mobile 361-813-9212 124 AGENDA ITEM NO. 15
all crime and whether it adequately measures crimes related to illegal border activities. Make recommendations on how to best take advantage of the available crime data maintained by modern law enforcement record systems and recommend any additional crime data that would improve law enforcement and border security efforts.
Criminal Justice Committee
1. Review cases involving the imposition of probation rather than imprisonment or commitment for adult and juvenile intoxication manslaughter offenders. Make recommendation to ensure that intoxication manslaughter sentences include appropriate punishment levels, maintain public safety, and serve to deter driving under the influence.
Health and Human Services Committee
1. Monitor the implementation of programs that were created or expanded by the 83rd Legislature to improve mental health and substance abuse services and assess these efforts’ contribution to improved outcomes such as reduced recidivism in state hospitals, diversion from emergency rooms and county jails, and access to permanent supportive housing. Identify and address gaps in the current mental health and substance abuse system and make recommendations to better coordinate services across agencies and programs.
2. Build on previous legislative achievements in women’s healthcare by examining women’s access to preventative health care, pregnancy services, and post-partum care, and exploring ways to expand access and improve quality, particularly in rural and underserved areas of the state. Monitor the implementation of women’s health programs in Texas. Assess these programs’ impact on outcomes such as improving access to preventative services, reducing unplanned pregnancies, and achieving cost savings. Recommend ways to better coordinate the various programs in a manner that increases the number of women served, ensured adequate provider capacity statewide, and maximizes efficiencies to the state.
State Affairs Committee
1. Examine possible measures to protect the personal privacy of Texas residents from governmental and commercial surveillance, including: (1) any necessary limits on warrantless search and seizure of data from electronic devices and wireless providers, including digital content and geolocational data; (2) any necessary protections against non-consented video and audio recordings collected by private handheld and wearable mobile devices and other private surveillance; and (3) any necessary limits on warrantless monitoring of the physical location of individuals through the use of biometrics, RFID chips, facial recognition, or other technologies. Examine related measures proposed or passed in other states.
2. Review the types and scope of personal data collected by governmental and commercial entities and considers methods to minimize the government’s Berlanga Business Consultants P.O. Box 6546, Corpus Christi, Texas 78411 Office 512-478-1881, Facsimile 361-887-7023, Mobile 361-813-9212 125 AGENDA ITEM NO. 15
collection of data on its citizens. The study should include: (1) whether sufficient protections exist for DNA samples and information, including whether there should be a prohibition on the creation of DNA databases, except for felons and sex offenders; (2) methods to protect the privacy of gun owners from aggregated purchasing pattern tracking; (3) mechanisms to ensure that private health care information is properly protected; and (4) ways to ensure that previously anonymous data is not improperly re-identified and marketed. Examine related measures proposed or passed in other states.
3. Examine possible reforms designed to increase citizens’ ability to know what data is being collected about them by governmental and commercial entities and with whom that data is being shared, including an analysis of consumer informed consent. Examine related measures proposed or passed in other states.
4. Study the online legislative resources available to the public from Texas Senate Committee websites and compare resources to those provided by other state legislative committees in Texas and other states. Determine how Texas Senate websites can be improved to provide a more interactive and transparent government.
Attended Fundraiser for County Commissioner Joe McComb;
Attended Port of Corpus Christi December Board Meeting;
Helped arrange meeting with Congressman Cuellar in Laredo for Homeland Port Commissioners;
BBC will continue to work with Port staff to coordinate all legislative lobbying efforts;
BBC will continue communication with the members and staff of Senate IGR, Senate Natural Resources, Senate State Affairs, the Lt. Governor’s office and House Transportation & Speaker’s Office;
BBC will continue to send notices regarding meetings and articles of interest to the Port via fax and/or e-mail.
Berlanga Business Consultants P.O. Box 6546, Corpus Christi, Texas 78411 Office 512-478-1881, Facsimile 361-887-7023, Mobile 361-813-9212 126 AGENDA ITEM NO. 15
BORSKI ASSOCIATES, LLC
4015 Fitler Street 805 15th Street, N.W. Philadelphia, PA 19114 Suite 1101 (215) 3275600 (Cell) Washington, DC 20005 (202) 4590804 (Office) ______
MEMO To: Port of Corpus Christi From: Borski Associates Date: January 2, 2014 Re: Monthly Report
WRDA
Negotiations between the House and Senate over the Water Resources Development Act failed to produce a compromise package in December. Unresolved issues remain and observers note that while the two bills included many similar provisions, the details of those provisions differed (in some cases, significantly). The scope of work proved too much to be completed in a month.
