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ST8807-CN 870827WINSTEAD, MCGUIRE, SECHREST & MINICK 1601 ELM STREET, SUITE 700 THANKSGIVING TOWER DALLAS, TEXAS 75201 (214) 742-1700 TELEX 73-0051 TELECOPtER (214} 745-5138 9~0 TRAMPS STREET, SUITE 1410 HOUSTON, TEXAS 77002-5895 (713) 655-0392 TELEX 510-100-1721 TELECOPIER (7t3) 655-9017 A PI~OFE$SIONAL CORPORATION ATTORNEYS AND COUNSELORS 1700 DALLAS BUILDING DALLAS, TEXAS 75201 (214) 742-1700 TELEX 73-005I TELECOPIER (E.[,a) 745-5390 1445 ROSS AVENUE 400 ALLIED BANK TOWER DALLAS, TEXAS 7520;~ (214) 742-(700 tELEX 73-005~ TELECOPIER {~14) 745-5274 August 27, 1987 Mr. Alan D. Ratliff City Manager City of Coppell 255 Parkway Boulevard Coppell, Texas 75019 Re: Work Relatedto United States Post Office Site Enclosed are the foll~ing doc~nents: Fully executed Water Line Construction Agre~nent; Fully executed Drainage Construction Agreement; Fully executed Agreement Between Owner and Contractor. The Agreement between Thc~pson Manag~nent Cc~pany, Inc. and Uvalde Construction Oa~-~ny has been reviewed numerous times byLarryJacksonand Wayne Ginn. For example, on June 9, 1987, I had the d~ts hand-delivered to these gentlemen. I talked with Wayne Ginn about the Agreement Between Owner and Contractor and he indicated to me that it was reasonably satisfactory to the City in accordance Construction Agreement. Please confirm Agreement Between Owner and Contractor City. with paragraph 6 of the Drainage in writing that the enclosed is reasonably satisfactory to the The notice to proceedhasbeen given to Uvalde Construction Ccmpany, and construction shouldbeproceeding at a deliberate pace. Please feel free to call me if you have any questions in regard to the matters discussed in this letter. Very, truly y~/~, / BRK/clk Enclosures 152:D082787A. 30 cc: Lawrence W. Jackson, Esq. Mr. Wayne Ginn FORWARDED TO MAYOR AND I OUNCIL DRAINAGE CONSTRUCTION AGRE~T STATE OF TEXAS COUNTY OF DALLAS This agreement (hereinafter "Drainage Construction Agreement") is between the City of Coppell, Texas, an incorporated home rule city, situated in Dallas County, Texas (hereinafter "Coppell") and Thompson Management Company, a Texas corporation (hereinafter "Thompson"), and is effective as of the llth day of August, 1987. R E C I T A L S: WHEREAS, Thompson, with the express approval of Coppell, advertised and then publicly opened and read bids for furnishing all labor, material and equipment and performing all work required for the construction of drainage facilities from the United States Postal Service property line to Freeport Parkway and related work; and WHEREAS, Uvalde Construction Company (hereinafter "Uvalde") submitted the lowest responsive'bid; and WHEREAS, the Coppell City Council further declares an emergency in accordance with the City Charter and authorizes the Mayor to enter into this Drainage Construction Agreement with Thompson within the parameters set forth herein. NOW THEREFORE, for the consideration of the construction of the drainage work, the benefits described in the recitals contained in this Drainage Construction Agreement and for other good and valuable consideration, the receipt of which is hereby acknowledged, Coppell and Thompson agree to the following: 1. The City Council authorizes the City Manager to reimburse Thompson $224,023.56 from Certificate of Deposit No. 1306 with Independent Bank - Coppell, N.A. to construct drainage facilities from the United States Postal Service property line to Freeport Parkway and related work, said work being in accordance with the terms and conditions contained in the Project Manual for the Construction of Royal Lane from IH-635 to Bethel Road dated April, 1987, and addendums thereto ("Drainage Work"). Thompson shall be reimbursed the amount of $224,023.56 upon completion of the Drainage Work and acceptance of the work by the City Engineer of Coppell, which acceptance shall not be unreasonably Withheld. 