Interlocal Agreement Between Matagorda County and LCRA For Public Park Facilities

This Agreement is entered into by and between Matagorda County and the Lower Colorado River Authority (LCRA) sometimes referred to as the "Parties," pursuant to the authority granted and in compliance with the provisions of the Texas Interlocal Cooperation Act, Chapter 791, Texas Government Code, for the purpose of making available to LCRA the property known as Jetty Park for the construction, operation, and maintenance of new public park facilities.

 

(1) GRANT OF LICENSE

For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the County hereby grants to LCRA and LCRA hereby accepts a license to construct, operate, and maintain public park facilities on that certain tract of land in Matagorda County, Texas, containing approximately 10.4526 acres, being more particularly described on Exhibit A, attached hereto and incorporated herein (the "Premises"), in accordance with the terms and conditions of this Agreement.

(2) LCRA'S OBLIGATIONS AND RIGHTS

(A) LCRA shall construct and install some or all of the following park facilities on the Premises: restrooms, a group picnic pavilion, picnic shelters, beach access facilities, outdoor showers, parking areas, roads, and a promenade. LCRA shall have the right to demolish and remove structures existing on the Premises as of the date of commencement of the term of this Agreement. In the event LCRA demolishes any of said existing structures, LCRA will replace the demolished structures with like public facilities. The public park facilities constructed and installed on the Premises by LCRA pursuant to this Agreement are herein referred to as the "Park Facilities." The Park Facilities will become the property of the County at the end of the term of this Agreement.

(B) LCRA shall, at LCRA's sole expense, keep and maintain the Park Facilities in a clean, sightly, and safe condition and in substantial repair, during the term of this Agreement in accordance with standards set forth by the US Army Corps of Engineers in the Mouth of the Colorado River, Texas, Jetty Park Operation and Maintenance Manual dated December 1989, a copy of which is attached hereto as Exhibit B (the "Corps Manual").

(C) LCRA shall keep the Park Facilities open 24 hours a day, seven days a week year-round except during emergency situations as determined by the Corps of Engineers or the emergency management officials of the County or as otherwise provided herein. LCRA shall not interfere with the County's policy of free public access to the Jetty Park and the Jetty Pier. Not with standing anything here in to the contrary, LCRA may close any or all of the Park Facilities as necessary for routine cleaning and maintenance without providing notice to the County.

(D) LCRA shall pay or cause to be paid all charges for water, heat, gas, electricity, sewer, and all other utilities use by the Park Facilities throughout the term of this Agreement, including any connection fees.

(E) Because of the unique local conditions associated with Texas Gulf Coast barrier islands, LCRA shall not be obligated to replace any Park Facilities damaged beyond repair as the result of ongoing barrier island erosion where replacement costs would be prohibitive in LCRA's sole discretion. In the event that substantially all of the Park Facilities have been damaged beyond repair and LCRA determines that replacement costs would be prohibitive, LCRA may terminate this Agreement by giving the County 90 days written notice. In such event, LCRA shall be responsible for clean up and removal of any and all debris on the Premises during said 90-day period. In the event the Park Facilities are damaged beyond repair by a catastrophic weather event, LCRA agrees to rebuild only simple picnic shelters similar to the structures constructed by the US Army Corps of Engineers at Jetty Park in 1989; provided on the availability of necessary funds in the budget, and the timing of such rebuild shall be as soon as practicable. No such obligation to rebuild shall exist if erosion of the Premises makes the construction impossible or impracticable. Following completion of construction of the picnic shelters, LCRA may, but shall not be obligated to, terminate this Agreement by giving the County 90 days written notice. In the event of such termination, the County shall assume full responsibility for the operation and maintenance of the picnic shelters.LCRA shall only be obligated to rebuild the picnic shelters one time. In the event of a subsequent catastrophic weather event that damages the picnic shelters beyond repair, LCRA may terminate this Agreement by giving the County 90 days written notice. In such event, LCRA shall be responsible for clean up and removal of any and all debris on the Premises during said 90-day period.

(F) Notwithstanding anything herein to the contrary, LCRA may close the Premises or any part thereof and any or all of the Park Facilities or other improvements during construction or as necessary in LCRA's discretion for the protection of public health and/or safety. LCRA shall provide notification to the County of the nature and the anticipated duration of any such temporary closure. In the event of any such closure, LCRA make reasonable efforts to maintain public access to the Jetty Fishing Pier.

(G) LCRA shall not impede US Army Corps of Engineers' access to the Jetty Fishing Pier for maintenance. LCRA shall not impede the County's access to the Jetty Fishing Pier at anytime.

(H) Prior to commencement of construction of the Park Facilities, LCRA shall obtain approval of the final construction documents by the Matagorda County Commissioners Court, which approval shall not be unreasonably withheld or delayed. All construction by LCRA shall be in substantial compliance with the approved construction documents.