Additionally, Senate negotiators have indicated that the House conferees have failed to compromise on several issues, including the use of Harbor Maintenance Trust Fund monies and the cost sharing for port development. Additionally, other reports indicate that proposed loan guarantees for municipal water projects are still at issue. We still anticipate a final compromise to be negotiated; however, it is unclear when this can be achieved.
FY14 Budget
House and Senate budget negotiators arrived at an agreement to relieve the most drastic cuts threatened by sequestration in FY14 and FY15. The agreement will add another $63 billion in spending to discretionary spending by making minor adjustments to certain programs and fees for the next ten years.
Since this agreement, appropriators from both chambers appear to be nearing a deal on an omnibus spending package for FY14. Congress does not return from its recess until January 7th, at which point the broad outlines of any agreement can be presented to Members and Senators for feedback. The current spending scheme expires on January 15th, leaving Congress with a narrow window to complete the FY14 budget.
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BUSINESS DEVELOPMENT
Received confirmation on two additional vessels arriving early January with pipes from Asia. Port information to other pipe exporters from Europe has been presented anticipating additional volumes for 2014. Wind cargo slowed a bit in December with only a couple of trains with blades arriving in addition to a couple of ships with blades from South America. However, through the monitoring of activities from the various wind manufacturers, carriers and logistics providers we anticipate heavy cargo projections and lay down/berth space situations in 2014. Met with potential salt importer who’s also seeking to lease some acres to handle the product. If all goes well the first vessels is to arrive later part of 2014. In discussions with an entity seeking to increase its usage of rail to transport large diameter pipes to PCC, store for a few weeks and then truck it out to the various job sites. Invited to attend a logistics event in Houston and met with oil and gas companies currently doing business in South Texas which are importing components from Europe and seeking to have them use PCC for their operations. December was slow for email inquiries on port capabilities on lease space availability, storage and/or transloading operations from an average of 60 per month we only had 15 enquiries. Maintenance work for Port Tariff 100-A & Bulk Tariff 1-A including: continued to work monthly program for accurate billing of long-term storage and monitored the online publication of the new rates increases with the PPI of 3.97%. The expected oil rig to the Mexican port of Dos Bocas was loaded without any problems and client states that four other rigs are expected for export in 2014. Continue receiving visits from potential “wood chip” exporters. These companies seeking covered storage as well as land availability for storage of the product awaiting vessels’ arrival. Continue exchanging drafts on an intended MOU with a Latin American logistics provider. If all goes well we should be signing the agreement in early 2014. This will assist PCC in seeking additional clients/cargo volumes for the intended “Liner Service project”. Attended an Eagle Ford Shale awards event in which PCC and our Chairman were recognized. Continued contact with logistics provider who’s working on a Texas ethylene plant expansion which machinery is to arrive via PCC.
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OPERATIONS
PORT POLICE
2013 TOTALS (Not reflected in chart) 38 66 9 158 219 11 28 337
HARBORMASTER
Ship Arrivals December2013 December2012
Tankers Freighters YTD ships Tankers Freighters 2012 YTD 99 31 1458 96 33 1322 ______Barge Arrivals December 2013 December2012
Tank barges Freight barges YTD Barges Tank barges Freight barges 2012 YTD 473 23 5360 401 26 4760 ______Shifting December2013 December2012
Tankers Freighters Tankers Freighters 10 3 19 0 Tank barges Freight Barges Tank barges Freight Barges 976 14 1125 26 ______
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Average Daily Arrivals
December2013 December2012
Ships: 4.19 4.16 Barges: 16.00 13.77 ______Channel Disruptions
December2013: There were 74.25 hours of channel disruption due to fog. 21 inbound and 15 outbound vessels were delayed during these disruptions.
December2012: There were 75.08 hours of channel disruption: 39.5 hours due to width restriction at ADM and CITGO #1, 14 hours due to high winds and 21.58 hours for fog. A total of 10 inbound and 14 outbound were delayed during these disruptions.
BULK TERMINAL
Current Projects: o Working on BMD 1, replacing bull rail, etc. o Replacing three-quarter belt covers with full belt covers on CB #9 o Gantry step replacement o Still getting ready for PLC installation at Gantry Crane o Dust control for all pads and roads
Current Activity: o Railcars: Load rail cars: 169 railcars loaded for a total of 18,514.00 Short Ton pet coke Unload rail cars: 0
o Bulk Dock #1: 8295.13 Short Tons Sand 7,715.87 Short Tons Rutile
o Bulk Dock #2: 83,224.661 Short Tons Pet Coke 2,815.00 Short Tons Sulfur
o Pads: 127,143 Short Tons Pet Coke
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OPERATIONS COORDINATOR
Insurance: Worked on various insurance issues throughout the month as follows: o PCCA Workers Compensation renewal was approved by the Commission. o PCCA Statement of Values (SOV) for the 2014 property insurance renewals has been updated and provided to the Port’s Brokers. They have begun soliciting pricing for the April renewal. It is anticipated that the Port could expect a 5% increase over last year.