2. Thompson shall enter into a contract w.ith Uvalde to perform the Drainage Work, with said contract providing for all necessary performance bonds, maintenance bonds, insurance and indemnifications in accordance with the terms and conditions contained in the Project Manual for the Construction of Royal Lane from IH-635 to Bethel Road dated April, 1987, and addendums thereto. Said contract shall provide that Uvalde, to the fullest extent permitted by laws and regulations, shall indemnify and hold harmless Coppell and Thompson and their consultants, agents and employees from and against all claims, damages, losses and expenses direct, indirect or consequential (including, but not limited to, fees and charges of engineers, architects, attorneys, and other professionals and court and arbitration costs) arising out of or resulting from the performance of the Drainage Work, provided that any such claim, damage, loss or expense (a) is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property (other than the Drainage Work itself), including the loss of use resulting therefrom and (b) is caused in whole or in part by the negligent act or omission of Uvalde, any subcontractor, any person or organization directly or indirectly employed by any of them to perform or furnish any of the Drainage Work or anyone for whose acts any of them may be liable, regardless of whether or not it is caused in part by a party indemnified hereunder or arises by or is imposed by law and regulations regardless of the negligence of any party. 3. The City of Coppell shall be responsible for all costs associated with the Drainage Work, including, but not limited to, the cost of $750.00 to relocate Lone Star Gas facilities, $1,800.00 to install two (2) 4-inch conduits for relocating underground electrical service, and any extra cost associated with lowering the existing 16-inch water line in Freeport Parkway. Thompson shall not be responsible for any cost associated with the Drainage Work. 4. The City Council of Coppell hereby finds the statements made in the recitals of this Drainage Construction Agreement to be true and correct and adopts them as part of this Drainage Construction Agreement. 5. The City Council of Coppell, in accordance with the City Charter,~ hereby declares an emergency and authorizes by resolution passed on August 11, 1987, the Mayor to enter into this contract for Drainage Work with Thompson. 6. The obligations contained in this Drainage Construction Agreement are expressly contingent upon Thompson and Uvalde entering into a contract for the construction of the Drainage Work~%consistent with the terms of this Drainage Construction Agreement on or before October 15, 1987. If the above-referenced -2- '"% condition is not satisfied within the tine frame set forth herein, this Drainage Construction Agreement shall be null and void and of no further effect and no obligations whatsoever shall be created by this Drainage Construction Agreement unless said above-referenced condition is modified by written amendment to this Drainage Construction Agreement and consented by both Coppell and Thompson. 7. This Drainage Construction Agreement shall be governed and construed in accordance with the laws of the State of Texas and the obligations of the parties are and shall be performable in Dallas County, Texas. IN WITNESS WHEREOF the parties hereto have executed Agreement effective as of the day, month, and year hereinabove written. this first CITY OF COPPELL Lou Duggan, ATTESTED: By: Wi 1ym~son, President 152:D071787B.00 081187clk2 -3- ie City With A Beautiful Future August 19, 1987 P.O. Box 478 Coppell, Texas 75019 214 - 462 - 0022 Barry R. Knight, Attorney At Law Suite 700 1601 Elm Thanksgiving Tower Dallas, Texas 75201 Mr. Knight, Enclosed is a copy of the Certificate of Deposit #1306 with a maturity date of November 17, 1987. This is in compliance with the Drainage Construction Agreement. If the project is not completed by November, we will reinvest the certificate and furnish you with the new number. Should you have any questions please contact me at 462-0022. Si ncerely, Frank Trando Finance Director encl: copy of certificate AUG e 0 1987 IA/.M.$. & )4. ~AME NON-NEOOT,A'LE. NON-ASS,GNA,LE. ANO NO.