(I) LCRA will provide the County with documentation of its self-insurance coverage.

(J) Nothing herein shall be construed as requiring LCRA to keep personnel on the Premises.

(3) COUNTY'S OBLIGATIONS AND COVENANTS

(A) County recognizes that a portion of the funding for the Park Facilities consists of grant funds received from the Texas Parks and Wildlife Department and the Coastal Coordination Council and that the grantors have certain requirements and restrictions associated with grants. County agrees to cooperate with LCRA to assist LCRA in complying with the requirements and restrictions related to the grants used for Park Facilities. Any cooperative act by the County which requires the County to spend county funds is conditioned on the approval of the Matagorda County Commissioners Court and the availability of such funds in the budget.

(B) County recognizes that LCRA will expend significant capital in construction and installation of the Park Facilities. County agrees that the license granted herein is irrevocable for the term of this Agreement, except as otherwise provided in this Agreement.

(C) County covenants that LCRA shall lawfully and quietly hold, occupy, and enjoy access to the Park Facilities during the term of this Agreement without being disturbed by County or any person claiming under County.

(D) Upon commencement of the term of this Agreement, LCRA shall provide off-site solid waste disposal for all trash and litter collected on the Premises at no cost to County; provided however, that in the event illegal dumping of household waste at the Premises becomes excessive, LCRA reserves the right to request contribution and assistance from County for off-site solid waste disposal of illegally dumped household waste. Any contribution and assistance by County which requires County to spend county funds is conditioned on the approval of the Matagorda County Commissioners Court and the availability of such funds in the budget.
 

(4) CONTROL, DIRECTION AND MANAGEMENT

By entering into this Agreement, the Parties do not intend to form a joint enterprise. The purpose of this Agreement is to further the public good; the Parties do not have a pecuniary purpose. At no time will the Parties have an equal or mutual right of control of the Park Facilities. At all times LCRA reserves its superior right to control the direction and management of the Park Facilities by virtue of LCRA's responsibility for the day-to-day management, operation, and control of the Park Facilities as set out here in.



(5) TERM

LCRA shall notify County in writing at least 30 days in advance of the anticipated date of the commencement of LCRA's activities on the Premises. The term of this Agreement shall begin on the date set out in the notice and shall end on the date that is the twenty-fifth (25th) anniversary of such date. The term of this Agreement may be amended and/or extended by mutual agreement.



(6) GOVERNMENT FUNCTIONS

The undersigned contracting parties certify that the services specified above are necessary and essential for activities that are properly within their statutory functions; the proposed arrangements serve the interest of efficient and economical administration of State Government; and the services, supplies, or materials contracted for are not required by Section 21 or Article 16 of the Constitution of Texas to be supplied under contract given to the lowest responsible bidder.

(7) INDEMNIFICATION

To the extent allowed by law, LCRA shall indemnify and hold harmless Matagorda County and its elected officials, officers, agents and employees, or any of them, from and against any and all claims, actions, suits, liability, loss, costs, expenses and damages of any nature whatsoever, (i) to the extent they are caused by or result from a negligent act or omission of LCRA, its officers, agents and employees in performing obligations pursuant to this Agreement, and/or (ii) to the extent they are related to the Park Facilities. It is expressly understood and agreed that in the execution of this Agreement, neither of the Parties waives, nor shall be deemed to waive, any immunity or defense otherwise available to it against any claims by third parties. Each party to this Agreement shall immediately notify the other of any and all claims, actions, losses or damages that arise or are brought against that Party relating to or pertaining to the Park Facilities.



(8) NON-PERFORMANCE

Not with standing any other provisions of this Agreement, should LCRA in any material respect violate or fail to keep or perform any covenant, condition, or undertaking of this Agreement, then and in such event County shall have the right to cancel and terminate the Agreement by written notice to LCRA if LCRA has failed to cure any such breach, or to commence a cure and pursue it in good faith, within 30 days of receipt of written notice from County describing such breach.

 

Notices sent pursuant to this Agreement may be delivered or sent to LCRA at the following address:

Suzanne Zarling (or her successors in office)
Executive Manager of Community Services, LCRA
P.O. Box 220, Mail Stop M-221
Austin, Texas 78767-0220

When notices sent pursuant to this Agreement are mailed by registered or certified mail, notice shall be deemed effective on actual receipt by the recipient.




(11) VENUE

Venue and jurisdiction of any suit, or cause of action arising under or in connection with this Agreement shall lie exclusively in Matagorda County, Texas.

(12) AMENDMENT OF AGREEMENT

This agreement may be amended at any time by the Parties. All amendments must be in writing and approved by the Matagorda County Commissioners Court and LCRA.