Port Damage Claims: On October 31st a trackhoe operated by a HAAS Construction had damaged a railroad control box that controls the railroad crossing arms. The repairs will be billed to HAAS Construction upon completion. A quote for repairs is forthcoming. Previous outstanding damage claims have been paid. Total recovered to date is $63,168.
MAINTENANCE
Performed preventative maintenance (PM) on vehicles, safe boat and equipment at the Maintenance Department. Performed routine inspection and PM on lights, water outlets. Performed grounds keeping port wide. Over saw janitorial service on all port facilities. Continued to demolish the office space at POCCA a 2 building.( Turner Building) Conduct monthly inspection for the fire system alarm at warehouse 9, 14, 15 and building 26 and 27. Repaired roadway at Al Speight yard, and oil dock 6 with caliche. Conduct annual inspection on the fire extinguisher on all the vehicle and equipment around the port. Performed routine paint at Avery point on dock house, guard house and replaced gate number on signs. Continued to clean up the Striker Pump building on Rincon.
FOREIGN TRADE ZONE
FTZ Manager has been communicating with all operators regarding end-of-year submission of forms and FTZ annual reporting requirements. Customs has completed relocating to their new offices on Highway 44 and are now fully operational from their new facilities. FTZ Manager has been in communication with companies interested in the FTZ program and doing business in the area and Port Corpus Christi.
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ORTIZ CENTER
December has been a month of progress. We hosted over 35 events and welcomed 3,500+ guests through our doors. he Ovations team was able to offer increased hospitality throughout the Christmas season and received many praise this month for exceeding client expectations.
We held steadfast to our selling strategy all year and in doing so were able to secure over $270k in sales for the month of December. Ovations’ was happy to welcome back past years clients and enjoyed being able to expand upon these relationships. December is traditionally our heaviest month in sales and we appreciate our clients’ ongoing support and commitment to our venue and services.
In November we were able to exceed budgeted profit by over 3% and are projected to do the same for December. This should equate to a significant increase in profit and thus close the year out strong. Final numbers for 2013 are projected to show that we successfully increased the profit margin, decreased cost of sale, and significantly reduced our expenses for the year. Overall, 2013 is a story of success and we have set a competitive standard going into the New Year. By securing over $600k in contracts going into 2014 we managed to exceed all prior years in comparison. We are confident in our ability as a team and welcome the chance to expand upon our progressions moving into 2014.
Number Guest Guest Number 2012 Attendance of 2013 Attendance of Events Revenue Events Revenue January 4,547 35 $93,000 January 3,356 25 $89,498 February 5,720 45 $218,900 February 4,442 34 $134,776 March 9,695 39 $171,500 March 5,108 27 $132,429 1st Quarter 19,962 119 $483,400 1st Quarter 12,906 86 $356,703
April 5,621 44 $137,300 April 4,857 32 $132,008 May 8,009 59 $221,900 May 6,238 41 $227,471 June 4,831 29 $131,100 June 5,662 41 $165,143 2nd Quarter 18,461 132 $490,300 2nd Quarter 16,757 114 $524,622
July 3,323 34 $134,200 July 1,327 20 $61,424 August 5,107 38 $157,800 August 2,460 29 $73,043 September 7,917 30 $165,700 September 4,562 30 $117,913 3rd Quarter 16,347 102 $457,700 3rd Quarter 8,349 79 $252,380
October 7,120 52 $204,500 October 5,847 39 $177,754 November 5,487 25 $181,200 November 3,376 44 $194,506 December 5,546 36 $286,900 December 3,617 38 n/a 4th Quarter 18,153 113 $672,600 4th Quarter 12,840 121
Totals 72,923 466 $2,104,000 Totals 50,852 400
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ENGINEERING SERVICES
As of December 31, 2013, the Port of Corpus Christi Authority Department of Engineering Services had completed 59 projects and has 72 projects in progress. These projects consist of 71 Capital, 34 Maintenance, and 26 Professional Service projects. During November, $2,205,000 was invoiced for ongoing work. To date this year approximately $41,704,000 has been invoiced for work performed. Below is a table detailing the 2013 budget amount, the “to date” cost, and year-end forecast for the capital, maintenance and professional services.