-TRANS'FE.AB,.E T,ME :E.T,F,CATE OF OEPOS'T 1 3 0 6 THE RATE OF INTEREST PAYABLE HEREUNDER IS SUSJECT TO CHANGE BY THE BANK TO SUCH Independent Beak - Ceppell, N.A. TE~t AS MAY BE NECESSARY TO COMPLY WITH REQUIREMENTS OF THE FEDERAL RESERVE 200 S. DENTON TAP RD. 80ARD MADE FROM TIME TO TIME PURSUANT TO P.O. ~0~( 618 FEDERAL RESERVE ACT COPPELL, TEXAS 75019 COPPELL TEXAS Att~ttgt 1c} 19 R7 2 ~ 4/393.~ ~ 2,3 · '~' City 0£ C6ppe11~''~' HAS DEPOSITED IN THIS SANK DDRESS P.O. Box /+78, Coppell; Tx 75019 Two Hundred Twenty F, our Thousand Twenty Three and AX ID# 75-11R3-~07 MATURITY DATE . November 17 19 R7 UPON SURREND~-R OF THIS NDER PENALTIES OF PURJURY I CERTIFY THAT ~ CERTIFICATE, WITH INTEREST AT' f)_ {'ICJ % PER ANNUM. NO PAYMENT BEFORE, AND HE SOCIAL SECURITY NUMBER OR EMPLOYER'S NO INTEREST AFTER MATURITY. SUBJECT TO PRESENT AND FUTURE LAWS OF THIS STATE AND OF )ENTIFICATION NUMBER LISTED ABOVE IS MY~ CONGRESS AND TO REGULATIONS OF STATE AND FEDERAL AUTHORITIES. ORRECT TAXPAYER IDENTIFICATION NUMBER. [~ AUTOMATICALLY RENEWABLE ~CSINGLE MATURITY IGNATURE DEPOSIT iNTEREST TO ACCT. # ~ADD TO CD Asg'T ~ vice RRE.~EN WATER LINE CONSTRUCTION AGREEMENT STATE OF TEXAS COUNTY OF DALLAS This agreement (hereinafter "Water Line Construction Agreement") is between the City of Coppell, Texas, an incorporated home rule city, situated in Dallas County, Texas (hereinafter "Coppell") and Thompson Management Company, a Texas corporation (hereinafter "Thompson"), and is effective as of the llth day of August, 1987. RECITALS: WHEREAS, Thompson, with the express approval of Coppell, advertised and then publicly opened and read bids for furnishing all labor, material and equipment and performing all work required for the construction of a 16-inch water line in and around Royal Lane from IH-635 to Bethel Road; and WHEREAS, Uvalde Construction Company (hereinafter "Uvalde") submitted the lowest responsive bid; and WHEREAS, the Coppell City Council further declares an emergency in accordance with the City Charter and authorizes the Mayor to enter into this Water Line Construction Agreement with Thompson within the parameters set forth herein. NOW THEREFORE, for the consideration of the construction of the 16-inch water line, the benefits described in the recitals contained in this Water Line Construction Agreement and for other good and valuable consideration, the receipt of which is hereby acknowledged, Coppell and Thompson agree to the following: 1. The City Council authorizes the City Manager to reimburse Thompson $161,312.96 from Certificate of Deposit No. 1260 with Independent Bank - Coppell, N.A. tO construct a 16-inch water line and related work, said work being in accordance with the terms and conditions contained in the Project Manual for the Construction of Royal Lane from IH-635 to Bethel Road dated April, 1987, and addendums thereto ("Water Line Work"). Thompson shall be reimbursed the amount of $161,312.96 upon completion of the Water Line Work and acceptance of the work by the City Engineer of Coppell, which acceptance shall not be unreasonably withheld. 2. Thompson shall'enter into a contract with Uvalde to perform the Water Line Work, with said contract providing for all necessary performance bonds, maintenance bonds, insurance and indemnifications in accordance with the terms and conditions contained in the Project Manual for the Construction of Royal Lane from IH-635 to Bethel Road dated April, 1987, and addendums thereto. Said co~tract shall provide that Uvalde, to the fullest extent permitted by laws and regulations, shall indemnify and hold harmless Coppell and Thompson and their consultants, agents and employees from and against all claims, damages, losses and expenses direct, indirect or consequential (including, but not limited to, fees and charges of engineers, architects, attorneys, and other professionals and court and arbitration costs) arising out of or resulting from the performance of the Water Line Work, provided that any such claim, damage, loss or expense (a) is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property (other than the Water Line Work itself), including the loss of use resulting therefrom and (b) is caused in whole or in part by the negligent act or omission of Uvalde, any subcontractor, any person or organization directly or indirectly employed by any of them to perform or furnish any of the Water Line Work or anyone for whose acts any of them may be liable, regardless of whether or not it is caused in part by a party indemnified hereunder or arises by or is imposed by law and regulations regardless of the negligence of any party. 