Engineering Services December 2013 Report No. of 2013 Budget Expended to Year-End 2014 Budget Project Type Projects Amount Date Forecast Amount Capital 98 $39,917,771 $37,604,000 $42,830,000 $55,478,368 Maintenance 38 $3,335,000$2,402,000 $3,000,000 $3,685,000 Professional Services 48 $1,285,000 $1,698,000 $1,784,000 $2,010,000 Total 178 $44,537,771 $41,704,000 $47,614,000 $61,173,368
Below is a graphic representation of the 2013 Capital Project Budget and a forecast of monthly project expenditure of the capital projects throughout the year. An actual monthly project expenditure tracking line is included to follow the progress as the year develops.
See next page for significant changes between Baseline & Revised Projection. *Significant changes between Baseline & Revised Projection:
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1. Increase due to purchase of M&G Property. 2. Increased cost for pipeline relocations at La Quinta. 3. Decrease due to the denial of Security Grant Extensions. 4. Viola Dock Upgrades Project: Less work accomplished in 2012 than budgeted. 5. Deepen La Quinta Ship Channel Extension project - partial funds deferred to 2014 due to delay in Federal Assumption of Maintenance project. 6. Nueces River Rail Yard – Phase I project - more funds deferred to 2014 due to later than anticipated Notice to Proceed. 7. Nueces River Rail Yard – Phase II project - more funds deferred to 2014 due to delay in agreement with TxDOT.
The status of the following listed projects currently in progress is provided for your information:
CAPITAL PROJECTS
Security Grant Improvements Projects Grant Ten: Grant was not extended. Design of Corpus Christi Ship Channel (CCSC) and Nueces River Rail Yard (NRRY) Surveillance projects will be considered for Grant 13 application.
Grant Eleven: Fencing for the NRRY project is under construction. Surveillance cameras purchase and installation will be presented for award at the January commission meeting.
Grant Thirteen: The Port was granted 2.3 million dollars in of the 2013 FEMA Security Grant and currently waiting for funds to be released. Environmental documents under review.
Fire Pressurization on Oil Docks (08-046A) Project 98% complete, contractor working on start up and testing. Completion anticipated for late January.
Nueces River Rail Yard – Phase I (09-037A) The open water habitat mitigation site has been completed. Haas-Anderson completed the box culvert installation placement through the M&G plant site and the storm water detention basin. Embankment for the rail yard is approximately 35% complete. Limestone flex base has been placed on the eastern 10% of the project.
Nueces River Rail Yard – Phase II (13-043A) CH2M Hill is complete with the preliminary design phase and begun soon begin work on the final design of the rail yard expansion.
Permian Yard Drainage Improvements (09-041A) All pipelines have been adjusted. Contractor is ordering materials and working on SWPPP.
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Tule Lake Public Barge Dock – Oil Dock 14 (13-032A) Staff has reviewed the HDR 30% design package of the new public barge dock. The COE permit has been submitted and is out for public comment.
La Quinta Road/Bridge Project (07-037C) Bridge deck has been poured. Project is scheduled to be complete early 2014.
Bulk Dock 1- Fender Replacement (11-019A) Contractor has completed concrete repairs and fender installation on first five spans and is presently making repairs and coring holes for the following two spans. Dock availability is limited due to vessel traffic at BMD-1.
Replace PLC and Drives on Gantry Crane (12-022A) KST Electric has taken delivery of equipment and began fabrication of the drive panels in Manor, Texas. The Factor Acceptance Tests are scheduled for the first week in February. Staff is recommendation relocating the Hold & Close transformers because of limited space in the Gantry Crane machinery room for the new panels.
West Barge Mooring Area (13-051A) Staff submitted permit amendment to COE. Govind Development is performing design services for barge fleeting site development.
Repair Fire Water Lines at Oil Docks 1, 2, 6 & 12 (13-028A & 13-030A) Pre-construction meeting was held with H & S Constructors. Contractor is beginning to perform field measurements for pipe fabrication.
MAINTENANCE PROJECTS
Replace Stairs on Gantry Crane (11-035A) The contractor that fabricated and delivered the stairs, platforms and handrails to the Bulk Terminal has filed for bankruptcy. A new contractor is being sought by the bonding company.
Maintenance Painting at Bulk Terminal (13-049A) Maintenance painting is happening at Bulk Terminal on as needed basis.
Fulton Lead Track Rail Grinding (12-030B) Rail grinding is scheduled to begin on January 6th and projected is anticipated to be complete in 10 days.
Facility Railroad Track Maintenance (13-016A) Railworks, Inc. has started delivering rail materials to project site and work will begin in early January.
Structural Repairs at Oil Dock 11 (13-030A) Pre-construction meeting was held with H2O Construction. Work will begin in early January.
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ENVIRONMENTAL/PROFESSIONAL PROJECTS
Monitoring of Remediation of Harbor Island Exxon Terminal (09-002B) In accordance with the Site Remediation Agreement between PCCA and Exxon, soils and groundwater at the site have been cleaned up to 1% Total Petroleum Hydrocarbons. RRC has accepted the final report requesting closure of the site and all that remains to be completed is to deed record the property which was approved by the commission at the October meeting. The deed recordation is pending final approval from the RCC.
In order to have a residential closure for the property, PCCA has been advised by RRC that a cap of the site is required.
Environmental Management System (13-025A) The Port completed a recertification audit with NQA, Inc. on June 6, 2013. Our EMS Program is ISO 14001 certified for the sixth year. Current initiatives under the EMS Program include electrical consumption, water consumption, and measures to reduce spills. PCCA also has environmental management programs to reduce air emissions from our fleet and reduce pollution that could be caused by Contractor’s environmental performance during painting and blasting operations. Other initiatives resulting from the EMS program include the Gulf Port’s Environmental Summit and the Growing Greener Initiative. The Annual Management Review was performed in December 2013, and Senior Management was advised on the progress of the EMS program and provided input to its continued adequacy and efficiency.
Assumption of Maintenance for Deepening the La Quinta Channel Extension (11-050B) A Memorandum of Agreement (MOA) between the Department of the Army and the Port of Corpus Christi Authority was executed on November 26, 2013. The MOA authorizes the federal government to assume responsibility for operation and maintenance of the La Quinta Ship Channel Extension, following the deepening of the channel extension from -39' to -45' by the Port.
Request for Statement of Interest & Qualifications for 2014 Major& Minor Engineering/Architectural Projects (14-001A) A solicitation for the request for statement of interest and qualifications has been published in the newspaper for 17 engineering/architectural projects that were included in the 2014 capital, maintenance and professional services budget.
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DREDGING
Channel Improvement Project (98-012A, 04-027A, 09-048B/C) In November 2007, Congress passed WRDA of 2007 authorizing the Port’s Channel Improvement Project.
The project include in following improvements:
1. Widening the CCSC to 530' from Port Aransas to the Harbor Bridge. 2. Adding 200'-wide barge shelves on both sides of the ship channel across Corpus Christi Bay. 3. Extending La Quinta Channel by 7400' at a depth of -39' MLT. 4. Deepening all reaches of CCSC (excluding La Quinta) from -45' MLT to -52' MLT. 5. Constructing Ecosystem Restoration projects near Port Aransas and Ingleside on the Bay.
Project received congressional appropriation in FY2009 for the construction phase of the project, officially ending the Pre-Construction Engineering and Design phase. A Project Partnership Agreement (PPA) was executed in October 2009 for the La Quinta Channel Extension & Ecosystem Restoration. Construction of Contract No. 1 was completed in 2010 to construct DMPA 14. Fifty-eight million in federal funds were appropriated in May 2011 enabling the COE to solicit additional construction contracts. COE awarded two (2) contracts in September 2011; one to extend the La Quinta Ship Channel and the other to construct the Ecosystem Restoration project adjacent to Ingleside-on-the-Bay, Texas. The dredging associated with La Quinta Ship Channel Extension and the Ecosystem Restoration project is 100% complete.
Deepening and widening of the CCSC and the addition of barge shelves underwent re- evaluation and the studies were complete in early 2013. The re-evaluation confirmed these two project components are still in the Federal interest. The COE Director of Civil Works approved the re-evaluation report (all components) and recommended the project to Congress to increase the authorized project cost to $344,610,000. The re-authorization is pending approval through the next WRDA Bill currently scheduled for late 2013/early 2014.
MASTER AGREEMENTS AND SERVICE ORDERS
Listed below are the Master Agreements implemented in 2013 including Service Order Values:
HDR, Inc. (13-01) $1,265,839 Freese and Nichols, Inc. (13-02) $82,811 Govind Development, LLC (13-03) $324,800 Naismith Engineering, Inc. (13-04) $205,000 CH2M Hill (13-05) $1,283,325 RVE, Inc. (13-06) $136,422 LNV, Inc. (13-07) $70,000
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UPCOMING BID OPENINGS
Purchase of Water Truck (14-008A) January 31, 2014 Request for Statements of Interest & Qualifications for 2014 Major & Minor Engineering/Architectural Projects (14-001A) February 5, 2014
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