3. The City of Coppell shall be responsible for all costs associated with the Water Line Work. Thompson shall not be responsible for any costs associated with the Water Line Work. 4. The City Council of Coppell hereby finds the statements made in the recitals of this Water Line Construction Agreement to be true and correct and adopts them as part of this Construction Agreement. 5. The City Council of Coppell, in accordance with the City Charter, hereby declares an emergency and authorizes by resolution passed on August 11, 1987, the Mayor to enter into this contract for Water Line Work with Thompson. 6. The obligations contained in this Water Line Construction Agreement are expressly contingent upon Thompson and Uvalde entering into a contract for the construction of the Water Line Work consistent with the terms of this Water Line Construction Agreement on or before October 15, 1987. If the above-referenced condition is not satisfied within the time frame set forth herein, this Water Line Construction Agreement shall be null and void and of no further effect and no obligations whatsoever shall be created by this Water Line Construction Agreement unless said above-referenced condition is modified by written amendment to this Water Line Construction Agreement and consented by both Coppell and Thompson. -2- 7. This governed and of Texas and the obligations of the performable in Dallas County, Texas. IN WITNESS WHEREOF the parties hereto have executed Agreement effective as of the day, month, and year hereinabove written. Water Line Construction Agreement shall be construed in accordance with the laws of the State parties are and shall be this first ATTESTED: CiTy Secr~r~-'/ ~ED AS TOi~_ :'/_ CITY OF COPPELL By:~ ~~~ Lou Duggan, Mayor THOMPSON MANAGEMENT COMPANY W~l~i~~ompson, President 152:D071787A.00 081187clk2 Eli THE RATE OF INTEREST PAYABLE HEREUNDER IS SUBJECT TO CHANGE BY THE BANK TO SUCH EX independent Bask - Coppell,N.A. TENT AS IV;AY BE NECESSARY TO COMPLY WITH REOUIREMENTS OF THE FEDERAL RESERVE 200 S. DENTON TAP RD. BOARD MADE FROM TIME TO TIME PURSUANT TO P.O. BOX 618 FEDERAL RESEBVE ACT COPPELL, TEXAS COPPELL, TEXAS 7501 g 214/393-1123 ADDRESS ~,,00 ~4,)X "~780 Coppe.l..1., Tex&e 7~0t9 3-,',' ~ 19_.~_.._ HAS DEPOSITED IN THIS BANK O~s Hund=ed S~.xcy Due 't'bou..~&nd Three Hundred Tvelve And 96/100 ******************************** TAX ID# 7~.-~1183--207 MATURITY DATE September 30 .19 87 _UPON SURRENDLn OF THIS UNDER PENALTIES OF ~JRJUR¥ I CERTIFY THAT I CERTIFICATE, WITH INTEREST AT 6°'/1'0 ._~ PER ANNUM. NO PAYMENT BEFORE, AND THE SOCIAL SECURITY NUMBER OR EMPLOYER'S NO INTEREST AFTER MATURITY. SUBJECT TO PRESENT AND FUTURE LAWS OF THIS STATE AND OF IDENTIFICATION NUMBER LISTED ABOVE IS MY CONGRESS AND TO REGULATIONS OF STATE AND FEDERAI~AUTHORITIES. CORRECT TAXPAYER IDENTIFICATION NUMBER, ,.'._ AUTOMATICALLY RENEWABLE r~ SINGLE MATURITY INTEREST PAYABLE A~. }~BtU~'~cy / ~ MAiL ~. '~ ~.,~[.,N I.~, r~'-E SIGNATURE DEPOSIT INTEREST TO ACCT, · ~ ADD TO CD '" ," ASS'T VICE ~ESII~NT V~ P~E~I~NT NAME Ci£y of Cnp?~ll ADDRESS P.O.Box 478.Coppell. Texas 75019 DATE June 30.1987 COPPELL BANK, N.A. COPPELL, TEXAS r-I FOR SAFEKEEPING ACKNOWLEDGES RECEIPT FROM THE ABOVE NAMED THE FOLLOWING DESCRIBED PROPERTY E] AS COLLATERAL. TURNED UPON SURRENDER OF THIS RECEIPT. CERT. NOS. NUMBER OF VALUE o E S C R i PTI 0 N SHARES CD~! 1260 for 161~312.96 @6.40 ON 9-30-87 1260 1~,1.'~I? DATE RECEIVED ABOVE SECURITIES CUSTOMER RECEIVED ABOVE SECURITIES COPPELL BANK, N.A.